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A TRUE C(3PY <br /> C E R T I F I"'AT I We €"N LAST PA3E <br /> J.R. SMITH, CLERK <br /> 6.7.2 Bank is authorized to accept without unreasonable cost to Bank or Customer; (c) <br /> and honor any files and/or SWIFT Instructions sent from suspension is required by SWIFT or the SWIFT Rules; or <br /> any of Customer's SWIFT BIC(s) without making any (d)suspension is necessary to avoid or reduce any material <br /> inquiry as to the validity or sufficiency of the SWIFT damage or disadvantage to either party. <br /> Instructions and to consider the SWIFT Instructions of like <br /> force and effect as written orders made in accordance with 7. Security Procedures. <br /> the signing authorities held by Bank from time to time for 7.1 Customer agrees that the security <br /> the operation of Customer's Account(s)with Bank. procedures set forth or incorporated by reference in this <br /> 6.7.3 Without limiting the scope of Appendix (including without limitation the SWIFT Security <br /> Section 6.7.2, Bank is authorized to disclose information Procedures),the Cash Management Master Agreement and/or <br /> about Customer,its Accounts and banking relationship with associated documents provided by Bank, including without <br /> Bank, including any changes to such information, in limitation the Services' Setup Form(s), are a commercially <br /> response to and as directed in the SWIFT Instructions as reasonable method of providing security against unauthorized <br /> required to process the same. access to or interception of transmissions between Customer <br /> and Bank(hereinafter collectively the"Security Procedures"). <br /> 6.7.4 Bank shall not be liable for Any transmission by Customer shall be deemed authorized if <br /> any loss or damage incurred by Customer, or any third transmitted in accordance with the Security Procedures. Bank <br /> party arising from or in any way related to Bank acting may,from time to time,modify the Security Procedures.Such <br /> upon or refusing to act upon any SWIFT Instructions from modifications shall become effective upon receipt of notice by <br /> Customer's BIC(s), unless due to the gross negligence or Customer or such later date as may be stated in the Bank's <br /> willful misconduct of Bank.Notwithstanding the foregoing, notice to Customer. If Customer fails to object to such <br /> in no event shall Bank be liable for any indirect,special or change,it shall be deemed to agree to such change. <br /> inconsequential damages incurred by Customer or any third <br /> party arising from or in any way related to Bank acting 7.2 With respect to SWIFT in particular, <br /> upon or refusing to act upon any SWIFT Instructions. Customer further acknowledges that the SWIFT Security <br /> Procedures are the only security procedures offered for <br /> 6.7.5 Customer hereby agrees to SWIFT Instructions that Customer transmits through the <br /> indemnify and hold Bank harmless from and against any SWIFT Services. Customer has solely determined that the <br /> losses, liabilities, claims, damages, fees, or expenses SWIFT Security Procedures best meet Customer's <br /> whatsoever that Bank may suffer,incur or be under or that requirements with regard to the size,type and frequency of <br /> may be brought against Bank, pursuant to, in connection the SWIFT Instructions issued by Customer to Bank using <br /> with, or in any way related to Bank acting upon,delaying the SWIFT Services and that the SWIFT Security <br /> in acting upon or refusing to act upon any SWIFT Procedures are a commercially reasonable method of <br /> Instructions from Customer's BIC(s). providing security against unauthorized access to or <br /> interception of transmissions between Customer and Bank <br /> 6.8 Termination of SWIFT Services. In Customer acknowledges that it is bound by the terms and <br /> addition to but not in lieu of the provisions of the Cash conditions of each SWIFT Instruction, including any <br /> Management Master Agreement,the SWIFT Services shall request to cancel or amend a SWIFT Instruction, whether <br /> terminate automatically in the event that: or not authorized by Customer, that Bank receives in <br /> either party loses user status as defined in the Customer's name or under Customer's BIC(s)through the <br /> SWIFT General Terms and Conditions of the By- SWIFT Services and in accordance with the SWIFT <br /> laws. Security Procedures. <br /> SWIFT has ceased to provide, and not resumed 7.3 Nothing in this Appendix shall be <br /> providing,any of the SWIFT messaging services; deemed a representation or warranty by Bank that FTP, <br /> Secure Web, SFT? or SWIFT communications are secure. <br /> SWIFT,in exercise of its rights under the SWIFT Rather,after review of the alternatives,Customer has selected <br /> Rules, has required either party to terminate the a communication method that it believes best suits its needs. <br /> SWIFT Services;or 7.4 Bank and/or SWIFT(as applicable)may, <br /> Bank has ceased to provide the Cash from time to time, propose different, additional or enhanced <br /> Management Services. security procedUies to Customer. Customer understands and <br /> agrees that if it declines to use any such enhanced procedures, <br /> 6.9 Suspension of SWIFT Services. In it will be liable for any losses that would have been prevented <br /> addition to but not in lieu of the provisions of the Cash by such procedures.Notwithstanding anything else contained <br /> Management Master Agreement, either party may suspend in this Appendix,if Bank and/or SWIFT believes immediate <br /> the use of the SWIFT Services for such period(s) as it action is required for the security of Bank, SWIFT or <br /> considers appropriate in its absolute discretion by notice to Customer funds or data, Bank and/or SWIFT may initiate <br /> the other party if. (a) suspension is necessary for the additional security procedures immediately and provide <br /> purposes of(routine or emergency) maintenance; (b) for prompt subsequent notice thereof to Customer. <br /> security or technical reasons,including a suspension of the <br /> SWIFT messaging services by SWIFT, use of the SWIFT <br /> messaging services is impossible or cannot be achieved <br /> HO 484&4388-3572 v! 07/6 <br /> Page 54 of 58 <br />