AMENDMENT NO. [____] TO [AGREEMENT TITLE]

This Amendment ("Amendment") is made effective as of the date specified in Article VI below.

ARTICLE I — PARTIES AND ORIGINAL AGREEMENT

A. Parties

1. First Party

(referred to as "[PARTY A NAME]")

2. Second Party

(referred to as "[PARTY B NAME]")

B. Original Agreement

The parties entered into that certain [AGREEMENT TITLE] dated [__/__/____] (the "Original Agreement").

C. Prior Amendments

The Original Agreement and all prior amendments are collectively the "Agreement." Capitalized terms not defined herein have the meanings in the Agreement.

ARTICLE II — BACKGROUND AND PURPOSE

A. The parties wish to modify the Agreement as described in this Amendment.

B. The Agreement ☐ does / ☐ does not require that modifications be in writing.

ALABAMA LAW — Statute of Frauds (Ala. Code § 8-9-2):
Certain agreements are void unless in writing and signed by the party to be charged (or a lawfully authorized agent), including:
1. Agreements not performable within one year;
2. Special promises to answer for the debt, default, or miscarriage of another;
3. Agreements made upon consideration of marriage (other than mutual promises);
4. Contracts for the sale of lands, tenements, or hereditaments (or interests therein);
5. Agreements authorizing agents to sell or purchase real estate;
6. Agreements not to be performed during the lifetime of the promisor;
7. Loan agreements and modifications — every agreement or commitment to lend money, delay or forbear repayment, or to modify such an agreement must be in writing (exception: consumer loans under $25,000).

If the original Agreement falls within § 8-9-2, amendments must also be in writing. This Amendment satisfies that requirement.

C. Each signatory represents authority to bind the respective party.

ARTICLE III — DEFINITIONS

A. New Definitions:

"[________________________________]" means [________________________________].

B. Amended Definitions:

The term "[________________________________]" in Section [____] is amended to mean: [________________________________].

C. Deleted Definitions:

The term "[________________________________]" in Section [____] is removed.

ARTICLE IV — SPECIFIC AMENDMENTS

Mark each applicable category:

Section 1 — Adding Provisions

☐ Selected

New Section [____] is added to the Agreement:

"[________________________________]"

Section 2 — Removing Provisions

☐ Selected

Section [____] (titled "[________________________________]") is deleted. Remaining sections ☐ will / ☐ will not be renumbered.

Section 3 — Replacing Provisions

☐ Selected

Section [____] is deleted and replaced:

Deleted Language: "[________________________________]"

New Language: "[________________________________]"

Section 4 — Pricing and Payment Changes

☐ Selected

ALABAMA NOTE — Interest Rates:
Alabama's legal rate of interest (when no rate is specified) is 6% per annum (Ala. Code § 8-8-1). The maximum contract rate of interest is 8% per annum (Ala. Code § 8-8-5), unless a specific statutory exemption applies. Key exemptions include:
- Ala. Code § 8-8-5(a): Business loans of $2,000 or more may bear interest at the Federal Reserve discount rate plus 5%.
- Ala. Code § 8-8-14: Credit cards and revolving credit plans may charge up to 1.5% per month (18% per annum).

Charging interest above the permitted rate may result in forfeiture of all interest (Ala. Code § 8-8-12). Verify compliance when modifying payment terms.

Section 5 — Term Extension or Modification

☐ Selected

☐ The Agreement is extended through [__/__/____].
☐ Auto-renewal is ☐ added / ☐ removed / ☐ modified to: [________________________________].
☐ The Agreement converts to month-to-month as of [__/__/____].
☐ Termination date changes to [__/__/____].

ALABAMA NOTE: If this extension results in an Agreement term exceeding one year, the amended Agreement may fall within the Statute of Frauds (§ 8-9-2). This written Amendment satisfies that requirement.

Section 6 — Party Changes

☐ Selected

☐ Joinder: [________________________________] joins the Agreement as a ☐ party / ☐ guarantor, effective [__/__/____]. Assumed obligations: [________________________________].

☐ Release: [________________________________] is released effective [__/__/____]. Conditions: [________________________________].

Section 7 — Loan Agreement Modifications

☐ Selected

ALABAMA LAW — Ala. Code § 8-9-2(7): If the Agreement is a loan agreement (agreement to lend money, delay repayment, or extend credit), this section must be completed. Oral modifications of loan agreements are void in Alabama (exception: consumer loans with principal under $25,000).

