Legal AOD Agreement

ACKNOWLEDGMENT OF DEBT AGREEMENT

This Acknowledgment of Debt Agreement ("Agreement") is made and entered into as of by and between Creditor Name: whose principal address is , and Debtor Name: whose principal address is . Creditor and Debtor are each a "Party" and collectively the "Parties."

RECITALS

WHEREAS, Debtor acknowledges that Debtor is indebted to Creditor in the principal amount described below and that such indebtedness arose from transactions and obligations set forth between the Parties; and

WHEREAS, the Parties desire to set forth the terms and conditions under which Debtor will repay the indebtedness and the remedies available to Creditor in the event of default; and

WHEREAS, this Agreement memorializes Debtor's unconditional acknowledgment of indebtedness and establishes payment terms, security (if any), and default remedies.

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

1. DEFINITIONS

For purposes of this Agreement, the following terms shall have the meanings set forth below: "Debt" means the total indebtedness acknowledged herein, including principal, interest, fees, costs and other charges; "Effective Date" means the date set forth above as agreement_effective_date; "Maturity Date" means the date on which all outstanding amounts are due and payable as set forth in Section 3.

2. ACKNOWLEDGMENT OF DEBT

Debtor hereby acknowledges and confirms that Debtor is justly and truly indebted to Creditor in the principal amount of USD $ (the "Principal") as of the Effective Date. The Debt includes all accrued and unpaid interest, fees, costs of collection, and other charges as provided in this Agreement.

3. PAYMENT TERMS; MATURITY

Unless otherwise agreed below, the Debt shall be paid as follows:

Installment payments according to the schedule described in the "Payment Schedule" field below.
Lump sum payment due on or before Maturity Date.

4. INTEREST; LATE CHARGES

The Debt shall accrue interest at a rate of % per annum, calculated on the basis of a 365-day year and charged on the outstanding principal balance from the Effective Date until paid in full. If any payment is not received within days after its due date, Debtor shall pay a late charge equal to the lesser of (a) USD or (b) the maximum permitted by law.

5. SECURITY

The Parties agree that the Debt is:
Secured Unsecured

6. DEFAULT; REMEDIES

The occurrence of any of the following shall constitute an Event of Default: (a) Debtor's failure to make any payment when due and failure to cure within days after written notice; (b) insolvency, bankruptcy, or appointment of a receiver for Debtor; or (c) material breach of any representation, warranty or covenant in this Agreement.

Upon an Event of Default, Creditor may, at its election and without further notice to Debtor to the extent permitted by law, declare the entire unpaid balance of the Debt immediately due and payable, exercise rights and remedies under any security instruments, and recover all reasonable costs of collection, including attorneys' fees, court costs and other expenses.

7. ATTORNEYS' FEES AND COSTS

If Creditor takes action to collect the Debt or enforce this Agreement following Debtor's default, Debtor shall be liable for all reasonable collection expenses, including court costs and attorneys' fees, subject to applicable law.

8. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants that: (a) it has full power and authority to enter into and perform this Agreement; (b) execution and delivery of this Agreement has been duly authorized; and (c) this Agreement constitutes the legal, valid and binding obligation of such Party enforceable in accordance with its terms, except as limited by bankruptcy, insolvency or other laws affecting creditors' rights generally.

9. NOTICES

All notices, demands, or other communications required or permitted under this Agreement shall be in writing and shall be delivered to the addresses set forth in the opening paragraph or to such other address as a Party may specify by notice in accordance with this Section. Notices shall be deemed given when delivered personally, on the date of transmission if transmitted by electronic mail with confirmation, or three (3) business days after deposit in the United States mail, postage prepaid, certified or registered mail.

10. AMENDMENTS; WAIVER

No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by both Parties. No failure or delay by any Party in exercising any right, power or privilege hereunder shall operate as a waiver thereof.

11. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to principles of conflicts of law.

12. ENTIRE AGREEMENT; SEVERABILITY; COUNTERPARTS

This Agreement constitutes the entire agreement and understanding between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, severed, and the remaining provisions shall remain in full force and effect. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

13. SIGNATORY AUTHORITY

Each individual signing this Agreement on behalf of a Party represents and warrants that he or she is duly authorized to execute and deliver this Agreement on behalf of such Party and that this Agreement is binding upon that Party in accordance with its terms.

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