Legal Regulatory Declaration

LEGAL REGULATORY DECLARATION

This Legal Regulatory Declaration (the Declaration) is made as of by and between Declarant: , Entity Type Corporation Limited Liability Company Partnership Individual, principal place of business at , and Recipient: , with address at .

RECITALS

WHEREAS, Declarant is subject to certain statutory, regulatory and administrative obligations related to , including registration, reporting and recordkeeping requirements in the jurisdiction of ;

WHEREAS, Declarant has been requested to provide a formal written declaration of its compliance status, material facts, and supporting particulars to assist Recipient in fulfilling its regulatory review and oversight responsibilities;

WHEREAS, Recipient requires representations, warranties and covenants from Declarant to document compliance and to establish a basis for continued regulatory acceptance or dispensation;

NOW THEREFORE, in consideration of the mutual covenants and agreements set forth below, and intending to be legally bound, the parties agree as follows:

1. DEFINITIONS

For purposes of this Declaration, the following terms have the meanings set forth below: "Applicable Law" means all statutes, regulations, rules, orders, permits and binding guidance of competent governmental authorities applicable to the subject matter of this Declaration; "Declaration Date" means the date set forth in the opening paragraph; "Material Fact" means any fact that could reasonably be expected to affect Recipient's regulatory determination or oversight relating to Declarant.

2. DECLARATION

Declarant hereby declares, warrants and certifies to Recipient that, as of the Declaration Date:

(a) Registration/License Number: ; and, if applicable, supplemental identifier: .

(b) Compliance Status: Declarant is in compliance in all material respects with Applicable Law relating to the matters described in this Declaration through the period beginning and ending , except as expressly disclosed in writing to Recipient in the attached statement of exceptions.

(c) Attachments: Declarant has attached a written disclosure identifying each Material Fact or exception in the section titled "Statement of Exceptions" and has provided supporting documentation where appropriate in the field titled "Supporting Documentation Summary" below.

3. STATEMENT OF EXCEPTIONS

4. REPRESENTATIONS AND WARRANTIES

Declarant represents and warrants that: (a) it is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization; (b) the person executing this Declaration on behalf of Declarant is authorized to make the statements set forth herein and to bind Declarant; (c) all Material Facts set forth in this Declaration and in the Statement of Exceptions are true, complete and accurate in all material respects as of the Declaration Date; and (d) no information known to Declarant has been intentionally omitted with the purpose of misleading Recipient.

5. COMPLIANCE OBLIGATIONS; CONTINUING DUTY

Declarant acknowledges and agrees that it has a continuing obligation to promptly notify Recipient in writing of any change in circumstances that would render any representation, warranty or statement in this Declaration inaccurate or incomplete. Such notice shall be provided no later than days after Declarant becomes aware of the change.

6. REPORTING AND RECORDKEEPING

Declarant shall maintain complete and accurate records supporting the representations made in this Declaration for a period of not less than years following the Declaration Date, unless a longer period is required by Applicable Law. Upon reasonable request, Declarant shall produce such records to Recipient within days.

7. AUDIT, ACCESS AND INVESTIGATION

Declarant grants Recipient and Recipient's authorized representatives reasonable access during normal business hours to inspect, copy and audit records, facilities and operations relevant to this Declaration. Such access shall be conducted in a manner that minimizes interference with Declarant's business operations, provided that Recipient may take immediate steps when required to protect the public interest or to satisfy statutory obligations.

8. CONFIDENTIALITY; REGULATORY EXCEPTION

Information submitted under this Declaration shall be treated as confidential by Recipient to the extent and subject to the limitations provided by Applicable Law. Notwithstanding the foregoing, Declarant acknowledges that Recipient may disclose information if required by law, regulation, or in connection with enforcement actions or oversight activities.

9. INDEMNIFICATION

Declarant shall indemnify, defend and hold harmless Recipient and its officers, directors, agents and employees from and against any and all claims, losses, liabilities, damages, fines, penalties and expenses (including reasonable attorneys' fees) arising out of or resulting from any breach of a representation, warranty or covenant contained in this Declaration, or from a materially false or misleading statement or omission in the Statement of Exceptions.

10. LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR FRAUD, OR OBLIGATIONS ARISING UNDER SECTION 9 (INDEMNIFICATION), NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES.

11. REMEDIES

All remedies provided in this Declaration are cumulative and in addition to any other remedies available at law or in equity. Declarant acknowledges that Recipient may seek injunctive or other equitable relief to prevent or remedy breaches of this Declaration.

12. NOTICES

Notices shall be deemed given when delivered by hand, when sent by certified mail, or when sent by any nationally recognized overnight courier service, to the address specified in the preceding fields unless another address is provided in writing.

13. AMENDMENTS; WAIVER; COUNTERPARTS

This Declaration may be amended only by a written instrument executed by authorized representatives of both parties. No failure or delay by either party in exercising any right shall operate as a waiver of that right. This Declaration 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.

14. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Declaration shall be governed by and construed in accordance with the laws of the jurisdiction of , without regard to its conflicts of law principles. This Declaration constitutes the entire agreement of the parties with respect to its subject matter and supersedes all prior written or oral agreements relating thereto. If any provision of this Declaration is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

15. CERTIFICATION

DECLARANT CERTIFIES UNDER PENALTY OF LAW THAT THE INFORMATION CONTAINED IN THIS DECLARATION AND ANY ATTACHMENTS ARE TRUE, COMPLETE, AND ACCURATE TO THE BEST OF ITS KNOWLEDGE AND BELIEF. DECLARANT UNDERSTANDS THAT KNOWINGLY MAKING A FALSE STATEMENT OR REPRESENTATION IN THIS DECLARATION MAY SUBJECT DECLARANT TO CIVIL OR CRIMINAL PENALTIES.

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