Computer Hardware and Software. Many Services require the use of computer hardware, software and/or other equipment. Company is responsible for maintaining its computer and equipment, including those provided by or through Bank for use with Services, in good working order. Company shall ensure that computers and other equipment have the necessary compatibility and format to interface with Bank’s systems, including, without limitation, the ability to support Bank’s Security Protocol. Company agrees to immediately install upgrades including software patches and other system enhancements no later than ten (10) Business Days of being requested to do so by Bank. License agreements for necessary software shall either be embedded in the software or separately documented in the Service documentation. Company agrees to comply with all applicable software license agreements. Company has no rights or ownership in any software provided by or through Bank and shall not transfer, copy, alter, modify, reverse, engineer, reproduce, or convey in any manner, in whole or part, any such software. Company shall return all software and User Guides associated with any software upon request. Bank makes no representations or warranties with respect to any equipment or software provided by Bank. For some Services, Company may authorize Bank to honor Company’s and/or Owners’ request to give Bank oral or written instructions regarding the Service. Bank may in good faith rely on such oral or written instructions or call-back verifications that purport to come from an Authorized Signer or User without independent verification by Bank. Company may elect to send or receive instructions or reports from Bank related Services via electronic transmission. Company acknowledges that such electronic transmissions are an inherently insecure communication method due to the possibility of error, delay and observation or receipt by unauthorized personnel. Bank may rely in good faith on Company and/or Owner’s instructions regarding how and to what number or email address electronic transmissions should be sent and may rely on any electronic transmission that it reasonably believes to have been initiated by Company. Should Company elect to send or receive electronic transmissions to or from Bank, Company assumes all risks, and Bank shall not be liable for any loss, that results from the non-receipt, disclosure or alteration of any such Electronic Transmission. Company may have Accounts that require multiple signers to execute transactions. However, Company agrees that Bank is authorized to complete each transaction initiated electronically by one User using the Security Protocol, including but not limited to, transfer of funds, credit payments and issuances of checks or electronic payments. Bank may, at their sole discretion, provide Company the option of entering into this Agreement, any supplements and amendments hereto, or any Implementation Documents with a digital signature. Company hereby agrees that Company and/or Owner’s use of such digital signature shall bind Company to the terms and conditions of the applicable agreement, or form. In addition, in order for Bank to service the Account, mitigate fraud or to collect any amounts owed to Bank, Bank or its Service Provider may from time to time make calls and/or send text messages to Company at any telephone number(s) associated with the Account, including wireless telephone numbers that could result in charges to Company. The manner in which these calls or text messages are made may include, but is not limited to, the use of prerecorded/artificial voice messages and/or an automatic telephone dialing system. Bank will honor Company and/or Owner’s transactions and instructions (including adjustments and cancellations) only when Company has complied with this Agreement and related policies and procedures. Bank will be under no obligation to honor, either in whole or part, any transaction or instruction that:
Appears in 3 contracts
Sources: Treasury Management Services Agreement, Treasury Management Services Agreement, Treasury Management Services Agreement