Legal Covenant Approval Form

Legal Covenant Approval Form

This Legal Covenant Approval Form (the Agreement) is made effective as of by and between Requesting Party: , Address: and Approving Party: , Address: .

Recitals

WHEREAS, Requesting Party has proposed to enter into, modify, or be bound by certain covenants described below and has requested formal approval from Approving Party in accordance with applicable agreement terms and governing instruments.

WHEREAS, Approving Party is authorized under the controlling instruments or contractual relationship to grant, condition, or deny such approval and desires to set forth the terms and conditions under which any approval shall be effective.

WHEREAS, the parties intend by this Agreement to memorialize the scope of the requested approval, the conditions precedent to effectiveness, the covenants to be enforced, and the procedures for notice, amendment, and enforcement.

NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Definitions

1.1 "Covenant" means the specific obligation, restriction, or condition described in request documentation attached to or referenced by this Agreement and identified by the Requesting Party as:

1.2 "Approval" means the written authorization issued by Approving Party in the form of a signed endorsement of this Agreement, subject to any conditions and limitations set forth herein.

2. Request for Approval; Scope

2.1 Requesting Party represents and warrants that the Covenant described above is the subject of this request and that all facts material to the request have been disclosed to Approving Party.

2.2 Nature of Covenant (select all that apply): Affirmative covenant Negative (restrictive) covenant Contingent or conditional covenant

3. Representations and Warranties

3.1 Requesting Party represents and warrants that it has full power and authority to enter into this Agreement, that the execution and delivery of this Agreement and performance of the Covenant will not violate applicable law or other material agreements, and that all information provided in support of the request is true and complete in all material respects.

3.2 Approving Party represents that it has authority to grant approvals under the relevant instruments and that any approval granted will be issued in accordance with the conditions set forth in this Agreement.

4. Conditions to Approval

4.1 Approval by Approving Party, if granted, shall be subject to the following conditions precedent which must be satisfied prior to the effective date of any Approval:

(a) Execution of any required amendment or instrument evidencing the Covenant as required by Approving Party;

(b) Delivery of proof of any insurance, performance security or indemnity required by Approving Party; and

(c) Payment of any review or processing fee in the amount: $

5. Grant or Denial of Approval

5.1 Subject to satisfaction of the conditions set forth in Section 4, Approving Party hereby: Grants approval Denies approval

5.2 Any grant of approval shall be strictly limited to the covenant described in Section 1 and shall not constitute a waiver or consent with respect to any other covenant, default, or obligation of Requesting Party.

6. Covenant Obligations; Enforcement

6.1 Requesting Party agrees to perform and comply with the Covenant as described in Section 1 and with any additional terms expressly set by Approving Party as a condition of the Approval.

6.2 In the event of a breach or default with respect to the Covenant, Approving Party shall be entitled to all remedies available at law or in equity, including injunctive relief and specific performance. Requesting Party shall reimburse Approving Party for all reasonable costs and expenses, including attorneys' fees, incurred in enforcing the Covenant.

7. Notices

All notices required or permitted under this Agreement shall be in writing and delivered by hand, certified mail (return receipt requested), or nationally recognized overnight courier to the addresses set forth below or to such other address as a party may designate by written notice in accordance with this Section.

8. Amendments; Waiver

8.1 This Agreement may be amended only by a written instrument executed by both parties. No failure or delay by either party in exercising any right shall operate as a waiver of that right, and any waiver must be in writing to be effective.

9. Governing Law; Venue

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of law. The parties consent to exclusive jurisdiction and venue in the state and federal courts located in the county specified by Approving Party for disputes arising out of or relating to this Agreement.

10. Entire Agreement; Severability; Counterparts

10.1 This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written.

10.2 If any provision of this Agreement is held to be invalid or unenforceable in whole or in part, the remaining provisions shall remain in full force and effect and shall be construed so as to effectuate to the greatest extent possible the original intent of the parties.

10.3 This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Facsimile and electronic signatures shall be deemed original signatures for all purposes.

11. Additional Provisions

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