Common use of Your Representations and Warranties to Us; Indemnification Clause in Contracts

Your Representations and Warranties to Us; Indemnification. The transmission of any image of a Check to us shall constitute your assumption of all liabilities, indemnities, responsibilities and duties under Controlling Law, including, but not limited to, the Check 21 Act. When you use the MRDC Service to transmit any check image to us, you represent and warrant to us that: (i) the Check is not an Unacceptable Check, (ii) you are entitled to endorse the Check, (iii) all signatures on the Check are authentic and authorized, (iv) the Check is not a counterfeit item, (v) the Check has not been altered, (vi) the Check is not subject to a defense or claim in recoupment of any party that can be asserted against you, (vii) you have no knowledge of any insolvency proceeding commenced with respect to you or the drawer of the Check, (viii) the Check, in the event of any dishonor or nonpayment by the drawee, is enforceable against both you and the drawer of the Check, (ix) the Check image transmitted by you to us contains an accurate representation of the front and the back of the Check and otherwise complies with the requirements of MRDC (including, but not limited to, any endorsement requirements), (x) you will neither create nor transmit through the Services any duplicate image of the Check, nor will you deposit or otherwise negotiate the original Check, (xi) no person or entity will be asked to make payment on the Check more than once, (xii) neither we nor any subsequent transferees of the Check or its image will sustain a loss as the result of the fact that an image of the Check, instead of the original Check, was accepted by us through the Services, presented for payment, or returned, (xiii) the image of the Check contains no computer viruses or other harmful, intrusive, or invasive codes, (xiv) all information you have provided to us in connection with MRDC and the transaction is true, accurate, and current, and (xv) the transaction otherwise complies in all respects with your duties, obligations, and agreements under this Agreement. YOU AGREE TO INDEMNIFY US AND TO HOLD US HARMLESS FROM AND AGAINST ANY AND ALL LOSSES, COSTS, SUITS, DAMAGES, CLAIMS, LIABILITIES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY’S FEES) ARISING FROM OR RELATED IN ANY WAY TO YOUR BREACH OF THE FOREGOING REPRESENTATIONS AND WARRANTIES, YOUR USE OF THE MRDC SERVICE, AND/OR OUR PROVISION OF THE MRDC SERVICE TO YOU. YOUR AGREEMENT TO INDEMNIFY US AND HOLD US HARMLESS WILL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR ANY REASON.

Your Representations and Warranties to Us; Indemnification. The transmission of any image of a Check to us shall constitute your assumption of all liabilities, indemnities, responsibilities and duties under Controlling Law, including, but not limited to, the Check 21 Act. When Each time you use the MRDC Mobile Remote Deposit Capture Service to transmit any check image to us, you represent and warrant to us that: (i) the Check check is not an Unacceptable a Prohibited Check, (ii) you are entitled to endorse enforce the Checkcheck, (iii) all signatures on the Check check are authentic and authorized, (iv) the Check check is not a counterfeit item, (v) the Check check has not been altered, (vi) the Check check is not subject to a defense or claim in recoupment of any party that can be asserted against you, (vii) you have no knowledge of any insolvency proceeding commenced with respect to you or the drawer of the Checkcheck, (viii) the Checkcheck, in the event of any dishonor or nonpayment by the drawee, is enforceable against both you and the drawer of the Checkcheck, (ix) the Check check image transmitted by you to us contains an accurate representation of the front and the back of the Check check and otherwise complies with the requirements of MRDC the Service (including, but not limited to, any endorsement requirements), (x) you will neither create nor transmit through the Services Service any duplicate image of the Checkcheck, nor will you deposit or otherwise negotiate the original Checkcheck, (xi) no person or entity will be asked to make payment on the Check check more than once, (xii) neither we nor any subsequent transferees of the Check check or its image will sustain a loss as the result of the fact that an image of the Checkcheck, instead of the original Checkcheck, was accepted by us through the ServicesService, presented for payment, or returned, (xiii) the image of the Check check contains no computer viruses or other harmful, intrusive, or invasive codes, (xiv) all information you have provided to us in connection with MRDC the Service and the transaction is true, accurate, and current, and (xv) the transaction otherwise complies in all respects with your duties, obligations, and agreements under this Agreement. YOU AGREE TO INDEMNIFY US AND TO HOLD US HARMLESS FROM AND AGAINST ANY AND ALL LOSSES, COSTS, SUITS, DAMAGES, CLAIMS, LIABILITIES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY’S ATTORNEYS’ FEES) ARISING FROM OR RELATED IN ANY WAY TO YOUR BREACH OF THE FOREGOING REPRESENTATIONS AND WARRANTIES, YOUR USE OF THE MRDC SERVICE, AND/OR OUR PROVISION OF THE MRDC SERVICE TO YOU. YOUR AGREEMENT TO INDEMNIFY US AND HOLD US HARMLESS WILL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR ANY REASON.

