[{"data":1,"prerenderedAt":518},["ShallowReactive",2],{"document-agreement-relating-to-an-elected-domicile-D853":3},{"document":4,"label":21,"preview":11,"thumb":22,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":23,"breadcrumb":27,"related":33,"customDescModule":176,"customdescription":6,"mdFm":177,"mdProseHtml":517},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":20},"AGREEMENT RELATING TO AN ELECTED DOMICILE This Agreement Relating to an Elected Domicile (the \"Agreement\") is effective [DATE], BETWEEN: [INDIVIDUAL NAME] (the \"Individual\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Corporation\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] WHEREAS [INDIVIDUAL NAME] is a legal person not constituted in [STATE/PROVINCE] and carrying on an activity or operating an enterprise or possessing an immoveable real right in [STATE/PROVINCE]; WHEREAS [INDIVIDUAL NAME] is not domiciled and does not have an establishment in [STATE/PROVINCE]; WHEREAS [COMPANY NAME] wishes to elect a domicile in [STATE/PROVINCE] for the purposes of the [ACT/LAW/RULE] respecting the legal publicity of sole proprietorships, partnerships and legal persons; WHEREAS [COMPANY NAME], which place of business is located at [FULL ADDRESS], [STATE/PROVINCE], agrees to have its address used as the elected domicile in [STATE/PROVINCE] of [SPECIFY] under the terms provided herein. THEREFORE THE PARTIES AGREE AS FOLLOWS: [INDIVIDUAL NAME], hereby consents to the use of its address as the elected domicile in [STATE/PROVINCE] of [SPECIFY] (the \"Corporation\") for the sole purpose of the service of any suit or proceeding against the Corporation and for receiving all such other legal documents as provided in the Act respecting the legal publicity of sole proprietorships, partnerships and legal persons or any such other legal documents served by any such authority that has or may have jurisdiction on the Corporation or its business. All documents received by [INDIVIDUAL NAME] shall be forwarded to the Corporation at the address specified in paragraph 5 below. [INDIVIDUAL NAME] may, at any time and for any reason whatsoever, give notice to the Corporation of the fact that it no longer wishes to have its address used as the elected domicile in [STATE/PROVINCE] of the Corporation. Within [NUMBER] days of such notice, the Corporation shall notify [INDIVIDUAL NAME] of its new elected domicile in [STATE/PROVINCE]. Upon receipt of such notice, [INDIVIDUAL NAME] shall forward any documents received pursuant to paragraph 1, to such new elected domicile of the Corporation.",null,"Agreement Relating to an Elected Domicile","3",47,"doc","https://templates.business-in-a-box.com/imgs/1000px/agreement-relating-to-an-elected-domicile-D853.png","https://templates.business-in-a-box.com/imgs/250px/853.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#853.xml",{"title":6,"description":6},[16,19],{"label":17,"url":18},"Legal Agreements","/templates/business-legal-agreements/",{"label":17,"url":18},"agreement relating to an elected domicile","Agreement Relating to an Elected Domicile Template","https://templates.business-in-a-box.com/imgs/400px/853.png",[24,16,19],{"label":25,"url":26},"Templates","/templates/",[28,29,30],{"label":25,"url":26},{"label":17,"url":18},{"label":31,"url":32},"Terms & Warranties","/templates/terms-and-warranties/",[34,38,42,46,50,54,58,62,66,70,74,78,82,100,119,134,149,163],{"label":35,"url":36,"thumb":37,"extension":10},"Agreement Relating to the Principal Place of Business","/template/agreement-relating-to-the-principal-place-of-business-D995","https://templates.business-in-a-box.com/imgs/250px/995.png",{"label":39,"url":40,"thumb":41,"extension":10},"Non-Profit Partnership Agreement","/template/non-profit-partnership-agreement-D14023","https://templates.business-in-a-box.com/imgs/250px/14023.png",{"label":43,"url":44,"thumb":45,"extension":10},"Acquisition Agreement","/template/acquisition-agreement-D847","https://templates.business-in-a-box.com/imgs/250px/847.png",{"label":47,"url":48,"thumb":49,"extension":10},"Amalgamation Agreement","/template/amalgamation-agreement-D855","https://templates.business-in-a-box.com/imgs/250px/855.png",{"label":51,"url":52,"thumb":53,"extension":10},"Arbitration Agreement","/template/arbitration-agreement-D856","https://templates.business-in-a-box.com/imgs/250px/856.png",{"label":55,"url":56,"thumb":57,"extension":10},"Attorney Agreement","/template/attorney-agreement-D862","https://templates.business-in-a-box.com/imgs/250px/862.png",{"label":59,"url":60,"thumb":61,"extension":10},"Bonus Agreement","/template/bonus-agreement-D13815","https://templates.business-in-a-box.com/imgs/250px/13815.png",{"label":63,"url":64,"thumb":65,"extension":10},"Caregiver Agreement","/template/caregiver-agreement-D13510","https://templates.business-in-a-box.com/imgs/250px/13510.png",{"label":67,"url":68,"thumb":69,"extension":10},"Charter Agreement","/template/charter-agreement-D13440","https://templates.business-in-a-box.com/imgs/250px/13440.png",{"label":71,"url":72,"thumb":73,"extension":10},"Coaching Agreement","/template/coaching-agreement-D13221","https://templates.business-in-a-box.com/imgs/250px/13221.png",{"label":75,"url":76,"thumb":77,"extension":10},"Collaboration Agreement","/template/collaboration-agreement-D13222","https://templates.business-in-a-box.com/imgs/250px/13222.png",{"label":79,"url":80,"thumb":81,"extension":10},"Compliance Agreement","/template/compliance-agreement-D13823","https://templates.business-in-a-box.com/imgs/250px/13823.png",{"description":83,"descriptionCustom":6,"label":84,"pages":85,"size":86,"extension":10,"preview":87,"thumb":88,"svgFrame":89,"seoMetadata":90,"parents":91,"keywords":98,"url":99},"COMMERCIAL LEASE AGREEMENT This Lease Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Landlord\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [TENANT NAME] (the \"Tenant\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] DESCRIPTION OF PREMISES Landlord leases to Tenant the premises located at [address], [city], [state], and described more particularly as follows: [insert legal description]. GRANT OF LEASE Landlord, in consideration of the rents to be paid and the covenants and agreements to be performed and observed by the Tenant, does hereby lease to the Tenant and the Tenant does hereby lease and take from the Landlord the property described in Exhibit \"A\" attached hereto and by reference made a part hereof (the \"Leased Premises\"), together with, as part of the parcel, all improvements located thereon. LEASE TERM Total Term of Lease: The term of this Lease shall begin on the commencement date, as defined in Section b) of this Article 3, and shall terminate on [DATE]. Commencement Date: The \"Commencement Date\" shall mean the date on which the Tenant shall commence to conduct business on the Leased Premised, so long as such date is not in excess of [NUMBER] days subsequent to execution hereof. EXTENSIONS The parties hereto may elect to extend this Agreement upon such terms and conditions as may be agreed upon in writing and signed by the parties at the time of any such extension. DETERMINATION OF RENT The Tenant agrees to pay the Landlord and the Landlord agrees to accept, during the term hereof, at such place as the Landlord shall from time to time direct by notice to the Tenant, rent at the following rates and times: Annual Rent: Annual rent for the term of the Lease shall be [AMOUNT], plus applicable sales tax. Payment of Yearly Rent: The annual rent shall be payable in advance in equal monthly installments of one-twelfth (1/12th) of the total yearly rent, which shall be [AMOUNT], on the first day of each and every calendar month during the term hereof, and prorata for the fractional portion of any month, except that on the first day of the calendar month immediately following the Commencement Date, the Tenant shall also pay to the Landlord rent at the said rate for any portion of the preceding calendar month included in the term of this Lease. Reference to yearly rent hereunder shall not be implied or construed to the effect that this Lease or the obligation to pay rent hereunder is from year to year, or for any term shorter than the existing Lease term, plus any extensions as may be agreed upon. A late fee in the amount of [AMOUNT] shall be assessed if payment is not postmarked or received by Landlord on or before the tenth day of each month. USE