Common use of Liability for Loss Clause in Contracts

Liability for Loss. EXCEPT WHERE THE LAW REQUIRES A DIFFERENT STANDARD, YOU AGREE THAT NEITHER WE, OUR PARENTS, SUBSIDIARIES, AFFILIATES, OR THE SERVICE PROVIDERS SHALL BE RESPONSIBLE FOR DAMAGES, ERROR, LOSS, PROPERTY DAMAGE OR BODILY INJURY, WHETHER CAUSED BY THE EQUIPMENT, SOFTWARE, US, OR BY INTERNET BROWSER PROVIDERS SUCH AS NETSCAPE (NETSCAPE NAVIGATOR BROWSER) AND MICROSOFT (MICROSOFT EXPLORER BROWSER), OR BY INTERNET ACCESS PROVIDERS OR BY ONLINE SERVICE PROVIDERS OR BY AN AGENT OR SUBCONTRACTOR OF ANY OF THE FOREGOING, NOR SHALL WE OR THE SERVICE PROVIDERS BE RESPONSIBLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL, ECONOMIC OR OTHER DAMAGES ARISING IN ANY WAY OUT OF THE INSTALLATION, USE OR MAINTENANCE OF THE EQUIPMENT, SOFTWARE, THE ONLINE BANKING SERVICES, INTERNET BROWSER, ACCESS SOFTWARE, THIS AGREEMENT, THE UNAVAILABILITY OF ONLINE BANKING SERVICE OR ANY ERRORS IN INFORMATION PROVIDED THROUGH THIS SERVICE, EVEN IF WE OR A SERVICE PROVIDER HAVE BEEN ADVISED OF OR ARE OTHERWISE AWARE OF THE POSSIBILITY THEREOF, EXCEPT AS LIMITED BY APPLICABLE LAW. THE MAXIMUM AGGREGATE LIABILITY OF US FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF THE FORM OR CAUSE OF ACTION, SHALL BE THE LESSER OF THE AMOUNT YOU ORIGINALLY PAID FOR THE SERVICE, PRODUCTS OR MATERIALS OR ONE HUNDRED U.S. DOLLARS. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. Account Access. Access Code. (referred to as “access codes”). Use of these Access Codes is the agreed security procedure to access the Services through the Internet. You agree to keep these numbers and codes confidential to prevent unauthorized access to your accounts and to prevent unauthorized use of the Services. For security purposes we recommend that you do not use the same Access Codes you use on other bank products. You may change your password at any time through the Services. We are entitled to act on instructions received under your password. For security purposes, it is recommended that you memorize these online Access Codes and do not write them down. You are responsible for keeping your Access Codes and account data confidential. You will be asked to provide certain information about yourself or the account in order to identify yourself when you call for telephone support.

Liability for Loss. (a) EXCEPT WHERE TO THE EXTENT APPLICABLE LAW REQUIRES PRECLUDES A DIFFERENT STANDARDWAIVER OF LIABILITY, YOU AGREE CUSTOMER AGREES THAT NEITHER WE, OUR PARENTS, SUBSIDIARIES, AFFILIATES, OR THE SERVICE PROVIDERS BANK SHALL BE RESPONSIBLE LIABLE ONLY FOR DAMAGES, ERROR, LOSS, PROPERTY DAMAGE DAMAGES ARISING DIRECTLY FROM BANK’S INTENTIONAL MISCONDUCT OR BODILY INJURY, WHETHER CAUSED BY GROSS NEGLIGENCE IN THE EQUIPMENT, SOFTWARE, US, OR BY INTERNET BROWSER PROVIDERS SUCH AS NETSCAPE (NETSCAPE NAVIGATOR BROWSER) AND MICROSOFT (MICROSOFT EXPLORER BROWSER), OR BY INTERNET ACCESS PROVIDERS OR BY ONLINE SERVICE PROVIDERS OR BY AN AGENT OR SUBCONTRACTOR OF ANY PERFORMANCE OF THE FOREGOING, NOR SERVICES. BANK SHALL WE OR THE SERVICE PROVIDERS NOT BE RESPONSIBLE FOR ANY DIRECTLOSS, INDIRECTDELAY, SPECIAL COST OR CONSEQUENTIALLIABILITY WHICH ARISES DIRECTLY OR INDIRECTLY, ECONOMIC IN WHOLE OR IN PART FROM: (i) ANY ACTION OR OMISSION BY CUSTOMER, ITS AGENTS OR EMPLOYEES; (ii) ERRORS, ACTS OR FAILURES OF OTHERS TO ACT, INCLUDING, AMONG OTHER DAMAGES ARISING ENTITIES, BANKS, COMMUNICATIONS CARRIERS, CLEARING HOUSES, CUSTOMER’S AGENTS OR FEDERAL RESERVE BANKS, THROUGH WHICH TRANSFERS MAY BE MADE OR THROUGH WHICH BANK MAY RECEIVE OR TRANSMIT INFORMATION (NONE OF THE FOREGOING SHALL BE DEEMED BANK’S AGENT); (iii) NEGLIGENCE OF THE CUSTOMER, ITS AGENTS OR EMPLOYEES, OR BREACH OF ANY AGREEMENT WITH BANK BY CUSTOMER, ITS AGENTS OR