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e You may terminate this Agreement by providing written notice to us; such notice shalt be effective the Business Day following our receipt of the cancellation notice. Reservation of Rights: We reserve the right to change the fees for Positive Pay or the tules, including but not limited to the required reporting timelines, stated in this Agreement at our discretion by providing written notice to you by fax, e-mail or mail at least 30 Business Days prior to implementing such change. Confidentiality: We shall exercise care to preserve your confidential information. You understand and agree that it is within our normal banking procedures to maintain the confidentiality of customer information and prevent unauthorized transactions. You acknowledge that the service, any database and any proprietary data, processes, methods, information or documentation disclosed or made available as part of the service are the exclusive and confidential property of the Bank. You should use the same care and discretion that we do with respect to your confidential property, in no event should you use less than reasonable care. Upon expiration or termination of this Agreement for any reason, you shall return any and all copies, written and electronic, of such confidential information to the Bank. Limitation of Liability and Indemnification: Any item that we return in accordance with the terms of this Agreement will be deemed to be not properly payable. Any item drawn on the Account that you authorize us to pay in accordance with this Agreement will be paid without performing any other check verification procedures. You hereby agree that, once you have authorized the payment of a check against the Account utilizing the Service, we will have no liability whatsoever for paying the item, regardless of whether or not the item was validly issued or authorized by you and whether or not we have performed any additional verification procedures for the item(s). You (i) agree to indemnify and hold the Bank harmless from any losses or liabilities it may suffer or incur as a result of us returning or paying a check or other debit transaction against the Account based on your Pay/Return Decision, and (ii) release and forever discharge the Bank, its officers, directors, employees and agents, from any and all manner of action or actions, suits, claims, damages, judgments, levies, executions, expenses, costs, interest, attorney’s fees and legal expenses, whether known or unknown, liquidated or unliquidated, fixed, contingent, direct or indirect, which you have, may or shall have or claim to have against the Bank regarding or relating to the payment or return of any item pursuant to the provisions of this Agreement. Warranties: YOU UNDERSTAND THAT THE BANK DOES NOT MAKE ANY WARRANTIES ON EQUIPMENT, HARDWARE, SOFTWARE OR INTERNET PROVIDER SERVICE, OR ANY PART OF THEM, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE BANK IS NOT RESPONSIBLE FOR ANY LOSS, INJURY OR DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL, CAUSED BY THE INTERNET PROVIDER, ANY RELATED SOFTWARE, OR THE BANK’S USE OF ANY OF THEM OR ARISING IN ANY WAY FROM THE INSTALLATION, USE, OR MAINTENANCE OF MY PERSONAL COMPUTER HARDWARE, SOFTWARE, OR OTHER EQUIPMENT. Governing Law: This Agreement shall be construed in accordance with and governed by the laws of the State of New York and the federal laws of the United States of America. The parties agree that the applicable portions of the Uniform Commercial Page 3 of 4