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Profile , Service Schedule or User Guide, as applicable, shall control with respect to the Services .
<br /> (b ) Customer acknowledges and agrees that Bank , in its sole and absolute discretion , may arrange for certain Services
<br />, or
<br /> elements or features thereof or products relating thereto„ to be provided to Customer by one or more third parties that are unaffiliated with
<br /> Bank
<br /> ("Third Party Service Providers") and that Customer may be required to enter into contracts directly with Third Party Service Providers in
<br /> order
<br /> to obtain such Services (" Third Party Service Agreements") . Customer acknowledges that Bank is not a party to any Third
<br /> Party Service
<br /> Agreement, except to the extent that Bank otherwise expressly agrees in writing, and Customer agrees that Bank assumes no responsibility
<br /> for,
<br /> and shall have no liability to Customer for, the performance , nonperformance, or negligent performance of any obligations under any Third Party
<br /> Service Agreement . Customer agrees to look solely to the Third Party Service Provider, and not to Bank, for the performance of any applicable
<br /> Third Party Service Agreement, for the enforcement of any rights or remedies thereunder, and for the delivery of the Service
<br /> contemplated
<br /> thereby. No breach or default by any Third Party Service Provider under any Third Party Service Agreement shall in any way relieve Customer
<br /> of Customer' s obligations to Bank under this Master Agreement or allow Customer to withhold the performance thereof. Customer
<br /> further
<br /> agrees to indemnify, defend , and hold harmless Bank from and against any and all liability, losses , or claims arising out of or in
<br />any way related
<br /> to any breach or default on the part of Customer with respect to any Third Party Service Agreement. in the event of a conflict between the
<br /> terms
<br /> of this Master Agreement and those of any Third Party Service Agreement, the terms of the Third Party Service Agreement shall control
<br /> with
<br /> regard to the relationship between Customer and the Third Party Service Provider and the Third Party Service Provider' s provision of the Service
<br /> contemplated thereby. The provisions of this subsection are not intended to limit or affect any other terms , provisions , or
<br /> conditions of this
<br /> Master Agreement relating to Customer' s dealings or relationships with third parties in the course of using the Services contemplated
<br /> by this
<br /> Master Agreement .
<br /> 21 . Amendments .
<br /> (a) Bank shall have the right to modify, amend , change , or supplement the terms of this Master Agreement, any Customer
<br /> Profile, and/or any Service Schedule (including the separate sections thereof) , and/or the fees , charges, and other terms and conditions applicable
<br /> to the Services , at any time and from time to time in Bank ' s discretion upon written or electronic notice to
<br />Customer, including (without
<br /> limitation) by posting notice in Bank ' s manned offices where deposits are received , by including notice with or on Customer' s account statement,
<br /> or by posting notice on Bank ' s official web site at http ://www. regions .com or any subsequent official Bank web site . Customer
<br /> agrees that a
<br /> summary of any change in terms is sufficient notice. Any changes made by Bank shall be effective as of the time Bank determines , as
<br />provided
<br /> in Bank ' s notice . Customer agrees that Bank may from time to time in its discretion add to, modify, and/or delete administrative and
<br /> operational
<br /> features and elements applicable to the use of the Services (including, without limitation , User Guides) and/or make any changes
<br /> that are in
<br /> Customer' s favor without notice to Customer. If Customer does not agree to any change or amendment, Customer must discontinue its use of the
<br /> Services . By using any Service after any such change or amendment, Customer agrees to that change or amendment.
<br /> (b) Customer may in no way alter, modify, amend , or supplement this Master Agreement, or any Customer Profile , Service
<br /> Schedule, or other document or agreement constituting a part of this Master Agreement, without Bank' s express written agreement and consent in
<br /> each instance . Customer acknowledges and agrees that no practice or course of dealing between Customer and Bank, nor any oral representations
<br /> or communications by Customer and/or any of Bank ' s agents, employees or representatives, which vary the terms and conditions of this Master
<br /> Agreement, or any applicable Customer Profile or Service Schedule , shall constitute a modification or amendment of the terms and conditions
<br /> thereof. Notwithstanding the foregoing, Customer may from time to time request Bank to change, add , or delete certain specifications , terms ,
<br />set-
<br /> up instructions , or features of Services used by Customer by telephoning Bank, by electronic communication, or
<br /> by other means of
<br /> communication . Bank may make such changes , additions , or deletions in Bank ' s sole and absolute discretion without further action on the
<br />part of
<br /> Customer and without execution of any additional documentation by and/or between Customer and Bank, and Customer agrees that Customer
<br /> shall be bound by any such changes , additions, or deletions made by Bank in reliance upon the instructions given by any Authorized User
<br /> or any
<br /> other person reasonably believed by Bank to be an authorized representative of Customer.
<br /> 22 . Remedies ; Waiver. The rights , remedies , and recourse afforded to Bank with respect to the enforcement of this Master
<br />Agreement,
<br /> whether arising in law or in equity, are cumulative and concurrent and may be exercised by Bank in such order and in such manner
<br /> as Bank may
<br /> determine in Bank ' s sole and absolute discretion . No delay or omission by Bank in exercising any right or remedy under this Master Agreement
<br /> or
<br /> applicable law shall impair such right or remedy or be construed as a waiver of any such right or remedy. Any single or partial exercise
<br />of a right
<br /> or remedy shall not preclude further exercise of that right or remedy or the exercise of any other right or remedy. No waiver shall be valid
<br /> unless
<br /> in writing and signed by Bank. A waiver on any one occasion shall not be construed as a bar or waiver of any rights
<br /> or remedies on future
<br /> occasions . Where this Master Agreement or applicable law permits Bank to take action , or not to take action , in Bank ' s discretion on
<br /> any matter,
<br /> any action or inaction on Bank ' s part with respect to such matter shall not obligate Bank to repeat such action or inaction with
<br /> respect to similar
<br /> matters that may subsequently arise . Except as otherwise required by the express terms and provisions of this Master Agreement,
<br /> or any
<br /> applicable Customer Profile or Service Schedule, no notice to or demand on Customer in any case shall entitle Customer to any other or
<br /> further
<br /> notice or demand in similar or other circumstances .
<br /> 23 . Assignment; Successors and Assigns . Customer may not assign or transfer this Master Agreement, or any of Customer
<br />' s rights
<br /> hereunder, in whole or in part , whether voluntarily, involuntarily or by operation of law or otherwise , including (without. limitation)
<br /> by merger,
<br /> consolidation , dissolution , sale of a controlling interest or otherwise , without Bank ' s prior written acknowledgement and consent, which may
<br /> be
<br /> granted or withheld in Bank ' s absolute discretion . Any such assignment without Bank ' s prior written acknowledgement and consent
<br /> shall be
<br /> void and of no force or effect ; provided , that Bank shall have the right, at its option and discretion , to enforce any of Customer' s liabilities,
<br /> duties ,
<br /> and obligations hereunder against any purported assignee of Customer. Bank may assign this Master Agreement and/or any or all of
<br /> Bank ' s
<br /> rights hereunder, or delegate any or all of Bank ' s responsibilities or duties hereunder, to any third party or parties in
<br /> Bank ' s discretion and
<br /> without notice to Customer. Subject to the foregoing, this Master Agreement shall be binding on the parties hereto and
<br /> their respective
<br /> successors and assigns .
<br /> 24 . WAIVER OF JURY TRIAL.
<br />
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