Miscellaneous Revised PAD

MISCELLANEOUS REVISED PAD

This Miscellaneous Revised Pre-Authorized Debit Agreement (the Agreement) is made as of Effective Date: by and between Company Name: , Address: and Client Name: , Address: .

WHEREAS

WHEREAS, Company provides billing, collection and account administration services for certain goods and/or services and Client desires to receive such services from Company under the terms set forth herein;

WHEREAS, Client previously entered into a Pre-Authorized Debit arrangement with Company and the parties wish to revise and restate the terms of that Pre-Authorized Debit arrangement to reflect updated payment schedules, account information and authorizations;

WHEREAS, the parties intend for this Agreement to govern the authorization for debits from Client's designated bank account and the obligations of the parties with respect to payments and confidentiality.

SCOPE OF WORK

PAYMENT TERMS

Amount Payable: USD per billing period.

Monthly Quarterly One-time Per invoice

If payment is not received within days after the due date, a late fee of % per month or a flat fee of USD (whichever is greater) may be assessed. Interest and fees shall be calculated in accordance with applicable law.

PAYMENT METHOD - PRE-AUTHORIZED DEBIT (PAD) AUTHORIZATION

Client hereby authorizes Company to initiate debit entries to the bank account designated below and, if necessary, to initiate adjustments for any entries made in error. This authorization is for the payment amounts and schedule described above.

Authorization: Client authorizes Company to debit the specified account in accordance with this Agreement. Client certifies that the account holder named above is the owner or authorized signer on the account.

Revocation: Client may revoke this authorization by providing written notice to Company no less than days prior to the next scheduled debit. Revocation does not affect amounts already debited or other obligations under this Agreement.

TERM AND TERMINATION

Term Commencement Date: . Term End Date (if applicable): .

Either party may terminate this Agreement for convenience by providing written notice to the other party at least days prior to termination. Company may terminate immediately upon material breach by Client, insolvency, or failure of Client's designated account to accept debits.

CONFIDENTIALITY

Each party shall maintain in confidence all non-public business and financial information disclosed by the other party in connection with this Agreement ("Confidential Information"). Confidential Information shall not include information that is or becomes publicly available through no breach by the receiving party, is lawfully received from a third party, or is independently developed. The receiving party shall use the Confidential Information solely for performance under this Agreement and shall not disclose it to third parties except to its employees, agents, or professional advisors who have a need to know and who are bound by confidentiality obligations at least as restrictive as those contained herein.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State/Province of without regard to its choice of law rules. The parties submit to the exclusive jurisdiction of the courts located in that jurisdiction for any dispute arising from this Agreement.

ENTIRE AGREEMENT

This Agreement, including any schedules and written amendments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. No amendment, waiver or modification of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

AUTHORITY AND ACKNOWLEDGEMENT

The individual signing below on behalf of each party represents and warrants that they have full authority to enter into this Agreement and to bind the entity on whose behalf they sign. Client acknowledges receipt of a copy of this Agreement and a copy of the pre-notification of debits where required by applicable law.

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