Disclosures

WIRE TRANSFER AGREEMENT

This Agreement for Wire Transfer services is made between Embassy National Bank and the customer. (In this Agreement, “we” and “us” refer to Embassy National Bank and “you” refers to the customer.)

You acknowledge that the Wire Transfer feature is an alternate entry system for issuing wire transfer orders between you and Embassy National Bank. Without limiting any other provisions of this Agreement, the following provisions will govern the acceptance and liability for all Wire Transfer requests:

Initiating Transfers:

You may direct us to transfer funds under the Program (“Funds Transfer Request”) from any of your checking accounts at Embassy National Bank to any other account with us or to any account at another financial institution located inside or outside the United States, in accordance with the terms and conditions stated in this Agreement. We will accept funds Transfer Requests during our normal business hours. We may change the hours from time to time at our sole discretion.

Honoring Transfers:

We will be under no obligation to honor, either in whole or in part, any Funds Transfer Request: (a) which exceeds your collected available balance in your account from which you wish to transfer funds; (b) which is not in accordance with any other written agreements between you and Embassy National Bank; (c) which is not in accordance with the current published Depository Agreement of Embassy National Bank; or (d) which is not in accordance with this Agreement. Notwithstanding the foregoing, we, at our sole discretion and without any obligation to do so, may choose to honor a funds Transfer Request which may be drawn on uncollected funds or which will result in an overdraft in your account with us, and in such instance, you will be liable to us for the amount of such uncollected funds drawn upon or such overdraft plus any additional charges and expenses as provided by the current Depository Agreement and Fee Schedule affecting such account, including reasonable attorney’s fees and costs of collection, if applicable. Our election to honor any such Funds Transfer Request will not affect our right to refuse to honor other Funds Transfer Requests.

Execution:

We will execute any properly authorized Funds Transfer Requests, if accepted, on the date transmitted under the Program, provided such requests are initiated through the Program before 4:00 p.m. EST, on a business day for us, the Funds Transfer System and the receiving financial institution. “Funds Transfer System” for the purpose of this Agreement will mean the wire transfer network through which a funds Transfer Request will be transmitted to the receiving financial institution. Funds Transfer Requests initiated after 4:00 p.m. EST will be executed on our next business day, the Funds Transfer System and the receiving financial institution. In executing any funds Transfer Request, we may utilize such means of transmission and such Funds Transfer system that we select. We may also, at our sole discretion, select the order in which to execute multiple pending Funds Transfer Requests.

Authorization to Charge Account:

Upon receipt of any funds Transfer Request initiated under the Program, you authorize us to charge your accounts in the amount of the Funds Transfer Request.

Transfer Tracing:

If you request, we will endeavor to trace any Funds Transfer Request executed by us on your behalf in order to verify that the beneficiary received the transferred funds. In order to perform the trace, you will provide us with such information that we may request, including the date and reference number of the Funds Transfer Request.

Additional Information:

You will provide to us any information we may reasonably request in connection with any Funds Transfer Request and the performance of this Agreement. Failure to provide such information within a reasonable amount of time, after requested by us, will relieve us from any liability or loss which might arise by reason of failure to provide such information.

AUTOMATED CLEARING HOUSE (ACH) SERVICES AGREEMENT

This Agreement for Automated Clearing House (ACH) services is made between Embassy National Bank and the undersigned customer. (In this Agreement, "we" and "us" refer to Embassy National Bank and "you" refers to the customer.)

