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2023-236
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Last modified
11/21/2023 3:59:54 PM
Creation date
11/9/2023 2:39:04 PM
Metadata
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Template:
Official Documents
Official Document Type
Agreement
Approved Date
10/31/2023
Control Number
2023-236
Agenda Item Number
8.K.
Entity Name
TD Bank
Subject
Cash Management Master Agreement for Banking and Lockbox Services
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2.3.3.1 General. Book <br />Transfers may be made as one-time or recurring, same-day <br />or in the future. Book Transfers may also be initiated from <br />(i) one -Account -to -one -Account, (ii) one -Account -to -many - <br />Accounts, or (iii) many -Accounts -to -one -Account. <br />Recurring Book Transfers may utilize one of several <br />repeating frequency options (weekly, monthly, etc.), as set <br />forth in the Services. Book Transfer templates may be <br />created and saved for frequently executed transfers. Pending <br />Book Transfers and templates may be edited or deleted <br />(cancelled) through the Services by Authorized Users at any <br />time prior to the Business Day on which the associated <br />transfer is scheduled to occur. Book Transfer amounts and <br />the order in which such transfers occur are limited to the <br />available balance in the Account(s) on the effective date of <br />the transfer. For same-day transactions, Customer will need <br />to have a sufficient available balance in the Account from <br />which funds are to be transferred to cover the amount of the <br />Book Transfer. For future or recurring Book Transfers, <br />Customer will need to have sufficient available funds on the <br />day the transaction is to occur. The number of Book <br />Transfers from interest bearing checking and savings <br />Accounts are subject to the terms of the Account Agreement <br />and federal regulations. Book Transfers that Customer <br />transmits by Bank's cut-off time as set forth on the Services' <br />designated website or the Services' Setup Form(s) on a <br />Business Day will be posted to the Account as of that <br />Business Day; however, a request (whether a same-day <br />funds transfer or a future -dated transfer) may not result in an <br />immediate transfer of funds or immediate availability <br />because of the time required to process the transaction. <br />Customer is solely responsible for the review of the previous <br />day's transaction report and the status of the Book Transfer <br />request within the Services to ensure that the transaction was <br />processed. Only Book Transfers initiated through the <br />Services will be displayed on the Services' "Transfer" <br />reports tab. All transfers are subject to the Account <br />Agreement. <br />2.3.3.2 Future -Dated <br />Book Transfer. In conjunction with Book Transfers, a <br />request to transfer funds between Customer's Accounts may <br />be initiated and approved for a future date. The future <br />transfer date may be scheduled for such date in advance as <br />may be permitted from time to time by Bank and as set forth <br />within the Bank Internet System. Future -dated transfers may <br />be scheduled as a one-time request or a recurring request in <br />a pre -determined amount, based on the instructions entered <br />by Customer with the request. Future -dated Book Transfers <br />will be initiated on the Business Day requested by Customer, <br />not on the date Customer entered the transaction using the <br />Services. <br />2.3.4 Stop Payment. Stop <br />payments of checks drawn on Customer's Account(s) are <br />subject to the terms and conditions of the Account <br />Agreement. Notwithstanding anything in the Account <br />Agreement to the contrary, Customer may use the Services <br />to initiate stop payment orders for an individual check or a <br />range of checks. Bank shall have no responsibility for losses <br />resulting from any delay in Bank's receipt of stop payment <br />orders transmitted by means of the Bank Intemet System or <br />for Customer not taking additional actions when a response <br />message from the Bank Internet System indicates a response <br />other than a successful confirmation. Customer must <br />provide Bank with the EXACT CHECK NUMBER OR <br />RANGE OF CHECK NUMBERS. When known, <br />Customer should also provide the EXACT AMOUNT OF <br />THE CHECK. If the check number is incorrect in any way <br />or the amount of the check is inaccurate by one cent or more <br />in the stop payment order, payment will not be stopped and <br />Bank will not be responsible for resulting losses. All other <br />information must be reasonably accurate. Requests are <br />generally effective when successfully entered and submitted <br />by Customer via the Services. Notwithstanding the <br />foregoing, Customer understands that if the stop payment <br />request comes too late for Bank to have a reasonable time to <br />act on it prior to paying, settling for, posting or becoming <br />accountable for the check described in the request, then <br />Customer's stop payment request shall be of no effect. Stop <br />payments requested using the Bank Intemet System are <br />effective for three hundred sixty-five (365) Calendar Days <br />unless renewed before the end of the 365 -day period. <br />Customer is solely responsible for confirming the status of a <br />stop payment order. Except as otherwise provided by <br />Compliance Laws or the terms of the Cash Management <br />Master Agreement, Customer shall not have the right to stop <br />payment on or recall any electronic fund transfers or similar <br />payment order or transfer request given hereunder after it has <br />been transmitted to Bank. Only stop payment orders <br />initiated or recalled through the Bank Intemet System will <br />be displayed on the Bank Internet System's Stop Payments" <br />screen. Stop payment orders that are not initiated through <br />the Bank Internet System may also be cancelled through the <br />Bank Internet System. <br />2.3.5 E -Learning. E -Learning is <br />a self -paced, interactive educational tool available via the <br />Services that Customer may use to learn more about the <br />various features or modules related to the Services, as well <br />as how to use them. <br />2.3.6 Customizable Dashboard. <br />Using this feature, Customer can configure and save <br />Account balance views, as well as command one -click <br />access to detailed information, balance and payment reports, <br />and high -use transaction initiation features. It is Customer's <br />responsibility to view the "Dashboard" for Bank notices <br />when designating another section of the Bank Internet <br />System as the desired landing page. <br />2.3.7 FedWire 1031 Drawdown <br />Request Origination. When made available by Bank, <br />Customer may originate an outgoing service message to a <br />specified third -party financial institution ("Receiving <br />Financial Institution") to request a transfer of funds from an <br />account at the Receiving Financial Institution to Customer's <br />Account at Bank via FedWire (a method of electronic funds <br />or wire transfer operated by the Federal Reserve System for <br />participating financial institution members). Customer is <br />responsible for completing all required information, which <br />may include, but is not limited to, the following: the routing <br />number of the Receiving Financial Institution, the account <br />number at the Receiving Financial Institution and the <br />amount of the requested wire drawdown. Bank shall have no <br />16 of 54 0522 <br />
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