Shareholder Update Template

SHAREHOLDER UPDATE TEMPLATE

Parties and Date

Company Name:

Shareholder Name:

Date of Update:

Recitals

WHEREAS, Company Name: is a corporation duly organized and validly existing under the laws of ; and

WHEREAS, Shareholder Name: holds equity in Company and is entitled to periodic updates regarding material business developments; and

WHEREAS, the parties desire to record the matters reported in this update and, where applicable, set forth the scope of services, payment terms and other contractual provisions governing specified activities described herein.

Summary of Update

Scope of Work

The Company proposes the following actions or services to be performed on behalf of the Company and communicated to the Shareholder. This Scope describes deliverables, timelines and responsibilities. The parties agree that any change to the Scope that materially increases cost or time shall be documented in a written amendment signed by both parties.

Payment Terms

Where compensation is due for services described in the Scope of Work, the parties agree as follows.

If any payment is not paid within days of its due date, the delinquent amount will incur the late fee specified above and the non-defaulting party may recover reasonable collection costs, including attorneys' fees.

Term and Termination

This Update and any services described herein commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Update for convenience upon written notice delivered not less than days prior to the effective date of termination. Either party may terminate immediately for cause upon material breach by the other party that remains uncured thirty (30) days after written notice of such breach.

Confidentiality

Each party acknowledges that it may receive Confidential Information of the other. "Confidential Information" means nonpublic business, financial, technical and strategic information disclosed in connection with this Update. Each recipient shall (a) protect such Confidential Information with at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) use Confidential Information only for purposes of this Update; and (c) not disclose Confidential Information to third parties except to its officers, directors, employees, agents or advisors who have a need to know and are bound by confidentiality obligations at least as restrictive as those herein. Confidential Information shall not include information that is or becomes public other than through unauthorized disclosure by the recipient, that was independently developed by the recipient, or that was rightfully known to the recipient prior to disclosure.

Liability; Remedies

Except for liability arising from willful misconduct or gross negligence, neither party shall be liable to the other for incidental, consequential, or punitive damages. The remedies set forth in this Update are cumulative and in addition to any other remedies available at law or equity.

Governing Law

This Update shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of laws principles. Venue for any dispute arising hereunder shall be the state or federal courts located in the same state, and each party consents to personal jurisdiction in such courts.

Entire Agreement; Amendments

This Update, together with any exhibits or written amendments signed by the parties, constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior oral or written understandings. No amendment or waiver of any provision of this Update shall be effective unless in writing and signed by both parties.

Action Items and Next Steps

Acknowledgment

The undersigned acknowledge receipt of this Shareholder Update and confirm that the information presented reflects the matters and proposals described above to the best of the signatory's knowledge.

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