FICTITIOUS BUSINESS NAME CERTIFICATE

& PUBLICATION NOTICE

(State of New Jersey)

TABLE OF CONTENTS

1 . Document Header
2 . Definitions
3 . Operative Provisions
4 . Representations & Warranties
5 . Covenants & Restrictions
6 . Default & Remedies
7 . Risk Allocation (Intentionally Omitted)
8 . Dispute Resolution
9 . General Provisions
10 . Execution Block

1. DOCUMENT HEADER

This Fictitious Business Name Certificate & Publication Notice (this “Notice”) is executed and delivered as of [EFFECTIVE DATE] (the “Effective Date”) by [LEGAL NAME OF REGISTRANT], a [natural person / corporation / limited liability company / general partnership] existing under the laws of the State of New Jersey, with its principal place of business at [BUSINESS ADDRESS] (the “Registrant”), pursuant to and in compliance with the New Jersey Trade Name Act, N.J. Stat. Ann. §§ 56:1-1 et seq. (the “Act”).

WHEREAS, the Registrant desires to conduct business under a name other than its legal name; and
WHEREAS, the Act requires (i) registration of such name with the appropriate [COUNTY] County Clerk (the “County Clerk”) and (ii) timely publication of this Notice;

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Registrant submits the following information and agrees to the obligations herein.

[// GUIDANCE: This template supplements, but does not replace, any county-issued “Trade Name Certificate” or the NJ Division of Revenue “Certificate of Alternate Name.” Attach county or state forms as Exhibit A and incorporate by reference if required.]

2. DEFINITIONS

For purposes of this Notice, the following capitalized terms have the meanings set forth below:

“Act” – The New Jersey Trade Name Act, N.J. Stat. Ann. §§ 56:1-1 et seq., and all promulgated rules.

“County Clerk” – The Clerk of [COUNTY] County, New Jersey, or such clerk’s duly authorized deputy.

“Fictitious Business Name” or “DBA” – [FICTITIOUS BUSINESS NAME], the name under which Registrant will conduct business in New Jersey.

“Notice” – This Fictitious Business Name Certificate & Publication Notice, including all schedules and exhibits.

“Publication Newspaper” – A newspaper printed and published in [COUNTY] County and of general circulation therein, as defined under N.J. court rules.

“Registration Date” – The date on which the County Clerk records the Trade Name Certificate or, for entities filing with the Division of Revenue, the Alternate Name Certificate.

“Renewal Deadline” – For corporations, LLCs, and limited partnerships, the date five (5) years after the Registration Date, or such earlier date as may be set forth in the Alternate Name Certificate. No statutory renewal applies to sole proprietorships or general partnerships; however, the Registrant shall update public filings upon any material change.

3. OPERATIVE PROVISIONS

3.1 Trade Name Information
a. Legal Name of Registrant: [LEGAL NAME OF REGISTRANT]
b. Form of Entity: [ENTITY TYPE]
c. Principal NJ Business Address: [BUSINESS ADDRESS]
d. Fictitious Business Name: [FICTITIOUS BUSINESS NAME]
e. Description of Business Conducted: [BUSINESS DESCRIPTION]

3.2 Filing Obligation
The Registrant has filed, or contemporaneously herewith is filing, the required Trade Name Certificate (or Certificate of Alternate Name) with the County Clerk or the New Jersey Division of Revenue, as applicable, in accordance with the Act.

3.3 Publication Requirement
a. Timing. Within fifteen (15) calendar days after the Registration Date, Registrant shall cause this Notice to be published one (1) time in the Publication Newspaper.
b. Proof of Publication. An affidavit of publication, in the form customarily provided by the Publication Newspaper, shall be filed with the County Clerk not later than ten (10) days after the date of publication.
c. Content of Publication. The published notice shall substantially conform to the form attached hereto as Exhibit B.

[// GUIDANCE: Verify each county’s exact publication interval—some counties require publication twice. Adjust 3.3(a) accordingly.]

3.4 Renewal & Duration
a. Corporations, LLCs, LPs. The Alternate Name shall remain effective for five (5) years from the Registration Date and may be renewed for successive five-year terms by filing a renewal certificate with the Division of Revenue within the ninety-day period preceding each Renewal Deadline and paying the statutory fee.
b. Sole Proprietorships & General Partnerships. No statutory renewal is required; however, Registrant must file an Amended Trade Name Certificate upon any change in ownership, address, or business cessation.

3.5 Amendments
Registrant shall promptly file an amendment with the County Clerk, and publish an amended notice, upon any material change to the information in Section 3.1.

4. REPRESENTATIONS & WARRANTIES

4.1 Authority
Registrant represents that it has full power and authority under applicable law and its organizational documents (if any) to adopt and use the Fictitious Business Name.

4.2 No Conflicting Name
Registrant warrants that, to the best of its knowledge after reasonable inquiry, the Fictitious Business Name is not identical or confusingly similar to any existing trade name, corporate name, limited liability company name, or registered trademark in New Jersey.

