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U.S. Bank Master Services Agreement <br />FOREIGN CURREN$Y ACCOU NTS: <br />g. Bank is hereby designated as customer's banking depository for one or more Foreign currency Account(s) <br />(the "Foreign Account(s)"). Any one (',|) of the p"iront whose names and signatures app€ar in Appendix c <br />iinaiuiaruUi, . ,.foreig;'Currency Account Signef) are hereby authorized to open, add, modify, or close any <br />;;;;is; ;";;unt(s) in the name of Customer or its subsidiaries or affiliates and to maks, on behalf of <br />Customer, orU"r. io.p.yment or transfer of any of the funds or other property of Customer' Whether signed' <br />manually or by use of a facsimile or mechanicai .ignrtr* or otherwise authorized, including those payable to <br />the individual order of the person or persons ,igni;s or otherwise authorizing the same' Customer hereby <br />expressly authorizes and directs Bank to...rpi *ritt"n and oral instructions any payment orders, by <br />telephone or otherwise, consistent with the Services Agreement. Customer has received a copy of the <br />Services Agreement and agrees that the terms contained in the Services Agreement, this MSA and other <br />disclosures provided to Customer shal[ govern the Foreign Accounts. Any one of the Contract Signers (as <br />defined below) is also authorized to executu any documentation that Bank may require to add or delete <br />Foreign Currency Account Signers. <br />OT!:lER SEBVICES: <br />10. A Contract Signer is authorized and empowered on behalf of Customer to transact any and all other <br />depository and investment business with and through Bank, and, in reJerence to any such business, to make <br />any and all agreements and to execute and deliverf Bank any and all coniracts and other writings which <br />such person may deem to be necessary or desirable' <br />GENE-RAI: <br />I "l . All Account $igners, Treasury Management signers, Foreign currency Account signers and/or Money <br />center signers (whethor designated in this MS"A o|. in u prior document [for example, a certificate of <br />Authority or a Treasury Management Services Agreement] executed by Customer) will rema.in in place until <br />Bank receives written notice of any change and fiu" a reasonable time to act upon Customer's written notice' <br />12. Any and all transactions by or in behalf of Customer with the Bank prior to the adoption of this MSA (whether <br />involving deposits, withdrawals, Treasury Management Services, or otherwise) are jn all respects ratified' <br />approved and confirmed' <br />13. Custorner agrees to furnish Bank with the narnes and signatures (either actual or any form or forms of <br />facsimile or mechanical signatures adopted by the persln authorized to sign) of the persons who presently <br />are Account Signers, Trea!ury Management Signeis, Foreign Currency Account Signers and/or Money <br />Center Signers. Bank shall be indemnified and Javed harmless by Customer from any claims' demands' <br />expenses, loss or damage resulting from or growing out of honoring or. relying on the signature or other <br />authority (whether o1. nJt prop"rty used and, in theiase of any facsimile signature,-.regardless of when or by <br />Whom or by what means such signature may have been mads or affixed) of any officer or person whose name <br />and signature was so certified, oi refusing to honor any signature or authority not so certified' <br />Each of the undersigned (individually and collectively, lhe "contract signers') certifies that, based on his or her <br />review of customer,s books and records, customer has, and at the time of adoption of this MSA had' full power <br />and lawful authority to adopt the MSA and to confer the powers herein granted to the persons named' and that <br />such persons have full power and authority to exercise the same' <br />Each of the Contract Signers further certifies that he or she has the full power and lawful authority to execute this <br />MSA on behalf of Customer, its subsidiaries and affiliates, or if applicable, 8s an agent for another entity who has <br />entered into an agreement with Customer authorizing Customer to act on such entity's behalf' <br />U.S. Sank Personal <br />Pago 3 tif 4lFrev. 12l 2oZ l CR'41 687s65)