Account Analysis and DDA eStatements Enrollment Form

Company Information

Please fill-in each of the blanks below.

COMPANY NAME:_____________________________________________________________________________ COMPANY TAX ID:_________________________________________

COMPANY ADDRESS:____________________________________________________________________________________________________________________________________
(STREET ADDRESS, SUITE #, FLOOR, ETC.) (CITY) (STATE) (ZIP)

PRIMARY CONTACT NAME:__________________________________ PHONE NUMBER:____________________________________ FAX NUMBER:_____________________________a D

User Enrollments and Modifications

Please complete the User sections that follow for each desired user enrollment or modification.

User #1

Please Select One: NEW ENROLLMENT CHANGE EXISTING ENROLLMENT

Name:______________________________________________________________________________________________ e-Mail:_____________________________________________________________

Phone #:_______________________________________(Ext.)________________h Address:_____________________________________________________________________________________

City:_____________________________________________________________________________ State:_________________________________________________________ Zip:____________________h

Challenge Questions: Mother’s Maiden Name: ____________________________________________ City Born In: f Pet’s Name: ___________________________d

Account Analysis eStatements DDA eStatements

Key Account Number Add Delete Key Account Number Add Delete DDA Account Number Add Delete DDA Account Number Add Delete

1______________________________ [ ] [ ] 4____________________________ [ ] [ ] 1_______________________________ [ ] [ ] 4_____________________________ [ ] [ ]

2______________________________ [ ] [ ] 5 ___________________________ [ ] [ ] 2_______________________________ [ ] [ ] 5 ____________________________ [ ] [ ]

3______________________________ [ ] [ ] 6 ___________________________ [ ] [ ] 3_______________________________ [ ] [ ] 6 ____________________________ [ ] [ ]

Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY

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User #2

Please Select: NEW ENROLLMENT CHANGE EXISTING ENROLLMENT

Name:______________________________________________________________________________________________ e-Mail:______________________________________________________________

Phone #:_______________________________________(Ext.)________________h Address:_____________________________________________________________________________________

City:_____________________________________________________________________________ State:_________________________________________________________ Zip:____________________h

Challenge Questions: Mother’s Maiden Name: ____________________________________________ City Born In: f Pet’s Name: ___________________________d

Account Analysis eStatements DDA eStatements

Key Account Number Add Delete Key Account Number Add Delete DDA Account Number Add Delete DDA Account Number Add Delete

1______________________________ [ ] [ ] 4____________________________ [ ] [ ] 1_______________________________ [ ] [ ] 4_____________________________ [ ] [ ]

2______________________________ [ ] [ ] 5 ___________________________ [ ] [ ] 2_______________________________ [ ] [ ] 5 ____________________________ [ ] [ ]

3______________________________ [ ] [ ] 6 ___________________________ [ ] [ ] 3_______________________________ [ ] [ ] 6 ____________________________ [ ] [ ]

Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY

User #3

Please Select: NEW ENROLLMENT CHANGE EXISTING ENROLLMENT

Name:______________________________________________________________________________________________ e-Mail:_____________________________________________________________

Phone #:_______________________________________(Ext.)________________h Address:____________________________________________________________________________________

City:_____________________________________________________________________________ State:_________________________________________________________ Zip:___________________h

Challenge Questions: Mother’s Maiden Name: ____________________________________________ City Born In: f Pet’s Name: __________________________

Account Analysis eStatements DDA eStatements

Key Account Number Add Delete Key Account Number Add Delete DDA Account Number Add Delete DDA Account Number Add Delete

1______________________________ [ ] [ ] 4____________________________ [ ] [ ] 1_______________________________ [ ] [ ] 4_____________________________ [ ] [ ]

2______________________________ [ ] [ ] 5 ___________________________ [ ] [ ] 2_______________________________ [ ] [ ] 5 ____________________________ [ ] [ ]

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 3______________________________ [ ] [ ] 6 ___________________________ [ ] [ ] 3_______________________________ [ ] [ ] 6 ____________________________ [ ] [ ]

Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY

User #4

Please Select: NEW ENROLLMENT CHANGE EXISTING ENROLLMENT

Name:______________________________________________________________________________________________ e-Mail:_____________________________________________________________

Phone #:_______________________________________(Ext.)________________h Address:_____________________________________________________________________________________

City:_____________________________________________________________________________ State:_________________________________________________________ Zip:____________________h

Challenge Questions: Mother’s Maiden Name: ____________________________________________ City Born In: f Pet’s Name: ___________________________

Account Analysis eStatements DDA eStatements

Key Account Number Add Delete Key Account Number Add Delete DDA Account Number Add Delete DDA Account Number Add Delete

