Common use of Customer Representations and Agreements; Indemnity Clause in Contracts

Customer Representations and Agreements; Indemnity. With respect to each and every ACH Entry initiated by Customer, the Customer represents and warrants to AB&T and agrees that (a) each person or business shown as the Receiver on an ACH Entry received by AB&T from Customer has authorized the initiation of such ACH Entry and the crediting or debiting of its account in the amount and on the Effective Entry Date shown on such ACH Entry, (b) such authorization is operative at the time of transmittal of crediting or debiting by AB&T as provided herein, (c) Customer shall perform its obligations under this Agreement in accordance with all applicable laws and regulations, including the sanctions laws administered by OFAC, and (d) Customer shall be bound by and comply with the Rules as in effect from time to time including without limitation the provision making payment of an ACH Entry by the Receiving Depository Financial Institution to the Receiver provisional until receipt by the Receiving Depository Financial Institution of final settlement for such ACH Entry. Customer specifically acknowledges that it has received Notice of the Rule regarding provisional payment and of the fact that, if such settlement is not received, the Receiving Depository Financial Institution shall be entitled to a refund from the Receiver of the amount credited or debited and Customer shall not be deemed to have paid the Receiver the amount of the ACH Entry. Customer shall indemnify AB&T against any loss, liability or expense (including attorneys’ fees and expenses) resulting from or arising out of any breach of any of the foregoing representations or agreements.