Legal Payment Notice

LEGAL PAYMENT NOTICE

This Legal Payment Notice (the "Notice") is issued on by and between Creditor Name: (the "Creditor") and Debtor Name: (the "Debtor").

Recitals

WHEREAS, Creditor and Debtor are parties to a certain agreement described as: Contract Reference: (the "Agreement");

WHEREAS, pursuant to the Agreement the Debtor incurred payment obligations for goods and/or services as set forth in Section 2 below; and

WHEREAS, Creditor hereby provides formal written notice of the amounts currently due, the applicable payment deadline, and the remedies available should payment not be made in accordance with this Notice.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties agree as follows:

1. Definitions

For purposes of this Notice, the following defined terms apply: "Due Date" means the date specified in Section 3; "Outstanding Amounts" means the amounts set forth in Section 2 below, including accrued interest, fees and costs to the extent permitted by law.

2. Notice of Amounts Due

Creditor asserts that the Debtor is obligated to pay the following itemized amounts (describe each item, invoice number, date, and amount). The Debtor must cure the Outstanding Amounts in full as provided herein.

Amount: $

Amount: $

Amount: $

3. Payment Due Date

The Outstanding Amounts shall be due and payable in full on or before (the "Due Date"). If payment is not received by the Due Date, late payment provisions in Section 5 apply.

4. Method of Payment

Payment shall be made by one of the following methods (check applicable and provide details where requested):

Wire transfer

Check

ACH/Direct deposit

Other (specify)

5. Late Payment; Interest and Fees

If any Outstanding Amounts are not paid by the Due Date, the Debtor shall be liable for interest on the unpaid principal at a rate of from the Due Date until the date of payment, compounded as permitted by law. In addition, the Creditor may assess a late fee of $ or the maximum lawful amount.

6. Remedies; Acceleration; Collection Costs

If payment is not made in full by the Due Date, Creditor may, in its sole discretion, accelerate payment of any remaining obligations under the Agreement, suspend performance, and pursue all remedies available at law or in equity. Debtor shall be responsible for all collection costs, including reasonable attorneys' fees and court costs incurred by Creditor in enforcing this Notice to the extent permitted by applicable law.

7. Set-Off

Creditor reserves the right to set off any amounts owing by Debtor to Creditor against any amounts owing by Creditor to Debtor, subject to any limitations in the Agreement or applicable law.

8. Disputed Amounts

If Debtor intends to dispute any portion of the Outstanding Amounts, Debtor must deliver a written notice of dispute to Creditor setting forth specific grounds for the dispute, relevant documentation, and contact information within ten (10) calendar days of receipt of this Notice. The parties shall meet and confer in good faith to resolve any bona fide dispute. Failure to timely assert a dispute shall constitute a waiver of the dispute and the amounts shall be payable as stated herein.

9. Notices

All notices required or permitted under this Notice shall be in writing and delivered to the addresses set forth below (or such other address as a party may designate in writing pursuant to this Section).

10. Governing Law

This Notice and any dispute arising out of or relating to it shall be governed by and construed in accordance with the laws of the state of without regard to conflicts of law principles.

11. Entire Agreement

This Notice constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior or contemporaneous communications, representations, and agreements, whether oral or written, relating to the same subject matter.

12. Severability

If any provision of this Notice is held to be invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect and shall be interpreted so as to effectuate as nearly as possible the original intentions of the parties.

13. Amendments; Waiver

Any amendment or modification of this Notice must be in writing and signed by authorized representatives of both parties. The failure of either party to enforce any provision shall not be construed as a waiver of any future right to enforce that provision.

14. Counterparts

This Notice 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. A signed copy delivered by electronic transmission shall be binding as an original.

Acknowledgment

By signing below, the parties acknowledge receipt of this Notice, confirm the accuracy of the information set forth herein to the best of their knowledge, and agree to comply with the terms and deadlines stated above.

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