Common use of Bank Rights and Responsibilities Clause in Contracts

Bank Rights and Responsibilities. 8.1. For all Imaged Items processed by Customer pursuant to this Agreement, either (i) digitized images will be converted to Substitute Checks and presented for payment to established Endpoints, or (ii) Electronic Checks will be presented for payment through one or more image exchange networks. Bank may in its sole discretion determine the manner of processing. All such processing and presentment shall be done in accordance with timeframes and deadlines set forth in the Supporting Documents, applicable laws, regulations or rules, and as otherwise established by the Bank from time to time. 8.2. Unless otherwise agreed by Customer and Bank, Bank will process any returned Items in accordance with applicable law and the Deposit Account Agreements. 8.3. Subject to Paragraph 8.5 below, availability of credit from Items processed under this Agreement will be subject to the availability schedule of Bank, which may be amended without notice. 8.4. Bank may at its sole option, with or without cause, at any time and from time to time, refuse to process any Imaged Items. Bank may from time to time establish exposure limitations and assign them to Customer. 8.5. In addition to any other rights Bank may have as regards the Accounts of Customer, including those set forth in Paragraph 11, Bank may hold and use funds in any deposit Account following termination of this Agreement for such time as Bank reasonably determines that any Item processed by Bank prior to termination may be returned, charged back or otherwise a cause for any loss, liability, cost, exposure or other action for which Bank may be responsible. Without limitation, Customer recognizes that under the Rules, the UCC, Regulation CC and the rules of any image exchange network, Bank’s representations and warranties as regards Electronic Checks and Substitute Checks may expose Bank to claims for several years following processing of the Electronic Check or Substitute Check. 8.6. Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission, or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond Banks control. In the event of any of the foregoing failure or delays, Customer acknowledges that it may instead deposit directly with Bank any Original Items for processing and presentment provided such Original Items have not been previously imaged and processed in connection with the Product and Services. In addition, Bank shall be excused from failing to transmit or delay in transmitting an Item for presentment if such transmittal would result in Bank's having exceeded any limitation upon its intraday net funds position established pursuant to Federal Reserve guidelines or if Bank's otherwise violating any provision of any risk control program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority. 8.7. Customer acknowledges that Bank may from time to time establish minimum amounts to be funded by Customer as reserve amounts. Bank will provide notice to Customer of any reserve requirement, and Customer shall immediately fund the reserve amount with good funds. Bank may withhold and use any amounts due to Customer to maintain any reserve amounts at levels specified by Bank. To secure all obligations of Customer to Bank arising from this Agreement, Customer grants to Bank a security interest in all Accounts of Customer at Bank, all funds in those Accounts, any reserve Accounts or funds therein, all Items, whether now or hereafter established by or for the benefit of Customer at Bank, and all proceeds of the foregoing. Bank’s security interest will survive after termination of this Agreement. This security interest is supplemental to and not in lieu of the security interest granted by Customer to Bank under any other agreement. 8.8. Bank may at its sole discretion conduct an on-site inspection, at any time and from time to time, of the customer’s place of business to ensure compliance with the provisions of this Agreement. In connection with Bank's entry on the premises of Customer for the purposes of conducting an -site inspection, Bank shall not be liable or responsible to Customer or any third party for any loss, bodily harm, property damage, claims of the introduction of a virus or other malici ous code into Customer's system, including any which allegedly delay, alter or corrupt the data of Customer, whether related to the transmission of Imaged Items or other data to Bank or whether caused by the equipment, Software, Bank, Internet service prov iders, Internet browsers, or other parties providing communication services to or from Bank to you. 8.9. Bank may add, delete or change the features or functions of the Service at any time in Bank’s sole discretion. If Bank deems it reasonably practicable to do so and if the change adversely affects Customer’s usage of the Service, Bank will notify Customer of the change in advance. Otherwise, Bank will notify Customer of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. Bank may cause the Service to be temporarily unavailable to Customer, either with or without prior notice, for site maintenance, security or other reasons, and Customer acknowledges that factors beyond Bank’s reasonable control, such as telecommunications failure or equipment failure, may also cause the Service to be unavailable t o Customer. Customer may deposit Original Checks and other items to any deposit Account at Bank in person or in any other manner permitted by agreement between Customer and Bank, and Customer will be responsible for maintaining procedures and facilities to enable Customer to do so if the Service is unavailable to Customer. 8.10. Bank may make an investigation of the undersigned(s) credit or financial status , at any time, either directly or through any agency employed by Bank for that purpose. The undersigned(s) agrees to provide additional information that may be required to process the Remote Deposit Application or a request for Remote Deposit Capture limit increase, including but not limited to, true and complete federal income tax returns and financial statements. The undersigned agrees to inform the Bank immediately of any matter that will cause any significant change in their financial condition.

