Legal Customs Resolution Form

LEGAL CUSTOMS RESOLUTION FORM

This Legal Customs Resolution Form (the Agreement) is entered into as of Effective Date: by and between Client Name: with Address: and Respondent Name: with Address: .

RECITALS

WHEREAS, Client initiated a claim concerning the importation, classification, valuation, assessment of duties, or penalties associated with shipment Reference No. (the Shipment), describing Goods as:

WHEREAS, the Parties have engaged in administrative, advisory, or contestation proceedings relating to the assessment of duties, taxes, penalties, or other charges (collectively, Disputed Duties) arising from the Shipment; and

WHEREAS, the Parties now wish to resolve and settle all claims, demands, causes of action and liabilities arising out of or related to the Shipment and the assessment or collection of Disputed Duties, without admission of fault, on the terms and conditions set forth below.

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

1. DEFINITIONS

Capitalized terms used in this Agreement have the following meanings: "Claim" means any claim, demand, action, proceeding or cause of action asserted by either Party arising from the Shipment or the assessment of Disputed Duties; "Disputed Duties" means duties, taxes, interest, penalties and associated costs contested by Client in connection with the Shipment; "Effective Date" means the date set forth above.

2. SETTLEMENT TERMS

Respondent agrees to pay or cause to be paid to Client, or Client agrees to pay Respondent as consideration for this settlement, the sum of Total Settlement Amount: (USD), in accordance with the payment schedule set forth below.

All payments shall be made in cleared funds to the account designated in writing by the receiving Party within the timeframe specified above. Failure to make timely payment shall entitle the non-breaching Party to pursue all available remedies.

3. RELEASE

Upon receipt of the full Settlement Amount in accordance with Section 2, each Party, on behalf of itself and its affiliates, agents, successors and assigns, hereby fully and forever releases and discharges the other Party from any and all claims, liabilities, demands, damages, losses, causes of action, and expenses (including reasonable attorneys' fees) arising out of or relating to the Shipment or the Disputed Duties, whether known or unknown, asserted or unasserted, through the Effective Date.

4. ALLOCATION OF DUTIES, TAXES AND COSTS

The Parties agree that responsibility for any remaining or future duty liabilities, refunds, bond claims, or other customs-related costs shall be allocated as follows:

5. COOPERATION; DOCUMENTATION

Each Party shall cooperate in good faith and provide all documents, declarations, powers of attorney, and assistance reasonably necessary to effectuate the settlement, including but not limited to filings with customs authorities, petitions for refunds, or releases of detention. Such cooperation shall continue for a period of days from the Effective Date.

6. CONFIDENTIALITY

Except as required by applicable law or regulatory authority, the Parties shall keep confidential the terms of this Agreement and any non-public information disclosed in connection with the negotiation or implementation of this Agreement. Disclosure of the Agreement's existence or terms is permitted only with the prior written consent of both Parties or to professional advisers who agree to be bound by confidentiality obligations.

7. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants that: (a) it has full authority to enter into this Agreement; (b) the execution and performance of this Agreement will not violate any other agreement to which it is a party; and (c) no other person or entity has been granted rights that would materially impair the Parties' ability to perform under this Agreement.

8. INDEMNIFICATION

Each Party shall indemnify, defend and hold harmless the other Party from and against any claim, loss or liability arising from the indemnifying Party's breach of this Agreement, willful misconduct, or material misrepresentation. This indemnity survives the termination of this Agreement.

9. LIMITATION OF LIABILITY

Except for liability arising from willful misconduct or fraudulent misrepresentation, neither Party shall be liable to the other for consequential, incidental, special, or punitive damages, and each Party's aggregate liability under this Agreement shall be limited to the total Settlement Amount paid under Section 2.

10. NOTICES

All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and addressed to the Parties at the addresses set forth below (or to such other address that a Party may designate by notice to the other Party).

11. AMENDMENTS; WAIVER; COUNTERPARTS

No amendment or waiver of any provision of this Agreement will be effective unless made in a writing signed by both Parties. Failure to enforce any right or provision will not constitute a waiver of future enforcement. This Agreement may be executed in one or more counterparts, each of which will be deemed an original and all of which together constitute one and the same instrument.

12. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction selected by the Parties: , without regard to conflicts of law principles. This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior agreements. If any provision of this Agreement is held invalid or unenforceable, such provision will be struck and the remaining provisions will remain in full force and effect.

MISCELLANEOUS PROVISIONS

The Parties acknowledge that neither Party is relying on any representation or promise except as expressly set forth herein. Each Party shall bear its own legal fees and costs incurred in connection with the negotiation and execution of this Agreement unless otherwise expressly provided.

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