Common use of Correspondent Accounts Clause in Contracts

Correspondent Accounts. Correspondent shall be required to pay for securities purchased for its own Accounts on the settlement date, Notwithstanding the foregoing, Correspondent may finance any portion of the debit balance in a Correspondent Account under applicable stock exchange and Federal Reserve regulations. If such financing is extended by Southwest, Correspondent agrees to satisfy the debit balance Exhibit 10.4 - Pg. 23 of such Account upon demand by southwest. Southwest shall charge interest on such debit balances at a rate set at the discretion of Southwest. Interest will be calculated by multiplying the average daily debit balance by the average interest rat (1/360 of the annual interest rate) times the number of days in the interest period. The rate of interest and method of calculation may be changed Southwest automatically and without notice from time to time. Correspondent agrees to maintain in any Account which has a debit balance such positions and margins as may be required by applicable statutes, rules, regulation, procedures and customs, or as may be requested by Southwest from time to time. Any financing described in this Section11(j) shall be subject to all other terms and provisions of this Agreement relating to obligations of the Correspondent to Southwest, including but not limited to being secured by the lien and security interest granted by Correspondent pursuant to Section10(b) of this Agreement. In the case of an Event of Default, as defined below, all debit balances in any Correspondent Account, and interest thereon, shall bear interest at the highest lawful rate. An Event of Default shall be deemed to have occurred it (i) Correspondent fails to meet any call by Southwest for additional collateral to be deposited in a Correspondent Account; (ii) Correspondent fails to make payment of any debit balance in a Correspondent Account upon demand by Southwest; (iii) Correspondent becomes insolvent, makes an assignment for the benefit of creditors, applies for or consents to the appointment of a receiver, or institutes or has instituted against it any insolvency, reorganization, liquidation, dissolution or similar proceeding; (iv) a petition naming Correspondent as debtor shall be filed under the United States Bankruptcy Code; or (v) an attachment is levied against any Correspondent Account or Account in which Correspondent has an Exhibit 10.4 - Pg. 24 interest. Regardless of any provision of this Section 11(j), any other section of this Agreement or any other agreement between Southwest and Correspondent, all agreements between Southwest and Correspondent, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due from Correspondent to Southwest, shall the amount paid, or agreed to be paid, for the use, forbearance or detention of money loaned by Southwest to Correspondent exceed the maximum nonusurious rate of interest permitted to be charged under applicable law (the "Highest Lawful Rate"). If, as a result of any circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such other agreements at the time performance of such provisions shall be due or at any other time shall involve exceeding the amount permitted to contracted for, taken, reserved, charged or received by Southwest under applicable usury law, then ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit prescribed by such applicable usury law, and if, from any such circumstance, Southwest shall ever receive interest or anything that might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be excess interest shall be applied to the reduction of the principal amount owing on the Correspondent Account in question or the amounts owing on the obligations of Correspondent to Southwest, or in such excessive interest exceeds the unpaid principal balance of any amount owing on other obligations of Correspondent to Southwest, such excess shall be refunded to Correspondent. All sums paid or agreed to be paid to Southwest shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full term of such Exhibit 10.4 - Pg. 25 indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Rate. Notwithstanding anything to the contrary contained in any agreement between Correspondent and Southwest, it is understood and agreed that if at any time the rate of interest which accrues on the outstanding balance of any indebtedness of Correspondent to Southwest shall exceed the Highest Lawful Rate, the rate of interest which accrues on the outstanding principal balance of any such indebtedness shall be limited to the Highest Lawful Rate, but any subsequent reduction in the rate of interest which accrued on the outstanding principal balance of any indebtedness shall not reduce the rate of interest which accrues on the outstanding principal balance of any indebtedness below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal of any indebtedness equals the amount of interest that would have accrued if such interest rate had been in effect at all time. In consideration for Southwest opening or maintaining one or more inventory Accounts for Correspondent, Correspondent agrees to allow Southwest at any time within the Limitations imposed by applicable laws, rules and regulations, to pledge, hypothecate, and/or make deliveries with any and all securities in such Accounts, including fully paid and excess margin securities, without notice to Correspondent. Such securities will be segregated from other bona fide customers of Southwest in the event that they are pledged as collateral for bank loans. Without abrogating any of Southwest's rights under this Agreement and subject to any indebtedness of Correspondent to Southwest. Correspondent is entitled, upon demand, to receive delivery of fully paid for securities in Correspondent's inventory Accounts. Exhibit 10.4 - Pg. 26 The provisions of this Section 11(j) shall be construed in conjunction with the express terms and conditions of any separate applicable Account agreement(s) between Southwest and Correspondent.