OF PROPERTY BY TENANT The Leased Premises may be occupied and used by Tenant exclusively as a [DESCRIBE], to be known as a [DESCRIBE]. Nothing herein shall give Tenant the right to use the property for any other purpose or to sublease, assign, or license the use of the property to any Sub-Tenant, assignee, or licensee, which or who shall use the property for any other use. RESTRICTIONS ON USE Tenant shall not use the demised premises in any manner that will increase risks covered by insurance on the demised premises and result in an increase in the rate of insurance or a cancellation of any insurance policy, even if such use may be in furtherance of Tenant's business purposes. Tenant shall not keep, use, or sell anything prohibited by any policy of fire insurance covering the demised premises, and shall comply with all requirements of the insurers applicable to the demised premises necessary to keep in force the fire and liability insurance. WASTE, NUISANCE, OR UNLAWFUL ACTIVITY Tenant shall not allow any waste or nuisance on the demised premises, or use or allow the demised premises to be used for any unlawful purpose. DELAY IN DELIVERING POSSESSION This lease agreement shall not be rendered void or voidable by the inability of Landlord to deliver possession to Tenant on the date set forth in Section 3. Landlord shall not be liable to Tenant for any loss or damage suffered by reason of such a delay; provided, however, that Landlord does deliver possession no later than [date]. In the event of a delay in delivering possession, the rent for the period of such delay will be deducted from the total rent due under this lease agreement. No extension of this lease agreement shall result from a delay in delivering possession. SECURITY DEPOSIT The Tenant has deposited with the Landlord the sum of [AMOUNT] as security for the full and faithful performance by the Tenant of all the terms of this lease required to be performed by the Tenant. Such sum shall be returned to the Tenant after the expiration of this lease, provided the Tenant has fully and faithfully carried out all of its terms. In the event of a bona fide sale of the property of which the leased premises are a part, the Landlord shall have the right to transfer the security to the purchaser to be held under the terms of this lease, and the Landlord shall be released from all liability for the return of such security to the Tenant. TAXES Property Taxes: The Tenant shall be liable for all taxes levied against any leasehold interest of the Tenant or personal property and trade fixtures owned or placed by the Tenant in the Leased Premises. Real Estate Taxes: During the continuance of this lease Landlord shall deliver to Tenant a copy of any real estate taxes and assessments against the Leased Property. From and after the Commencement Date, the Tenant shall pay to Landlord not later than [NUMBER] days after the day on which the same may become initially due, all real estate taxes and assessments applicable to the Leased Premises, together with any interest and penalties lawfully imposed thereon as a result of Tenant's late payment thereof, which shall be levied upon the Leased Premises during the term of this Lease. Contest of Taxes: The Tenant, at its own cost and expense, may, if it shall in good faith so desire, contest by appropriate proceedings the amount of any personal or real property tax. The Tenant may, if it shall so desire, endeavor at any time or times, by appropriate proceedings, to obtain a reduction in the assessed valuation of the Leased Premises for tax purposes. In any such event, if the Landlord agrees, at the request of the Tenant, to join with the Tenant at Tenant's expense in said proceedings and the Landlord agrees to sign and deliver such papers and instruments as may be necessary to prosecute such proceedings, the Tenant shall have the right to contest the amount of any such tax and the Tenant shall have the right to withhold payment of any such tax, if the statute under which the Tenant is contesting such tax so permits. Payment of Ordinary Assessments: The Tenant shall pay all assessments, ordinary and extraordinary, attributable to or against the Leased Premises not later than [NUMBER] days after the day on which the same became initially due. The Tenant may take the benefit of any law allowing assessments to be paid in installments and in such event the Tenant shall only be liable for such installments of assessments due during the term hereof. ","Commercial Lease Agreement","19",145,"https://templates.business-in-a-box.com/imgs/1000px/lease-agreement-D1179.png","https://templates.business-in-a-box.com/imgs/250px/1179.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1179.xml",{"title":6,"description":6},[92,95],{"label":93,"url":94},"Real Estate","real-estate-business",{"label":96,"url":97},"Business Checklists","business-checklists","lease agreement","/template/lease-agreement-D1179",{"description":101,"descriptionCustom":6,"label":102,"pages":103,"size":104,"extension":10,"preview":105,"thumb":106,"svgFrame":107,"seoMetadata":108,"parents":110,"keywords":109,"url":118},"LOAN AGREEMENT This Loan Agreement (\"Agreement\") is made and effective the [DATE], BETWEEN: [LENDER NAME] (the \"Lender\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Borrower\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] Promise to Pay Within [NUMBER] months from today, Borrower promises to pay to Lender the sum of [AMOUNT], and interest and other charges stated below. Responsibility Although this Agreement may be signed below by more than one person, Borrower understands that both parties are individuals responsible for paying back the full amount. Breakdown of Loan Amount of Loan: Other (Describe): Amount Financed: Finance Charge: Total of Payments: Annual Rate: Repayment Borrower will repay the amount of this note in [NUMBER] equal uninterrupted monthly installments of [AMOUNT] each on the [DAY] of each month starting on the [DATE], and ending on [DATE]. Prepayment Borrower has the right to prepay the whole outstanding amount at any time","Loan Agreement","2",513,"https://templates.business-in-a-box.com/imgs/1000px/loan-agreement-D417.png","https://templates.business-in-a-box.com/imgs/250px/417.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#417.xml",{"title":109,"description":6},"loan agreement",[111,114,117],{"label":112,"url":113},"Finance & Accounting","finance-accounting",{"label":115,"url":116},"Business Loans","business-loan",{"label":115,"url":116},"/template/loan-agreement-D417",{"description":120,"descriptionCustom":6,"label":121,"pages":122,"size":123,"extension":10,"preview":124,"thumb":125,"svgFrame":126,"seoMetadata":127,"parents":128,"keywords":132,"url":133},"SUPPLY AGREEMENT This Supply Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Supplier\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \"Purchaser\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WITNESSETH: WHEREAS [YOUR COMPANY NAME] currently supplies and distributes [SPECIFY] (the \"Product\"); WHEREAS [YOUR COMPANY NAME], for the price and subject to the terms and conditions contained herein, is prepared to sell and deliver to the Purchaser, on an ongoing basis and as its exclusive supplier, and the Purchaser is prepared to buy on this basis from [YOUR COMPANY NAME], all of the Purchaser's Product requirements; NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND AGREEMENTS HERETO CONTAINED AND FOR OTHER GOOD AND VALUABLE CONSIDERATION, DULY RECEIVED, THE PARTIES HERETO AGREE AS FOLLOWS: 1. DEFINITIONS AND INTERPRETATION 1.1 Whenever used in this Agreement, the schedules thereto, or any ancillary document thereto, the following terms, unless the subject matter or context otherwise requires, shall have the following meanings: 1.1.1 \"Agreement\" means or refers to this Agreement as amended from time to time and any indenture, agreement or instrument supplemental or ancillary hereto or in implementation hereof; 1.1.2 \"Business Day\" means any day excluding Saturday, Sunday and any other day which in [STATE/PROVINCE], [COUNTRY] is a legal holiday or a day on which financial institutions are authorized by law or by local proclamation to close; 1.1.3 \"Person\" means any individual, company, corporation, partnership, firm, trust, sole proprietorship, government or entity howsoever designated or constituted; and 1.1.4 \"Product\" means or refers to [SPECIFY] sold pursuant to this Agreement. 