EMPLOYEES; (iv) ANY AMBIGUITY, INACCURACY OR OMISSION IN ANY WAY OUT OF THE INSTALLATION, USE INSTRUCTION OR MAINTENANCE OF THE EQUIPMENT, SOFTWARE, THE ONLINE BANKING SERVICES, INTERNET BROWSER, ACCESS SOFTWARE, THIS AGREEMENT, THE UNAVAILABILITY OF ONLINE BANKING SERVICE OR ANY ERRORS IN INFORMATION PROVIDED THROUGH THIS SERVICETO BANK; (v) ANY ERROR, EVEN IF WE FAILURE OR DELAY IN THE TRANSMISSION OR DELIVERY OF DATA, RECORDS OR ITEMS DUE TO A BREAKDOWN IN ANY COMPUTER OR COMMUNICATIONS FACILITY; (vi) ACCIDENTS, STRIKES, LABOR DISPUTES, CIVIL UNREST, FIRE, FLOOD, WATER DAMAGE OR ACTS OF GOD; (vii) CAUSES BEYOND BANK’S REASONABLE CONTROL; (viii) THE APPLICATION OF ANY GOVERNMENT OR FUNDS-TRANSFER SYSTEM RULE, GUIDELINE, POLICY OR REGULATION; (ix) THE LACK OF AVAILABLE FUNDS IN AN AFFECTED ACCOUNT NECESSARY TO COMPLETE A TRANSACTION; (x) INABILITY OF BANK TO CONFIRM TO BANK’S SATISFACTION THE AUTHORITY OF ANY PERSON TO ACT ON CUSTOMER’S BEHALF; OR (xi) FAILURE BY CUSTOMER, ITS AGENTS OR EMPLOYEES TO FOLLOW ANY APPLICABLE SOFTWARE MANUFACTURER’S RECOMMENDATIONS OR BANK’S SERVICE PROVIDER HAVE BEEN ADVISED OF OR ARE OTHERWISE AWARE OF THE POSSIBILITY THEREOFINSTRUCTIONS. (b) Without limiting the generality of the foregoing, EXCEPT AS LIMITED BY APPLICABLE LAW. THE MAXIMUM AGGREGATE LIABILITY OF US FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENTthe Bank shall not be liable for any loss, REGARDLESS OF THE FORM OR CAUSE OF ACTIONdamage or expense Customer may incur that arises out of or results from a “corporate account takeover.” For purposes of this section, SHALL BE THE LESSER OF THE AMOUNT YOU ORIGINALLY PAID FOR THE SERVICEa “corporate account takeover” shall be deemed to occur when Customer fails to maintain adequate security controls on its computer and related systems, PRODUCTS OR MATERIALS OR ONE HUNDRED U.S. DOLLARS. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGESthereby allowing unauthorized access to Customer’s on-line banking credentials, SO THE ABOVE MAY NOT APPLY TO YOU. which results in origination of unauthorized funds transfers (either ACH entries or wire transfers) from an Account. (c) In addition to the foregoing, there may be other limitations on Bank’s liability as stated in in the applicable Deposit Account Access. Access Code. Agreement. (referred d) Bank shall not be liable to as “access codes”). Use Customer for any special, consequential, indirect or punitive damages, whether or not a claim for such damage is based on tort or contract law, and whether or not Bank knew or should have known the likelihood of these Access Codes is such damages in any circumstance. (e) Customer hereby releases Bank from any liability and agrees not to make any claim or bring any action against Bank for honoring or allowing any actions or transactions where Customer authorized the agreed security procedure person performing the action or transaction to access the Account(s) and/or Customer has given its access codes to such person, or, in the case of a jointly held account such person is one of the owners of the Account. Customer agrees to indemnify and hold Bank harmless from and against any and all liability, including but not limited to, reasonable attorney’s fees, accountant’s fees and costs, arising from any such claims or actions. (f) Any claim, action or proceeding by Customer to enforce the terms of this Agreement or to recover for any Service related loss must be commenced within one (1) year from the date that the event giving rise to the claim, action or proceeding first occurs, unless a shorter period of time is provided by law or other agreement between Customer and the Bank. Customer agrees to cooperate with Bank in any loss or recovery efforts Bank undertakes to reduce any liability that arises