Bank Rights and Responsibilities. 8.1. a. For all Imaged Items processed by Customer you pursuant to this AgreementSchedule E of this CMTSAgreement, either (i1) digitized images will be converted to Substitute Checks and presented for payment to established Endpoints, or (ii2) Electronic Checks Image Exchange Items will be presented for payment through one or more image exchange networks. The Bank may in its sole discretion determine the manner of processing. All such processing and presentment shall be done in accordance with timeframes and deadlines set forth in the Supporting Documents, applicable laws, regulations or rules, Documentation and as otherwise established by the Bank from time to time. 8.2. Unless otherwise agreed by Customer you and the Bank, the Bank will process any returned Items in accordance with applicable law and the Deposit Account AgreementsAgreement and Regulatory Disclosure. 8.3. b. Subject to Paragraph 8.5 Section 7.d of this Schedule E to this CMTSAgreement below, availability of credit from Items processed under this CMTS Agreement will be subject to the availability schedule of Bank, availabilityschedule ofBank,which may be amended without notice. 8.4. c. The Bank may at its sole option, with or without cause, at any time and from time to time, refuse to process any Imaged Items. The Bank may from time to time establish exposure limitations and assign them to Customeryou. 8.5. d. In addition to any other rights the Bank may have as regards to your Office Deposit Accounts,the Accounts of Customer, including those set forth in Paragraph 11, Bank may hold and use funds in any deposit Account depositAccount or account following termination of this Agreement for such Office Deposit Service forsuch time as the Bank reasonably determines that any Item processed by the Bank prior to termination may be returned, charged back or otherwise a cause for any loss, liability, ,cost, exposure or other action for which the Bank may be responsible. Without limitation, Customer recognizes you recognize that under the Rules, the UCC, Regulation CC and the rules of any image exchange network, network the Bank’s representations and warranties as regards Electronic Checks Image Exchange Items and Substitute Checks may expose the Bank to claims for several years following processing of the Electronic Check Image Exchange Item or Substitute Check. 8.6. e. The Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission, or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond Banks the Bank’s control. In the event of any of the foregoing theforegoing failure or delays, Customer acknowledges you acknowledge that it you may instead deposit directly with the Bank any Original Items for processing and presentment provided such Original Items have not been previously imaged and processed in connection with the Product theProduct and ServicesOffice DepositService. In addition, Bank shall the Bankshall be excused from failing to transmit or delay in transmitting an Item for presentment if such transmittal would result in the Bank's ’s having exceeded any limitation upon its intraday net funds position established pursuant to Federal Reserve guidelines or if the Bank's ’s otherwise violating any provision of any risk control program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority. 8.7. Customer acknowledges f. You acknowledge that the Bank may from time to time establish minimum amounts to be funded by Customer you as reserve amounts. The Bank will provide notice to Customer you of any reserve requirement, and Customer you shall immediately fund the reserve amount with good funds. The Bank may withhold and use any amounts due to Customer toyou to maintain any reserve amounts at levels specified by the Bank. To secure all of your obligations of Customer to the Bank arising from this CMTS Agreement, Customer grants you grant to the Bank a security interest in all Accounts of Customer yours at the Bank, all funds in those Accounts, any reserve Accounts or funds therein, all Items, whether now or hereafter established by or for the benefit of Customer you at the Bank, and all proceeds of the foregoing. The Bank’s security interest will survive after termination of this Office Deposit Service and the CMTS Agreement. This security interest is supplemental to and not in lieu of the security thesecurity interest granted by Customer to you tothe Bank under any other agreement. 8.8. g. Upon 30 days’ notice from the Bank, you agree to provide to the Bank your current annual financial statements, or such other financial information as the Bank may at its sole discretion request to enable the Bank to determine your credit standing. You authorize the Bank to obtain from time to time,credit, financial and other information regarding you from other persons or entities, including commercial and consumer reporting agencies. h. The Bank has the right to audit and conduct an on-site inspection, at any time and from time to time, of the customer’s your place of business to ensure compliance with the withthe provisions of this Schedule E of this CMTS Agreement. . i. In connection with the Bank's ’s entry on the your premises of Customer for the purposes of installation of the equipment and Software for the Office Deposit Service, if applicable, for the purpose of conducting an -site inspectionon-site inspection