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� �, � t� MASTER AGREEMENT FOR TREASURY MANAGEMENT SERVICES The Servlce Documentation described below contains the terms under whlch Wells Fargo provides treasury management sarvices("Services'�.Wells Fargo Bank,N.A:("Bank'�and the Company to which the Senrices will be provided are ident�ted in tEie Acceptance of Sen►ices("Acceptance'�. , Bank and Company agree: � 1. Service bocumentation. The Senilce DocumentatEon includ�s: 1.1 The Service Descriptian for each Seniice. t ' 9.2 The Acceptance. 1.3 This Master Agreement for Treasury Management Senrtces('MasterAgreement"). 1.4� The account agreement for the buslness or commercfal depasit account(s)(each,an"AccounP}ihat . Company or Corripany's afftliate or subsidiary mafntains at Bank or Banlc's affiliate in cannection wifh'a Service.'llie • accounf agreemenf indudes the Dispute�ResaluHon Program that Company and Bank agree to use to resolve any disagreements between Company and Bank regarding accounts and Services governed by the Service Documentation. 1.5 User Guides which inc[ude soflware,soffware licenses,reset disketfes,price schedules,specHications, Instructions, and not�ces. . � 1,6 The set-up form(s)far each Service. • The Service Documentation afso applies to any Servfce that fs provlded by an affiliate of 8ank and any Service that[s used by an atfiliate or a subsidiary of Company.°Bank"includes each such affi'itiate,and"Company"includes each such affiliate and subsidiary.All tenns deftned In this Masfer Agreement shal!ha�e the same meaning when�sed in the Service Documentatian.If there is a aonflEct among the documenfs that make up the Service Documentation,the � , documents w1A govem in the order seE forth above.Company acknowledges receiving a copy of 1he Service � Qacumentation for each Servica ft requested when It entered into this Master Agreement. � ' 2: Services,,Bank and'Company will agree upon the Service(s)to be provided. ' 3. Changea ta Servlces, Bank may chan�e(or add to)the terms and fees in the Sen+ice Documentaf�on at any time upon prior wrftfen notfflcatlon.lf Company discontinues using the affected Servke before the change becomes effective,it will not be bound by the change.if Company c6nfinues to use a Senrice�fter the change becomes effective,it wiEl be bound by the change. - 4. Term and 7ermination. Unless ferminafed sooner In accordance wlth the Service Docu�fentatlon,this Master � Agreement and all Services wifl contlnue in etfect untll terminated by eifher party upon thirty{30)days prior w►iften notice to the other party{unless s Service is terminated'sooner in accordance with the Service Documenfation}. � Bank may terminate any Service followtng not�ce to Company of a breach of any provlsion of the Servlce . Docurnentation and Company's failure to cure the b�each wifhin�iteen(15)days of fhe date of such notica. Bank may also terminate any Service withouf notice to Company if Company is subject to a petiUon under the U.S. Bankruptcy Code'or if Bahk determines,In its sole discretion,that a materfal adverse change has occurred in �ompany's abiqty to perform its obligatians under the Service Documentation.The termEnatlon of a Servlce will not affect Compan�s or Bank's rights with respecf to transacHons which occurred befare termination.Bank shalE not be tiable to Company for any losses or damages Company may incur as a result of any termination�of any Service. 8. Service Fees. Company shall pay Bank the fees described in the Service Documentatlon and eny taxes appllcabie to each Serv(ce,however designated,exclusive of texes based on Bank's net Income.Bank may debit Company's � account(s)with 8ank for any fees not.covered by eamfngs credits end any texes that are due,or it.may send an imroice to Company far such amounts,which Campany shafi pramptly pay. Bank may assess flnance charges at a � rate of 1,5%per month(18%per annum)or the hlghest rate perm}tted by law,whEc�ever is less,on any�nvoiced fees MasterAgreemenf ThM1450 revfsed 3/9/04 Page 1 of 3 (Modlfiled for Redwood Clty(d7.27.200q}7 ��o� , , ��°