☐ This Amendment modifies a loan agreement. The following loan terms are changed:

Section 8 — Other Changes

☐ Selected

[________________________________]

ARTICLE V — EXHIBITS AND SCHEDULES

☐ Replace: Exhibit [____] is replaced with Exhibit [____]-R attached hereto.

☐ Add: New Exhibit [____] is added (attached hereto).

☐ Remove: Exhibit [____] is deleted.

ARTICLE VI — EFFECTIVE DATE

☐ Upon Execution. Effective on the date of the last signature.

☐ Specified Date. Effective [__/__/____].

☐ Retroactive. Effective as of [__/__/____]. The parties ratify all actions taken consistent with this Amendment between the retroactive date and execution.

AL Practice Tip: Alabama courts generally enforce retroactive provisions between parties, but retroactivity cannot impair third-party vested rights. Consider impact on Alabama Department of Revenue filings and recorded real property instruments.

ARTICLE VII — CONSIDERATION AND LEGAL FRAMEWORK

A. Contract Classification

☐ Common Law (Services / Real Property / Other). Alabama follows the pre-existing duty rule. New consideration for this modification: [________________________________].

☐ UCC Article 2 (Goods). Under Ala. Code § 7-2-209(1), no consideration is needed to modify a goods contract. Good faith is required.

☐ Mixed. Additional consideration: [________________________________].

B. Statute of Frauds — Ala. Code § 8-9-2

This signed, written Amendment satisfies the Statute of Frauds for any provisions within its scope, including the specific loan modification writing requirement under § 8-9-2(7).

C. Mutual Acknowledgment

The parties acknowledge that the mutual covenants herein constitute good and valuable consideration, receipt and sufficiency confirmed.

ARTICLE VIII — AUTHORITY AND REPRESENTATIONS

Each party represents and warrants:

(a) Full power and authority to execute this Amendment;

(b) The signatory is duly authorized;

(c) This Amendment is a valid, binding obligation;

(d) No conflict with any law, order, or agreement;

(e) All necessary consents obtained;

(f) For Alabama entities: Duly organized or qualified to do business in Alabama, in good standing with the Alabama Secretary of State, with all required entity-level authorizations.

ARTICLE IX — RATIFICATION AND CONTINUING EFFECT

A. All terms of the Agreement not expressly amended remain in full force and are ratified.

B. This Amendment prevails in case of conflict with the Agreement.

C. References to "this Agreement" in the Agreement or related documents mean the Agreement as amended.

D. This Amendment, together with the Agreement, constitutes the entire understanding regarding the matters amended. No oral agreements shall vary or supplement these terms.

ARTICLE X — GOVERNING LAW AND FORUM

A. Governed by the laws of the State of Alabama without regard to conflict-of-laws principles.

B. Exclusive jurisdiction: state and federal courts in [________________________________] County, Alabama.

C. Each party consents to personal jurisdiction and waives objections to venue.

ARTICLE XI — COUNTERPARTS AND ELECTRONIC EXECUTION

A. May be executed in counterparts, each an original, all together one instrument.

B. Electronic signatures are valid under the Alabama Uniform Electronic Transactions Act (Ala. Code §§ 8-1A-1 et seq.) and the Federal E-SIGN Act (15 U.S.C. § 7001 et seq.).

C. PDF or electronic delivery of a signed counterpart has the same effect as an original.

ARTICLE XII — SIGNATURES

IN WITNESS WHEREOF, the parties execute this Amendment as of the dates below.

[PARTY A — FULL LEGAL NAME]

[PARTY B — FULL LEGAL NAME]

ADDITIONAL / NEW PARTY (if applicable): [FULL LEGAL NAME]

SCHEDULE 1: AMENDMENT LOG

SCHEDULE 2: REPLACEMENT EXHIBITS

Attach replacement or new exhibits following this page.

Sources and References

• Ala. Code § 8-9-2 (Statute of Frauds): https://law.justia.com/codes/alabama/title-8/chapter-9/section-8-9-2/
• Ala. Code § 7-2-209 (UCC Modification)
• Ala. Code §§ 8-1A-1 et seq. (UETA): https://law.justia.com/codes/alabama/title-8/chapter-1a/
• Ala. Code § 8-8-1 (Legal Rate of Interest — 6%)
• Ala. Code § 8-8-5 (Maximum Contract Rate of Interest)
• Ala. Code § 8-8-12 (Usury — Forfeiture of Interest)

This template is for informational purposes only and does not constitute legal advice. Have it reviewed by an Alabama-licensed attorney before execution.