1.2 Words importing the singular number include the plural and vice versa and words importing the masculine gender include the feminine and neuter genders. 1.3 The division of this Agreement into articles and insertion of headings is for convenience and reference only and shall not affect the construction or interpretation of this Agreement. 1.4 All dollar amounts referred to in this Agreement are in lawful money of [COUNTRY]. 1.5 The preamble hereto forms an integral part of this Agreement. 2. SALE AND PURCHASE OF PRODUCTS [YOUR COMPANY NAME] hereby agrees and undertakes to sell to the Purchaser, and the Purchaser agrees and undertakes to purchase from [YOUR COMPANY NAME], for the price and subject to the terms and conditions contained herein, the total requirements of Product needed by the Purchaser for its day-to-day manufacturing and distributing activities during the term of this Agreement. At the date of signing of the present Agreement, the Purchaser estimates its requirements for the current year at $[AMOUNT] of Product. 3. ORDERS AND DELIVERY OF PRODUCTS 3.1 Each order for Products purchased pursuant to this Agreement shall be in writing and shall be sent to the address of the party selling the Products by mail or by fax or in such other manner expressly agreed upon between the interested parties. 3.2 Unless otherwise expressly agreed upon between the parties or as provided in Section 4, the party selling the Products shall be responsible and shall pay for the delivery, to the other party at its address hereinabove mentioned, of such Products sold hereunder. 3.3 Unless otherwise expressly agreed upon between the parties, delivery of the Products purchased hereunder shall be completed within seven Business Days of the receipt, by the party selling the Products, of the written order for such Products. 3.4 In the event that a party fails to deliver any Products requested in an order within the period provided in subsection 3.3 hereinabove, the purchasing party shall be entitled to purchase, from any person, a quantity of Products equal to quantity of Products specified in such order. In such a case, the purchasing party shall be entitled to cancel the order for the Products specified in the order. The purchasing party shall, at the same time an order is made to an other person pursuant to this subsection, send to the other party, a copy of such order indicating the quantity and the price of the Products so purchased. 3.5 The title to the Products sold hereunder shall pass from the selling party to the purchasing party upon complete payment of the purchase price of the Products mentioned in Section 4 hereinafter. The risks of lost or damage to such Products sold hereunder shall pass from the selling party to the purchasing party at the date of the delivery of the Products. 3.6 Each party shall insure the Products purchased by it hereunder for the period starting on the date of receipt of the Products and terminating when complete payment for such Products is made and, upon request, shall provide the other party with the documents evidencing that the Products are so insured. 4. PRICE OF PRODUCTS 4.1 For the initial term of this Agreement stipulated in sub-section 6.1 hereinafter, the price of the Product sold by [YOUR COMPANY NAME] to the Purchaser hereunder shall be [SPECIFY PRICING SCHEME]. 4.2 The prices of the Products sold pursuant to this Agreement during any subsequent term provided for in sub-section 6.1 hereinafter shall be mutually agreed upon by the parties hereunder. 4.3 The prices of the Products determined pursuant to this section 4 shall be delivered prices and shall be increased by the amount of any taxes or other governmental charges payable with respect to the sale of the Products (other than income tax, business or real property taxes) now in effect or becoming effective after the date thereof. 5. TERMS OF PAYMENT 5.1 Each party shall pay to the other party at its address hereinabove mentioned, within [NUMBER] calendar days from the date of receipt of the Products purchased, the price for such Products as determined pursuant to section 4 hereinabove. 5.2 The price of the Products purchased hereunder will be discounted by [PERCENTAGE %] if complete payment for the Products is made within [NUMBER] calendar days of receipt by the purchasing party. 5.3 The Purchaser agrees to pay a monthly interest charge on overdue amounts for Products purchased hereunder calculated on the basis of an annual rate of interest equal to the prime rate in effect on the due date of payment, plus [PERCENTAGE % IN LETTERS] percent (PERCENTAGE %]). 6. TERM OF AGREEMENT 6.1 Subject to the provisions of sub-sections 6.2 to 6.4 hereinafter, this Agreement shall be in force for an initial term of one year commencing on the date of signature. This Agreement shall be automatically renewed for additional [NUMBER IN LETTERS] ([NUMBER]) year terms unless either party terminates it upon written notice given to the other party at least [NUMBER] calendar days prior to the end of the initial term or of any subsequent terms. 6.2 Notwithstanding the provisions of sub-section 6.1, this Agreement shall be automatically terminated in the event that the parties hereto fail to agree in writing, at the latest on the thirtieth day preceding the beginning of any subsequent term, on the price for the Products to be sold hereunder during such subsequent term as provided for in sub-section 4.3 hereinabove. 6.3 Notwithstanding the provisions of sub-section 6.1 and in addition to Section 6","Supply Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/supply-agreement-D918.png","https://templates.business-in-a-box.com/imgs/250px/918.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#918.xml",{"title":6,"description":6},[129,131],{"label":17,"url":130},"business-legal-agreements",{"label":17,"url":130},"supply agreement","/template/supply-agreement-D918",{"description":135,"descriptionCustom":6,"label":136,"pages":137,"size":104,"extension":10,"preview":138,"thumb":139,"svgFrame":140,"seoMetadata":141,"parents":143,"keywords":142,"url":148},"SHAREHOLDERS AGREEMENT This Shareholders Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [FIRST SHAREHOLDER NAME] (the \"First Shareholder\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [SECOND SHAREHOLDER NAME] (the \"Second Shareholder\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [THIRD SHAREHOLDER NAME] (the \"Third Shareholder\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WITNESSETH: WHEREAS, the present distribution of shares of the Company is as follows: Name Number of Shares WHEREAS, in order to insure the harmonious and successful management and control of the Company, and to provide for an orderly and fair disposition of shares of common stock of the Company now or hereafter owned by any Shareholder; NOW, THEREFORE, in consideration of the mutual promises of the parties hereto, and intending to be legally bound, the parties hereby agree as follows: Definitions and organisation of the company \"Offering Shareholder\" means any Shareholder, or his personal representatives, heirs, administrators, and executors, as the case may be, who pursuant to this Agreement must or does offer all or any of his Shares to the Company or the Continuing Shareholders. \"Continuing Shareholders\" means all Shareholders other than an Offering Shareholder. \"Shares\" means shares of Common Stock of the Company now or hereafter owned by any Shareholder. \"Buyer\" means the Company or those Continuing Shareholders who purchase an Offering Shareholder's Shares pursuant to this Agreement. \"Management Shareholder\" means First Shareholder, Second Shareholder and Third Shareholder. ORGANISATION OF THE COMPANY The affairs of the Company will be managed by a board of [NUMBER] directors unless changed by a unanimous Directors' Resolution. The present directors of the Company are [DIRECTORS' NAMES]. It is agreed that [SHAREHOLDERS' NAMES] shall each be entitled to elect one director to the board of directors of the Company so long as each is a Shareholder. Two (2) directors shall constitute a quorum for the transaction of any business at any meeting of the board of directors. At all meetings of the board of directors, every motion to be carried must receive a majority of the votes cast, subject to the provisions of subparagraphs 2.4 and 2.5. Unless otherwise agreed, board