1______________________________ [ ] [ ] 4____________________________ [ ] [ ] 1_______________________________ [ ] [ ] 4_____________________________ [ ] [ ]

2______________________________ [ ] [ ] 5 ___________________________ [ ] [ ] 2_______________________________ [ ] [ ] 5 ____________________________ [ ] [ ]

3______________________________ [ ] [ ] 6 ___________________________ [ ] [ ] 3_______________________________ [ ] [ ] 6 ____________________________ [ ] [ ]

Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY

User #5

Please Select: NEW ENROLLMENT CHANGE EXISTING ENROLLMENT

Name:______________________________________________________________________________________________ e-Mail:______________________________________________________________

Phone #:_______________________________________(Ext.)________________h Address:______________________________________________________________________________________

City:_____________________________________________________________________________ State:_________________________________________________________ Zip:_____________________h

Challenge Questions: Mother’s Maiden Name: ____________________________________________ City Born In: f Pet’s Name: ____________________________

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 Account Analysis eStatements DDA eStatements
Key Account Number Add Delete Key Account Number Add Delete DDA Account Number Add Delete DDA Account Number Add Delete

1______________________________ [ ] [ ] 4____________________________ [ ] [ ] 1_______________________________ [ ] [ ] 4_____________________________ [ ] [ ]

2______________________________ [ ] [ ] 5 ___________________________ [ ] [ ] 2_______________________________ [ ] [ ] 5 ____________________________ [ ] [ ]

3______________________________ [ ] [ ] 6 ___________________________ [ ] [ ] 3_______________________________ [ ] [ ] 6 ____________________________ [ ] [ ]

Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY Please Select One: ELECTRONIC DELIVERY ONLY PAPER & ELECTRONIC DELIVERY

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I. Terms And Conditions; Company Authorized Signature

The Company requests enrollment in the eStatements Service (“Service”) for the Specified Accounts listed above and such other accounts
that may be enrolled in the Service from time to time. The Company acknowledges receipt, and agrees to all terms, of the Commercial
Electronic Statements Agreement (“eStatements Agreement”), as it may be amended from time to time. The individual signing below
represents and warrants that he/she has the power and authority to enter into the eStatements Agreement on behalf of the Company and
enroll the Company in the Service.

Print Name: Title: Signature:

Company Phone Number: E-Mail Address:

( )

II. Commercial Electronic Statements Agreement

A copy of the eStatements Agreement is attached. Please retain the eStatements Agreement for future reference and submit only this first
page for enrollment in the Service.
For questions on the Commercial eStatements Service or enrollment please contact Treasury Management Merchant Customer Service at 1-
800-724-2240 (Monday through Friday, 8am – 6pm, ET)
Please Return Completed Forms To: M&T Bank Treasury Management Merchant Customer Service, One Fountain Plaza,
10th Floor, Buffalo, NY 14203, Attention: Commercial eStatements

For Bank Use Only: eRM Profile Number_________________________________

COMMERCIAL ELECTRONIC STATEMENTS AGREEMENT

This Agreement governs the use of the Service.

1. Definitions.

“Company” means business customer that is the owner of a Specified Account.

“Access Codes” has the meaning set forth in Section 6.

“Service” means the commercial electronic statement delivery service that allows the Company to receive statements
relating to the Specified Accounts in a paper format or an electronic format that the Company can view, save to the
Company’s computer or print at the Company’s convenience.

“Specified Account” means each M&T commercial deposit account or other financial product and each shareholder
accounts advised, sponsored or distributed by M&T or one of its affiliated companies (each an “Investment Account”)
accessible through the Service that are specified at the time of enrollment in the Service and such additional accounts,
which may be available after enrollment.

“M&T” means Manufacturers and Traders Trust Company, or the M&T affiliate or third party that on behalf of M&T
Bank, holds or maintains a specified Account. With respect to an eligible Investment Account (defined in Section 4), this
definition also includes the entity that issues the investment product that is maintained in the Investment Account (the
“Investment Group”). *

“Site” means the M&T Bank Commercial Electronic statement site.

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“User” means the individual that enrolls in the Service on behalf of the Company. Any action by a User is on behalf of
the Company.

“User Guide” means the online information, as amended from time to time, which is provided at the Site to the Company
regarding the Service.
*
Inclusion of the Investment Group in this definition is for reference purposes only and shall not be construed to make the Investment Account or
the investment products maintained in the account a product issued by Manufacturers and Traders Trust Company or that is guaranteed by the
Federal Deposit Insurance Corporation or any government agency.

