Common use of FINAL AGREEMENT; AMENDMENTS Clause in Contracts

FINAL AGREEMENT; AMENDMENTS. The Master Agreement constitutes the final and complete agreement between Bank and Client with respect to the Services, and supersedes all other oral or written agreements, understandings, and representations pertaining to the subject matter hereto. Bank may amend, add, delete or change the terms of the Master Agreement, including but not limited to the terms of any Service Description, and the applicable fees. Bank may make such amendments, additions, changes or deletions, at any time and at Bank’s sole discretion. If Bank deems it reasonably practicable to do so and if the change adversely affects Client’s usage of the Service, Bank may notify Client of the change in advance. Otherwise, Bank will notify Client of the change as soon as reasonably practicable after it is implemented, which notice may be given electronically. Client’s continued use of the Services will evidence Client’s consent to any amendments, including additions, changes or deletions. AVAIL ABILITY Bank may cause a Service to be temporarily unavailable to Client, either with or without prior notice, for site maintenance, security or other reasons, and Client acknowledges that factors beyond Bank’s reasonable control, such as telecommunications failure or equipment failure, may also cause the Service to be unavailable to Client. In such event, Client must make alternative arrangements for scheduled and other anticipated transactions and Client will be responsible for maintaining procedures and facilities to enable Client to do so if any of the Services are unavailable to Client. Upon notice from Bank of a failure of any software, hardware or other equipment necessary for Bank to perform in accordance with a Service Description, Client will as soon as reasonably possible deliver to Bank all data in Client’s possession or under its control which Bank reasonably requests in order for Bank to continue to provide the Service. HEADINGS Headings are for reference only and are not part of the Master Agreement.