Res 2006-035 - Laserfiche WebLink

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I 18.3 Whenever the balance in the Reserve Account is less than the minimum balance required, we may, without prior notice to you, deposit the deficiency into the Reserve Account by reducing any payment to you required by this Agreement, or deduct the deficiency from any other Deposit Account of yours with us or with another depository institution (including accounts of general partners if you are a partnership) and deposit it into the Reserve Account. You authorize deductions from your accounts by ACH entry, sight draft, pre-authorized check, reverse wire or otherwise, as we deem appropriate under the circumstances. In addition, you will deposit any deficiency into the Reserve Account within one (1) business day after receiving our oral or written request. Without limiting our remedies, your failure to deposit any deficiency on time will permit us without advance notice to cease processing additional POS Transactions. We will give you written notice of any cessation of processing. I 18.4 Ifwe have reasonable grounds to believe that you may be liable to consumers or to us for Reversed POS Transactions exceeding the balance in the Reserve Account, we may: (a) immediately place in the Reserve Account payments due to you and stop processing POS Transactions for you until such time as the extent of your obligations to us, liability for Reversed POS Transactions and liability to Consumers are known, and we no longer deem ourselves insecure, and (b) demand from you an amount that in our judgment is needed to ensure payment of your obligations and liabilities. Your failure to pay the amount permits us to terminate the processing of additional POS Transactions or terminate this Agreement immediately, without advance notice. 18.5 We may continue to hold the Reserve Account after termination of this Agreement, regardless of whether termination is by you or us. If no Reserve Account is established before termination, we, at our option, may notify you to establish a Reserve Account upon termination of this Agreement. All provisions that apply to a pre-termination Reserve Account will apply to one opened after termination, including replenishment of deficiencies. We will return the balance in the Reserve Account to you after we reasonably determine that the risk of Reversed POS Transactions has ended (typically no later than 180 days after termination of this Agreement, or such longer time within which any Consumer may cause a Reversed POS Transaction to occur under the NACHA or Visa Rules) and after deducting any other amounts that you owe to us under this Agreement. 18.6 In addition to, or as an alternative to, a Reserve Account, we may delay payment to you for POS Transactions for a period of time solely determined by us. 16 I