Business Attention Notice

BUSINESS ATTENTION NOTICE

WHEREAS

WHEREAS, Notifying Party: is engaged in the provision of goods and/or services to Recipient: ; and

WHEREAS, a business relationship exists between the parties under certain agreements, purchase orders, or oral arrangements described herein and the Notifying Party intends to call Recipient's attention to the matters set forth in this Notice; and

WHEREAS, the parties desire to document the scope, payment expectations, schedule, termination rights, and confidentiality obligations applicable to the matters identified in this Notice.

NOTICE DETAILS

SCOPE OF WORK

Describe the goods, services, deliverables, or specific actions requiring Recipient's attention. This description establishes the expectations to which payment and performance provisions apply.

PAYMENT TERMS

The parties agree the consideration for the Scope of Work shall be as follows: Amount Due: . Payment Schedule:

Late Payment: If any undisputed amount is not paid within days of the due date, a late fee of will apply to the outstanding balance. Recipient shall also be responsible for reasonable collection costs and attorneys' fees incurred by Notifying Party to collect overdue amounts.

TERM AND TERMINATION

This Notice and any related obligations described herein commence on the Effective Date: and shall continue until End Date: , unless earlier terminated in accordance with this section.

Either party may terminate this Notice for material breach by the other party if the breaching party fails to cure the breach within days after receipt of written notice specifying the breach. Termination shall not relieve Recipient of obligation to pay for work performed or costs incurred prior to termination.

CONFIDENTIALITY

The parties acknowledge that in the course of performing the Scope of Work, each may disclose Confidential Information to the other. "Confidential Information" means non-public business, technical, financial, or proprietary information disclosed in any form. Recipient shall:

(a) use Confidential Information solely for the purposes of performing obligations under this Notice; (b) restrict disclosure to employees, agents, or contractors who have a need to know and who are bound by confidentiality obligations at least as protective as those hereunder; and (c) not disclose Confidential Information to third parties without prior written consent of Notifying Party. Confidential Information does not include information that is or becomes publicly known through no breach by Recipient, or is lawfully obtained from a third party without restriction.

NOTICES AND DELIVERY

All notices required or permitted under this Notice shall be in writing and delivered to the addresses listed above by one of the following methods (check one or more): Email Certified Mail Courier / Hand Delivery

Delivery shall be effective upon actual receipt or, if sent by certified mail, three (3) business days after posting.

GOVERNING LAW

This Notice shall be governed by and construed in accordance with the laws of the state of , without regard to its choice-of-law principles. The parties consent to exclusive jurisdiction and venue in the state and federal courts located in that state.

ENTIRE AGREEMENT

This Notice, together with any attachments, schedules, or written agreements expressly incorporated herein, constitutes the entire understanding between the parties with respect to the subject matter and supersedes all prior negotiations, representations, or agreements, whether written or oral. Any amendment or modification must be in a writing signed by authorized representatives of both parties.

ACKNOWLEDGMENT

By signing below, Recipient acknowledges receipt of this Business Attention Notice, confirms that Recipient has read and understands the obligations described herein, and agrees to take the actions reasonably necessary to address the matters set forth in the Scope of Work and Payment Terms.

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