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5. Recordinaand Use of Communications. Company andFinanclaI Institution agree·that all telephone conversations, emai1s or data translnissions betWeen them 9r theit agents made in connection with this Agreer:neI\t maY be electronically reeordedand retained by either party by use of any reasonable means. 6. Processing. Transmittal And Settlement Bv Financial.lnsritution. (a) Except as provided in Seçtion 7, On-Us Entries and Section 8, RejCction of Entries. Financial Institution shall (I) process Entries 1'èCeived from Company to conform with the file specifications setfortb in Rules, (ll) transmit such Entries as an Originaûng~pository Fii1anciallnStituûon to Upper Midwest AutoJl18ted Cle4ring House Association,.litc. (the "ACH) acting as anAutomated ClearingHouse Operator, and (III) settle for such Entries as provided in the Rules. (b) Financial Institution shall transmit or complete the necessary batch authorization of such ACH Entries by the Peliverypate deadline . of the ACH set fórth Û1. Schedule B attached hereto prior to the Effcctive Entry Dateshówn in suchEntrics, provided (I) such Eiltries are received by Financial Institution's relat.edcut-otTtime ~ forth on Schedule B on a bUSÙ1esS day, (ß) the EffeëtiveEntry Date is at least two (2) days after such busÎnesS day, and (Ill) the ACH is open for business on such business day. For purposes of this Agreemen~ a "business day" is as defined in regulation CC Section 229.2(g), arid (IV) Entriessball be deemed received by Fin811éial Institution,·ir1the case of transmittal by tape, when received by Financial Institution at the location set forth in Schedule n, and in the case of transmittal by electronic. transmissibn;.whenthe transmisSion (and coInplìance with any related security procedure provided for herein) is completed as provided in Schédule A or Schedule C. (c) If any oftl,te requùeJnents of cl~. (I), (II), (III) ofSection6(b) is not met, Financial IDStitutionshall use reasonable efforts to transmit such Entries to the ACH by the next depositcbdlineofthe ACH following that specitìed in SchedUleB which is a business day and a day on which the ACH is open for business. 7. On-Us Entties. Except as provided in Section 8, Rejection of EntrieS, in the case of àn Entry receivèd·for credit to an account maintained with Financial Institution (an "On-Us Entry'j, Financial InstitutiOD shall credit the Receiver's accom11:. in. the amount of sucl1 Entry Qn the Effective Entry Date contained in such Entry, provided the requirements set forth in cJauses(I) and (II) of Section 6(b) aremet..If either of those requirements is not met, FinanciallJ1S~ituûon shall ~. teasonable efforts to credit the Re,c:eiver's accoUfit·in *e amount of such Ei11iý no later than the next business day following such Effective· Entry Date. Page 3 of 12