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li/09/99 TUE 17:47 FNL 650�2808� PENINSULA RCBO , �005
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<br /> provide support services in connection with the Lockbox Service. You agree to,and authorize,the per.formance of
<br /> sucka support services by VVclls Fargo Bank,N.A.and sucli bank a;�.liates.
<br /> 6. S�RVICE FEES. You agree to pay the fees for the Lockbox Service charged by Regulu..a,which fees
<br /> �or the standard tockbox processin�proeedures will be based on tb,c chtirges specified in that standard Lockbox Fee
<br /> Schedulc of ReguIus current at the�i�cn�a the fees are charged. Regulus rnay,in its disczetion,chan�e its fees far the
<br /> Lockbox Serviee upon thirty(30)ealendar days prior wrxtten notice to you. 'V�Iclls�argo will collect th.e Iockbox
<br /> fees on behalf of Re�us by debiting the Account for the amount of such fess,wi.thout prior noticc to�+ou, on the
<br /> day these fees arc due or,if arran�ed with Wells Fargo,b�WeIls�azgo sendin�you a billing statementi specifying
<br /> ihc fEes, wluch you agree to pay by �k�eck made payable to"Wells Fargo Banlc" wiYhin tk�ixty(30)calendar days
<br /> af.tez�tbe date of the billing sta.tement, If the lockbox fees are to be paid by check through the billing statement
<br /> mechanism,a late charge of one and five-tenths pereent(1.5%)of the amount due on a billing statement wi11 be
<br /> added to such amount due if'nVclls�'argo does not receive payment of the full atnount due within thirty (30)
<br /> calendar da�►s a�ex the date of the bilIing statemcnt. �
<br /> 7. NO REPRESENTATYONS OR WARRANTIES OF REGULUS QR VI�x,X�S�'ARGO. Neither
<br /> ReguJus nor Wells Fargo ean be responsible for the errors,.acts or omissions of others,such�.s communioatiotts .
<br /> carriers,correspondents or clearinghauses through whieh Regulus or'UVeI ls Fargo may perform their obligations under
<br /> this Agre�rnant or receive ar transmit inlfoXmation in perforrning their obligatians under this Agreement. Futther,
<br /> neither Regulus nor Wells Fargo can be responsible for any loss, liability or delay caused by waxs,failures in
<br /> communications networks, Iabor disputes,work stoppagos, legal constraints,fir�s,power surges or failures,
<br /> earthquakes,civil disturbances,acts or omtssions of the U.S.Postat Service,or other cvents beyond its control.
<br /> NETI'HER REGULUS N'0�2'GV1�I.�S�`ARGO MAKES ANY EXPYt�SS 4R I1V�P�,�A REPRESENTATIONS
<br /> OR WARRANTIES WITH RESPECT x0 T�iE LOCI�OX SERVICE IT YS T4 p�RFO�UNDER TffiS
<br /> A.G�tEEMENT OTAER THAN THOS��XPRCSSLY SPECIFIED IN THIS AGI2EEM�NT.
<br /> 8. LIlVIITATION OF LIABILIT'St'. Xn the event that any party to this A�reement suffers or incurs any
<br /> Losses and T.,fabilities as a result of or in connection with its or any other party's performance or failure to parform its �
<br /> obligations under this Agrccment,the afFeoted parties will negotiate in good faith in an effort to reach a mutually
<br /> satisfactary allocation of suah i.osses and LiabIlitics,it be9ng understood that neither Regulus nor Wclls Pargo will be
<br /> responsi6le for any Lasses and Liabiiities due to any cause other than its own neg[igence ar breach of this Agrcen�ent,
<br /> in which aasc Its tiability shall be limited to dircet moncy damagcs in an amount not to exceed(a}in the case of
<br /> Regulus' failure to deposit any check or checks which shoutd be degosited pursuant to this Agreement,interest on
<br /> tlae arr�ounts that should have been aredited to thc Acoount pursuant to this A,�ecment at a rate equal to the cest of
<br /> i'wnds(at a resezve adjustcd daily interest rate which Wells Ftu'go will determine)for the time pe�iod such amounts
<br /> are not in th�Accaunt,but in no event beyond thc cnd of the d�irty(30)calend�ur day notice period referred to in
<br /> Section 2 o�this Agzeemcnt,and(b)in the case of Regulus' deposit of any check or chccks which should not ba
<br /> dcposited�ursuant to t�us,A,greement or in the case of any othee action or failure to aet by Regulus(otber than
<br /> Regulus'failur�to act referred to in subsocrion(a)of this Section 8)or any action or failure to aet by Wells Faur�o,
<br /> ten(10)times all the fees af Regulus ahargcd ar incurred for the Lockbox Scrvice during the calendar month
<br /> immediately preeeding the calendari manth in whieh sueh Losses and Liabilities.occurred (or, if no fees of Regutus
<br /> were charged or inevrrcd for tk�e Loekbox Service in tite preeeding montli,the fees of Regulus charged or inaurred for
<br /> t�le Loekbox Service irt tho month in whieh the Gosses and Liabilities oeeurrsd). You a�cee to indemnify R�gulus and
<br /> Wells Fargo against alt Losses and Liabilities suf�ared or incurred by Regulus or WaUs Fargo as a result of third party
<br /> claims;provid�d,however,that tv the extent such Losses and LiaUilities arc directly caused by Wells Pargo's or
<br /> Regu[us' negligcnce or breach afthis Agreement such indemnity will oniy apply to those Losses and Liabilities which
<br /> exceed the Eiability limitations speeified in the preceding sentence. The limitation of Reguius' liability and your
<br /> indemnification of Regulus set out abovc will not ba applicable to the extent aay Losses and Liabitities of any party to
<br /> this Agrcemeni are directly caused by Regulus' gross negtigencs or wil lfu) rr�iscanduc� The limitatian of Wel(s
<br /> Far$o's liability and youx i�dennnificatiott of 1rJefls�argo set out above wilf not be applica6te to the extent any Losses
<br /> and Liabilities of any party to this.A,greement are directly caused by 'QU'ef ls k'argo's gross negIigence or wiliful
<br /> misconduct. IN NO EVENT WILL YZ�GULUS OR WELLS FARGO B�"�A,�LE FOR ANY SPECIAY�,
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