res_9802 - Laserfiche WebLink

Home

14. Company Represerttations And A¡¡;reements: Indemnity. With respect to each and every Entry initiated by Company, Company ~resentsand wämmts(o Financial I11$tituûon and agrees that (8) each person shown as the Receiver or and Entry received by Financial Institution from Company has authorized the initiation ofsuch Entry (saIIlple fonns available on Schedµle D) and the crediting or debiting of its account in theambunt and on the Effective Entry Date shown on such Entry, (b) such authorization is operative at the time of transmittal or creditingldebitingby Financial Institution as provided herein, (c) Entries transmitted to Financial Institution by Company are limited to those types of Credit ot Debit Entries set forth in Secûon2, TransmittalofEntrics By Company, (d) Company. shaJl peñonn its obligations under this Agreement in accordance with aU~pplicable laws and regulations, including the sa11ctionslaws administered by the Office of Foreign Asset Control (OFAC),and (e) Company shall be bound by and comply with the Rules as in effect from time to time, including, without limitation, the provision for making payment olan Entry by the Receiving Depository Financial Institution to the receiver provisional until receipt by the Receiving Depository . Financiøl Insûtution of finaIsettlement for such Entry. Company specifically acknow1edges that it has received notice· of the Rule regarding provisional payment and of the fact that, ¡fsuch settlement is notreceived, the Receiving Depository Financial Instituûon shall be entitled to a refund from the Receiver of the amount credited and CompanyshaJI not be deemed to have paid the Receiver the amount of the Entry. Company shall indemnify Financial Institution against any loss, liability or expense (including attorneys' fees and expenses ) resulting from or arising out of any breach of arty of the foregoing representations or agreements. 15. Financial Institution Responsibilities; Liability; Limitátions On Liability; Indemnity. In the perfonnance of the services required by this ,Agreement, Financial Institution shall be entitled to rely solely on the information, representations, and warranties provided by Company pursuant to this· Agreement, and shall not be responsible for the accuracy or completeness thereof. Financial InstitutiQnshall be responsible Only for ptirfonning the services expressly provided for in this Agreement, and shall be liable only for itsnegligen.ceor willful miscondUèt in performing those services. Financial Institution shall not be responsible for Company's acts or omissions (including without limitation the amount, accuracy, timeliness of transmittal or authorization of anyEntly received form Company) or those of any other person, including without limitation any Fe<knil Reserve Financial Institution, AutQmated Clearing House or transmission or communications facility, any Receiver or Receiving Depository Financial Institution (including without . limitation the return ofan Entry by such ~iver or Receiving Depository Financial Institution), and no such person shall be deemed Financial Institution's agent Company agrees to indemnify Financial Institution against any loss,liability or ~pense (includmg attorney's fees andex.penses) resulting from or arisingoüt ófany claìm of any person that the Financial Institution is responsible for any act Or omission of Company or any other person desçribed in this Section lS(aJ. Page 6 of12