pursuant to Section 7.h. of this Schedule E to this CMTS Agreement, or inconnection with providing support toyou pursuant to Section 6.b. of this Schedule E to this CMTS Agreement, the Bank shall not be liable or responsible to Customer you or any third party for any loss, bodily harm, property damage, claims of the introduction of a virus or other malici ous malicious code into Customer's intoyour system, ,including any which allegedly delay, alter or corrupt the data of Customeryours, whether related to the transmission of Imaged Items or other data to the Bank or whether caused by the equipment, Software, Bank, Internet service prov idersOffice Deposit Service providers, Internet browsers, or other parties providing communication services Office Deposit Service to or from the Bank to you. 8.9. j. The Bank may add, delete or change the features or functions of the Service Office Deposit Service, at any time in the Bank’s sole discretion. If the Bank deems it reasonably practicable to do so and if the change adversely affects Customer’s your usage of the Office Deposit Service, then the Bank will notify Customer you of the change in advance. Otherwise, the Bank will notify Customer you of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. The Bank may cause the Service to theOfficeDeposit Serviceto be temporarily unavailable to Customeryou, either with or without prior notice, for site maintenance, security or other reasons, and Customer acknowledges you acknowledge that factors beyond the Bank’s reasonable control, such as telecommunications failure or equipment failure, ,may also cause alsocause the Service Office DepositService to be unavailable t o Customerto you. Customer You may deposit Original Checks and other items to any deposit Account at the Bank in person or in any other manner permitted by agreement the Schedule E of this CMTSAgreement between Customer you and the Bank, and Customer you will be responsible for maintaining procedures and facilities to enable Customer you to do so if the Office Deposit Service is unavailable to Customeryou. 8.10. k. The Bank may make an investigation of the undersigned(s) credit add, delete, modify or financial status , at any time, either directly or through any agency employed by Bank for that purpose. The undersigned(s) agrees to provide additional information that may be required to process the Remote Deposit Application or a request for Remote Deposit Capture limit increase, including but not limited to, true and complete federal income tax returns and financial statements. The undersigned agrees to inform the Bank immediately of any matter that will cause any significant change in their financial conditionmandate specific controls.

Bank Rights and Responsibilities. 8.1. a. For all Imaged Items processed by Customer you pursuant to this Schedule E of this CMTS Agreement, either (i1) digitized images will be converted to Substitute Checks and presented for payment to established Endpoints, or (ii2) Electronic Checks Image Exchange Items will be presented for payment through one or more image exchange networks. The Bank may in its sole discretion determine the manner of processing. All such processing and presentment shall be done in accordance with timeframes and deadlines set forth in the Supporting Documents, applicable laws, regulations or rules, Documentation and as otherwise established by the Bank from time to time. 8.2. Unless otherwise agreed by Customer you and the Bank, the Bank will process any returned Items in accordance with applicable law and the Deposit Account AgreementsAgreement and Regulatory Disclosure. 8.3. b. Subject to Paragraph 8.5 Section 7.d of this Schedule E to this CMTS Agreement below, availability of credit from Items processed under this CMTS Agreement will be subject to the availability schedule of Bank, which may be amended without notice. 8.4. c. The Bank may at its sole option, with or without cause, at any time and from time to time, refuse to process any Imaged Items. The Bank may from time to time establish exposure limitations and assign them to Customeryou. 8.5. d. In addition to any other rights the Bank may have as regards to your Office Deposit Accounts, the Accounts of Customer, including those set forth in Paragraph 11, Bank may hold and use funds in any deposit Account or account following termination of this Agreement Office Deposit Service for such time as the Bank reasonably determines that any Item processed by the Bank prior to termination may be returned, charged back or otherwise a cause for any loss, liability, cost, exposure or other action for which the Bank may be responsible. Without limitation, Customer recognizes that you recognize t h at under the Rules, the UCC, Regulation CC and the rules of any image exchange network, network the Bank’s representations and warranties as regards Electronic Checks Image Exchange Items and Substitute Checks may expose the Bank to claims for several years following processing of the Electronic Check Image Exchange Item or Substitute Check. 