Legal Permission to Sue Form

LEGAL PERMISSION TO SUE FORM

This Permission to Sue Agreement ("Agreement") is entered into by Authorizing Party: , whose principal address is , and Authorized Representative: , whose principal address is .

RECITALS

WHEREAS, Authorizing Party asserts potential legal claims arising out of the circumstances involving Defendant on or about and desires that those claims be investigated and prosecuted as appropriate; and

WHEREAS, Authorized Representative is willing to undertake investigation and, with the express authority of Authorizing Party, to commence and prosecute litigation, negotiate settlement, and take related actions subject to the terms set forth herein; and

WHEREAS, the parties desire to memorialize the scope and limits of the authority granted by Authorizing Party to Authorized Representative.

NOW, THEREFORE

In consideration of the mutual covenants contained in this Agreement, and other good and valuable consideration, the parties agree as follows:

1. AUTHORITY GRANTED

Authorizing Party hereby grants Authorized Representative the authority to:

a) Investigate facts and law reasonably related to the asserted claims; and

b) Prepare, file and prosecute lawsuits, complaints, petitions, motions, and other pleadings in any court or tribunal deemed appropriate by Authorized Representative in pursuit of the claims described in the Recitals; and

c) Retain, engage and consult with such counsel, experts, investigators, or other third parties as reasonably necessary to prosecute or resolve the claims, and to incur reasonable litigation costs on behalf of Authorizing Party consistent with the fee arrangement set forth in Section 4.

2. SCOPE AND LIMITATIONS

Authority granted under Section 1 is limited to the claims described as follows:

Unless otherwise expressly agreed in writing, Authorized Representative shall not: (i) release all claims against any third party; (ii) enter into any settlement that imposes on Authorizing Party non-monetary obligations beyond a reasonable confidentiality provision; or (iii) file claims outside the statute of limitations applicable as of the Incident Date identified above.

3. SETTLEMENT AUTHORITY

Authorizing Party authorizes Authorized Representative to negotiate settlements. Authorized Representative may execute a settlement without further written consent from Authorizing Party only if the net monetary recovery to Authorizing Party is equal to or greater than .

If Authorized Representative receives a written settlement offer that would result in a net recovery less than the amount stated above, Authorized Representative shall obtain express written or electronic consent from Authorizing Party prior to accepting such offer.

4. FEES AND COSTS

Compensation for legal services and allocation of costs will be governed by the fee arrangement agreed between the parties. Describe the fee arrangement:

Authorizing Party understands that Authorized Representative may advance or incur costs on behalf of Authorizing Party. Unless otherwise agreed, such costs shall be reimbursed from any recovery prior to disbursement to Authorizing Party.

5. REPRESENTATIONS AND WARRANTIES

Authorizing Party represents and warrants that: (a) Authorizing Party is the true and lawful owner of the claims described herein; (b) to the best of Authorizing Party's knowledge, no prior release, assignment or waiver exists that would impair the prosecution of such claims; and (c) Authorizing Party will promptly disclose to Authorized Representative all facts, documents and persons with knowledge material to the prosecution of the claims.

6. COOPERATION

Authorizing Party agrees to cooperate fully with Authorized Representative, to provide truthful information, to execute documents necessary to prosecute claims, and to appear for depositions, hearings and trial as reasonably required.

7. TERM AND TERMINATION

This Agreement shall become effective on the Effective Date below and shall remain in force until final resolution of the authorized claims or until terminated by written notice from either party. Termination shall not affect rights or obligations accrued prior to termination, including entitlement to fees and reimbursement of costs.

Effective Date:

8. INDEMNIFICATION

To the extent permitted by law, Authorizing Party shall indemnify and hold Authorized Representative harmless from and against any third-party claims and liabilities arising from Authorizing Party's material misrepresentations, concealment of material facts, or willful misconduct in connection with the prosecution of the claims.

9. NOTICES

All notices or communications required or permitted under this Agreement shall be in writing and delivered to the addresses below or to such other address as a party may designate by written notice to the other:

10. MISCELLANEOUS

Governing Law: This Agreement shall be governed by and construed in accordance with the substantive laws of the state identified by the parties below without regard to its conflicts of law principles.

Entire Agreement: This Agreement, together with any contemporaneous written fee agreement executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect and shall be construed to effectuate the parties' intent to the greatest extent permitted by law.

Amendments and Waiver: No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. The failure of either party to enforce any provision shall not be construed as a waiver of that provision.

Counterparts: This Agreement 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 deemed original for all purposes.

ACKNOWLEDGMENT

Authorizing Party acknowledges that Authorizing Party has read and understands this Agreement, has had the opportunity to consult with independent counsel, and signs this Agreement voluntarily and without duress.

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