Legal Registration Form

LEGAL REGISTRATION FORM

This Legal Registration Form is made and entered into on this by and between Registrant: , with principal address at and Registrar: , with principal address at (each a "Party" and collectively the "Parties").

RECITALS

WHEREAS, Registrant possesses, controls or is otherwise entitled to register certain legal instruments, records, or notices described herein;

WHEREAS, Registrar maintains the registry, indexing, or administrative system for the recording and public notice of such instruments and agrees to receive, record and maintain entries pursuant to the terms of this Form;

WHEREAS, the Parties desire to set forth the terms and conditions under which the Registration shall be made, maintained, certified and relied upon by third parties.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and other good and valuable consideration, receipt of which is hereby acknowledged, the Parties agree as follows:

1. DEFINITIONS

For purposes of this Form, the following terms have the meanings set forth below unless the context otherwise requires: (a) "Registration" means the recording or entry of the Instrument in the Registrar's indexed records pursuant to Section 2; (b) "Instrument" means the document, notice, or record described in Section 2.2; (c) "Effective Date" means the date set forth in Section 2.1 of this Form.

2. REGISTRATION

2.1 Effective Date: The Parties agree that the Effective Date of the Registration shall be .

2.2 Instrument Description: Registrant hereby submits for registration the following instrument or record for entry into Registrar's records:

3. DUTIES OF REGISTRAR

3.1 Registration. Upon receipt of the Instrument, the Registrar shall: (a) assign a unique registration identifier; (b) record the Instrument in the Registrar's indexed records; (c) make a notation of the Effective Date; and (d) issue a certificate of registration to Registrant upon payment of any applicable fee.

3.2 Records Retention. Registrar shall maintain a permanent record of all registered Instruments in a manner consistent with customary archival standards and applicable law and shall not destroy or alter the original registration entry except pursuant to a written order from a court of competent jurisdiction or by written agreement of the Parties.

4. FEES AND PAYMENT

Fees are payable in full by Registrant at the time of submission. Registrar may suspend recording services for nonpayment and shall not be liable for delay or failure to perform while fees remain unpaid. All fees are non-refundable except as expressly provided in writing by Registrar.

5. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants that: (a) it has full power and authority to enter into and perform its obligations under this Form; (b) the execution and delivery of this Form have been duly authorized by all necessary corporate or organizational action; and (c) to the best of its knowledge, the information furnished for registration is true, accurate and complete.

6. CONFIDENTIALITY

Except as required by law or as necessary to perform the registration services described herein, the Parties shall treat as confidential all non-public information exchanged in connection with this Form. This obligation shall survive termination of this Form for a period of three (3) years.

7. NOTICES

All notices required or permitted under this Form shall be in writing and delivered to the addresses set forth below or such other address as either Party may designate by notice in accordance with this Section. Notice shall be effective upon receipt.

8. AMENDMENTS; WAIVER

Any amendment to this Form must be in writing and executed by duly authorized representatives of both Parties. No waiver of any provision of this Form shall be effective unless in writing and signed by the Party granting the waiver.

9. GOVERNING LAW

This Form shall be governed by and construed in accordance with the laws of the state or jurisdiction indicated below, without regard to principles of conflicts of law.

10. ENTIRE AGREEMENT; SEVERABILITY; COUNTERPARTS

This Form constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, representations and understandings. If any provision of this Form is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. 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.

11. CERTIFICATION

Each Party hereby certifies under penalty of perjury and other applicable law that the information provided in this Form is true and correct to the best of its knowledge and that it is authorized to execute this Form and to bind the entity on whose behalf it signs.

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