meetings will be held at the head office of the Company. In the event that a nominee to the Board of one of the Shareholders shall fail to vote and act as a director to carry out the provisions of this agreement, then the shareholders agree to exercise their right as shareholders of the Company and in accordance with the Articles of the Company to remove such nominee from the Board and to elect in the place or stead thereof such individual who will use his/her best efforts to carry out the provisions of this agreement but only in the event that the Shareholder whose nominee has been removed fails to appoint a successor within a period of fourteen days from the date such nominee has been removed. The election, appointment and determination of officers and the auditors and advisors of the Company, the defining of their duties and functions and the salaries and remuneration to be paid to them will be a function of the board of directors. Until changed by the board of directors, the Officers of the Company and their annual salaries shall be: Office Held: Director: [NAME] [SALARY] Secretary: [NAME] [SALARY] All direct out-of-pocket expenses will be reimbursed provided these falls within guidelines set out by the Board of Directors from time to time. Until otherwise agreed, each officer of the Company will commit to spending his/her full time on the affairs of the Company. Until changed by the board of directors, the auditors and advisors of the Company shall be: Auditor: Legal Advisors: There shall be kept, in such bank or banks (including trust companies) as may be determined by the board of directors, bank accounts of the Company in which shall be deposited all monies received by the Company in the course of carrying on business from time to time. All payments on account of the Company shall be made by cheques drawn on the bank account and all cheques, drafts or other instruments drawn and made for the purposes of the business of the Company shall be executed by such directors, officers or employees as may from time to time be authorized so to do by the board of directors. Subject to paragraph 2.6, all decisions relating to the management and control of the business of the Company shall be determined by the board of directors of the Company, provided always that the following matters shall be determined by a Special Directors' Resolution: any capital expenditures greater than xxxx; any lease commitments greater than xxxx; the acquisition of any business interests by the Company; the elections of officers of the Company; the payment of any cash dividends or stock dividends to Shareholders of the Company; the issuance of any debt obligations of the Company; the disposal of the whole or any part of the business, undertaking, or assets of the Company outside the normal course of business of the Company the transfer of any shares of the Company; changes or variations in the objects or powers of the Company; the liquidation or winding up of the Company; the approval of any contracts or transactions outside the normal course of business; the execution of any contract involving a consideration greater than xxxx within the normal course of business; the lending of money by the Company; the guarantee by the Company of the debts or obligations of any other person, firm or body corporate; any non-budgeted expenditures greater than xxxx; business plan and/or budgets. The following decisions shall be determined by a Unanimous Directors' Resolution: alterations, variations or changes to the authorized or issued capital of the Company; the salaries and bonuses of officers and directors of the Company; the issue, redemption or purchase of any Shares; and changes in the number of directors of the Company The Shareholders may pledge any of their Shares as security for any borrowings by them provided the pledgee executes an agreement, in writing, providing that the pledgee shall be subject to all of the terms of this Agreement. The board of directors shall meet at least four times during each fiscal year of the Company. Any director can call a meeting provided 10 days notice is given. Notice may be waived. During the first year from the date of this agreement, the board of directors shall meet on a monthly basis. Directors may elect to attend a board meeting by telephone conference call. Each Shareholder shall, for so long as s/he is the owner of shares of the Company devote such of his/her business, time and energy as may be reasonably required to carry on the business of the Company and the Shareholder shall use his/her best efforts, skill and abilities to promote the interests of the Company. Each Shareholder agrees that he/she will not engage, without the consent of the other Shareholders, in a business which is directly competitive to that of the Company. Purchase for Investment","Shareholders Agreement","16","https://templates.business-in-a-box.com/imgs/1000px/shareholders-agreement-D1016.png","https://templates.business-in-a-box.com/imgs/250px/1016.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1016.xml",{"title":142,"description":6},"shareholders agreement",[144,145],{"label":17,"url":130},{"label":146,"url":147},"Incorporation Agreements","incorporation-agreement","/template/shareholders-agreement-D1016",{"description":150,"descriptionCustom":6,"label":151,"pages":8,"size":104,"extension":10,"preview":152,"thumb":153,"svgFrame":154,"seoMetadata":155,"parents":157,"keywords":156,"url":162},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":156,"description":6},"non disclosure agreement nda",[158,159],{"label":17,"url":130},{"label":160,"url":161},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":164,"descriptionCustom":6,"label":165,"pages":122,"size":123,"extension":10,"preview":166,"thumb":167,"svgFrame":168,"seoMetadata":169,"parents":170,"keywords":174,"url":175},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement","https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[171],{"label":172,"url":173},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",false,{"seo":178,"reviewer":190,"legal_disclaimer":194,"quick_facts":195,"at_a_glance":197,"personas":201,"variants":226,"glossary":250,"clauses":284,"how_to_fill":335,"common_mistakes":376,"faqs":401,"industries":429,"comparisons":446,"diy_vs_lawyer":462,"jurisdictions":475,"related_template_ids_curated":496,"schema":505,"classification":506},{"meta_title":179,"meta_description":180,"primary_keyword":181,"secondary_keywords":182},"Agreement Relating To An Elected Domicile Template | BIB","Free elected domicile agreement template for establishing a legal address for contract service and correspondence.","elected domicile agreement template",[20,183,184,185,186,187,188,189],"elected domicile contract template","domicile election agreement word","legal domicile agreement template free","contract service address agreement","domicile for legal notices template","elected domicile clause template","business domicile agreement download",{"name":191,"credential":192,"reviewed_date":193},"Bruno Goulet","CEO, Business in a Box","2026-05-02",true,{"difficulty":196,"legal_review_recommended":194,"signature_required":194,"notarization_required":176},"medium",{"what_it_is":198,"when_you_need_it":199,"whats_inside":200},"An Agreement Relating To An Elected Domicile is a binding legal document in which a party formally designates a specific physical address as their chosen legal domicile — the address at which notices, demands, legal process, and correspondence under a contract will be validly served. This free Word download provides a ready-to-edit template you can customize with party details, the elected address, and jurisdiction-specific terms, then export as PDF and execute alongside or as an addendum to your main contract.\n","Use it whenever a contracting party's ordinary residence or registered office is abroad, unclear, or subject to change, and you need a fixed, reliable address within a specific jurisdiction for the valid service of legal notices, court documents, or contractual communications. It is also used when a governing-law clause points to a jurisdiction where neither party is physically present.\n","Party identification and the elected domicile address, scope of the election covering all notices and legal process under the agreement, duration and revocation conditions, the obligation to maintain the elected address, notification requirements for address changes, and governing law and jurisdiction provisions.