in connection with the Services. (g) Customer acknowledges that the fees for the Services through the Internet. You agree have been established in contemplation of these limitations on Bank’s liability, Customer’s agreement to keep these numbers review statements, confirmations and codes confidential to prevent unauthorized access to your accounts notices promptly and to prevent unauthorized use notify Bank immediately of any discrepancies and problems, and Customer’s agreement to assist Bank in any loss recovery effort. In addition, in the event that the Bank determines that any account has been compromised, Customer agrees to follow Bank protocol which may include at the Bank’s discretion closing the account or adding Positive Pay Services, ACH Positive Pay Services or other Services to address the issue. In the event of the addition of any Services. For security purposes we recommend that you do not use the same Access Codes you use on other bank products. You may change your password at any time through the , Customer agrees to pay all customary Bank fees for such Services. We are entitled to act on instructions received under your password. For security purposes, it is recommended that you memorize these online Access Codes and do not write them down. You are responsible for keeping your Access Codes and account data confidential. You will be asked to provide certain information about yourself or the account in order to identify yourself when you call for telephone support.

Liability for Loss. EXCEPT WHERE THE LAW REQUIRES A DIFFERENT STANDARD, YOU AGREE THAT NEITHER WE, OUR PARENTS, SUBSIDIARIES, AFFILIATES, WE OR THE SERVICE PROVIDERS SHALL BE RESPONSIBLE FOR DAMAGES, ERROR, LOSS, PROPERTY DAMAGE OR BODILY INJURY, WHETHER CAUSED BY THE EQUIPMENT, SOFTWARE, US, OR BY INTERNET BROWSER PROVIDERS SUCH AS NETSCAPE (NETSCAPE NAVIGATOR BROWSER) AND MICROSOFT (MICROSOFT EXPLORER BROWSER), OR BY INTERNET ACCESS PROVIDERS OR BY ONLINE SERVICE PROVIDERS OR BY AN AGENT OR SUBCONTRACTOR OF ANY OF THE FOREGOING, NOR SHALL WE OR THE SERVICE PROVIDERS BE RESPONSIBLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL, ECONOMIC OR OTHER DAMAGES ARISING IN ANY WAY OUT OF THE INSTALLATION, USE OR MAINTENANCE OF THE EQUIPMENT, SOFTWARE, THE ONLINE BANKING SERVICES, INTERNET BROWSER, ACCESS SOFTWARE, THIS AGREEMENT, THE UNAVAILABILITY OF ONLINE BANKING SERVICE OR ANY ERRORS IN INFORMATION PROVIDED THROUGH THIS SERVICE, EVEN IF WE OR A SERVICE PROVIDER HAVE BEEN ADVISED OF OR ARE OTHERWISE AWARE OF THE POSSIBILITY THEREOF, EXCEPT AS LIMITED BY APPLICABLE LAW. THE MAXIMUM AGGREGATE LIABILITY OF US FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF THE FORM OR CAUSE OF ACTION, SHALL BE THE LESSER OF THE AMOUNT YOU ORIGINALLY PAID FOR THE SERVICE, PRODUCTS OR MATERIALS OR ONE HUNDRED U.S. DOLLARS. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. Account Access. Access Code. (referred to as “"access codes”"). Use of these Access Codes is the agreed security procedure to access the Services through the Internet. You agree to keep these numbers and codes confidential to prevent unauthorized access to your accounts and to prevent unauthorized use of the Services. For security purposes we recommend that you do not use the same Access Codes you use on other bank products. You may change your password at any time through the Services. We are entitled to act on instructions received under your password. For security purposes, it is recommended that you memorize these online Access Codes and do not write them down. You are responsible for keeping your Access Codes and account data confidential. You will be asked to provide certain information about yourself or the account in order to identify yourself when you call for telephone support.