8.6. e. The Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission, or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond Banks the Bank’s control. In the event of any of the foregoing failure or delays, Customer acknowledges you acknowledge that it you may instead deposit directly with the Bank any Original Items for processing and presentment provided such Original Items have not been previously imaged and processed in connection with the Product and ServicesOffice Deposit Service. In addition, the Bank shall be excused from failing to transmit or delay in transmitting an Item for presentment if such transmittal would result in the Bank's ’s having exceeded any limitation upon its intraday net funds position established pursuant to Federal Reserve guidelines or if the Bank's ’s otherwise violating any provision of any risk control program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority.. Cash Management and Treasury Services Agreement (“CMTSA”) 8.7. Customer acknowledges f. You acknowledge that the Bank may from time to time establish minimum amounts to be funded by Customer you as reserve amounts. The Bank will provide notice to Customer you of any reserve requirement, and Customer you shall immediately fund the reserve amount with good funds. The Bank may withhold and use any amounts due to Customer you to maintain any reserve amounts at levels specified by the Bank. To secure all of your obligations of Customer to the Bank arising from this CMTS Agreement, Customer grants you grant to the Bank a security interest in all Accounts of Customer yours at the Bank, all funds in those Accounts, any reserve Accounts or funds therein, all Items, whether now or hereafter established by or for the benefit of Customer you at the Bank, and all proceeds of the foregoing. The Bank’s security interest will survive after termination of this Office Deposit Service and the CMTS Agreement. This security interest is supplemental to and not in lieu of the security interest granted by Customer you to the Bank under any other agreement. 8.8. g. Upon 30 days’ notice from the Bank, you agree to provide to the Bank your current annual financial statements, or such other financial information as the Bank may at its sole discretion request to enable the Bank to determine your credit standing. You authorize the Bank to obtain from time to time, credit, financial and other information regarding you from other persons or entities, including commercial and consumer reporting agencies. h. The Bank has the right to audit and conduct an on-site inspection, at any time and from time to time, of the customer’s your place of business to ensure compliance with the provisions of this Schedule E of this CMTS Agreement. . i. In connection with the Bank's ’s entry on the your premises of Customer for the purposes of installation of the equipment and Software for the Office Deposit Service, if applicable, for the purpose of conducting an -site inspectionon-site inspection pursuant to Section 7.h. of this Schedule E to this CMTS Agreement, or in connection with providing support to you pursuant to Section 6.b. of this Schedule E to this CMTS Agreement, the Bank shall not be liable or responsible to Customer you or any third party for any loss, bodily harm, property damage, claims of the introduction of a virus or other malici ous malicious code into Customer's your system, including any which allegedly delay, alter or corrupt the data of Customeryours, whether related to the transmission of Imaged Items or other data to the Bank or whether caused by the equipment, Software, Bank, Internet service prov idersOffice Deposit Service providers, Internet browsers, or other parties providing communication services Office Deposit Service to or from the Bank to you. 8.9. j. The Bank may add, delete or change the features or functions of the Service Office Deposit Service, at any time in the Bank’s sole discretion. If the Bank deems it reasonably practicable to do so and if the change adversely affects Customer’s your usage of the Office Deposit Service, then the Bank will notify Customer you of the change in advance. Otherwise, the Bank will notify Customer you of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. The Bank may cause the Office Deposit Service to be temporarily unavailable to Customeryou, either with or without prior notice, for site maintenance, security or other reasons, and Customer acknowledges you acknowledge that factors beyond the Bank’s reasonable control, such as telecommunications failure or equipment failure, may also cause the Office Deposit Service to be unavailable t o Customerto you. Customer You may deposit Original Checks and other items to any deposit Account at the Bank in person or in any other manner permitted by agreement the Schedule E of this CMTS Agreement between Customer you and the Bank, and Customer you will be responsible for maintaining procedures and facilities to enable Customer you to do so if the Office Deposit Service is unavailable to Customeryou. 8.10. k. The Bank may make an investigation of the undersigned(s) credit add, delete, modify or financial status , at any time, either directly or through any agency employed by Bank for that purpose. The undersigned(s) agrees to provide additional information that may be required to process the Remote Deposit Application or a request for Remote Deposit Capture limit increase, including but not limited to, true and complete federal income tax returns and financial statements. The undersigned agrees to inform the Bank immediately of any matter that will cause any significant change in their financial conditionmandate specific controls.