Your Representations and Warranties to Us; Indemnification. The transmission of any image of a Check to us shall constitute your assumption of all liabilities, indemnities, responsibilities and duties under Controlling Law, including, but not limited to, the Check 21 Act. When Each time you use the MRDC Service to transmit any check image to us, you represent and warrant to us that: (ia) the Check check is not an Unacceptable a Prohibited Check, ; (iib) you are entitled to endorse enforce the Check, check; (iiic) all signatures on the Check front and back of the check are authentic and authorized, ; (ivd) the Check check is not a counterfeit item, ; (ve) the Check check has not been altered, ; (vif) the Check check is not subject to a defense or claim in recoupment of any party that can be asserted against you, ; (viig) you have no knowledge of any insolvency proceeding commenced with respect to you or the drawer of the Check, check; (viiih) the Checkcheck, in the event of any dishonor or nonpayment by the drawee, is enforceable against both you and the drawer of the Check, check; (ixi) the Check check image transmitted by you to us contains an accurate representation of the front and the back of the Check check and otherwise complies with all the requirements of MRDC the Service (including, but not limited to, any endorsement requirements), ; (xj) you will neither create nor transmit through the Services Service any duplicate image of the Checkcheck, nor will you deposit or otherwise negotiate the original Check, check; (xik) no person or entity will be asked to make payment on the Check check more than once, ; (xiil) neither we nor any subsequent transferees of the Check check or its image will sustain a loss as the result of the fact that an image of the Checkcheck, instead of the original Checkcheck, was accepted by us through the ServicesService, presented for payment, or returned, ; (xiiim) the image of the Check check contains no computer viruses or other harmful, intrusive, or invasive codes, ; (xivn) all information you have provided to us in connection with MRDC the Service and the transaction is complete, true, accurate, and current, ; and (xvo) the transaction otherwise complies in all respects with your duties, obligations, and agreements under this Agreement. YOU AGREE TO INDEMNIFY US AND TO HOLD US HARMLESS FROM AND AGAINST ANY AND ALL LOSSES, COSTS, SUITS, DAMAGES, CLAIMS, LIABILITIES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY’S FEES) ARISING FROM OR RELATED IN ANY WAY TO YOUR BREACH OF THE FOREGOING REPRESENTATIONS AND WARRANTIES, YOUR USE OF THE MRDC SERVICE, AND/OR OUR PROVISION OF THE MRDC SERVICE TO YOU. YOUR AGREEMENT TO INDEMNIFY US AND HOLD US HARMLESS WILL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR ANY REASON.. Storage of Original Checks After you transmit any check image to us and receive confirmation from us that we have received the image, you agree to securely store the original check for a period of thirty (30) days (“Check Retention Period”). During the Check Retention Period, you agree to take appropriate measures to ensure that (a) only authorized persons will have access to the check;