Correspondent Accounts. Correspondent shall be required to pay for securities purchased for its own Accounts on the settlement date, Notwithstanding the foregoing, Correspondent may finance any portion of the debit balance in a Correspondent Account under applicable stock exchange and Federal Reserve regulations. If such financing is extended by Southwest, Correspondent agrees to satisfy the debit balance Exhibit 10.4 - Pg. 23 of such Account upon demand by southwest. Southwest shall charge interest on such debit balances at a rate set at the discretion of Southwest. Interest will be calculated by multiplying the average daily debit balance by the average interest rat (1/360 of the annual interest rate) times the number of days in the interest period. The rate of interest and method of calculation may be changed Southwest automatically and without notice from time to time. Correspondent agrees to maintain in any Account which has a debit balance such positions and margins as may be required by applicable statutes, rules, regulation, procedures and customs, or as may be requested by Southwest from time to time. Any financing described in this Section11(j) shall be subject to all other terms and provisions of this Agreement relating to obligations of the Correspondent to Southwest, including but not limited to being secured by the lien and security interest granted by Correspondent pursuant to Section10(b) of this Agreement. In the case of an Event of Default, as defined below, all debit balances in any Correspondent Account, and interest thereon, shall bear interest at the highest lawful rate. An Event of Default shall be deemed to have occurred it (i) Correspondent fails to meet any call by Southwest for additional collateral to be deposited in a Correspondent Account; (ii) Correspondent fails to make payment of any debit balance in a Correspondent Account upon demand by Southwest; (iii) Correspondent becomes insolvent, makes an assignment for the benefit of creditors, applies for or consents to the appointment of a receiver, or institutes or has instituted against it any insolvency, reorganization, liquidation, dissolution or similar proceeding; (iv) a petition naming Correspondent as debtor shall be filed under the United States Bankruptcy Code; or (v) an attachment is levied against any Correspondent Account or Account in which Correspondent has an Exhibit 10.4 - Pg. 24 interest. Regardless of any provision of this Section 11(j), any other section of this Agreement or any other agreement between Southwest and Correspondent, all agreements between Southwest and Correspondent, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due from Correspondent to Southwest, shall the amount paid, or agreed to be paid, for the use, forbearance or detention of money loaned by Southwest to Correspondent exceed the maximum nonusurious rate of interest permitted to be charged under applicable law (the "Highest Lawful Rate"). If, as a result of any circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such other agreements at the time performance of such provisions shall be due or at any other time shall involve exceeding the amount permitted to contracted for, taken, reserved, charged or received by Southwest under applicable usury law, then ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit prescribed by such applicable usury law, and if, from any such circumstance, Southwest shall ever receive interest or anything that might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be excess interest shall be applied to the reduction of the principal amount owing on the Correspondent Account in question or the amounts owing on the obligations of Correspondent to Southwest, or in such excessive interest exceeds the unpaid principal balance of any amount owing on other obligations of Correspondent to Southwest, such excess shall be refunded to Correspondent. All sums paid or agreed to be paid to Southwest shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full term of such Exhibit 10.4 - Pg. 25 indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Rate. Notwithstanding anything to the contrary contained in any agreement between Correspondent and Southwest, it is understood and agreed that if at any time the rate of interest which accrues on the outstanding balance of any indebtedness of Correspondent to Southwest shall exceed the Highest Lawful Rate, the rate of interest which accrues on the outstanding principal balance of any such indebtedness shall be limited to the Highest Lawful Rate, but any subsequent reduction in the rate of interest which accrued on the outstanding principal balance of any indebtedness shall not reduce the rate of interest which accrues on the outstanding principal balance of any indebtedness below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal of any indebtedness equals the amount of interest that would have accrued if such interest rate had been in effect at all time. In consideration for Southwest opening or maintaining one or more inventory Accounts for Correspondent, Correspondent agrees to allow Southwest at any time within the Limitations imposed by applicable laws, rules and regulations, to pledge, hypothecate, and/or make deliveries with any and all securities in such Accounts, including fully paid and excess margin securities, without notice to Correspondent. Such securities will be segregated from other bona fide customers of Southwest in the event that they are pledged as collateral for bank loans. Without abrogating any of Southwest's rights under this Agreement and subject to any indebtedness of Correspondent to Southwest. Correspondent is entitled, upon demand, to receive delivery of fully paid for securities in Correspondent's inventory Accounts. Exhibit 10.4 - Pg. 26 The provisions of this Section 11(j) shall be construed in conjunction with the express terms and conditions of any separate applicable Account agreement(s) between Southwest and Correspondent.