Bank Rights and Responsibilities. 8.1. 8.1 For all Imaged Items processed by Customer pursuant to this Agreement, either (i) digitized images will be converted to Substitute Checks and presented for payment to established Endpoints, or (ii) Electronic Checks Image Exchange Items will be presented for payment through one or more image exchange networks. Bank may in its sole discretion determine the manner of processing. All such processing and presentment shall be done in accordance with timeframes and deadlines set forth in the Supporting Documents, applicable laws, regulations or rules, Documentation and as otherwise established by the Bank from time to time. 8.2. 8.2 Unless otherwise agreed by Customer and Bank, Bank will process any returned Items in accordance with applicable law and the Deposit Account Agreements. 8.3. 8.3 Subject to Paragraph paragraph 8.5 below, availability of credit from Items processed under this Agreement will be subject to the availability schedule of Bank, which may be amended without notice. 8.4. 8.4 Bank may at its sole option, with or without cause, at any time and from time to time, refuse to process any Imaged Items. Bank may from time to time establish exposure limitations and assign them to Customer. 8.5. 8.5 In addition to any other rights Bank may have as regards the Accounts of Customer, including those set forth in Paragraph 11, Bank may hold and use funds in any deposit Account following termination of this Agreement for such time as Bank reasonably determines that any Item processed by Bank prior to termination may be returned, charged back or otherwise a cause for any loss, liability, cost, exposure or other action for which Bank may be responsible. Without limitation, Customer recognizes that under the Rules, the UCC, Regulation CC and the rules of any image exchange network, network Bank’s representations and warranties as regards Electronic Checks Image Exchange Items and Substitute Checks may expose Bank to claims for several years following processing of the Electronic Check Image Exchange Item or Substitute Check,. 8.6. 8.6 Bank shall be excused from failing to act or to delay in acting if such failure or delay is caused by legal constraint, interruption of transmission, or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond Banks Bank’s control. In the event of any of the foregoing failure or delays, Customer acknowledges that it may instead deposit directly with Bank any Original Items for processing and presentment provided such Original Items have not been previously imaged and an processed in connection with the Product and Services. In addition, Bank shall be excused from failing to transmit or delay in transmitting an Item for presentment if such transmittal would result in Bank's ’s having exceeded any limitation upon its intraday net funds position established pursuant to Federal Reserve guidelines or if Bank's ’s otherwise violating any provision of any risk control program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority. 8.7. 8.7 Customer acknowledges that Bank may from time to time establish minimum amounts to be funded by Customer as reserve amounts. Bank will provide notice to Customer of any reserve requirement, and Customer shall immediately fund the reserve amount with good funds. Bank may withhold and use any amounts due to Customer to maintain any reserve amounts at levels specified by Bank. To secure all obligations of Customer to Bank arising from this Agreement, Customer grants to Bank a security interest in all Accounts of Customer at Bank, all funds in those Accounts, any reserve Accounts or funds therein, all Items, whether now or hereafter established by or for the benefit of Customer at Bank, and all proceeds of the foregoing. Bank’s security interest will survive service after termination of this Agreement. This security interest is supplemental to and not in lieu of the security interest granted by Customer to Bank under any other agreement. 8.8. 8.8 The Bank may at its sole discretion conduct an on-site inspection, at any time and from time to time, of the customer’s place of business business, to ensure compliance with the provisions provision of this Agreement. . 8.9 In connection with Bank's ’s entry on the premises of Customer for the purposes of installation of the equipment and Software for the Service, if applicable, for the purpose of conducting an -site inspectionon-site inspection pursuant to Section 8.8, or in connection with providing support to Customer pursuant to Section 7.2, Bank shall not be liable or responsible to Customer or any third party for any loss, bodily harm, property damage, claims of the introduction of a virus or other malici ous malicious code into Customer's ’s system, including any which allegedly delay, alter or corrupt the data of Customer, whether related to the transmission of Imaged Items or other data to Bank or whether caused by the equipment, Software, Bank, Internet service prov idersproviders, Internet browsers, or other parties providing communication services to or from Bank to you. 8.9. 