Legal Verification Pages

LEGAL VERIFICATION PAGES

This Legal Verification Pages (this "Verification") is entered into as of Effective Date: by and between Client Name: ("Client") and Counterparty Name: ("Counterparty"). The parties agree as follows.

RECITALS

WHEREAS, Client and Counterparty have exchanged documents, records, statements, and other materials (collectively, the "Documents") that require formal verification of authenticity, completeness, and accuracy for the purposes set forth in the transaction files; and

WHEREAS, each party desires to provide a written verification and certification with respect to specified Documents and facts, including a clear list of attachments, representations of authority to execute, and statements made under penalty of perjury where required; and

WHEREAS, the parties intend that this Verification be admissible and relied upon by the receiving party, its counsel, and authorized agents for the stated purposes and for regulatory, administrative, or litigation matters as applicable.

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. VERIFICATION OF DOCUMENTS

1.1 Each party represents and warrants that it has delivered to the other party true, correct and complete copies of the Documents listed in the Document Checklist below. Each party further represents that, to the best of its knowledge after reasonable inquiry, the Documents are genuine, unaltered except as expressly noted, and accurately reflect the matters they purport to document.

Contracts, agreements, or amendments
Government-issued identification or corporate formation documents
Financial statements, ledgers, or accounting records
Communications, correspondence, or email records
Other (describe below)

2. REPRESENTATIONS AND WARRANTIES

2.1 Each party represents and warrants to the other that: (a) it is duly organized or formed and in good standing under the laws of the jurisdiction of its formation; (b) it has all requisite power and authority to execute, deliver and perform this Verification; (c) the person signing on behalf of such party is authorized to do so and to bind such party; and (d) the representations contained in Section 1 are true and complete in all material respects as of the date of signature.

2.2 Each party agrees to promptly notify the other in writing of any subsequently discovered inaccuracy, omission or change to any Document or fact previously verified under this Verification.

3. CERTIFICATION UNDER PENALTY

3.1 To the fullest extent permitted by applicable law, each signatory who signs below certifies and declares under penalty of perjury that the statements made in this Verification and in any attached Documents are true, correct and complete, and that such signatory is authorized to make such statements on behalf of the named party.

3.2 The parties acknowledge that a false statement made in this Verification may subject the maker to civil or criminal penalties and may be admissible in any proceeding in which the matters verified are at issue.

4. DISCLOSURE OF CONFLICTS AND MATERIAL INFORMATION

4.1 Each party shall disclose in writing to the other any known conflicts of interest, undisclosed material relationships, or material facts reasonably likely to affect reliance on the Documents. Disclosures shall be provided in the field below.

5. NOTICES

5.1 All notices, requests, consents and other communications required or permitted hereunder shall be in writing and delivered to the addresses below and shall be effective upon receipt.

6. AMENDMENTS; WAIVER; COUNTERPARTS

6.1 No amendment or modification of this Verification shall be effective unless in writing and signed by both parties. Failure or delay by a party to exercise any right shall not be deemed a waiver of that right. This Verification may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Facsimile, electronic image, or other electronic copies of signatures shall be treated as originals for all purposes.

7. GOVERNING LAW

7.1 This Verification shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles.

8. ENTIRE AGREEMENT

8.1 This Verification constitutes the entire agreement between the parties with respect to the verification of the Documents and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, relating to the subject matter hereof.

9. SEVERABILITY

9.1 If any provision of this Verification is determined to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired, and the parties shall endeavor in good faith to replace the invalid, illegal or unenforceable provision with a valid provision that achieves, to the extent possible, the original intent of the parties.

10. ADDITIONAL REPRESENTATIONS

10.1 Each party acknowledges that the other party is relying upon the representations, warranties and certifications contained in this Verification in deciding whether to accept, rely upon, or act in reliance on the Documents. Each party agrees to cooperate reasonably in providing any further verification or sworn statements that are materially necessary for reliance by the other party.

Individual Corporation Limited Liability Company (LLC) Other

Individual Corporation Limited Liability Company (LLC) Other

ACKNOWLEDGMENT

The undersigned hereby certifies that he or she is authorized to execute this Verification on behalf of the party identified, that the information provided herein is true and complete, and that the undersigned understands that this Verification may be relied upon by the other party and its authorized representatives.

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