\n",[202,206,210,214,218,222],{"title":203,"use_case":204,"icon_asset_id":205},"International business operators","Nominating a local address for service when the counterparty is based abroad","persona-international-employer",{"title":207,"use_case":208,"icon_asset_id":209},"Commercial real estate landlords","Requiring tenants to elect a local domicile for lease notice and enforcement","persona-landlord",{"title":211,"use_case":212,"icon_asset_id":213},"Corporate legal counsel","Embedding elected domicile terms in cross-border commercial contracts","persona-legal-counsel",{"title":215,"use_case":216,"icon_asset_id":217},"Lenders and financial institutions","Securing a fixed service address from borrowers domiciled in foreign jurisdictions","persona-lender",{"title":219,"use_case":220,"icon_asset_id":221},"Franchise operators","Establishing a domestic service address for franchisees operating across borders","persona-franchise-applicant",{"title":223,"use_case":224,"icon_asset_id":225},"Small business owners contracting internationally","Fixing a reachable address for dispute notices when dealing with overseas suppliers","persona-small-business-owner",[227,231,234,237,240,243,247],{"situation":228,"recommended_template":229,"slug":230},"Party is a foreign individual with no fixed domestic address","Agreement Relating To An Elected Domicile (Individual)","agreement-relating-to-an-elected-domicile-D853",{"situation":232,"recommended_template":233,"slug":230},"Party is a foreign corporate entity without a local registered office","Agreement Relating To An Elected Domicile (Corporate)",{"situation":235,"recommended_template":84,"slug":236},"Domicile election needed within a broader commercial lease","lease-agreement-D1179",{"situation":238,"recommended_template":102,"slug":239},"Elected domicile required as part of a loan or credit facility","loan-agreement-D417",{"situation":241,"recommended_template":121,"slug":242},"Service address needed within a cross-border supply agreement","supply-agreement-D918",{"situation":244,"recommended_template":245,"slug":246},"Registered agent appointment needed instead of a personal election","Registered Agent Authorization Letter","letter-of-authorization-to-negotiate-D1033",{"situation":248,"recommended_template":136,"slug":249},"Elected domicile as part of a shareholder or investment agreement","shareholders-agreement-D1016",[251,254,257,260,263,266,269,272,275,278,281],{"term":252,"definition":253},"Elected Domicile","A physical address formally chosen by a party as the place where legal notices, court documents, and contractual communications will be validly received on their behalf.",{"term":255,"definition":256},"Service of Process","The formal delivery of legal documents — such as a summons, writ, or notice of claim — to a party in a manner recognized as valid by the governing court.",{"term":258,"definition":259},"Domicile","The place a person or entity treats as their permanent legal home, determining which jurisdiction's laws apply to personal status, taxation, and succession matters.",{"term":261,"definition":262},"Notice Clause","A contract provision specifying how and where official communications between the parties — including default notices, termination notices, and legal demands — must be delivered to be effective.",{"term":264,"definition":265},"Jurisdiction Clause","A clause designating which country's or state's courts have authority to hear disputes arising from the contract.",{"term":267,"definition":268},"Governing Law","The legal system whose rules and statutes will be used to interpret and enforce the contract, regardless of where the parties are physically located.",{"term":270,"definition":271},"Registered Office","The official address of a company as recorded with the relevant company registry, at which statutory and legal communications may be served.",{"term":273,"definition":274},"Agent for Service","A person or entity formally authorized to receive legal documents on behalf of another party within a specific jurisdiction.",{"term":276,"definition":277},"Revocation of Domicile","The formal cancellation of an elected domicile address, typically requiring advance written notice and the simultaneous nomination of a replacement address.",{"term":279,"definition":280},"Substituted Service","Court-authorized delivery of legal documents by an alternative method — such as post, email, or publication — when personal service at the elected address has failed.",{"term":282,"definition":283},"Locus of Contract","The jurisdiction in which a contract is considered to have been formed, relevant to determining applicable law in the absence of an express governing-law clause.",[285,290,295,300,305,310,315,320,325,330],{"name":286,"plain_english":287,"sample_language":288,"common_mistake":289},"Parties and Recitals","Identifies the full legal names, registration numbers (where applicable), and existing contractual relationship between the parties, and states the purpose of the election.","This Agreement is entered into on [DATE] between [PARTY A FULL LEGAL NAME], a [ENTITY TYPE] registered in [JURISDICTION] with registration number [NUMBER] ('Party A'), and [PARTY B FULL LEGAL NAME], a [ENTITY TYPE] registered in [JURISDICTION] ('Party B'). The parties enter into this Agreement in connection with [DESCRIPTION OF UNDERLYING CONTRACT OR RELATIONSHIP].","Using a trading name or abbreviation instead of the full registered legal name — service delivered to a misstated party name may be challenged as invalid.",{"name":291,"plain_english":292,"sample_language":293,"common_mistake":294},"Election of Domicile Address","States the specific street address that the electing party formally nominates as their legal domicile for all purposes of the agreement.","[PARTY NAME] hereby elects domicile at [FULL STREET ADDRESS, CITY, STATE/PROVINCE, POSTAL CODE, COUNTRY] ('Elected Domicile') for all purposes of [TITLE OF UNDERLYING AGREEMENT] dated [DATE] and any notices, demands, or legal process served thereunder.","Specifying a PO box instead of a physical street address — many jurisdictions and courts do not accept PO boxes as valid addresses for service of legal process.",{"name":296,"plain_english":297,"sample_language":298,"common_mistake":299},"Scope of the Election","Defines exactly which documents and communications are covered by the elected domicile — typically all contractual notices, demands, default notices, and formal legal process.","The election of domicile shall apply to all notices, demands, legal process, writs, summonses, and other communications required or permitted to be given under [UNDERLYING AGREEMENT], including any claim, arbitration notice, or enforcement action arising therefrom.","Limiting scope to 'contractual notices only' and inadvertently excluding court process — which then cannot be validly served at the elected address, defeating the document's primary purpose.",{"name":301,"plain_english":302,"sample_language":303,"common_mistake":304},"Duration of the Election","Sets out how long the election remains in force — typically for the life of the underlying contract and any post-termination obligations, such as dispute resolution proceedings already commenced.","This election shall remain in force for the duration of [UNDERLYING AGREEMENT] and shall continue in effect until all obligations thereunder have been fully discharged or until [X] months following termination of [UNDERLYING AGREEMENT], whichever is later.","Tying duration solely to the contract term without extending it through dispute resolution — if proceedings commence after expiry, the elected domicile lapses and service becomes unresolved.",{"name":306,"plain_english":307,"sample_language":308,"common_mistake":309},"Obligation to Maintain the Address","Places a positive obligation on the electing party to ensure the elected address remains operational and staffed to receive correspondence throughout the term.","[PARTY NAME] undertakes to maintain the Elected Domicile as a functional address capable of receiving correspondence and legal documents at all times during the term of this Agreement, and to take all steps necessary to ensure prompt receipt and forwarding of any documents served thereat.","Omitting this clause entirely and relying on the election alone — without an ongoing maintenance obligation, the electing party has no contractual