4.3 Accuracy
All information set forth in this Notice and in any related filing is true, correct, and complete as of the Effective Date, and Registrant acknowledges that any willful misstatement may constitute a misdemeanor under the Act.

4.4 Survival
The representations and warranties in this Section 4 survive the filing and publication of this Notice for so long as the Fictitious Business Name remains in use.

5. COVENANTS & RESTRICTIONS

5.1 Lawful Use
Registrant shall use the Fictitious Business Name solely in furtherance of lawful business activities conducted within the scope described in Section 3.1(e).

5.2 Compliance
Registrant shall comply with all applicable federal, state, county, and municipal laws, ordinances, rules, and regulations governing the conduct of its business and the use of fictitious or alternate names.

5.3 Notices of Change
Registrant shall provide written notice to the County Clerk and, where applicable, the Division of Revenue, within thirty (30) days of (i) discontinuance of business under the Fictitious Business Name, (ii) dissolution of the Registrant, or (iii) any change requiring an amended filing under Section 3.5.

6. DEFAULT & REMEDIES

6.1 Events of Default
Each of the following constitutes an “Event of Default”:
a. The failure to publish this Notice within the time required by Section 3.3(a);
b. A material misrepresentation in this Notice or any related filing; or
c. Failure to renew the Alternate Name under Section 3.4(a).

6.2 Cure Period
Upon receipt of written notice from any interested party or governmental authority identifying an Event of Default, Registrant shall have ten (10) business days to cure such default, unless a shorter statutory period applies.

6.3 Remedies
In the event of an uncured default, any person aggrieved may pursue the remedies available under the Act, including, without limitation, injunctive relief prohibiting Registrant’s use of the Fictitious Business Name and recovery of damages sustained by reason of such unlawful use.

6.4 Attorneys’ Fees
In any action to enforce this Notice or the Act, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and court costs.

7. RISK ALLOCATION

(Intentionally Omitted – Indemnification, liability caps, and insurance provisions are not applicable to this Notice.)

8. DISPUTE RESOLUTION

8.1 Governing Law
This Notice and all disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict-of-laws rules.

8.2 Forum Selection
Any action or proceeding arising under or relating to the Act or this Notice shall be brought exclusively in the Superior Court of New Jersey, [COUNTY] County, Law Division.

8.3 Arbitration
Not Applicable – See Metadata.

8.4 Jury Waiver
Not Applicable – See Metadata.

8.5 Injunctive Relief
Nothing in this Section 8 limits any statutory right to seek injunctive relief under the Act.

9. GENERAL PROVISIONS

9.1 Amendments & Waivers
No amendment or waiver of any provision of this Notice is effective unless set forth in a written instrument executed by the Registrant and filed with the County Clerk.

9.2 Assignment
Registrant may not assign or delegate its rights or obligations under this Notice except by operation of law in connection with a merger or consolidation duly filed with the New Jersey Division of Revenue and compliant with Section 3.5.

9.3 Severability
If any provision of this Notice is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect to the maximum extent permitted by law.

9.4 Entire Agreement
This Notice, together with any exhibits and the underlying statutory forms, constitutes the entire agreement and understanding of the Registrant with respect to the subject matter hereof.

9.5 Counterparts; Electronic Signatures
This Notice may be executed in counterparts, each of which is deemed an original, and all of which together constitute one instrument. Signatures delivered by electronic means (e.g., PDF, DocuSign) are deemed original signatures for all purposes.

10. EXECUTION BLOCK

IN WITNESS WHEREOF, the undersigned Registrant has executed this Notice as of the Effective Date.

NOTARY ACKNOWLEDGMENT

State of New Jersey
County of [COUNTY]

On this _ day of _, 20____, before me, the undersigned Notary Public, personally appeared [PRINTED NAME OF SIGNATORY], who acknowledged himself/herself to be the person whose name is subscribed to the within instrument, and acknowledged that he/she executed the same for the purposes therein contained.

Notary Public, State of New Jersey
My Commission Expires: ____

EXHIBIT A

[Attach county or Division of Revenue trade name / alternate name form.]

EXHIBIT B – FORM OF PUBLICATION NOTICE

NOTICE OF FICTITIOUS BUSINESS NAME
Notice is hereby given that [LEGAL NAME OF REGISTRANT], a [natural person / corporation / limited liability company / partnership] with its principal place of business at [BUSINESS ADDRESS], is conducting business in the State of New Jersey under the name “[FICTITIOUS BUSINESS NAME]”. A certificate to this effect has been filed with the [COUNTY] County Clerk on [REGISTRATION DATE] pursuant to N.J. Stat. Ann. §§ 56:1-1 et seq.

[// GUIDANCE: Many newspapers limit publication length. Edit Exhibit B to meet character requirements while retaining statutory elements.]