8.10 Bank may add, delete or change the features or functions of the Service Service, at any time in Bank’s sole discretion. If Bank deems it reasonably practicable to do so and if the change adversely affects Customer’s usage of the Service, Bank will notify Customer of the change in advance. Otherwise, Bank will notify Customer of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. Bank may cause the Service to be temporarily unavailable to Customer, either with or without prior notice, for site maintenance, security or other reasons, and Customer acknowledges that factors beyond Bank’s reasonable control, such as telecommunications failure or equipment failure, may also cause the Service to be unavailable t o to Customer. Customer may deposit Original Checks and other items times to any deposit Account at Bank in person or in any other manner permitted by agreement between Customer and Bank, and Customer will be responsible for maintaining procedures and facilities to enable Customer to do so if the Service is unavailable to Customer. 8.10. Bank may make an investigation of the undersigned(s) credit or financial status , at any time, either directly or through any agency employed by Bank for that purpose. The undersigned(s) agrees to provide additional information that may be required to process the Remote Deposit Application or a request for Remote Deposit Capture limit increase, including but not limited to, true and complete federal income tax returns and financial statements. The undersigned agrees to inform the Bank immediately of any matter that will cause any significant change in their financial condition.

Bank Rights and Responsibilities. 8.1. a. For all Imaged Items Electronic Images processed by Customer Company pursuant to this AgreementService Description, either (i) digitized images will be converted to Substitute Checks and presented for payment to established Endpointsendpoints, or (ii) the Electronic Checks Image will be presented for payment through one or more image exchange networks. Bank may in its sole discretion determine the manner of processing. All such processing and presentment shall be done in accordance with timeframes and deadlines set forth in the Supporting Documents, applicable laws, regulations or rules, Documents and as otherwise established by the Bank from time to time. 8.2. b. Unless otherwise agreed by Customer Company and Bank, Bank will process any returned Items Checks in accordance with applicable law and the Deposit Account AgreementsAgreement and Disclosure. 8.3. Subject to Paragraph 8.5 below, availability of credit from Items processed under this Agreement will be subject to the availability schedule of Bank, which may be amended without notice. 8.4. c. Bank may at its sole option, with or without cause, at any time and from time to time, refuse to process any Imaged ItemsElectronic Images. Bank may from time to time establish exposure limitations and assign them to CustomerCompany. 8.5. d. In addition to any other rights Bank may have as regards the Accounts of Customer, including those set forth in Paragraph 11Company as well as rights otherwise provided to Bank under this Service Description, Bank may hold and use funds in any deposit Account following termination of this Agreement Service Description for such time as Bank reasonably determines that any Item Check processed by Bank prior to termination may be returned, charged back or otherwise a cause for any loss, liability, cost, exposure or other action for which Bank may be responsible. Without limitation, Customer Company recognizes that under the Rules, the UCC, Regulation CC and the rules of any image exchange network, network Bank’s representations and warranties as regards Electronic Checks Images and Substitute Checks may expose Bank to claims for several years following processing of the Electronic Check Image or Substitute Check. 8.6. Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission, or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond Banks control. e. In the event of any of the foregoing failure or delaysRDC becomes unavailable, Customer acknowledges that it may instead deposit directly with Bank any Original Items for processing and presentment provided such Original Items have not been previously imaged and processed in connection with the Product and Services. In addition, Bank shall be excused from failing to transmit or delay in transmitting an Item for presentment if such transmittal would result in Bank's having exceeded any limitation upon its intraday net funds position established pursuant to Federal Reserve guidelines or if Bank's otherwise violating any provision of any risk control program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority. 8.7. Customer acknowledges that Bank may from time to time establish minimum amounts to be funded by Customer as reserve amounts. Bank will provide notice to Customer of any reserve requirement, and Customer shall immediately fund the reserve amount with good funds. Bank may withhold and use any amounts due to Customer to maintain any reserve amounts at levels specified by Bank. To secure all obligations of Customer to Bank arising from this Agreement, Customer grants to Bank a security interest in all Accounts of Customer at Bank, all funds in those Accounts, any reserve Accounts or funds therein, all Items, whether now or hereafter established by or for the benefit of Customer at Bank, and all proceeds of the foregoing. Bank’s security interest will survive after termination of this Agreement. This security interest is supplemental to and not in lieu of the security interest granted by Customer to Bank under any other agreement. 