Legal Good Standing Request Form

Legal Good Standing Request Form

This Legal Good Standing Request Form is made as of by and between Requestor Name: (Requestor) and Service Provider Name: (Provider).

RECITALS

WHEREAS, Requestor is an entity doing business under the name , formed in the Jurisdiction of , with file number and date of formation .

WHEREAS, Requestor requires one or more official certificates, certified copies, or written confirmation of good standing, existence or status from the applicable jurisdiction for regulatory, transactional or corporate record purposes; and

WHEREAS, Provider offers services to obtain such official documentation on behalf of Requestor and is willing to act as Requestor's authorized agent for the limited purposes set forth below.

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

1. SCOPE OF REQUEST

1.1 Provider shall, at Requestor's direction, apply for and procure the following documents from the jurisdiction of formation identified above. Requestor selects the requested items by checking the appropriate boxes and specifying quantities and any other options:

Certificate of Good Standing Certificate of Existence

Certificate of Status Certified Copy of Records

1.2 Expedited processing requested: Yes No. If yes, select level and acknowledge additional fees.

2. AUTHORIZATION AND CONSENT

2.1 Requestor hereby appoints Provider as Requestor's limited agent and attorney-in-fact solely for the purpose of requesting, receiving and transmitting the specified documents from the relevant state or jurisdiction and related government offices. Provider may execute and file all applications, affidavits, acknowledgements and other instruments reasonably necessary to obtain the requested documents.

2.2 Requestor expressly authorizes Provider to disclose Requestor's entity information, signature, and any documentation necessary to obtain the requested certificates, and to furnish payment for government filing fees on Requestor's behalf in accordance with Section 3. Provider shall act in good faith and in accordance with applicable law.

3. FEES, PAYMENT AND REFUND POLICY

3.1 Requestor shall pay Provider the fees for Provider's services and all government filing, certification and courier fees as set forth below. Unless otherwise agreed in writing, Provider's non-refundable processing fee is due upon submission of this form; additional fees are due when incurred.

3.2 Payment method (select): Credit Card Check Wire Transfer

3.3 Refunds, if any, will be provided only for overpayment of government fees not incurred and not for Provider's time expended or for fees already paid to third parties. Provider will attempt to notify Requestor promptly of any refund eligibility.

4. PROCESSING, DELIVERY AND HANDLING

4.1 Provider will use commercially reasonable efforts to procure the requested documents within customary processing times for the selected jurisdiction and service level, but Provider does not guarantee any particular processing time.

4.2 Delivery method (select one or more): Email (scanned copy) U.S. Mail Courier

5. REPRESENTATIONS, WARRANTIES AND ACKNOWLEDGMENTS

5.1 Requestor represents and warrants that all information provided herein is true, accurate and complete to the best of Requestor's knowledge, that Requestor is duly authorized to request the documents for the entity identified and that Provider's performance hereunder will not violate any agreement or law applicable to Requestor.

5.2 Requestor acknowledges that Provider will rely upon the information provided and that Provider is not responsible for inaccuracies in third-party records or for any consequence of inaccurate or incomplete information supplied by Requestor.

6. LIMITATION OF LIABILITY; INDEMNIFICATION

6.1 Except for willful misconduct or gross negligence, Provider's liability to Requestor for any claim or loss arising out of or relating to this Form or Provider's performance shall be limited to direct damages not to exceed the amounts actually paid to Provider by Requestor for the specific service that gave rise to the claim. In no event shall Provider be liable for consequential, incidental, punitive or exemplary damages.

6.2 Requestor shall indemnify, defend and hold Provider harmless from and against any third-party claims, liabilities, losses, costs or expenses (including reasonable attorneys' fees) arising from Requestor's breach of this Form, misrepresentations, or from Provider's performance that follows Requestor's instructions.

7. NOTICES

7.1 All notices, demands or other communications required or permitted under this Form shall be in writing and delivered to the addresses set forth below. Notice shall be effective upon personal delivery, confirmed electronic delivery, or three business days after deposit with the U.S. Postal Service, postage prepaid.

8. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

8.1 This Form shall be governed by and construed in accordance with the laws of the jurisdiction specified below. The parties submit to the exclusive jurisdiction of the courts of that jurisdiction for disputes arising under this Form.

8.2 This Form constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, agreements and understandings. Any amendment must be in writing and signed by both parties.

8.3 If any provision of this Form is held to be invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect.

9. AMENDMENTS; WAIVER; COUNTERPARTS

9.1 No waiver by either party of any breach shall be deemed a waiver of any other breach. This Form 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 binding.

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