Correspondent Accounts. Correspondent shall be required to pay for securities purchased for its own Accounts on the settlement date, . Notwithstanding the foregoing, Correspondent may finance any portion of the debit balance in a Correspondent Account under applicable stock exchange and Federal Reserve regulations. If such financing is extended by Southwest, Correspondent agrees to satisfy the debit balance Exhibit 10.4 - Pg. 23 of such Account upon demand by southwestSouthwest. Southwest shall charge interest on such debit balances at a rate set at the discretion of Southwest. Interest will be calculated by multiplying the average daily debit balance by the average interest rat rate (1/360 of the annual interest rate) times the number of days in the interest period. The rate of interest and method of calculation may be changed by Southwest automatically and without notice from time to time. Correspondent agrees to maintain in any Account which has a debit balance such positions and margins as may be required by applicable statutes, rules, regulationregulations, procedures and customs, or as may be requested by Southwest from time to time. Any financing described in this Section11(jSection 11(j) shall be subject to all other terms and provisions of this Agreement relating to obligations of the Correspondent to Southwest, including but not limited to being secured by the lien and security interest granted by Correspondent pursuant to Section10(bSection 10(b) of this Agreement. In the case of an Event of Default, as defined below, all debit balances in any Correspondent Account, and interest thereon, shall bear interest at the highest lawful rate. An Event of Default shall be deemed to have occurred it if (i) Correspondent fails to meet any call by Southwest for additional collateral to be deposited in a Correspondent Account; (ii) Correspondent fails to make payment of any debit balance in a Correspondent Account upon demand by Southwest; (iii) Correspondent becomes insolvent, makes an assignment for the benefit of creditors, applies for or consents to the appointment of a receiver, or institutes or has instituted against it any insolvency, reorganization, liquidation, dissolution or similar proceeding; (iv) a petition naming Correspondent as debtor shall be filed under the United States Bankruptcy Code; or (v) an attachment is levied against any Correspondent Account or Account in which Correspondent has an Exhibit 10.4 - Pg. 24 interest. Regardless of any provision of this Section 11(j), any other section of this Agreement or any other agreement between Southwest and Correspondent, all agreements between Southwest and Correspondent, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due from Correspondent to Southwest, shall the amount paid, or agreed to be paid, for the use, forbearance or detention of money loaned by Southwest to Correspondent exceed the maximum nonusurious rate of interest permitted to be charged under applicable law (the "Highest Lawful Rate"). If, as a result of any circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such other agreements at the time performance of such provisions shall be due or at any other time shall involve exceeding the amount permitted to contracted for, taken, reserved, charged or received by Southwest under applicable usury law, then ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit prescribed by such applicable usury law, and if, from any such circumstance, Southwest shall ever receive interest or anything that might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be excess interest shall be applied to the reduction of the principal amount owing on the Correspondent Account in question or the amounts owing on the other obligations of Correspondent to Southwest, or in if such excessive interest exceeds the unpaid principal balance of any amount owing on other obligations of Correspondent to Southwest, such excess shall be refunded to Correspondent. All sums paid or agreed to be paid to Southwest shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full term of such Exhibit 10.4 - Pg. 25 indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Rate. Notwithstanding anything to the contrary contained in any agreement between Correspondent and Southwest, it is understood and agreed that if at any time the rate of interest which accrues on the outstanding balance of any indebtedness of Correspondent to Southwest shall exceed the Highest Lawful Rate, the rate of interest which accrues on the outstanding principal balance of any such indebtedness shall be limited to the Highest Lawful Rate, but any subsequent reduction reductions in the rate of interest which accrued on the outstanding principal balance of any indebtedness shall not reduce the rate of interest which accrues on the outstanding principal balance of any indebtedness below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal of any indebtedness equals the amount of interest that would have accrued if such interest rate had been in effect at all timetimes. In consideration for Southwest opening or maintaining one or more inventory Accounts for Correspondent, Correspondent agrees to allow Southwest at any time within the Limitations limitations imposed by applicable laws, rules and regulations, to pledge, hypothecate, and/or make deliveries with any and all securities in such Accounts, including fully paid and excess margin securities, without notice to Correspondent. Such securities will be segregated from other bona fide customers of Southwest in the event that they are pledged as collateral for bank loans. Without abrogating any of Southwest's rights under this Agreement and subject to any indebtedness of Correspondent to Southwest. , Correspondent is entitled, upon demand, to receive delivery of fully paid for securities in Correspondent's inventory Accounts. Exhibit 10.4 - Pg. 26 The provisions of this Section 11(j) shall be construed in conjunction with the express terms and conditions of any separate applicable Account agreement(s) between Southwest and Correspondent.

