Legal New Balance Agreement

LEGAL NEW BALANCE AGREEMENT

This New Balance Agreement (the "Agreement") is made effective as of by and between Client Name: , Entity Type: Individual Corporation LLC , Address: (hereinafter "Client"); and Provider Name: , Entity Type: Individual Corporation LLC , Address: (hereinafter "Provider"). Client and Provider are collectively referred to herein as the "Parties."

RECITALS

WHEREAS, Client maintains an outstanding account balance arising from goods, services, or obligations described below and the Parties desire to establish a new balance and repayment arrangement; and

WHEREAS, Provider has agreed to accept, reconcile, restructure, or otherwise manage the account obligations and to accept specified payments in full or partial satisfaction of the account; and

WHEREAS, the Parties wish to set forth the terms that will determine the amount, treatment, and enforcement of the new balance.

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

1. DEFINITIONS

1.1 "New Balance" means the reconciled monetary amount agreed by the Parties as the outstanding obligation after adjustments, credits, fees, and agreed offsets. New Balance Amount: $

1.2 "Effective Date" means the date specified above. 1.3 "Payment Schedule" means the timetable by which Client will remit payments to Provider as described in Section 3.

2. ADJUSTMENT AND ACKNOWLEDGMENT OF BALANCE

Provider acknowledges that, as of the Effective Date, the Parties have agreed to establish the New Balance set forth in Section 1.1. Client acknowledges liability for the New Balance subject to the terms of this Agreement. The New Balance incorporates all agreed adjustments, reconciliations, and credits reflected in the Parties' records as of the Effective Date.

3. PAYMENT TERMS

3.1 Payment Schedule. Client shall pay the New Balance in accordance with the following payment schedule: Number of Installments: ; First Payment Date: ; Frequency:

3.2 Interest. Interest on unpaid principal shall accrue not accrue at an annual rate of % from the Effective Date until paid in full, except as otherwise limited by applicable law.

3.3 Prepayment. Client may prepay all or any portion of the New Balance at any time without premium or penalty unless otherwise agreed in writing.

4. METHOD OF PAYMENT; APPLICATION

Unless otherwise agreed, payments shall be made to Provider at the address set forth in the Notices section or via electronic transfer to an account designated by Provider. Provider shall apply payments first to accrued interest (if any) and then to principal.

5. DELIVERY AND ACCEPTANCE

Where the New Balance relates to goods or services, acceptance by Provider of any payment shall not waive Provider's right to assert any breach or dispute regarding quality, quantity, or performance, except to the extent explicitly waived in writing by Provider.

6. DEFAULT; REMEDIES

6.1 Default. Client shall be in default if Client fails to make any payment when due and such failure continues for a period of days after written notice.

6.2 Remedies. Upon default, Provider may, in addition to any other rights or remedies under this Agreement or at law or in equity, accelerate the remaining balance, declare all unpaid amounts immediately due and payable, and pursue collection, including costs and attorneys' fees reasonably incurred.

7. CONFIDENTIALITY

Each Party shall hold in confidence all nonpublic information disclosed by the other Party in connection with this Agreement and shall not disclose such information to any third party except to the extent necessary to perform its obligations or as required by law. This obligation survives termination of the Agreement for a period of two (2) years.

8. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants to the other that (a) it has full power and authority to enter into and perform its obligations under this Agreement; (b) this Agreement constitutes a legal, valid and binding obligation enforceable in accordance with its terms; and (c) the execution and delivery of this Agreement will not violate any material agreement to which it is a party.

9. INDEMNIFICATION

Each Party (the "Indemnifying Party") shall indemnify, defend, and hold harmless the other Party (the "Indemnified Party") from and against any and all losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of any third-party claim resulting from the Indemnifying Party's breach of this Agreement, negligence, or willful misconduct.

10. LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES. THE AGGREGATE LIABILITY OF EITHER PARTY FOR CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID OR PAYABLE BY CLIENT UNDER THIS AGREEMENT DURING THE SIX (6) MONTHS PRECEDING THE ACT WHICH GAVE RISE TO THE CLAIM.

11. NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified mail (return receipt requested), or by nationally recognized overnight courier to the contact and address set forth above.

12. AMENDMENTS; WAIVER; COUNTERPARTS

This Agreement may be amended only by a written instrument signed by authorized representatives of both Parties. No failure or delay by either Party in exercising any right shall operate as a waiver of such right. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

13. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

13.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles.

13.2 Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written.

13.3 Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions shall not be affected.

14. MISCELLANEOUS TERMS

The Parties acknowledge that they have read and understand this Agreement, that they have had the opportunity to seek independent advice, and that each signs this Agreement voluntarily and with full authority to bind the entity or individual for whom they sign.

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