Legal Closing Pleadings

LEGAL CLOSING PLEADINGS AGREEMENT

This Legal Closing Pleadings Agreement (the Agreement) is entered into as of the date set forth in the signature block below between Client Name: whose principal address is , and Opposing Party Name: whose principal address is (each a Party and together the Parties) with respect to the matter captioned Case Caption: , pending in Court: , Case Number: .

RECITALS

WHEREAS, the Parties are engaged in litigation described above and anticipate filing closing pleadings, memoranda, proposed findings, or related submissions as part of the final adjudication of the dispute; and

WHEREAS, the Parties desire to set forth the procedures, responsibilities, schedules, and certifications governing the preparation, review, filing, and service of those closing pleadings and related documents; and

WHEREAS, counsel for each Party have authority to negotiate procedural arrangements and to commit their respective clients to the obligations set forth herein.

NOW THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the Parties agree as follows:

1. DEFINITIONS

For purposes of this Agreement, the following definitions apply: "Closing Pleadings" means the final memoranda of law, proposed findings of fact, proposed conclusions of law, trial briefs, exhibits for final hearing, and any affidavits or declarations to be filed in support of final adjudication. "Filing Date" means the date on which the Closing Pleadings are delivered for filing with the court and, if separately required, served on opposing counsel: . "Counsel" means the attorneys of record identified in Section 10 (Notices).

2. SCOPE OF PLEADINGS

The Closing Pleadings to be prepared and filed pursuant to this Agreement shall be limited to those matters reasonably necessary to conclude the issues identified in the Case Caption and shall include the following items as applicable:

3. PREPARATION, REVIEW, AND APPROVAL

3.1 Preparation. Counsel for the Party identified as Lead Drafting Counsel shall prepare the initial drafts of the Closing Pleadings and shall circulate draft versions to opposing counsel in sufficient time to permit review and comment. Lead Drafting Counsel:

3.2 Review Period. Unless mutually extended in writing, the receiving Party shall provide written comments on any draft within days of receipt. Counsel shall make reasonable efforts to resolve disputed edits in good faith prior to filing.

4. FILING AND SERVICE

4.1 Responsibility for Filing. The Parties agree that the Party identified below shall be responsible for electronically filing the agreed Closing Pleadings with the court: Filing Responsible Party: .

4.2 Method of Service. Service on opposing counsel shall be accomplished by the following method(s) as applicable:

5. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants that: (a) it has the authority to enter into this Agreement and to bind the Party to the obligations herein; (b) any statements, exhibits, or evidence provided to be included in the Closing Pleadings are true and accurate to the best of the providing Party's knowledge; and (c) no material fact has been intentionally omitted from the materials submitted pursuant to this Agreement.

6. CONFIDENTIALITY AND SEALED FILINGS

If any Closing Pleadings contain information that a Party asserts is confidential, the Parties shall confer promptly regarding procedures for filing under seal or redaction in accordance with applicable court rules and protective orders. A Party seeking sealed treatment shall bear the burden of demonstrating the need for sealing.

7. COSTS, FEES, AND EXPENSES

Unless otherwise agreed in writing, each Party shall bear its own attorneys' fees and costs incurred in preparing, reviewing, and filing the Closing Pleadings. A Party may seek reimbursement or sanctions from the court for frivolous filings as permitted by law.

8. REMEDIES

The Parties agree that a breach of the confidentiality provisions or a material failure to comply with the procedures herein may cause irreparable harm for which monetary damages would be inadequate, and the non-breaching Party shall be entitled to seek injunctive relief, specific performance, and any other remedies available at law or in equity.

9. NOTICES

All notices, requests, and other communications required or permitted by this Agreement shall be given in writing and delivered to the counsel or Party contacts set forth below, and shall be effective upon receipt.

10. AMENDMENTS; WAIVER; COUNTERPARTS

This Agreement may be amended only by a written instrument signed by both Parties. No failure or delay by either Party in exercising any right shall operate as a waiver, nor shall any single or partial exercise of any right preclude other or further exercise of that right. This Agreement may be executed in counterparts, each of which shall constitute an original and all of which together shall constitute one instrument.

11. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Agreement shall be governed by and construed in accordance with the substantive laws of the jurisdiction in which the Court identified above sits, without regard to conflict of law principles. This Agreement contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

12. MISCELLANEOUS PROVISIONS

12.1 Costs of Enforcement. The prevailing Party in any action to enforce this Agreement shall be entitled to recover reasonable attorneys' fees and costs. 12.2 Interpretation. Headings are for convenience only and shall not affect interpretation.

ADDITIONAL PROVISIONS / ATTACHMENTS

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