duty to keep the address active.",{"name":311,"plain_english":312,"sample_language":313,"common_mistake":314},"Change of Elected Domicile","Sets out the procedure by which the electing party may change the elected address — requiring advance written notice and the simultaneous designation of a replacement address before the change takes effect.","[PARTY NAME] may change the Elected Domicile by providing not less than [30] days' prior written notice to [OTHER PARTY], specifying the new address. No change of Elected Domicile shall be effective unless and until a valid replacement address has been confirmed in writing by [PARTY NAME] and acknowledged by [OTHER PARTY].","Allowing the address to be changed with immediate effect and no replacement — creating a gap during which legal documents cannot be validly served.",{"name":316,"plain_english":317,"sample_language":318,"common_mistake":319},"Deemed Receipt and Validity of Service","Establishes a rebuttable presumption that documents delivered to the elected domicile by specified methods are validly served, even if the electing party claims non-receipt.","Any notice or legal process delivered to the Elected Domicile by [hand delivery / registered post / courier with proof of delivery] shall be deemed validly served on [PARTY NAME] upon actual delivery, regardless of whether [PARTY NAME] in fact receives or collects the document.","Failing to list the specific delivery methods that trigger deemed receipt — leaving the validity of any particular service open to dispute.",{"name":321,"plain_english":322,"sample_language":323,"common_mistake":324},"Revocation","States the conditions under which the election may be formally revoked, the required notice period, and the requirement to simultaneously elect a new domicile or appoint an agent for service.","[PARTY NAME] may revoke this election only with the prior written consent of [OTHER PARTY] or upon providing [60] days' advance written notice accompanied by a simultaneous election of an alternative domicile within [JURISDICTION] acceptable to [OTHER PARTY], such acceptance not to be unreasonably withheld.","Permitting unilateral revocation without a replacement — the other party is then left without an enforceable service address and must seek court-authorized substituted service.",{"name":326,"plain_english":327,"sample_language":328,"common_mistake":329},"Governing Law and Jurisdiction","Specifies which jurisdiction's law governs the agreement and which courts have exclusive jurisdiction to resolve disputes about the validity or operation of the elected domicile.","This Agreement and all matters arising from it shall be governed by and construed in accordance with the laws of [JURISDICTION]. The parties irrevocably submit to the exclusive jurisdiction of the courts of [JURISDICTION] in connection with any dispute relating to this Agreement.","Choosing a different governing law for the elected domicile agreement than the underlying contract it serves — inconsistent jurisdiction clauses create enforceability conflicts.",{"name":331,"plain_english":332,"sample_language":333,"common_mistake":334},"Entire Agreement and Severability","Confirms this document constitutes the complete agreement on elected domicile, superseding prior arrangements, and that if any single clause is found unenforceable the remainder survives.","This Agreement constitutes the entire agreement between the parties with respect to the election of domicile and supersedes all prior representations and agreements on that subject. If any provision is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.","Omitting severability when the clause on deemed receipt is drafted unusually broadly — without it, a court striking that single clause could void the entire election.",[336,341,346,351,356,361,366,371],{"step":337,"title":338,"description":339,"tip":340},1,"Identify the parties with full legal names and registration details","Enter each party's complete registered legal name, entity type, registration number, and home jurisdiction. Cross-reference company registry records to confirm exact naming.","For foreign entities, include the country of incorporation and the equivalent of a company registration number — this is what process servers and courts use to confirm identity.",{"step":342,"title":343,"description":344,"tip":345},2,"Enter the elected domicile address precisely","State the full street address, city, state or province, postal code, and country. Confirm the address is a physical location that can receive registered mail and personal service, not a PO box or virtual office that cannot accept court documents.","If using a law firm or agent's address as the elected domicile, obtain their written consent to act in that capacity before inserting the address.",{"step":347,"title":348,"description":349,"tip":350},3,"Define the scope of covered communications","List every category of document the elected domicile covers — contractual notices, default demands, termination notices, arbitration initiations, and court process. Be inclusive rather than restrictive.","Add a catch-all phrase such as 'and any other formal communication arising under or in connection with [UNDERLYING AGREEMENT]' to close gaps the enumerated list may miss.",{"step":352,"title":353,"description":354,"tip":355},4,"Set the duration and survival period","Tie the election's term to the underlying contract and extend it by a minimum of 6–12 months post-termination to cover disputes that arise after the main contract ends.","In jurisdictions with long limitation periods — 6 years in England and Wales, for example — consider extending the post-termination survival period to match.",{"step":357,"title":358,"description":359,"tip":360},5,"Draft the change and revocation procedure","Set an advance notice period of at least 30 days for address changes and 60 days for revocation. Require simultaneous nomination of a replacement address before any change takes effect.","Require the other party to acknowledge receipt of any change notice in writing — silence should not be treated as acceptance.",{"step":362,"title":363,"description":364,"tip":365},6,"Specify the deemed-receipt delivery methods","List the delivery methods that trigger valid service — typically hand delivery, registered post with proof of delivery, and recognized courier services. State the date and time at which service is deemed complete for each method.","Avoid adding email as a deemed-receipt method for court process — many jurisdictions do not recognize email service of legal proceedings without a separate court order.",{"step":367,"title":368,"description":369,"tip":370},7,"Align governing law with the underlying contract","Use the same governing law and jurisdiction as the contract this election serves. If they differ, note explicitly that any conflict is resolved in favor of the underlying contract's jurisdiction clause.","Check whether the chosen jurisdiction requires the elected domicile to be within its territory — some civil-law systems require the elected address to be physically located in the governing jurisdiction.",{"step":372,"title":373,"description":374,"tip":375},8,"Execute before the underlying contract takes effect","Both parties must sign the elected domicile agreement at or before the signing of the main contract. Attach it as a schedule or annex to the main agreement so the connection is unambiguous.","Retain the fully executed original alongside the main contract — in enforcement proceedings, you may need to produce both together to demonstrate valid service.",[377,381,385,389,393,397],{"mistake":378,"why_it_matters":379,"fix":380},"Using a PO box as the elected address","Most courts in common-law and civil-law jurisdictions require service of legal process at a physical address where a person can actually be reached. A PO box may render service of court documents invalid, forcing the serving party to obtain a court order for substituted service.","Always nominate a street address for a physical premises. If the party has no local office, appoint a registered agent or law firm and use their physical address with their written consent.",{"mistake":382,"why_it_matters":383,"fix":384},"Omitting the maintenance obligation","Without a contractual duty to keep the address operational, the electing party can effectively abandon the address mid-contract — leaving the other party unable to serve notices and