Legal Non-Publication Request

LEGAL NON-PUBLICATION REQUEST

This Legal Non-Publication Request (the Request) is made as of by Requester Name: (Requester) and Recipient Name: (Recipient).

RECITALS

WHEREAS, Requester has submitted or will submit information, documents, records, or data identified below that Requester seeks not to be published, disseminated, or made publicly accessible by Recipient;

WHEREAS, Recipient maintains records, a database, or a public-facing platform on which such materials may otherwise be posted, indexed, or disclosed; and

WHEREAS, the parties desire to set forth the terms under which Recipient will refrain from publishing or otherwise making public the identified materials while preserving Recipient’s obligations under applicable law.

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

1. DEFINITIONS

For purposes of this Request, the following terms have the meanings set forth below:

"Confidential Materials" means all documents, records, files, attachments, metadata, or data described in Section 2 below and any portion thereof that contains Sensitive Information.

"Publication" and "Publish" mean posting to a public website, inclusion in a public docket or index, distribution to a mailing list or press distribution, or any other dissemination or making available to persons other than those expressly authorized by Recipient in writing.

2. DESCRIPTION OF MATERIALS SUBJECT TO NON-PUBLICATION

Requester identifies the specific records, categories of records, and/or file identifiers for which non-publication is requested. Provide a concise but specific description:

If applicable, identify case number(s), docket number(s), account number(s), or other identifiers:

3. SCOPE, EXCEPTIONS, AND DURATION

3.1 Non-publication. Recipient shall not Publish Confidential Materials identified in Section 2 and shall restrict access to such materials except as required by law or as expressly permitted in writing by Requester.

3.2 Exceptions. Recipient's obligation to refrain from Publication does not apply where Recipient is compelled to disclose by valid subpoena, court order, statutory requirement, or other lawful process. In such event, Recipient shall, to the extent permitted by law, provide Requester with prompt written notice of the disclosure requirement and, where practicable, cooperate with Requester in seeking protective measures.

3.3 Duration. The non-publication obligations set forth herein shall commence on the Effective Date and continue for a period of unless earlier terminated in accordance with Section 11.

4. RECIPIENT OBLIGATIONS

4.1 Non-Disclosure. Recipient shall not disclose, publish, reproduce, retransmit, index, or otherwise make Confidential Materials accessible to the public or to any third party except as permitted under this Request.

4.2 Redaction and Handling. Where partial disclosure of a document is permitted, Recipient shall redact only those portions necessary to comply with law while preserving any non-sensitive content. Recipient shall maintain records of redactions and the factual basis for each redaction.

4.3 Access Controls. Recipient shall implement and maintain reasonable administrative, technical, and physical safeguards to prevent unauthorized access, and shall limit access to Confidential Materials to personnel or agents with a demonstrated need to know.

4.4 Notification of Breach. In the event of any unauthorized disclosure or security breach involving Confidential Materials, Recipient shall provide written notice to Requester without undue delay and shall take commercially reasonable steps to mitigate the impact of the disclosure.

5. REPRESENTATIONS, WARRANTIES, AND INDEMNITY

5.1 Requester represents and warrants that Requester is authorized to request non-publication of the Confidential Materials and that the information provided in Section 2 is accurate to the best of Requester's knowledge.

5.2 Requester covenants that the requested non-publication is not sought for the purpose of concealing material facts that must be disclosed to any tribunal, regulatory body, or other authority.

5.3 Indemnity. Requester shall indemnify, defend, and hold harmless Recipient from and against any third-party claims, liabilities, losses, or expenses (including reasonable attorneys’ fees) arising from Requester's breach of the representations in this Section.

6. REMEDIES

6.1 Equitable Relief. The parties acknowledge that a breach of this Request may cause irreparable harm for which monetary damages would be inadequate; therefore, each party is entitled to seek injunctive or other equitable relief in addition to any other remedies available at law or in equity.

6.2 Fees and Costs. The prevailing party in any enforcement action arising under this Request shall be entitled to recover reasonable attorneys’ fees and costs.

7. NOTICES

All notices, requests, and other communications required or permitted under this Request shall be in writing and delivered to the contact information set forth below:

8. GOVERNING LAW

This Request shall be governed by and construed in accordance with the laws of the jurisdiction of without regard to its conflicts of law principles.

9. ENTIRE AGREEMENT; SEVERABILITY; AMENDMENT; WAIVER; COUNTERPARTS

9.1 Entire Agreement. This Request constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written agreements.

9.2 Severability. If any provision of this Request is held invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

9.3 Amendment. No amendment, modification, or waiver of any provision of this Request shall be effective unless in writing and signed by both parties.

9.4 Waiver. Any failure by a party to enforce any right under this Request shall not constitute a waiver of that right.

9.5 Counterparts. This Request 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.

10. EFFECTIVE DATE AND TERMINATION

This Request shall become effective on the Effective Date, defined as the date of the last signature below, and shall continue as set forth in Section 3.3 unless earlier terminated by mutual written agreement or as otherwise provided herein.

11. CERTIFICATIONS

By signing below, Requester certifies under penalty of perjury that the information provided in this Request is true and correct to the best of Requester's knowledge and that Requester has a good faith basis for seeking non-publication of the identified materials.

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