Legal Discrimination Disclosure Form

LEGAL DISCRIMINATION DISCLOSURE FORM

This Legal Discrimination Disclosure Form (the "Form") is made and entered into as of Date: by and between Disclosing Party: and Recipient Party: .

RECITALS

WHEREAS, Disclosing Party possesses certain records, reports, investigations, or other information relating to allegations or findings of unlawful discrimination, harassment, or related claims involving persons or operations within Disclosing Party's control; and

WHEREAS, Recipient Party has requested disclosure of such information in connection with its evaluation of a proposed transaction, engagement, employment decision, regulatory reporting obligation, or other legitimate business purpose described as: ; and

WHEREAS, Disclosing Party is willing to provide limited disclosure subject to the terms below to preserve confidentiality, privilege where applicable, and to ensure proper use of the disclosed information.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. DEFINITIONS

For purposes of this Form: "Disclosed Information" means any written, electronic, or oral information delivered to Recipient Party by Disclosing Party that relates to allegations, complaints, investigations, findings, settlements, remedial measures, or corrective actions concerning discrimination, harassment, or retaliation under any applicable law. "Knowledge" or "known" means actual knowledge as of the Effective Date after a reasonable internal inquiry.

2. DISCLOSURE OF INCIDENTS

Disclosing Party discloses the following incidents, each described to the extent necessary to inform Recipient Party of the nature, approximate date, status, and any corrective measures taken. The disclosures below are made in good faith based on Disclosing Party's records and Knowledge as of the Effective Date.

Date of occurrence:   Status:

Date of occurrence:   Status:

Date of occurrence:   Status:

3. REPRESENTATIONS AND WARRANTIES

Disclosing Party represents and warrants that, to the best of its Knowledge as of the Effective Date, the Disclosed Information provided herein accurately summarizes the material facts known to Disclosing Party regarding the incidents described. Disclosing Party makes no warranty as to the completeness of historical facts or the outcome of any future investigation, except as expressly set forth in writing in this Form.

Recipient Party represents that it will exercise reasonable care in handling Disclosed Information and will rely on the information solely for the Purpose set forth above.

4. CONFIDENTIALITY AND USE

Recipient Party shall keep the Disclosed Information confidential and shall not disclose such information to any third party except: (a) to Recipient Party's employees, officers, directors, legal counsel, auditors, or advisors on a need-to-know basis who are bound by confidentiality obligations at least as protective as those in this Form; (b) as required by applicable law or legal process, provided Recipient Party gives prompt written notice to Disclosing Party and cooperates in any attempt to obtain a protective order; or (c) in aggregated or anonymized form that does not identify individuals or enable re-identification.

Recipient Party shall use Disclosed Information solely for the Purpose and shall not use such information for any other commercial or adverse legal purpose, including use in litigation except as permitted under this Form.

5. NO ADMISSION OF LIABILITY

The disclosure of information under this Form is for the limited purpose stated and does not constitute an admission by Disclosing Party of liability, wrongdoing, or legal violation. Any summaries or descriptions are provided for convenience and shall not be construed as factual findings binding on any tribunal or regulatory authority.

6. REMEDIES; INJUNCTIVE RELIEF

Recipient Party acknowledges that monetary damages may be inadequate to remedy a breach of the confidentiality or limited-use obligations in this Form and that Disclosing Party shall be entitled to seek injunctive or equitable relief in addition to any other remedies available at law or in equity.

7. NOTICES

All notices required or permitted under this Form shall be in writing and delivered to the addresses set forth below or to such other address as a party may designate by written notice to the other party.

8. GOVERNING LAW; VENUE

This Form shall be governed by and construed in accordance with the laws of the jurisdiction of without regard to conflict-of-law principles. The parties submit to the exclusive jurisdiction of the courts located in that jurisdiction for disputes arising out of or related to this Form.

9. ENTIRE AGREEMENT; SEVERABILITY

This Form constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior oral or written agreements and understandings. If any provision of this Form is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect and the parties shall negotiate in good faith to replace any invalid provision with a valid provision that achieves, to the extent possible, the original intent.

10. AMENDMENT; WAIVER; COUNTERPARTS

Any amendment or modification of this Form must be in writing and signed by both parties. No waiver of any provision shall be effective unless in writing and signed by the waiving party. This Form may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

11. REPRESENTATIVE CONTACTS

ACKNOWLEDGMENT

Each party acknowledges that it has read this Form, understands its terms, and that the person signing below is authorized to execute this Form on behalf of the respective party. The parties further acknowledge that this Form does not waive any rights or defenses available under applicable law except as expressly set forth herein.

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