potentially stalling enforcement.","Include an express clause requiring the electing party to ensure the elected address remains staffed and capable of receiving documents throughout the term, with a breach remedy if they fail.",{"mistake":386,"why_it_matters":387,"fix":388},"Allowing unilateral revocation without a replacement","If the electing party can revoke the election without simultaneously providing a new address, there is a window — potentially months long — during which valid service within the chosen jurisdiction is impossible.","Require that any revocation is only effective once the replacement address is confirmed in writing and acknowledged by the other party, with a minimum 60-day notice period.",{"mistake":390,"why_it_matters":391,"fix":392},"Choosing a different governing law than the underlying contract","Inconsistent jurisdiction clauses between the elected domicile agreement and the main contract create ambiguity about which court governs disputes over service validity — potentially requiring two sets of litigation to resolve a single notice dispute.","Mirror the governing law and exclusive jurisdiction clause from the underlying contract verbatim, or expressly state that in case of conflict the underlying contract's provisions prevail.",{"mistake":394,"why_it_matters":395,"fix":396},"Failing to extend the election beyond the contract's termination date","Disputes and enforcement actions frequently arise after a contract ends. If the election expires on the contract's termination date, the electing party has no obligation to maintain a local service address for post-termination claims.","Add a survival clause extending the election for a defined period — typically 12 months, or the applicable limitation period if shorter — after the underlying contract terminates.",{"mistake":398,"why_it_matters":399,"fix":400},"Not attaching the agreement to the underlying contract","A standalone document that is not referenced in or attached to the main contract may be overlooked during enforcement, requiring the serving party to separately prove its existence and binding nature before service can be validated.","Cross-reference the elected domicile agreement in the notice clause of the main contract and attach it as a schedule or exhibit so both documents travel together.",[402,405,408,411,414,417,420,423,426],{"question":403,"answer":404},"What is an elected domicile agreement?","An elected domicile agreement is a binding legal document in which a party formally designates a specific physical address — within a chosen jurisdiction — as the place where legal notices, court documents, and contractual communications will be validly delivered on their behalf. It is most commonly used in cross-border transactions where one party has no fixed local address, giving the other party a reliable, court-recognized point of service within the governing jurisdiction.\n",{"question":406,"answer":407},"When is an elected domicile agreement required?","It is typically required when a contracting party is based abroad and the underlying contract is governed by the law of a jurisdiction where that party has no registered office or habitual residence. Lenders, landlords, and counterparties in cross-border commercial transactions regularly require an elected domicile to ensure they can serve default notices or commence legal proceedings without needing court authorization for international service.\n",{"question":409,"answer":410},"What is the difference between domicile and residence?","Residence refers to where a person or entity is physically present or operating at a given time. Domicile is a legal concept — the jurisdiction a person or entity treats as their permanent legal home, which governs succession, personal status, and in many civil-law systems, contractual obligations. An elected domicile is a contractually chosen address that may differ from both — it is purely a service address for the purposes of a specific contract.\n",{"question":412,"answer":413},"Can a PO box be used as an elected domicile?","No — in virtually all jurisdictions, legal process must be served at a physical premises where a person or authorized representative can actually be reached. A PO box cannot receive personal service by a court officer or process server and is generally not accepted by courts as a valid service address for proceedings. Always nominate a physical street address, or use a registered agent with a physical office.\n",{"question":415,"answer":416},"What happens if the elected address changes during the contract?","The electing party must provide advance written notice — typically 30 days or more — and nominate a replacement address before the change takes effect. A well-drafted agreement requires the change to be acknowledged in writing by the other party and prohibits any gap between the old and new address being operative. Documents served at the old address during any unauthorized gap may still be deemed validly served depending on the jurisdiction.\n",{"question":418,"answer":419},"Is an elected domicile agreement enforceable in the United States?","Yes, elected domicile and contractual service-address provisions are generally recognized and enforced in US commercial contracts, though the specific mechanics vary by state. Most US commercial courts will honor a contractual elected address for notice purposes. For formal service of court process, compliance with state rules of civil procedure is also required — check whether the state accepts contractual service-address designations in lieu of statutory service methods.\n",{"question":421,"answer":422},"Does the elected domicile address need to be in the same country as the governing law?","In civil-law systems — particularly in France, Belgium, and Luxembourg, where the elected domicile concept originates — the address is typically required to be within the territory governed by the chosen law. In common-law jurisdictions, courts are generally more flexible, but as a practical matter the address should be in or very near the jurisdiction whose courts will hear disputes, so that service is effective under local procedural rules.\n",{"question":424,"answer":425},"How does an elected domicile agreement differ from appointing a registered agent?","A registered agent is a formally appointed representative authorized to receive legal process on a company's behalf under corporate law — typically required for entities incorporated in a jurisdiction. An elected domicile agreement is a purely contractual arrangement between two contracting parties for the purpose of a specific agreement. The two can overlap — a law firm or agent's address may serve both purposes — but they arise from different legal frameworks and carry different statutory obligations.\n",{"question":427,"answer":428},"Do both parties need to elect a domicile, or just one?","Only the party without a fixed, reachable address in the governing jurisdiction is typically required to elect a domicile. If both parties are foreign to the governing jurisdiction, both should elect. Where one party already has a registered office or habitual residence in the jurisdiction, their existing address is generally sufficient and no election is needed for that party.