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<br />responsible for providing any form of liability protection program on Customer's behalf and that Wells Fargo makes no
<br />representations or warranties regarding any such program that may be offered by third parties.
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<br />6. Billing Disputes, Chargeback Requests. Customer may dispute amounts reflected on a billing statement that Customer
<br />reasonably believes to be incorrect because (i) the amount shown on the billing statement does not reflect the actual face value
<br />of the transaction, (ii) the transaction shown on the billing statement did not result from the use of the Cards, (iii) the statement
<br />reflects fees not properly accrued under this Agreement, or (iv) the transaction is disputable with the honoring merchant under
<br />applicable Visa rules, however, such dispute is subject to the procedures and liability provisions set forth in this section or other
<br />sections of the Agreement. Customer shall so notifY Wells Fargo of its dispute within thirty (30) days of receipt of the billing
<br />statement on which the disputed item(s) first appears. The request to Wells Fargo must be in writing and contain the following
<br />information: Cardholder name; Card account number; the dollar amount of any billing dispute or suspected error; the reason for
<br />the dispute and a summary of the steps already taken with the merchant to resolve the matter. Wells Fargo shall investigate the
<br />disputed amount and determine whether the amount is properly payable by Customer. Until Wells Fargo completes its
<br />investigation and determines whether the disputed amount is properly payable by Customer, Customer shall not be liable for the
<br />amount of the disputed transaction. Customer agrees that its failure to dispute a charge or other item on a billing statement
<br />within 30 days of receipt of the billing statement on which the charge or item first appeared shall constitute a waiver of any right
<br />the Customer may have to dispute the charge. In the event that transactions are posted to the accounts as a result of any
<br />circumstance under which the honoring merchant may be held liable under applicable Visa rules, Wells Fargo shall attempt to
<br />charge the transaction back to the merchant in accordance with Visa procedures. However, such attempted chargeback by Wells
<br />Fargo shall not relieve Customer of liability for the amount of the transaction even though the transaction may have been
<br />provisionally credited to the Customer's accounts.
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<br />7. Term; Right to Terminate. Wells Fargo or Customer may terminate the Agreement or Card with or without cause upon 30
<br />days prior written notice. However, Wells Fargo may immediately terminate the Agreement or Card, suspend all services, or
<br />reduce the credit limit on the Card without notice if Customer violates any of the terms or conditions of this Agreement or if
<br />Wells Fargo shall have determined that one or more conditions exist or events have occurred which might indicate, or result in, a
<br />material adverse change in the operations, business, property or assets, or in the condition, financial or otherwise, or the ability
<br />ofthe Customer to meet, in the normal course of business, its obligations under the terms ofthis Agreement. If Wells Fargo
<br />terminates the Agreement, Customer agrees to destroy all Cards issued to Customer. If the Agreement is terminated for any
<br />reason, Customer will continue to be responsible for full payment of the current balance on the Card and all purchases, fees and
<br />charges incurred before termination that post after termination. In addition, upon termination, any unpaid balances on the Cards
<br />shall become immediately due and payable, and Wells Fargo may immediately debit the Account for payment of such balances.
<br />Customer will also continue to be responsible for all fees and charges associated with recurring transactions that are posted after
<br />the date of termination. Customer may, at any time, terminate the authority of any Cardholder to use the Card. Such termination
<br />shall be effective only if submitted in writing or via the Internet to Wells Fargo along with written confirmation that the
<br />Cardholder's Card has been destroyed. All Cards expire upon termination or expiration of this Agreement.
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<br />8. Liability of Bank. Wells Fargo will not be liable for any direct, indirect, special or consequential damages or any other
<br />claims whatsoever arising in any way out of: (i) Customer's use of the Card; (ii) the unavailability of WellsOne Commercial
<br />Card reports or authorizations as a result of circumstances beyond Wells Fargo's control (such as, without limitation, fire, flood,
<br />or disruption of power, phone or computer service); or (iii) transmission errors or data security issues on the part of Visa or any
<br />other third party service providers in connection with transaction files sent to Customer or its designate.
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<br />9. Changes. Changes to this Agreement, including changes to the Fee Schedule, may be made by Wells Fargo after providing
<br />30 days prior written notice to Customer, except that Wells Fargo may change the Card Credit Limit immediately upon notice to
<br />Customer, and Customer may change the designated Program Administrator(s) or Wells Fargo Demand Deposit Account
<br />number upon an authorized officer's notice in writing or via the Internet to Wells Fargo.
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<br />10. International Transactions. If a Card is used to engage in a transaction outside the United States, the network that
<br />handles the transaction will convert the local currency amount ofthe transaction to U.S. Dollars (or in the case ofa POS
<br />purchase, the merchant that handles the transaction may convert the currency). If the network converts the currency, it will use
<br />either a rate selected by the network from the range of rates available in wholesale currency markets for the applicable
<br />processing date, which may vary from the rate the network itself receives, or the government-mandated rate, in effect for the
<br />applicable central processing date. If the merchant that handles the POS purchase converts the currency, the merchant will
<br />determine the currency conversion rate. For each purchase transaction in a foreign currency, Wells Fargo will charge a Foreign
<br />Currency Conversion Fee of 1 % of the amount in U.S. Dollars that was provided by the applicable network to Wells Fargo.
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