Liability for Loss. (a) EXCEPT WHERE TO THE EXTENT APPLICABLE LAW REQUIRES PRECLUDES A DIFFERENT STANDARDWAIVER OF LIABILITY, YOU AGREE CUSTOMER AGREES THAT NEITHER WE, OUR PARENTS, SUBSIDIARIES, AFFILIATES, OR THE SERVICE PROVIDERS BANK SHALL BE RESPONSIBLE LIABLE ONLY FOR DAMAGES, ERROR, LOSS, PROPERTY DAMAGE DAMAGES ARISING DIRECTLY FROM BANK’S INTENTIONAL MISCONDUCT OR BODILY INJURY, WHETHER CAUSED BY GROSS NEGLIGENCE IN THE EQUIPMENT, SOFTWARE, US, OR BY INTERNET BROWSER PROVIDERS SUCH AS NETSCAPE (NETSCAPE NAVIGATOR BROWSER) AND MICROSOFT (MICROSOFT EXPLORER BROWSER), OR BY INTERNET ACCESS PROVIDERS OR BY ONLINE SERVICE PROVIDERS OR BY AN AGENT OR SUBCONTRACTOR OF ANY PERFORMANCE OF THE FOREGOING, NOR SERVICES. BANK SHALL WE OR THE SERVICE PROVIDERS NOT BE RESPONSIBLE FOR ANY DIRECTLOSS, INDIRECTDELAY, SPECIAL COST OR CONSEQUENTIALLIABILITY WHICH ARISES DIRECTLY OR INDIRECTLY, ECONOMIC IN WHOLE OR IN PART FROM: (i) ANY ACTION OR OMISSION BY CUSTOMER, ITS AGENTS OR EMPLOYEES; (ii) ERRORS, ACTS OR FAILURES OF OTHERS TO ACT, INCLUDING, AMONG OTHER DAMAGES ARISING ENTITIES, BANKS, COMMUNICATIONS CARRIERS, CLEARING HOUSES, CUSTOMER’S AGENTS OR FEDERAL RESERVE BANKS, THROUGH WHICH TRANSFERS MAY BE MADE OR THROUGH WHICH BANK MAY RECEIVE OR TRANSMIT INFORMATION (NONE OF THE FOREGOING SHALL BE DEEMED BANK’S AGENT); (iii) NEGLIGENCE OF THE CUSTOMER, ITS AGENTS OR EMPLOYEES, OR BREACH OF ANY AGREEMENT WITH BANK BY CUSTOMER, ITS AGENTS OR EMPLOYEES; (iv) ANY AMBIGUITY, INACCURACY OR OMISSION IN ANY WAY OUT OF THE INSTALLATION, USE INSTRUCTION OR MAINTENANCE OF THE EQUIPMENT, SOFTWARE, THE ONLINE BANKING SERVICES, INTERNET BROWSER, ACCESS SOFTWARE, THIS AGREEMENT, THE UNAVAILABILITY OF ONLINE BANKING SERVICE OR ANY ERRORS IN INFORMATION PROVIDED THROUGH THIS SERVICETO BANK; (v) ANY ERROR, EVEN IF WE FAILURE OR DELAY IN THE TRANSMISSION OR DELIVERY OF DATA, RECORDS OR ITEMS DUE TO A BREAKDOWN IN ANY COMPUTER OR COMMUNICATIONS FACILITY; (vi) ACCIDENTS, STRIKES, LABOR DISPUTES, CIVIL UNREST, FIRE, FLOOD, WATER DAMAGE OR ACTS OF GOD; (vii) CAUSES BEYOND BANK’S REASONABLE CONTROL; (viii) THE APPLICATION OF ANY GOVERNMENT OR FUNDS-TRANSFER SYSTEM RULE, GUIDELINE, POLICY OR REGULATION; (ix) THE LACK OF AVAILABLE FUNDS IN AN AFFECTED ACCOUNT NECESSARY TO COMPLETE A TRANSACTION; (x) INABILITY OF BANK TO CONFIRM TO BANK’S SATISFACTION THE AUTHORITY OF ANY PERSON TO ACT ON CUSTOMER’S BEHALF; OR (xi) FAILURE BY CUSTOMER, ITS AGENTS OR EMPLOYEES TO FOLLOW ANY APPLICABLE SOFTWARE MANUFACTURER’S RECOMMENDATIONS OR BANK’S SERVICE PROVIDER HAVE BEEN ADVISED OF OR ARE OTHERWISE AWARE OF THE POSSIBILITY THEREOFINSTRUCTIONS. (b) Without limiting the generality of the foregoing, EXCEPT AS LIMITED BY APPLICABLE LAW. THE MAXIMUM AGGREGATE LIABILITY OF US FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENTthe Bank shall not be liable for any loss, REGARDLESS OF THE FORM OR CAUSE OF ACTIONdamage or expense Customer may incur that arises out of or results from a “corporate account takeover.” For purposes of this section, SHALL BE THE LESSER OF THE AMOUNT YOU ORIGINALLY PAID FOR THE SERVICEa “corporate account takeover” shall be deemed to occur when Customer fails to maintain adequate security controls on its computer and related systems, PRODUCTS OR MATERIALS OR ONE HUNDRED U.S. DOLLARS. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGESthereby allowing unauthorized access to Customer’s on-line banking credentials, SO THE ABOVE MAY NOT APPLY TO YOU. which results in origination of unauthorized funds transfers (either ACH entries or wire transfers) from an Account. (c) In addition to the foregoing, there may be other limitations on Bank’s liability as stated in in the applicable Deposit Account Access. Access Code. Agreement. (referred d) Bank shall not be liable to as “access codes”). Use Customer for any special, consequential, indirect or punitive damages, whether or not a claim for such damage is based on tort or contract law, and whether or not Bank knew or should have known the likelihood of these Access Codes is such damages in any circumstance. (e) Customer hereby releases Bank from any liability and agrees not to make any claim or bring any action against Bank for honoring or allowing any actions or transactions where Customer authorized the agreed security procedure person performing the action or transaction to access the Account(s) and/or Customer has given its access codes to such person, or, in the case of a jointly held account such person is one of the owners of the Account. Customer agrees to indemnify and hold Bank harmless from and against any and all liability, including but not limited to, reasonable attorney’s fees, accountant’s fees and costs, arising from any such claims or actions. (f) Any claim, action or proceeding by Customer to enforce the terms of this Agreement or to recover for any Service related loss must be commenced within one (1) year from the date that the event giving rise to the claim, action or proceeding first occurs, unless a shorter period of time is provided by law or other agreement between Customer and the Bank. Customer agrees to cooperate with Bank in any loss or recovery efforts Bank undertakes to reduce any liability that arises in connection with the Services. (g) Customer acknowledges that the fees for the Services through the Internet. You agree have been established in contemplation of these limitations on Bank’s liability, Customer’s agreement to keep these numbers review statements, confirmations and codes confidential to prevent unauthorized access to your accounts notices promptly and to prevent unauthorized use notify Bank immediately of the Services. For security purposes we recommend that you do not use the same Access Codes you use on other bank products. You may change your password at any time through the Services. We are entitled discrepancies and problems, and Customer’s agreement to act on instructions received under your password. For security purposes, it is recommended that you memorize these online Access Codes and do not write them down. You are responsible for keeping your Access Codes and account data confidential. You will be asked to provide certain information about yourself or the account assist Bank in order to identify yourself when you call for telephone supportany loss recovery effort.