Legal Notice to Remove Conditions

LEGAL NOTICE TO REMOVE CONDITIONS

This Legal Notice to Remove Conditions is issued on by whose principal address is (hereinafter "Notice Sender"), to at principal address (hereinafter "Notice Recipient").

RECITALS

WHEREAS, Notice Sender and Notice Recipient entered into an agreement, permit, license, approval, or other instrument identified as effective as of ;

WHEREAS, pursuant to the referenced instrument and applicable law, Notice Recipient is obligated to satisfy certain conditions described as follows:

WHEREAS, Notice Sender has determined that the foregoing conditions have not been satisfied in material respects and desires that said conditions be removed or remedied to preserve rights and obligations under the referenced instrument.

NOW THEREFORE

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, Notice Sender hereby gives formal notice and states as follows:

1. NOTICE TO REMOVE CONDITIONS

Notice Sender hereby demands that Notice Recipient remove, cure, and fully remediate the conditions described in this Notice in accordance with the remedial steps set forth herein. Removal must be complete and documented so that the referenced instrument's requirements are satisfied in all material respects.

2. TIME TO CURE

Notice Recipient shall, within days of actual receipt of this Notice, or such shorter period as required by the referenced instrument, take all actions necessary to remove and permanently remedy the conditions alleged. Time is of the essence.

3. REQUIRED REMEDIAL ACTIONS

The remedial actions required to remove the conditions shall include, at a minimum, the following actions and any other actions reasonably necessary to ensure compliance:

4. EVIDENCE OF REMOVAL AND CERTIFICATION

Upon completion of the remedial actions, Notice Recipient must deliver to Notice Sender, at the Notices address below, written certification signed by an authorized representative and substantiating evidence reasonably demonstrating removal of the conditions (including photographs, reports, permits, receipts, inspections, or other documentation).

Certification must be delivered to:

5. FAILURE TO COMPLY; REMEDIES

If Notice Recipient fails to remove the conditions within the cure period, Notice Sender may, at its option and without further notice where permitted, pursue any and all remedies available at law or in equity, including but not limited to:

Notice Sender reserves the right to seek injunctive relief, specific performance, monetary damages, termination or suspension of rights or permits under the referenced instrument, and recovery of costs, expenses, and attorneys' fees incurred in enforcing this Notice.

6. ATTORNEYS' FEES AND COSTS

In the event of enforcement of this Notice, the prevailing party shall be entitled to recover reasonable attorneys' fees, expert fees, and costs incurred in addition to any other available relief, whether by litigation, arbitration, or other dispute resolution procedure.

7. NOTICES

All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed given when: (a) delivered personally; (b) sent by nationally recognized overnight courier; or (c) three (3) business days after deposit in the United States mail, postage prepaid, certified or registered mail, return receipt requested, addressed to the parties at the addresses set forth below or to such other address as either party may specify in writing.

8. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has full power and authority to enter into this Notice and that the individual signing on its behalf is duly authorized to do so. Notice Sender represents that, to the best of its knowledge, the facts set forth in this Notice are true and accurate.

9. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Notice shall be governed by and construed in accordance with the laws of the state of without regard to conflict of laws principles. This Notice constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior written or oral statements or agreements. If any provision of this Notice is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

10. AMENDMENTS; WAIVER; COUNTERPARTS

No amendment, modification or waiver of any provision of this Notice shall be effective unless in writing and signed by both parties. The waiver by either party of any breach shall not operate or be construed as a waiver of any subsequent breach. This Notice may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

FOR AVOIDANCE OF DOUBT, THIS NOTICE IS NOT A WAIVER OF ANY RIGHTS OR REMEDIES THE NOTICE SENDER MAY HAVE UNDER THE REFERENCED INSTRUMENT OR APPLICABLE LAW AND IS WITHOUT PREJUDICE TO ANY EXISTING CLAIMS OR DEFENSES.

ACKNOWLEDGMENT

The undersigned parties acknowledge receipt of this Notice. Receipt may be acknowledged by signature below or by separate written acknowledgment delivered in accordance with the Notices provision above.

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