Laserfiche WebLink
TM-1418 Image Positive Pay Service Description Page 4 of 5 <br />Revised 04-30-2014 <br />Exception Item unpaid (regardless of Company’s Default Option). If Bank is unable to <br />obtain Company’s instructions prior to the Decision Deadline regarding a Holdover <br />Exception Item described in subsection 7.3, Bank will process the Holdover Exception <br />Item in accordance with Company’s Default Option. <br /> <br />10. Teller Line Checks. A Check presented for encashment at Bank’s teller line is a “teller line <br />Check”. A teller line Check that is not included in Company’s Check Issue Data on file with <br />Bank at the time it is presented for encashment is a “teller line Exception Item”. Bank will take <br />those steps to review and cash or refuse to cash a teller line Exception Item as Bank in its sole <br />discretion determines are commercially reasonable. Company may instruct Bank to exclude all <br />teller line Checks from this process, in which event each teller line Check will be deemed to be a <br />Matching Check, even if it is not included in Company’s Check Issue Data on file with Bank at <br />the time it is presented for encashment. <br /> <br />11. Limitation of Liability and Indemnification. Bank will pay each Check Company has <br />authorized Bank to pay in accordance with this Service Description (including each Matching <br />Check) and each Check Company is deemed to have authorized Bank to pay (including each <br />Check Bank pays in accordance with Company’s Default Option) without performing any Check <br />verification procedure other than those procedures described in this Service Description. Bank <br />will have no liability for paying a Matching Check or an Exception Item Company is deemed to <br />have approved if (a) there is an alteration in its serial number or amount; (b) it is counterfeit, <br />bears a forged or unauthorized signature; or (c) it was otherwise not validly issued. Each Check <br />that Bank pays in accordance with this Service Description will be deemed to be properly <br />payable, and each Check that Bank returns in accordance with this Service Description will be <br />deemed not to be properly payable. Without limiting the indemnification provisions contained in <br />the other Service Documentation, Company (i) indemnifies and holds Bank harmless from any <br />and all liabilities, losses, damages, claims, obligations, demands, charges, costs, or expenses <br />(including reasonable fees and disbursements of legal counsel and accountants) that Bank may <br />suffer or incur as a result of Bank’s payment or return of a Check at Company’s instruction or <br />otherwise in accordance with sections 9 or 10 of this Service Description, and (ii) releases and <br />forever discharges Bank from all claims and damages, whether known or unknown, liquidated or <br />unliquidated, contingent, direct or indirect, which Company has, or claims to have against Bank <br />relating to the payment or return of any Check in accordance with this Service Description. <br /> <br />12. Stop Payment; Cancel and Void Instructions; Stale-Dated Checks. Company will not use <br />the Service as a substitute for Bank’s stop payment service. Company will follow Bank’s <br />standard stop payment procedures if it desires to stop payment on a Check that was validly <br />issued. Company will use (a) a cancel instruction only to delete an outstanding Check included <br />in its Check Issue Data and (b) a void instruction only to notify Bank that a Check included in <br />Company’s Check Issue Data has been destroyed and will not be re-issued. If Company elects <br />to use Bank’s “stale-dated” feature, Bank will return each Matching Check that is stale-dated <br />unless Company instructs Bank to pay the Check. A Check is “stale-dated” when it is a <br />Matching Check with an issue date exceeding the number of months Company elects as its <br />stale date. <br /> <br />13. Bank’s Right to Return Checks. Nothing in this Service Description will limit Bank’s right to <br />return any Check that Company has authorized Bank to pay in accordance with this Service <br />Description if Bank determines (a) the Check is not properly payable for any reason (without <br />Bank’s agreeing to, or being required to, make such determination in any circumstance), or (b) <br />there are insufficient collected and available funds in the Account to pay the Check. As <br />between Company and Bank, any determination by Bank not to pay a Check will not constitute <br />wrongful dishonor of such Check. <br /> <br />6.1.D. - Page 106