8.8. Bank may at its sole discretion conduct an on-site inspection, at any time and from time to time, of the customer’s place of business to ensure compliance with the provisions of this Agreement. In connection with Bank's entry on the premises of Customer for the purposes of conducting an -site inspection, Bank shall not be liable or responsible to Customer or any third party for any loss, bodily harm, property damage, claims of the introduction of a virus or other malici ous code into Customer's system, including any which allegedly delay, alter or corrupt the data of Customer, whether related to the transmission of Imaged Items or other data to Bank or whether caused by the equipment, Software, Bank, Internet service prov iders, Internet browsers, or other parties providing communication services to or from Bank to you. 8.9. Bank may add, delete or change the features or functions of the Service at any time in Bank’s sole discretion. If Bank deems it reasonably practicable to do so and if the change adversely affects Customer’s usage of the Service, Bank will notify Customer of the change in advance. Otherwise, Bank will notify Customer of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. Bank may cause the Service to be temporarily unavailable to Customer, either with or without prior notice, for site maintenance, security or other reasons, and Customer acknowledges that factors beyond Bank’s reasonable control, such as telecommunications failure or equipment failure, may also cause the Service to be unavailable t o Customer. Customer Company may deposit Original original Checks and other items checks to any deposit Account at Bank in person or in any other manner permitted by agreement between Customer Company and Bank, and Customer Company will be responsible for maintaining procedures and facilities to enable Customer Company to do so if the Service RDC is unavailable to CustomerCompany. 8.10. Bank may make an investigation of the undersigned(s) credit or financial status , at any time, either directly or through any agency employed by Bank for that purpose. The undersigned(s) agrees to provide additional information that may be required to process the Remote Deposit Application or a request for Remote Deposit Capture limit increase, including but not limited to, true and complete federal income tax returns and financial statements. The undersigned agrees to inform the Bank immediately of any matter that will cause any significant change in their financial condition.

Bank Rights and Responsibilities. 8.1. For all Imaged a. Following their transmission and confirmation by Bank or its processor that the Item appears to conform to the requirements of this Agreement and the Deposit Account Agreement, Bank shall provisionally credit the Item to Customer’s designated deposit account, subject to Bank’s further verification, inspection and final collection of the Item. b. At Bank’s sole discretion, Electronic Items processed created by Customer pursuant to this Agreement, either Agreement shall be forwarded for ultimate presentment to the Payor Financial Institution (i) digitized images will be converted to after Reconversion into Substitute Checks and presented for payment to established EndpointsChecks, or (ii) Electronic Checks will as Image Exchange Items to be presented for payment processed through one or more image exchange networks. Bank may in its sole discretion determine the manner of processingImage Exchange Networks. All such processing and presentment shall be done in accordance with timeframes and deadlines set forth in the Supporting Documents, applicable laws, regulations or rules, and as otherwise established agreed to by the Bank from time parties, including but not limited to timethose specified in Section 10.a, below. 8.2. c. Unless otherwise agreed by Customer and Bank, Bank will shall process any returned Items in accordance with applicable law and the Deposit Account AgreementsAgreement. If Customer desires special return processing, Customer shall provide information as required by Bank to describe such special processing, which shall remain subject to approval by Bank. 8.3. Subject to Paragraph 8.5 below, availability d. Availability of credit from Items processed under this Agreement will shall be subject to the availability schedule of Bank, which may be amended without notice. 8.4. e. Bank may at its sole option, with or without cause, at any time and from time to time, refuse to process any Imaged Items. Bank may from time to time establish exposure limitations and assign them to Customer. Without limitation, Bank may limit or refuse Items that would cause Customer to exceed these exposure limitations. 