Correspondent Accounts. Correspondent shall be required to pay for securities purchased for its own Accounts on the settlement date, Notwithstanding the foregoing, Correspondent may finance any portion of the debit balance in a Correspondent Account under applicable stock exchange and Federal Reserve regulations. If such financing is extended by Southwest, Correspondent agrees to satisfy the debit balance Exhibit 10.4 10.6 - Pg. 23 of such Account upon demand by southwest. Southwest shall charge interest on such debit balances at a rate set at the discretion of Southwest. Interest will be calculated by multiplying the average daily debit balance by the average interest rat (1/360 of the annual interest rate) times the number of days in the interest period. The rate of interest and method of calculation may be changed Southwest automatically and without notice from time to time. Correspondent agrees to maintain in any Account which has a debit balance such positions and margins as may be required by applicable statutes, rules, regulation, procedures and customs, or as may be requested by Southwest from time to time. Any financing described in this Section11(j) shall be subject to all other terms and provisions of this Agreement relating to obligations of the Correspondent to Southwest, including but not limited to being secured by the lien and security interest granted by Correspondent pursuant to Section10(b) of this Agreement. In the case of an Event of Default, as defined below, all debit balances in any Correspondent Account, and interest thereon, shall bear interest at the highest lawful rate. An Event of Default shall be deemed to have occurred it (i) Correspondent fails to meet any call by Southwest for additional collateral to be deposited in a Correspondent Account; (ii) Correspondent fails to make payment of any debit balance in a Correspondent Account upon demand by Southwest; (iii) Correspondent becomes insolvent, makes an assignment for the benefit of creditors, applies for or consents to the appointment of a receiver, or institutes or has instituted against it any insolvency, reorganization, liquidation, dissolution or similar proceeding; (iv) a petition naming Correspondent as debtor shall be filed under the United States Bankruptcy Code; or (v) an attachment is levied against any Correspondent Account or Account in which Correspondent has an Exhibit 10.4 10.6 - Pg. 24 interest. Regardless of any provision of this Section 11(j), any other section of this Agreement or any other agreement between Southwest and Correspondent, all agreements between Southwest and Correspondent, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of demand being made in respect of an amount due from Correspondent to Southwest, shall the amount paid, or agreed to be paid, for the use, forbearance or detention of money loaned by Southwest to Correspondent exceed the maximum nonusurious rate of interest permitted to be charged under applicable law (the "Highest Lawful Rate"). If, as a result of any circumstance whatsoever, fulfillment of or compliance with any provision hereof or of any of such other agreements at the time performance of such provisions shall be due or at any other time shall involve exceeding the amount permitted to contracted for, taken, reserved, charged or received by Southwest under applicable usury law, then ipso facto, the obligation to be fulfilled or complied with shall be reduced to the limit prescribed by such applicable usury law, and if, from any such circumstance, Southwest shall ever receive interest or anything that might be deemed interest under applicable law which would exceed the Highest Lawful Rate, such amount which would be excess interest shall be applied to the reduction of the principal amount owing on the Correspondent Account in question or the amounts owing on the obligations of Correspondent to Southwest, or in such excessive interest exceeds the unpaid principal balance of any amount owing on other obligations of Correspondent to Southwest, such excess shall be refunded to Correspondent. All sums paid or agreed to be paid to Southwest shall, to the extent permitted by applicable law, be amortized, prorated, allocated, and spread throughout the full term of such Exhibit 10.4 - Pg. 25 indebtedness until payment in full of the principal (including the period of any renewal or extension thereof) so that the interest on account of such indebtedness shall not exceed the Highest Lawful Rate. Notwithstanding anything to the contrary contained in any agreement between Correspondent and Southwest, it is understood and agreed that if at any time the rate of interest which accrues on the outstanding balance of any indebtedness of Correspondent to Southwest shall exceed the Highest Lawful Rate, the rate of interest which accrues on the outstanding principal balance of any such indebtedness shall be limited to the Highest Lawful Rate, but any subsequent reduction in the rate of interest which accrued on the outstanding principal balance of any indebtedness shall not reduce the rate of interest which accrues on the outstanding principal balance of any indebtedness below the Highest Lawful Rate until the total amount of interest accrued on the outstanding principal of any indebtedness equals the amount of interest that would have accrued if such interest rate had been in effect at all time. In consideration for Southwest opening or maintaining one or more inventory Accounts for Correspondent, Correspondent agrees to allow Southwest at any time within the Limitations imposed by applicable laws, rules and regulations, to pledge, hypothecate, and/or make deliveries with any and all securities in such Accounts, including fully paid and excess margin securities, without notice to Correspondent. Such securities will be segregated from other bona fide customers of Southwest in the event that they are pledged as collateral for bank loans. Without abrogating any of Southwest's rights under this Agreement and subject to any indebtedness of Correspondent to Southwest. Correspondent is entitled, upon demand, to receive delivery of fully paid for securities in Correspondent's inventory Accounts. Exhibit 10.4 10.6 - Pg. 26 The provisions of this Section 11(j) shall be construed in conjunction with the express terms and conditions of any separate applicable Account agreement(s) between Southwest and Correspondent.