Your Representations and Warranties to Us; Indemnification. The transmission of any image of a Check to us shall constitute your assumption of all liabilities, indemnities, responsibilities and duties under Controlling Law, including, but not limited to, the Check 21 Act. When Each time you use the MRDC Service to transmit any check image to us, you represent and warrant to us that: (ia) the Check check is not an Unacceptable a Prohibited Check, ; (iib) you are entitled to endorse negotiate the Check, check; (iiic) all signatures on the Check front and back of the check are authentic and authorized, ; (ivd) the Check check is not a counterfeit item, ; (ve) the Check check has not been altered, ; (vif) the Check check is not subject to a defense or claim in recoupment of any party that can be asserted against you, ; (viig) you have no knowledge of any insolvency proceeding commenced with respect to you or the drawer of the Check, check; (viiih) the Checkcheck, in the event of any dishonor or nonpayment by the drawee, is enforceable against both you and the drawer of the Check, check; (ixi) the Check check image transmitted by you to us contains an accurate representation of the front and the back of the Check check and otherwise complies with all the requirements of MRDC the Service (including, but not limited to, any endorsement requirements), (x; ( j) you will neither create nor transmit through the Services Service any duplicate image of the Checkcheck, nor will you deposit or otherwise negotiate the original Check, check; (xik) no person or entity will be asked to make payment on the Check check more than once, ; (xiil) neither we nor any subsequent transferees of the Check check or its image will sustain a loss as the result of the fact that an image of the Checkcheck, instead of the original Checkcheck, was accepted by us through the ServicesService, presented for payment, or returned, ; (xiiim) the image of the Check check contains no computer viruses or other harmful, intrusive, or invasive codes, ; (xivn) all information you have provided to us in connection with MRDC the Service and the transaction is complete, true, accurate, and current, ; and (xvo) the transaction otherwise complies in all respects with your duties, obligations, and agreements under this Agreement. YOU AGREE TO INDEMNIFY US AND TO HOLD US HARMLESS FROM AND AGAINST ANY AND ALL LOSSES, COSTS, SUITS, DAMAGES, CLAIMS, LIABILITIES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY’S FEES) ARISING FROM OR RELATED IN ANY WAY TO YOUR BREACH OF THE FOREGOING REPRESENTATIONS AND WARRANTIES, YOUR USE OF THE MRDC SERVICE, AND/OR OUR PROVISION OF THE MRDC SERVICE TO YOU. YOUR AGREEMENT TO INDEMNIFY US AND HOLD US HARMLESS WILL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR ANY REASON. Presentment and Collection The manner in which checks and images transmitted through the Service are cleared, presented for payment and collected shall be in our sole discretion subject to the Deposit Account Agreement governing your Account.

Your Representations and Warranties to Us; Indemnification. The transmission of any image of a Check check to us the Bank shall constitute your assumption of all liabilities, indemnities, responsibilities and duties under Controlling Law, including, but not limited to, the Check 21 Act. When you use the MRDC Service to transmit any check image to us, you represent and warrant to us that: (i) the Check check is not an Unacceptable Check, (ii) you are entitled to endorse the Checkcheck, (iii) all signatures on the Check check are authentic and authorized, (iv) the Check check is not a counterfeit item, (v) the Check check has not been altered, (vi) the Check check is not subject to a defense or claim in recoupment of any party that can be asserted against you, (vii) you have no knowledge of any insolvency proceeding commenced with respect to you or the drawer of the Checkcheck, (viii) the Checkcheck, in the event of any dishonor or nonpayment by the drawee, is enforceable against both you and the drawer of the Checkcheck, (ix) the Check check image transmitted by you to us contains an accurate representation of the front and the back of the Check check and otherwise complies with the requirements of MRDC (including, but not limited to, any endorsement requirements)) , (x) you will neither create nor transmit through the Services Service any duplicate image of the Checkcheck, nor will you deposit or otherwise negotiate the original Checkcheck, (xi) no person or entity will be asked to make payment on the Check check more than onceonce , (xii) neither we nor any subsequent transferees of the Check check or its image will sustain a loss as the result of the fact that an image of the Checkcheck, instead of the original Checkcheck, was accepted by us through the ServicesService, presented for payment, or returned, (xiii) the image of the Check check contains no computer viruses or other harmful, intrusive, or invasive codes, (xiv) all information you have provided to us in connection with MRDC and the transaction is true, accurate, and current, and (xv) the transaction otherwise complies in all respects with your duties, obligations, and agreements under this Agreement. YOU AGREE TO INDEMNIFY US AND TO HOLD US HARMLESS FROM AND AGAINST ANY AND ALL LOSSES, COSTS, SUITS, DAMAGES, CLAIMS, LIABILITIES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY’S FEES) ARISING FROM OR RELATED IN ANY WAY TO YOUR BREACH OF THE FOREGOING REPRESENTATIONS AND WARRANTIES, YOUR USE OF THE MRDC SERVICEMRDC, AND/OR OUR PROVISION OF THE MRDC SERVICE TO YOU. YOUR AGREEMENT TO INDEMNIFY US AND HOLD US HARMLESS WILL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR ANY REASON.