Please review these terms and conditions (“Terms” or “Agreement”) carefully. These terms are applicable to accounts placed with “CBL SERVICES LLC” DBA Cedar Financial (“Cedar” “we”, “us”, or “our”) for legal collection efforts and constitute a legally binding contract that affects your rights and limits our liabilities. In these Terms, “you” and “your” refer to the individual reflected on the Form and as applicable, the entity you represent, and the current owner of the debt. You or we may also be referred to as a “party” or as the “parties.”

By submitting this Suit Authorization Form (“Form”), you hereby acknowledge and agree that, in addition to authorizing the issuance of a legal demand letter through our partner attorney’s office, you hereby grant an approval for litigation to be initiated in the event the demand fails to result in resolution. Specifically, you authorize us to dispatch demand letter only where in our professional opinion sending a demand letter may be fruitful or where it is mandatory to be sent under the dictates of prevalent law. The collection agency and/or its legal counsel is authorized to proceed with filing suit on your behalf without the need for further written or verbal authorization after the elapse of demand period.

One of our network attorneys or our internal legal team (collectively “Legal Team”) will be hired on your behalf to bring a collection lawsuit to prosecute the amount owed to you. If your account has already been reduced to a final judgment in your favor, Cedar will have its Legal Team proceed with post-judgment enforcement efforts. This Agreement set forth the basic terms that will control our relationship for legal-collection services. By using the Form to approve legal collections, you warrant and represent that you have legal authority or have delegated legal authority to act on behalf of the account owner, to pursue litigation and judgment enforcement on the account and to provide this warranty and representation. If you believe you received an invitation to the Form in error, you agree not to access the Form and immediately notify Cedar by writing to 5230 Las Virgenes Road, Suite 210, Calabasas, California 91302, calling (800) 804-3353 or sending electronic mail with notice of such error to customersupport@cedarsbiz.com.

Objective:
Our objective is to collect the amount placed with our office for collections. We will not conduct, file or be responsible for any appeals, judgment renewals, bankruptcy filings or other proofs of claim on your behalf.

Personnel Involved in the Representation:
We will use the services of an attorney to file a lawsuit on your claim.

Expenses:
You are liable to pay any expenses reasonably necessary for the attorney’s conduct of litigation of this matter, including but not limited to court filing fees, fees for serving documents, investigator’s fees, expenses of any depositions conducted, including the costs of court reporters, expert witness fees, and any other costs of the litigation. In any such case where any associated expenses are incurred by us on your behalf, you agree to reimburse us for any and all such costs and expenses mentioned in this paragraph. For the upfront court costs, we require a cost deposit, as communicated to you via email correspondence or phone call, to initiate legal proceedings. This amount represents the anticipated costs of court filing and initial service of process. It is an estimate only and does not represent a fixed or capped cost, as actual expenses incurred may exceed this amount. The client shall remain fully liable for any additional costs or disbursements reasonably incurred in connection with the legal action. If you choose to proceed with litigation, we will be entitled to a fee only in the event that we recover damages or other compensation for you in the matter. The amount of the fee will be calculated on the “net sums recovered” as defined below. You will pay our company the following fee for the services to be rendered under this agreement: 40 % of any and all net sums recovered; and we will retain all sums recovered above the principal amount placed with our office for collections. No collection fee will be payable if no net sum is recovered. “Net sums recovered” means the amount recovered for you after deduction of the litigation expenses and charges advanced by us on your behalf and chargeable to you. In the case of a settlement or judgment payable in future installments, the fee payable will be computed by providing the percentages set forth above to the future payments as they are received by you or us.

Contingency Fee: 
We will be entitled to a fee (“Contingency Fee”) only in case of recovery of damages or other compensation. The Contingency Fee will be applied to all sums recovered, regardless of their source, and on all credits or adjustments made on your behalf on the debtor(‘s/s’) account. The amount of our Contingency Fee will be mutually pre-decided. Once you approve these Terms and Conditions, the contingency fee decided for Legal action will become applicable effective immediately irrespective of whether the debtor pays directly to you or pays prior to receipt of demand letter or initiation of lawsuit or enforcement mechanisms or any similar efforts. You hereby acknowledge and agree that, upon approval or initiation of legal action for the recovery of any account, the contingency fee rate specified in this Agreement shall be fully applicable and payable to us. This obligation shall remain enforceable and binding in all circumstances that result in the recovery of the account, albeit prior to any formal legal recovery action, including but not limited to recovery through settlement, judgment, direct payment to you, or any other means of collection.

Cross-Complaints, Counterclaims, Defense Fees, etc.:
If you are sued by the debtor in response to our attorney’s lawsuit (if so filed; or, for any other reason) you will be responsible for hiring an attorney of your choice or utilizing our collection attorney assigned to the case to defend you in the action. Defense fees for cross-complaints and counterclaims are separate from the contingency fee structure or Expenses provided for the litigation Conduct mentioned above and shall be billed at an hourly rate of $250 to $450 per hour, depending on the attorney selected from our network. However, you are free to select any attorney you wish to represent you in the defense of any action brought by the debtor against you.

Compromise or Settlement of Claim:
We will not compromise or settle this matter without your approval as to the specific settlement or compromise. We will notify you whenever an offer of settlement or compromise is received by us and will inform you of the amount of that offer, and our recommendations as to its adequacy and appropriateness.