8.5. f. In addition to any other rights Bank may have as regards the Accounts of Customer, including those set forth in Paragraph 11have, Bank may hold and use funds in any deposit Account account maintained by Customer with Bank following termination of this Agreement for such time as Bank reasonably determines that any Item processed by Bank prior to termination may could be returned, charged back or otherwise a cause for any loss, liability, cost, exposure or other action for which Bank may be responsibleresponsible under Check 21. g. Bank shall have the right to charge Customer’s account for any Item that, for any reason, is not finally paid by the Payor Financial Institution or is otherwise returned for any reason, in the same manner, and subject to the payment of the same fees, as would be applicable had the Item been physically deposited by Customer outside of the parameters of this Agreement. Without limitation, Customer recognizes that under the Rules, the UCC, Regulation CC and the rules of any image exchange network, Bank’s representations and warranties as regards right to charge the account of Customer shall apply without regard to whether the Item or corresponding Electronic Checks and Substitute Checks may expose Item is timely returned to Bank or whether there is any other claim or defense that the Item or Electronic Item has been improperly returned to claims for several years following processing of the Electronic Check or Substitute CheckBank. 8.6. h. Bank shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission, or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond Banks Bank’s control. In the event of any of the foregoing failure or delays, Customer acknowledges that it may instead deposit directly with Bank any Original Items for processing and presentment provided such Original Items have not been previously imaged and processed in connection with the Product and Servicespresentment. In addition, Bank shall be excused from failing to transmit or delay in transmitting an Item for presentment if such transmittal would result in Bank's ’s having exceeded any limitation upon its intraday net funds position established pursuant to Federal Reserve guidelines or if Bank's ’s otherwise violating any provision of any risk control program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority. 8.7. Customer acknowledges that Bank may from time to time establish minimum amounts to be funded by Customer as reserve amounts. Bank will provide notice to Customer of any reserve requirement, and Customer shall immediately fund the reserve amount with good funds. Bank may withhold and use any amounts due to Customer to maintain any reserve amounts at levels specified by Bank. To secure all obligations of Customer to Bank arising from this Agreement, Customer grants to Bank a security interest in all Accounts of Customer at Bank, all funds in those Accounts, any reserve Accounts or funds therein, all Items, whether now or hereafter established by or for the benefit of Customer at Bank, and all proceeds of the foregoing. Bank’s security interest will survive after termination of this Agreement. This security interest is supplemental to and not in lieu of the security interest granted by Customer to Bank under any other agreement. 8.8. Bank may at its sole discretion conduct an on-site inspection, at any time and from time to time, of the customer’s place of business to ensure compliance with the provisions of this Agreement. In connection with Bank's entry on the premises of Customer for the purposes of conducting an -site inspection, Bank shall not be liable or responsible to Customer or any third party for any loss, bodily harm, property damage, claims of the introduction of a virus or other malici ous code into Customer's system, including any which allegedly delay, alter or corrupt the data of Customer, whether related to the transmission of Imaged Items or other data to Bank or whether caused by the equipment, Software, Bank, Internet service prov iders, Internet browsers, or other parties providing communication services to or from Bank to you. 8.9. Bank may add, delete or change the features or functions of the Service at any time in Bank’s sole discretion. If Bank deems it reasonably practicable to do so and if the change adversely affects Customer’s usage of the Service, Bank will notify Customer of the change in advance. Otherwise, Bank will notify Customer of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. Bank may cause the Service to be temporarily unavailable to Customer, either with or without prior notice, for site maintenance, security or other reasons, and Customer acknowledges that factors beyond Bank’s reasonable control, such as telecommunications failure or equipment failure, may also cause the Service to be unavailable t o Customer. Customer may deposit Original Checks and other items to any deposit Account at Bank in person or in any other manner permitted by agreement between Customer and Bank, and Customer will be responsible for maintaining procedures and facilities to enable Customer to do so if the Service is unavailable to Customer. 8.10. Bank may make an investigation of the undersigned(s) credit or financial status , at any time, either directly or through any agency employed by Bank for that purpose. The undersigned(s) agrees to provide additional information that may be required to process the Remote Deposit Application or a request for Remote Deposit Capture limit increase, including but not limited to, true and complete federal income tax returns and financial statements. The undersigned agrees to inform the Bank immediately of any matter that will cause any significant change in their financial condition.