Legal Signed Statement

Legal Signed Statement

This Legal Signed Statement (the "Statement") is made on Date: by Declarant Name: of Address: (hereinafter "Declarant"), and Recipient Name: of Address: (hereinafter "Recipient").

Recitals

WHEREAS, Declarant possesses knowledge of the facts and circumstances described in the statement below and is competent to give such statement under oath or affirmation;

WHEREAS, Recipient requires a written, signed statement from Declarant for the purpose of documenting factual assertions, establishing a record, and permitting Recipient to rely on such assertions as provided herein;

WHEREAS, the parties desire to set forth the terms under which the Statement is made, relied upon, and preserved for legal and administrative use.

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

1. Statement of Facts

Declarant hereby provides the following sworn statement of facts. Declarant affirms that the information set forth in the statement is true, accurate, and complete to the best of Declarant's knowledge, information, and belief. Declarant acknowledges that Recipient may rely on the statement for legal, administrative, or business purposes.

2. Representations and Warranties

Declarant represents and warrants that: (a) Declarant is competent to make this Statement; (b) the facts set forth are true and within Declarant's personal knowledge, or are based upon sources identified in the Statement and believed by Declarant to be reliable; and (c) no material facts have been omitted that would render the Statement misleading.

Declarant acknowledges the following certification: I declare under penalty of perjury under the laws of the jurisdiction identified in Section 9 that the foregoing is true and correct.

3. Reliance; Use of Statement

Recipient may use the Statement for investigation, regulatory, administrative, or judicial proceedings, and may disclose the Statement to third parties as necessary for such purposes, provided Recipient does not intentionally alter the substance of the Statement. Recipient's right to rely on the Statement is subject to Recipient's independent verification and the representations set forth herein.

4. Confidentiality

Except as required by law, subpoena, or applicable regulatory obligation, Recipient shall not disclose the Statement in whole or in part to any third party without the prior written consent of Declarant. Notwithstanding the foregoing, Recipient may disclose the Statement to counsel, auditors, insurers, and advisers on a confidential basis and as required to comply with legal obligations.

Confidentiality designation: Statement to be treated as confidential by Recipient as set forth above.

5. Indemnification

Declarant agrees to indemnify, defend and hold harmless Recipient and its officers, directors, employees, agents and affiliates from and against any and all liabilities, losses, damages, claims, costs and expenses (including reasonable attorneys' fees) arising out of or relating to any breach of the representations and warranties contained in this Statement or any intentional misrepresentation by Declarant.

6. Remedies; Limitation of Liability

The remedies provided in this Statement are cumulative and in addition to any other remedies available at law or in equity. In no event shall Recipient be liable for any punitive, special, incidental, or consequential damages arising out of reliance on the Statement except to the extent such liability arises from Recipient's willful misconduct or gross negligence.

7. Notices

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

8. Amendments; Waiver

No amendment or waiver of any provision of this Statement shall be effective unless in a writing signed by both parties. No failure or delay by either party in exercising any right hereunder shall operate as a waiver of such right.

9. Governing Law

This Statement shall be governed by and construed in accordance with the laws of the jurisdiction selected by the parties below without regard to its conflict of laws principles.

Governing jurisdiction:

10. Entire Agreement

This Statement contains the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and communications, whether written or oral, relating to the same.

11. Severability

If any provision of this Statement is held to be illegal, invalid or unenforceable under any present or future law, such provision shall be fully severable and the remainder of this Statement shall remain in full force and effect.

12. Counterparts; Electronic Execution

This Statement 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. A signed facsimile, PDF, or electronic copy of this Statement shall be deemed an original for all purposes.

13. Execution and Attestation

Each party represents and warrants that the person signing below is duly authorized to execute this Statement on behalf of such party and that the execution and delivery of this Statement has been duly authorized by all necessary corporate or other action.

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