Likewise, you agree to make no compromise or settlement on this matter without first informing us within 48 hours, if possible, about the amount and terms of the compromise or settlement so that we may have any opportunity to review the offer and advise you concerning its appropriateness. However, in all cases, we will abide by your decision concerning whether or not to settle the matter. You may also provide direct settlement authority to our partner attorney.

Estimates:
We may provide certain estimates of the magnitude of the expenses that will be required. It is important for you to understand that estimates are just that, estimates are not fixed quotes.

Discharge and Withdrawal:
You may discharge an attorney or close the file at any time. However, once the suit commences, you shall be responsible for all costs, expenses and reasonable attorney fees related to the action if you choose to close the file and terminate our efforts. This obligation shall remain in effect even if you choose to withdraw the claim or transfer it to another agency, attorney, or firm. You waive all claims and rights of action against Cedar for Qualified Accounts on which you have withdrawn and/or have been discharged.

No Guarantees:
You are receiving a service rather than a product. A service renders benefits; however, those benefits may or may not be tangible. The purpose of our services is to solve a problem or accomplish a desired result. Even though a service may be provided, the ultimate desired result may or may not occur. We cannot guarantee any expected outcome or conclusion of any matter due to numerous and complicated factors which exist in most cases. We cannot guarantee a favorable outcome in any matter (whether or not it’s related to litigation).

Assignment:
Since we are acting on your behalf to file a lawsuit and pursue legal collections on your Account, we must obtain an assignment of your claim. You hereby transfer and assign to us all right, title and interest in the account referenced in the Form, including all right of action and demand for the account, and authorize and empower us to bring action or to file suit thereon with its own name, and to do any and all other things which in our opinion are necessary for the collection of the account.

Cooperation:
We will require your cooperation in collecting your account. You agree that in the event a lawsuit is filed on your account, or any part thereof, you will furnish, if called upon, all cooperation necessary, competent testimony and evidence to prove your claim at the time of any discovery, trial, arbitration, or mediation of said claim. You hereby represent and warrant that: (1) your account is justly due and owing from the subject debtor reflected in your Form, and that there are no unapplied credits or sets-offs thereto; and (2) there are no disputes by the debtor that remain unresolved. Failure to cooperate in any way forward as required may result in the suspension of legal efforts on your behalf, and you shall be liable for any costs incurred and reasonably payable until the point of suspension.

Limitation of Liability:
Cedar and its affiliates and vendors will not be responsible or liable in any way for any direct, indirect, special, incidental, punitive or consequential damages, or any other damages whatsoever, including, without limitation, lost revenues, lost profits or prospective economic advantage, resulting from legal collection services. Cedar’s maximum combined aggregate liability to you under the terms and related service shall not exceed twenty-five U.S. dollars ($25.00 USD). If you are within a jurisdiction that does not allow the limitation or exclusion of certain liabilities above, then those certain limitations may not apply to you.

Termination:
Either party may terminate this Agreement for any reason by providing the other party with thirty (30) days’ prior written notice. Such a notice shall specify the date of termination, which shall be no less than thirty (30) calendar days from the date the notice is delivered. Upon termination, both parties shall fulfill any outstanding obligations incurred prior to the effective date of termination. Termination shall not relieve either party of any liability or obligation that accrued prior to the effective date of termination. Upon termination of the MSA, this agreement shall automatically stand terminated subject to clearance of outstanding liabilities.

Miscellaneous:
You may not assign or otherwise transfer these Terms or any rights or obligations under these Terms. Cedar’s failure to act on any breach of any provision of these Terms shall not be construed as a waiver of the enforcement of any provision unless Cedar agrees to such waiver in writing. This terms and Conditions shall be governed by and construed in accordance with the laws of the State of California.

Each provision of this Agreement is intended to be severable. If any term or provision hereof is held by a court of law to be in violation of an applicable local, state or federal ordinance, statute, law administrative or judicial decision, public policy or for any other reason, and if such court should declare such provision of these Terms to be illegal, invalid, unlawful, void, voidable, or unenforceable as written, then such provision shall be given full force and effect to the fullest extent that is legal, valid and enforceable, the remainder of these Terms shall be construed as if such illegal, invalid, unlawful, void, voidable or unenforceable provision was not contained herein, and the rights, obligations and interests of the parties under the remainder of these Terms shall continue in full force and effect. If any provision is held to be unenforceable, the court making such determination shall have the power to, and shall, modify such provision to the minimum extent necessary to make such provision, as modified, enforceable, and such provision shall then be applicable in such modified form.

These Terms set forth the entire understanding between you and Cedar with respect to the subject matter hereof and supersede any prior or contemporaneous communications concerning the subject matter.

If the terms and conditions of our legal collection services, as outlined in this letter, are acceptable to you, please sign and date the enclosed copy of this letter in the space provided below, and return the signed letter to our office.

Except as expressly stated herein and solely in relation to the matters contained herein, nothing in this Agreement shall prejudice the provisions of the Master Service Agreement (MSA) previously executed between the parties. All terms and conditions of the MSA shall remain in full force and effect and are incorporated herein by reference, mutatis mutandis, to apply to this Agreement.

If at any time you have questions or concerns regarding this matter, please do not hesitate to contact me.