Legal Revised Declaration

LEGAL REVISED DECLARATION

This Legal Revised Declaration ("Declaration") is made and entered into as of the Effective Date set forth below by and between Declarant Name: , whose principal address is (hereinafter "Declarant"), and Recipient Name: , whose principal address is (hereinafter "Recipient").

Effective Date: Day Month Year .

RECITALS

WHEREAS, Declarant and Recipient previously executed a written declaration titled Prior Declaration Title: (the "Prior Declaration"), originally dated Day Month Year ;

WHEREAS, the parties desire to revise certain provisions of the Prior Declaration to reflect agreed corrections, clarifications and updates as set forth in this Declaration; and

WHEREAS, the parties intend that this Declaration shall specify the revisions and the legal effect of such revisions on the Prior Declaration.

NOW, THEREFORE

In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1. DEFINITIONS

1.1. Defined Terms. Capitalized terms used in this Declaration and not otherwise defined herein shall have the meanings ascribed to them in the Prior Declaration. In addition, the following definitions apply:

"Revised Provisions" means the specific paragraphs, schedules or sections of the Prior Declaration identified and amended by this Declaration as described in Section 2.

2. REVISED PROVISIONS

2.1. Identification of Revisions. The following revisions are incorporated into the Prior Declaration and shall be effective as of the Effective Date set forth above. Provide a succinct but complete statement of each revision, including sections or paragraph numbers of the Prior Declaration being revised and replacement language or deletions.

2.2. Interpretation of Revisions. Where this Declaration provides new or amended text, such text shall be deemed to replace the corresponding language in the Prior Declaration in full. If a conflict exists between this Declaration and any prior term, this Declaration shall control solely with respect to the specific Revised Provisions.

3. EFFECT ON PRIOR DECLARATION

3.1. Amendment. The Prior Declaration is hereby amended only as expressly set forth in this Declaration. Except as expressly amended, all terms, covenants, conditions and obligations of the Prior Declaration shall remain in full force and effect.

3.2. No Novation. Except as expressly provided herein, this Declaration does not operate as a novation and does not discharge any obligations under the Prior Declaration except to the extent they are expressly replaced by Revised Provisions.

4. REPRESENTATIONS AND WARRANTIES

4.1. By Declarant. Declarant represents and warrants that: (a) Declarant has full power and authority to enter into this Declaration and to perform its obligations hereunder; (b) the execution and delivery of this Declaration and the performance of Declarant's obligations do not and will not violate any law, agreement or court order binding upon Declarant; and (c) Declarant's execution of this Declaration has been duly authorized by all necessary corporate or other action.

4.2. By Recipient. Recipient represents and warrants that Recipient has the full power and authority to accept the revisions set forth herein and that the execution and performance of this Declaration by Recipient will not violate any agreement binding upon Recipient.

5. CONSIDERATION

5.1. Consideration. The parties acknowledge and agree that the mutual promises and agreements contained in this Declaration constitute sufficient and valuable consideration for the amendments set forth herein.

6. NOTICES

6.1. Method and Addresses. All notices, requests, demands and other communications required or permitted under this Declaration shall be in writing and shall be delivered to the addresses set forth below or to such other address as a party may designate by notice in accordance with this Section.

7. AMENDMENT; WAIVER

7.1. Amendment. This Declaration may be amended only by a writing signed by both parties expressly stating that it amends this Declaration.

7.2. Waiver. No waiver of any breach or failure to enforce any term hereof shall be effective unless in a writing signed by the waiving party. No waiver shall be deemed a waiver of any subsequent breach.

8. GOVERNING LAW

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

9. ENTIRE AGREEMENT

This Declaration, together with the Prior Declaration as amended hereby, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, relating to its subject matter solely to the extent expressly modified herein.

10. SEVERABILITY

If any provision of this Declaration is held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.

11. COUNTERPARTS; ELECTRONIC SIGNATURES

This Declaration may be executed in counterparts, each of which shall be an original and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be treated as original signatures for all purposes.

12. AUTHORITY

Each signatory below represents and warrants that he, she or it is duly authorized to execute and deliver this Declaration on behalf of the party for which such signatory is acting and that this Declaration is binding upon such party in accordance with its terms.

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