\n",[430,434,438,442],{"industry":431,"icon_asset_id":432,"specifics":433},"Banking and Financial Services","industry-fintech","Lenders require borrowers domiciled abroad to elect a local address before draw-down, ensuring default notices and enforcement writs can be served without costly international service procedures.",{"industry":435,"icon_asset_id":436,"specifics":437},"Commercial Real Estate","industry-real-estate","Landlords routinely require foreign tenant entities to elect a local domicile in the lease, enabling valid service of rent demands, forfeiture notices, and dilapidations claims within the property's jurisdiction.",{"industry":439,"icon_asset_id":440,"specifics":441},"International Trade and Supply Chain","industry-manufacturing","Cross-border supply and distribution agreements use elected domicile clauses to fix a local address for dispute notices where the foreign supplier has no local entity, avoiding the delays of international service conventions.",{"industry":443,"icon_asset_id":444,"specifics":445},"Professional Services","industry-professional-services","Law firms and consultancies operating across jurisdictions attach elected domicile agreements to engagement letters with foreign clients, ensuring fee claims and termination notices can be served locally and promptly.",[447,450,454,458],{"vs":245,"vs_template_id":448,"summary":449},"D{REGISTERED_AGENT_AUTH_ID}","A registered agent authorization is a corporate-law instrument appointing a statutory agent to receive service on behalf of a company under company registration rules. An elected domicile agreement is a purely contractual designation for the purposes of a specific contract. The registered agent appointment is mandatory for incorporated entities in many jurisdictions; the elected domicile is a voluntary bilateral contractual arrangement.",{"vs":451,"vs_template_id":452,"summary":453},"Notice Clause (within a contract)","D{NOTICE_CLAUSE_ID}","A notice clause is a standard provision within a larger contract specifying how and where communications must be sent. An elected domicile agreement is a standalone document that goes further — it creates a formal, court-recognized service address with binding maintenance and revocation obligations. The notice clause handles routine communications; the elected domicile agreement covers formal legal process and enforcement.",{"vs":455,"vs_template_id":456,"summary":457},"Service of Process Agreement","D{SERVICE_OF_PROCESS_ID}","A service of process agreement designates an agent specifically for the receipt of court and legal proceedings, often required when registering a foreign entity in a new state or country. An elected domicile agreement is broader, covering all contractual notices and communications in addition to legal process, and is typically attached to a specific underlying contract rather than filed with a public registry.",{"vs":459,"vs_template_id":460,"summary":461},"Governing Law and Jurisdiction Clause","D{GOV_LAW_CLAUSE_ID}","A governing law and jurisdiction clause selects which legal system and courts apply to a contract. An elected domicile agreement implements that choice operationally — it provides the physical address through which the chosen jurisdiction can actually exercise authority over a foreign party. The two documents work together: the jurisdiction clause decides where disputes go; the elected domicile ensures the foreign party can be reached there.",{"use_template":463,"template_plus_review":467,"custom_drafted":471},{"best_for":464,"cost":465,"time":466},"Standard cross-border commercial contracts where one party needs a fixed local service address and the underlying agreement is straightforward","Free","15–30 minutes",{"best_for":468,"cost":469,"time":470},"Contracts governed by civil-law jurisdictions (France, Belgium, Luxembourg), high-value lending transactions, or commercial leases with foreign tenant entities","$300–$800","1–3 days",{"best_for":472,"cost":473,"time":474},"Complex multi-party cross-border transactions, regulated financial instruments, or arrangements requiring coordination with local court rules on service of process","$1,000–$3,500+","1–2 weeks",[476,481,486,491],{"code":477,"name":478,"flag_asset_id":479,"note":480},"us","United States","flag-us","US courts generally enforce contractual service-address designations for notice purposes, but formal service of civil process must also comply with the applicable state rules of civil procedure — which may require personal service or service through a registered agent rather than mere delivery to a contractual address. Some states, including New York and Delaware, expressly permit parties to designate an in-state address for service in commercial contracts. Confirm state-specific requirements before relying solely on the elected domicile for court process.",{"code":482,"name":483,"flag_asset_id":484,"note":485},"ca","Canada","flag-ca","Canadian courts recognize contractual service-address clauses in commercial agreements, and provincial Rules of Civil Procedure generally allow service at an address specified in a contract for notices arising from that contract. Quebec's civil-law tradition — drawn from French law — gives elected domicile provisions particular formal recognition under the Civil Code of Quebec. In common-law provinces, ensure the elected address is within the province whose courts are designated in the jurisdiction clause.",{"code":487,"name":488,"flag_asset_id":489,"note":490},"uk","United Kingdom","flag-uk","English law firmly recognizes elected domicile and contractual service-address provisions. Under the Civil Procedure Rules, parties may agree in a contract that service of a claim form or other court documents will be effected by delivery to a specified address. Post-Brexit, service of proceedings on EU-based parties has become more complex, making a UK elected domicile particularly valuable when contracting with EU counterparties under English law. The address must be a physical premises in England and Wales (or Scotland / Northern Ireland if those jurisdictions govern) — not a forwarding address.",{"code":492,"name":493,"flag_asset_id":494,"note":495},"eu","European Union","flag-eu","The elected domicile concept originates in French and Belgian civil law and is well-established across the EU's civil-law jurisdictions. Under French law (article 111 of the Civil Code), an elected domicile creates a valid address for all acts and proceedings relating to the specific obligation. Several member states — including Luxembourg, Belgium, and the Netherlands — require the elected address to be physically located within the governing jurisdiction's territory to be effective for court process. GDPR considerations apply where the elected domicile is managed by a third-party agent who processes personal data on behalf of the nominating party.",[236,239,242,249,497,498,499,500,501,502,503,504],"non-disclosure-agreement-nda-D12692","independent-contractor-agreement-D160","service-agreement-D12711","memorandum-of-understanding-D12548","letter-of-intent_acquisition-of-business-D5197","advertising-agency-agreement-D1223","distribution-agreement-D13034","general-power-of-attorney-D1037",{"emit_how_to":194,"emit_defined_term":194},{"primary_folder":130,"secondary_folder":507,"document_type":508,"industry":509,"business_stage":510,"tags":511,"confidence":516},"terms-and-warranties","agreement","general","all-stages",[508,512,513,514,515],"elected-domicile","legal-address","notice-service","contract-addendum",0.92,"\u003Ch2>What is an Agreement Relating To An Elected Domicile?\u003C/h2>\n\u003Cp>An \u003Cstrong>Agreement Relating To An Elected Domicile\u003C/strong> is a binding legal document in which a contracting party formally designates a specific physical address — within the jurisdiction governing their contract — as the address at which legal notices, court documents, default demands, and all formal contractual communications will be validly served on them. The concept originates in civil-law systems, where it is codified as a mechanism to give counterparties a reliable, court-recognized point of contact for a party who would otherwise be unreachable under local procedural rules. It functions as a contractual commitment: the electing party undertakes not only to nominate the address but to keep it operational and to follow a defined procedure before changing or revoking it, ensuring the other party is never left without an enforceable service point.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without an elected domicile agreement, serving a default notice or commencing legal proceedings against a foreign counterparty can take months and significant expense — requiring compliance with international service conventions such as the Hague Service Convention, letters rogatory, or local court orders for substituted service. Each of those routes introduces delay, cost, and uncertainty at precisely the moment you need to act quickly. A properly executed elected domicile agreement eliminates that friction entirely: it gives you a domestic address where service is immediately valid, enforceable, and unchallengeable. For lenders, landlords, and any business contracting across borders under a fixed governing law, it is the mechanism that makes your jurisdiction clause operational rather than theoretical. This template gives you a complete, professionally structured starting point — covering all essential clauses from address maintenance to deemed-receipt mechanics — so you can finalize and execute it alongside your main contract in minutes.\u003C/p>\n",1778696376271]