  1. Services. We agree to provide our standard ACH services to you, which will consist of creating ACH files based on information you provide, sending and/or receiving your ACH transactions, providing our standard reports. You authorize us to debit and or credit your specified account(s) pursuant to this Agreement.
  2. Debits and Credits. All debits and credits made pursuant to this Agreement shall be posted to the Account(s). You agree to maintain sufficient balances in available funds in your checking account(s) to cover all debit transactions you submit to us. If the Account(s) does not have sufficient balances, we may, at our option, either debit any other account(s) of yours with us to provide such balances or decline to forward such transactions. Funds received in respect to credit transactions will be made available in accordance with our Funds Availability Policy.
  3. Operating Procedures. You agree to follow the operating procedures we establish for use of the services, including, without limitation, required input formats, delivery deadlines and confirmation requirements.
  4. Your Responsibility. Except as otherwise provided herein, you are responsible for the accuracy and adequacy of the input data you provide to us and for the results of your use of the services We are not responsible to third parties for your use of the services. If a third party claim is made against us arising out of your use of the services, or our agreement, or breach of any warranty under the Rules ( as referenced in section 5), you agree to defend, indemnify and hold us harmless against such claim.
  5. Regulation E: NACHA Rules. You agree to comply with the Electronic Fund Transfer Act, Federal Reserve Regulation E, and similar state laws and regulations, to the extent the same may be applicable to the transactions processed hereunder. You understand that you will be considered the Originator of transactions submitted hereunder, and agree to comply with all rules and operating guidelines of the National Automated Clearing House Association (collectively, the "Rules" which are applicable to Originators, as the same may be applicable to transactions processed hereunder. For your convenience, we have attached to this Agreement an Attachment entitled "Highlights of Originator Responsibilities under NACHA Rules." You understand that those highlight are not a complete or exclusive summary of NACHA rules.
  6. Security Procedures. ACH transfers will be issued in response to the input media and/or transmissions that we receive and will be considered authentic if: (i) accompanied by your identification number ("ID"); or (ii) in case or repetitive or contingency transfers initiated by telephone, if accompanied by the appropriate personal identification number ("PIN") for the caller; or (iii) in case of transfers initiated by personal computer, if accompanied by the appropriate password. We may change your ID, PINs, and/or passwords from time to time. We may record any telephonic transfer directions. You are solely responsible for the security of your ID, Pins and passwords and shall take all necessary steps to prevent the unauthorized use or disclosure thereof. You agree to notify us immediately if the security of your ID, PINs or passwords are breached. This security procedure is intended to verify the authenticity of transfer directions, not errors in transmission or content.
  • Notices with Respect to Credit Transactions. (a) Credit given by us to you with respect to an automated clearing house credit entry is provisional until we receive final settlement for such entry through a Federal Reserve Bank. If we do not receive such final settlement, you are hereby notified and agree that we are entitled to a refund of the amount credited to you in connection with such entry, and the party making payment to you via such entry. (b) Under the operating rules of the National Automated Clearing House Association, which are applicable to ACH transactions involving your account(s) which have been transmitted through one or more Automated Clearing Houses and which are not subject to the Electronic Fund Transfer Act and your rights and obligations with respect to such payments shall be construed in accordance with and governed by the laws of the state of Georgia, unless is has been otherwise specified in a separate agreement that the law of some other state shall govern. In all matters between you and us, Georgia Law shall govern.

HIGHLIGHTS OF ORIGINATOR RESPONSIBILITIES UNDER NACHA RULES

RIGHTS AND OBLIGATIONS OF CORPORATE CUSTOMERS
1. Prior to the initiation of the first debit or credit entry by a company to a customer's account(s) with a receiving DFI, the Company will:

  1. Obtain an Authorization in writing from the customer.
  2. Agree to be bound by the NACHA rules.

D. Issue a prenotification six (6) days prior to live entries for PPD transactions only.
II. The Company has no right to reverse, adjust, stop payment or posting of an entry after it reaches the ACH.
Ill The Company must notify customers ten (10) days prior to any amount change unless predescribed variable limits were authorized.

  1. Company must notify customers seven (7) days prior to change of scheduled effective posting date, except those caused by non-business days or Federal Reserve processing holidays.
  2. A company must retain the original signed authorization or a microfilm copy for two (2) years after the authorization has been terminated for any reason.

VI. If, through a mistake, a Company, originating DFI or ACH, initiates a duplicate file or erroneous file, a "reversal" file may be issued within 24 hours of discovery of the error up to five (5) days after settlement date. Each originating DFI initiating a reversal shall indemnify every participating DFI against all claims, demands, loss, liability, or expense, including attorney's fees and costs, resulting directly or indirectly from the debiting or crediting of any entry contained in such file customer's account(s).