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6. Access Devices; Security Procedures.
<br />6.1 Upon successful enrollment, Customer
<br />can access the Services from Bank's designated website by
<br />using Customer's Computer or, as may be permitted by
<br />Bank from time to time in its sole discretion and in
<br />accordance with Bank's terms and conditions for such
<br />access, using mobile or other Internet -enabled system(s) or
<br />device(s), along with the Services' security procedures as
<br />described from time to time. A company ID assigned to
<br />Customer by Bank, a unique Login ID and an individual
<br />password will be used for log -in by Customer's
<br />Administrator(s) and Authorized User(s). The
<br />Administrator(s) and Authorized User(s) must change his
<br />or her individual password from time to time for security
<br />purposes, as prompted by the Bank Internet System or more
<br />frequently (subject to the additional secunty procedures
<br />described below).
<br />6.2 Customer acknowledges that the
<br />Administrator(s) will, and Customer authorizes the
<br />Administrator(s) to, select other Administrators and
<br />Authorized Users by issuing to any person a unique Login
<br />ID and password (subject to the additional secunty
<br />procedures described below). Customer further
<br />acknowledges that the Administrator(s) may, and Customer
<br />authorizes the Administrator(s) to, change or de -activate
<br />the unique Login ID and/or password from time to time and
<br />in his or her sole discretion (subject to the additional
<br />security procedures described below).
<br />6.3 Customer acknowledges that, in
<br />addition to the above individual passwords, access to the
<br />Services includes, as part of the Access Devices, additional
<br />security procedures, including as described below:
<br />6.3.1 Additional secunty
<br />procedures include a risk-based authentication security
<br />procedure for Customer, including Customer's
<br />Administrator and Authorized Users. This additional
<br />security procedure involves an additional credential for
<br />each user that is in addition to Login IDs and individual
<br />password security (hereinafter "Enhanced Authentication
<br />Security," and/or "Enhanced Log -in Security"). With
<br />Enhanced Authentication Security, additional information
<br />regarding each Authorized User's Computer and method of
<br />website access will be collected and validated
<br />automatically with the set-up process. An electronic access
<br />identity will be created for each Authorized User by
<br />combimng a number of key identification points, such as IP
<br />address, Internet service provider, PC and browser settings,
<br />time of day and geographic location. These access
<br />identities are used by Bank to authenticate Authorized
<br />Users. Further authentication may occur automatically due
<br />to the detection of unusual source occurrences in relation to
<br />that access identity
<br />6.3.2 An additional security
<br />procedure incorporates use of a physical security device or
<br />token ("Token") for, by way of example only, initial log -in
<br />and/or certain transactional or administrative functionality.
<br />A Token may be issued to any Authonzed User(s), for
<br />example, for use in initiating and/or approving ACH
<br />transactions and wire transfers, to log in to the Services, as
<br />well as with certain administrative functionality, and/or for
<br />the creation of ACH and wire templates. Physical security
<br />of each Token is Customer's sole responsibility With the
<br />Token, each Authorized User will receive a PIN number
<br />that the Authorized User must keep in a secure place. When
<br />an Authorized User (or Administrator) leaves Customer's
<br />employ, his or her Login ID must be deleted by Customer
<br />(or by Bank upon Customer's request) and, if a Token had
<br />been issued to such Authorized User (or Administrator),
<br />Bank must be promptly notified so that Bank may
<br />deactivate such Authorized User's (or Administrator's)
<br />Token. Any additional Authonzed User requiring a Token
<br />must be authorized, in writing by Customer to Bank, for
<br />Token creation or re-creation and deployment. If
<br />applicable, fees may be assessed for additional Tokens.
<br />6.4 Customer further acknowledges and
<br />agrees that all wire transfers and ACH transactions initiated
<br />through the Services require "dual control" or separation of
<br />duties. With this additional security feature, one Authorized
<br />User will create, edit, cancel, delete and restore ACH
<br />batches or wire transfer orders under his/her unique Login
<br />ID, password and Token; a second different Authorized
<br />User with his/her own unique Login ID, password and
<br />Token will be required to approve, release or delete ACH
<br />batches or wire transfer orders.
<br />6.5 Customer accepts as its sole
<br />responsibility the selection, use, protection and
<br />maintenance of confidentiality of, and access to, the Access
<br />Devices. Customer agrees to take reasonable precautions
<br />to safeguard the Access Devices and keep them
<br />confidential. Customer agrees not to reveal the Access
<br />Devices to any unauthorized person. Customer further
<br />agrees to notify Treasury Management Services Support
<br />immediately at 1-866-475-7262 if Customer believes that
<br />the confidentiality of the Access Devices has been
<br />compromised in any manner.
<br />6.6 The Access Devices identify and
<br />authenticate Customer (including the Administrator and
<br />Authonzed Users) to Bank when Customer accesses or uses
<br />the Services. Customer authorizes Bank to rely on the
<br />Access Devices to identify Customer when Customer
<br />accesses or uses any of the Services, and as signature
<br />authorization for any Payment, transfer or other use of the
<br />Services. Customer acknowledges and agrees that Bank is
<br />authonzed to act on any and all communications or
<br />instructions received using the Access Devices, where such
<br />communications were provided to Bank m accordance with
<br />the security procedures and other terms as set forth in the
<br />Cash Management Master Agreement, regardless of
<br />whether the communications or instructions are authorized.
<br />Bank owns the Access Devices, and Customer may not
<br />transfer them to any other person or entity.
<br />6.7 Customer acknowledges and agrees
<br />that the Access Devices and other security procedures
<br />applicable to Customer's use of the Services and set forth
<br />in this Appendix, as well as such security best practices as
<br />described by Bank from time to time and made available on
<br />the Bank Internet System, are a commercially reasonable
<br />method for the purpose of verifying whether any Payment,
<br />HC# 4816-8874-0154 v.J 18 of 58 1016
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