Common use of CUSTOMER WARRANTIES AND INDEMNIFICATIONS Clause in Contracts

CUSTOMER WARRANTIES AND INDEMNIFICATIONS. Customer is responsible for all the warranties and indemnifications of a Reconverting Bank as defined in the Check 21 Law and its implementing regulations found at 12 C.F.R. Part 229, as the same may be amended from time to time, to the extent permitted by law. Customer warrants that the images it transmits to Bank or its third party vendor are faithful recreations of the original paper item. Customer also represents and warrants that duplicate images of the same item will not be presented for payment to Bank or any other financial institution or entity, and that the original item, an image of which has been transmitted to Bank or its third party vendor through the RDC Service, will not be presented for payment to Bank or any other financial institution or entity. Customer also represents and warrants that (a) checks processed using the RDC Service are properly payable to Customer and are not third party checks; (b) deposit totals accurately match the total of all items deposited; (c) no alterations have been made to checks processed using the RDC Service; (d) all signatures on checks are authentic and authorized; and (e) following any retention period required by applicable law and/or these Service Terms, original items will be destroyed in a manner that will render the items unreadable and incapable of subsequent recreation or processing. In the absence of gross negligence or willful misconduct on the part of Bank, Customer agrees to indemnify and hold Bank and its third party service providers harmless for (and agrees to immediately reimburse Bank and/or any affected service provider for ) all damages of any nature, including the cost of reasonable legal fees incurred by Bank and such service provider, sought by any person or entity against Bank or such service provider under applicable law or asserted under any legal theory or as a result of breaches asserted against Bank or such service provider in connection with Bank’s and/or such service provider’s provision of the RDC Service, including damages from the presentment or negotiation of the original item by any person or resulting from the submission of duplicate images by any person or resulting from claims that the image or substitute item created from an image is not an accurate and unaltered recreation of the item originally drawn by the drawee.

CUSTOMER WARRANTIES AND INDEMNIFICATIONS. Customer is responsible for all the warranties and indemnifications of a Reconverting Bank as defined in the Check 21 Law and its implementing regulations found at 12 C.F.R. Part 229, as the same may be amended from time to time, to the extent permitted by law. In its performance of its activities in connection with the RDC Service, Customer agrees to comply with the Rules, the Check 21 Law, and other Applicable Law. Customer warrants that the images it transmits to Bank or its third party vendor are faithful recreations of the original paper item. Customer also represents and warrants that duplicate images of the same item will not be presented for payment to Bank or any other financial institution or entity, and that the original item, an image of which has been transmitted to Bank or its third party vendor through the RDC Service, will not be presented for payment to Bank or any other financial institution or entity. Customer also represents and warrants that (a) checks processed using the RDC Service are properly payable to Customer and, unless Customer and Bank have entered into a separate written agreement that authorizes Customer to deposit third- party checks, are not third party checks; (b) deposit totals accurately match the total of all items deposited; (c) no alterations have been made to checks processed using the RDC Service; (d) all signatures on checks are authentic and authorized; and (e) following any retention period required by applicable law Applicable Law and/or these Service Terms, original items will be destroyed in a manner that will render the items unreadable and incapable of subsequent recreation or processing; and (f) Customer will not use the RDC Service for any purposes other than those described in this Section XV. In the absence of gross negligence or willful misconduct on the part of Bank, Customer agrees to indemnify and hold Bank and its third party service providers harmless for (and agrees to immediately reimburse Bank and/or any affected service provider for ) all damages of any nature, including the cost of reasonable legal fees incurred by Bank and such service provider, sought by any person or entity against Bank or such service provider under applicable law Applicable Law or asserted under any legal theory or as a result of breaches asserted against Bank or such service provider in connection with Bank’s and/or such service provider’s provision of the RDC Service, including damages from the presentment or negotiation of the original item by any person or resulting from the submission of duplicate images by any person or resulting from claims that the image or substitute item created from an image is not an accurate and unaltered recreation of the item originally drawn by the drawee.

CUSTOMER WARRANTIES AND INDEMNIFICATIONS. Customer is responsible for all the warranties and indemnifications of a Reconverting Bank as defined in the Check 21 Law and its implementing regulations found at 12 C.F.R. Part 229, as the same may be amended from time to time, to the extent permitted by law. In its performance of its activities in connection with the RDC Service, Customer agrees to comply with the Rules, the Check 21 Law, and other Applicable Law. Customer warrants that the images electronic checks and electronically created items it transmits to Bank or its third third-party vendor are faithful recreations of the original paper itemitems. Customer also represents and warrants that duplicate images of electronic checks and electronically created items representing the same item will not be presented for payment to Bank or any other financial institution or entity, and that the original item, an image of electronic check or electronically created item representing which has been transmitted to Bank or its third third-party vendor through the RDC Service, will not be presented for payment to Bank or any other financial institution or entityentity (but this shall not prevent Bank or Customer from resubmitting a check or electronic check or electronically-created item for collection in the event the check was returned uncollected). Customer also represents represents, warrants and warrants that covenants that: (ai) Customer will store all checks processed using the RDC Service are properly payable both before and after scanning until destruction in such a manner as to Customer and are not third party checksprevent access to them by other than authorized personnel; (bii) deposit totals accurately match prior to destruction, Customer will copy each item processed under this Section XIV and will make such copy (or the total of all items depositedoriginal, if not previously destroyed) available to Bank upon demand; (c) no alterations have been made to checks processed using the RDC Service; (d) all signatures on checks are authentic and authorized; and (eiii) following any retention period required by applicable law and/or Applicable Law or these Service Terms, original items will be destroyed in a manner that will render the items unreadable and incapable of subsequent recreation or processing; and (iv) Customer will not use the RDC Service for any purposes other than those described in this Section XIV. In Customer also represents and warrants with respect to each item submitted for processing under this Section XIV: (i) The item is properly payable to Customer and, unless Customer and Bank have entered into a separate written agreement that authorizes Customer to deposit third-party checks, are not third-party checks; (ii) Customer is the absence of gross negligence or willful misconduct on the part of Bank, Customer agrees to indemnify and hold Bank and its third party service providers harmless for (and agrees to immediately reimburse Bank and/or any affected service provider for ) all damages of any nature, including the cost of reasonable legal fees incurred by Bank and such service provider, sought by any person or entity against Bank or such service provider under applicable law or asserted under any legal theory or as a result entitled to enforce the item; (iii) Deposit totals accurately match the total of breaches asserted against Bank or such service provider in connection with Bank’s and/or such service provider’s provision of all items deposited; (i) No alterations have been made to checks processed using the RDC Service, including damages from the presentment or negotiation of the original Service other than those that are accurate and properly made; (v) The item by any person or resulting from the submission of duplicate images by any person or resulting from claims that the image or substitute item created from an image is not an accurate and unaltered recreation of the item originally drawn by the drawee.a counterfeit item;