Legal Election Not to Appear Form

Legal Election Not to Appear Form

This Legal Election Not to Appear Form (the "Election") is made on Date: by and between Party A: , with principal address , and Party B: , with principal address (each a "Party" and together the "Parties").

RECITALS

WHEREAS, a legal proceeding captioned: Matter: , Case No.: , is pending before Tribunal/Court: (the "Proceeding");

WHEREAS, the Proceeding includes a hearing currently scheduled for: at ; and

WHEREAS, a Party may elect not to personally appear at the scheduled hearing and, subject to the Tribunal's rules and applicable law, may elect to proceed on the papers, designate a representative to appear, or waive personal appearance in accordance with the terms set forth herein.

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. ELECTION NOT TO APPEAR

1.1 Election. Each Party may, by initialing or checking the applicable box below, elect one of the following options with respect to the scheduled hearing. By executing this Election, the electing Party knowingly, voluntarily, and irrevocably elects the option selected and acknowledges that the election constitutes a binding waiver of the right to personal appearance to the extent permitted by law and the rules of the Tribunal.

I elect not to appear personally and consent that the Tribunal may decide the Proceeding based on the written submissions, documents, and exhibits on file, and I waive the right to be present in person so that a decision may be rendered in my absence.

I elect not to appear personally and instead designate the representative identified in Section 2 below to appear, present argument, receive service of process, and take such actions as are necessary for the conduct of the Proceeding on my behalf.

2. DESIGNATION OF REPRESENTATIVE

2.1 Designation. If a Party elects to designate a representative, that Party hereby appoints and authorizes the following individual or entity to act on its behalf in respect of the Proceeding:

2.2 Authority. The designated representative is authorized to appear, argue, submit evidence, accept or consent to stipulations, receive notices, and otherwise act in all respects as if the electing Party were personally present, subject to the Tribunal's rules and any limitations expressly set forth in this Election.

3. WAIVER, CONSENT AND EFFECT

3.1 Waiver. Each Party that elects not to appear hereby knowingly and voluntarily waives any right to be physically present at the hearing to the extent permitted by applicable law and Tribunal rules, except as otherwise provided by order of the Tribunal.

3.2 Consent to Proceed. Each electing Party consents to the Tribunal receiving, considering, and deciding the Proceeding on the basis of the written submissions, declarations, exhibits, and record, or by virtue of the appearance of the designated representative, as applicable. The electing Party understands that the Tribunal may render rulings, findings, and orders in the Party's absence and that such rulings shall be binding on the electing Party to the same extent as if the Party had appeared.

3.3 No Automatic Stay. The execution of this Election shall not operate to stay or delay the Proceeding unless the Tribunal so orders.

4. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants to the other Party that: (a) it has full corporate or individual power and authority to execute and deliver this Election and to perform its obligations hereunder; (b) the person executing this Election on its behalf is duly authorized to do so; and (c) this Election constitutes a valid and binding obligation enforceable against such Party in accordance with its terms.

5. NOTICES

All notices, requests, demands and other communications hereunder shall be in writing and shall be delivered to the addresses and contacts set forth below for each Party. Notice shall be effective upon personal delivery, upon receipt of confirmed electronic delivery, or three (3) days after deposit in the United States mail, postage prepaid, certified or registered, return receipt requested.

6. MISCELLANEOUS

Governing Law: This Election shall be governed by and construed in accordance with the substantive laws of the jurisdiction in which the Tribunal sits, without regard to conflict of laws principles.

Entire Agreement: This Election constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior negotiations, understandings, and agreements between the Parties with respect thereto.

Severability: If any provision of this Election is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect and shall be construed so as to effectuate the intent of the invalid provision to the fullest extent permitted by law.

Amendments; Waiver: This Election may be amended only by a writing signed by both Parties. No waiver of any provision of this Election shall be effective unless in writing and signed by the Party against whom enforcement of the waiver is sought.

Counterparts: This Election 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. Signatures transmitted by electronic means shall be treated as original signatures.

ACKNOWLEDGMENT

Each Party acknowledges that it has read this Election, understands its contents, and is signing this Election voluntarily and with full knowledge of its legal effect. Each Party further acknowledges that it has had the opportunity to consult with counsel of its choice prior to executing this Election.

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