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Company agrees to indemnify and hold Bank and its directors, officers, <br /> employees and agents harmless from all claims,demands, losses,liabilities, <br /> judgments and expenses (including their attorneys' fees and legal expenses) <br /> arising out of or in any way connected with Bank's performance under this <br /> Agreement. Company agrees this indemnification will survive the closing of <br /> Company's Account and the termination of any Service. <br /> Adverse Claims. <br /> If any person or entity makes a claim against funds in Company's Account, <br /> or if Bank believes that a conflict exists between or among the Authorized <br /> Signers on Company's Account or that there is a dispute over matters such <br /> as the ownership of Company's Account ar the authority to withdraw funds <br /> from Company's Account, Bank may,without any liability to Company,take <br /> one or more of the following actions: (i)continue to rely on Bank's records to <br /> determine the ownership of or the identity of the Authorized Signer(s) for <br /> Company's Account; (ii)honor the claim upon receipt of evidence <br /> satisfactory to Bank to justify such claim;(iri)fieeze all or a part of the funds <br /> in Company's Account until the dispute is resolved to Bank's satisfaction; <br /> (iv)close Company's Account and send a check far the available balance in <br /> Company's Account payable to Company or to Company and each claimant; <br /> �r(v)pay the funds inta an aPProPriate court. <br /> Legal Process. <br /> Bank may accept and act on any legal process it believes is valid,whether <br /> served in person, by mail or by electronic notification, at any location of Bank. <br /> "Legal process" includes a levy,garnishment or attachment,tax levy or <br /> withholding order,injtmction, restraining order,subpoena, search v�2rrant, <br /> govemment agency request for information, forfeiture,seizure or other legal <br /> process relating to Company's Account. Any such legal process is subject to <br /> Bank's security interest and right of setoff.Bank will not notify Company of <br /> a grand jury subpoena affecticig Conzpany or Company's Account. <br /> "FYeezing" Company's Account <br /> As part of Bank's loss prevention program, when Bank suspects that <br /> irregutar,unauthorized,or unlawful activities may be occurring in <br /> connection with Company's Acxount, Bank may"fr+eeze"(or place a hold on) <br /> the balance in Company's Account (and in other Account(s) Company ' <br /> maintains with Bank)pending an imestigation of such suspected activities. <br /> If Bank freezes Company's Account, Bank will give any notice required by <br /> the laws goveming this Agreement. <br /> Force Majenre. <br /> Neither pariy to this Agreement shall be deemed to be in default of any of <br /> 17 <br /> ATTY/AGR/2016.186NVELLS FARGO BANKING AGREEMENT <br />