Legal Email Designation Form

LEGAL EMAIL DESIGNATION FORM

This Legal Email Designation Form is entered into as of Effective Date: by and between Designating Party Name: (Entity Type: Individual Corporation LLC Partnership Other) with Address: , and Recipient Party Name: with Address: .

RECITALS

WHEREAS, Designating Party desires to designate an electronic mail address for receipt of notices, contractual communications, and, where permitted by law, service of process and other legal communications; and

WHEREAS, Receiving Party is willing to accept delivery to the designated electronic mail address under the terms set forth in this Form and subject to the requirements stated below; and

WHEREAS, the parties intend that this Form set forth the exclusive method and required procedures for electronic designation and notice unless otherwise agreed in writing.

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

1. DESIGNATION

Designating Party hereby designates the following electronic mail address as the primary address for delivery of notices and legal communications pursuant to this Form: Designated Email: . Such designation is effective as of the Effective Date stated above, unless otherwise revoked in writing in accordance with Section 6.

2. SCOPE OF AUTHORIZATION

The Designated Email may be used by Receiving Party to deliver: (a) notices required or permitted under any agreement between the parties; (b) invoices and billing communications; (c) routine administrative communications; and (d) legal process and other formal notices, to the extent permitted by applicable law. Use of the Designated Email for any other purpose requires prior written consent.

3. CONSENT TO ELECTRONIC SERVICE

Designating Party expressly consents to receiving communications and notices at the Designated Email and agrees that delivery by email shall constitute valid and effective service for purposes described herein. Unless a delivery failure notification is received by the sender, an electronic transmission properly addressed to the Designated Email shall be deemed received: on the date of transmission if transmitted prior to 5:00 p.m. local time at the recipient’s primary place of business; otherwise on the next business day. The parties acknowledge that certain jurisdictional or procedural rules may require additional steps for service of process, and the acceptance herein is subject to compliance with mandatory law.

4. SECURITY, ACCESS, AND CHANGE

Designating Party represents that it controls the Designated Email and will maintain reasonable security measures to prevent unauthorized access. Designating Party must notify Receiving Party promptly in writing of any suspected unauthorized access or compromise. Change of Designated Email shall be effective only upon receipt by Receiving Party of a new properly executed designation or an acknowledged revocation of the prior designation. Notice of change must be made by written notice delivered in accordance with Section 5 and shall be effective following a notice period of Change Notice Period (business days): .

5. NOTICES

6. EFFECTIVE DATE, TERM, AND REVOCATION

This designation is effective on the Effective Date above and will remain in force until revoked. Revocation must be delivered in writing and acknowledged by the Receiving Party. A revocation shall become effective upon Receiving Party’s written acknowledgment or after the Revocation Notice Period (business days): , whichever occurs first.

7. LIMITATION OF LIABILITY AND INDEMNIFICATION

Each party shall use commercially reasonable efforts to ensure timely and secure transmission of electronic notices. Designating Party acknowledges that email transmission may be subject to interception, misdirection, or failure and agrees to indemnify, defend and hold harmless Receiving Party from and against any claims, liabilities, losses or expenses arising from Designating Party’s failure to maintain the Designated Email or to timely update contact information, except to the extent caused by Receiving Party’s gross negligence or willful misconduct.

8. RECORDS, RETENTION, AND PROOF

Evidence of transmission (including sender server logs or automatic delivery receipts) shall constitute prima facie proof of delivery. Parties shall retain records of all electronic communications governed by this Form for a period of at least Record Retention Period (months): months.

9. GOVERNING LAW

This Form shall be governed by and construed in accordance with the laws of the State of: , without regard to its conflict of law rules.

10. ENTIRE AGREEMENT; SEVERABILITY

This Form constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral and written communications concerning electronic designation of email. If any provision of this Form is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

11. AMENDMENT; WAIVER; COUNTERPARTS

Any amendment or waiver of any provision of this Form must be in a writing signed by both parties. Failure to enforce any provision shall not constitute a waiver of that provision. This Form may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Signatures delivered by electronic means shall be effective to bind the signing party.

12. MISCELLANEOUS

The parties represent that the individuals executing this Form on their behalf have the authority to bind the respective parties. Any headings are for convenience only and shall not affect interpretation.

Sign Now