2. Accepting This Agreement. Use of the Service by use of the Access Codes constitutes the Company’s acceptance of
this Agreement.

3. Availability and Use of Service. The Service should be used solely for the Company’s operation and management of
its internal business. The Service may be temporarily unavailable, either with or without prior notice, for Site
maintenance, security or for reasons beyond M&T’s control.

4. Systems The Company is responsible selecting, providing and maintaining, at the Company’s expense, all computer
equipment, Internet browser, software and/or communication facilities necessary to use the Service (the “Systems”) per
the system requirements posted on the Site. System requirements may be updated from time to time. M&T shall have no
liability for any virus or similar problem that may develop now or in the future which attack, change or cause any harm to
the Systems.

(a) User Guides. M&T will provide Company with the User Guides. Company’s use of the Service is subject to the User
Guides.

(b) Specified Accounts. The terms and conditions of this Agreement are in addition to all account and other agreements,
disclosures and other documents, including, but not limited to, the deposit agreements, in effect from time to time
governing the Specified Accounts. The Company should refer to those agreements and applicable disclosures for any
restrictions, fees or other terms and conditions relating to the use of such accounts that may affect use of the Service.
This Agreement will control if there are any irreconcilable conflicts between the terms of those agreements and this
Agreement.

5. User. The User must be an authorized signer on ALL Specified Accounts enrolled in the Service. The Company
authorizes the User to receive all Access Codes and utilize all other functions provided via the Service. If there is more
than one authorized signer on a Specified Account, each authorized signer may enroll in the Service on behalf of the
Company, become a User and will be issued his or her own and distinct Access Codes to access the Service. The
Company hereby releases M&T from any and all loss, liability or damages arising from or in connection with allowing the
User to access the Service and honoring all instructions from such User.

6. Access Codes.
(a) During enrollment by an authorized signer (User) on the Specified Account, a company identification code (“User
ID”) and passcode (“Passcode”) will be established (collectively the “Access Codes”). It is the Company’s
responsibility to understand the security capabilities built into the Service and, as appropriate, the Company’s
business and security needs.

(b) The Company agrees that use of the Access Codes is a commercially reasonable security procedure for all purposes to
verify the authenticity and authority of any access to account information via the Service. The Company is
responsible for the confidentiality and use of its Access Codes. The Company will be responsible for all access to the
Specified Accounts received by M&T through and under the Company Access Codes. The Company agrees that
M&T has no duty to monitor access to the Specified Accounts via the Service.

(c) If the Company believes that any Access Codes have or may have become known by unauthorized persons (whether
or not the Company employees), the Company shall immediately notify M&T by telephone (see below). The
Company agrees to confirm oral notification in writing to M&T within 24 hours. The parties will cooperate in
replacing the Access Codes. The Company is solely liable before M&T has received notice from the Company of the
breach or potential breach of any Access Codes and have had a reasonable opportunity to act on such notice. M&T

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 reserves the right to change any or all of the Access Codes at any time by giving oral, electronic, or written notice to
the Company.

(d) The Company agrees that (i) it will notify M&T immediately upon learning of any compromise of security including
if any Access Codes have become known by unauthorized persons (whether or not employed by the Company) or by
persons whose employment by the Company has been terminated; and (ii) it will keep all Access Codes strictly
confidential and disclose them only to the User and instruct such User not to disclose the Access Codes to anyone.
The Company has sole responsibility for maintaining the security at the Company’s site and within its organization, of
the Access Codes and similar elements of security procedures. The Company will implement any other authentication
or security procedures established by M&T from time to time. M&T may suspend or cancel Access Codes even
without receiving such notice from the Company, if M&T suspects the Access Codes are being used in an
unauthorized or fraudulent manner.

7. Changing Access Codes. The Access Codes may be changed within the Service from the “Customer Service”
Section of the Site.

8. M&T Electronic Statement Delivery.

(a) Paper Statements. Unless the Company elects the “electronic only” option (below), the Company will receive the
Specified Statements relating to the Specified Accounts in a paper format and in electronic format (PDF).

(b) Electronic Only Statements.

i. After the Company has enrolled in the Service, the Company may elect to receive one or more types
of statements relating to the Specified Accounts, solely in electronic format. If such election is made,
corresponding paper statements will be discontinued for the Specified Account. If the Company makes
the electronic only election, then it agrees:
• The Company has a valid e-mail address at which to receive any notice that an electronic
statement for a Specified Account is available to the Company at the Site; and

• The Company agrees that M&T may send the Company electronically, and M&T no
longer needs to send the Company a paper copy of such statement for a Specified Account.

• The Company agrees that by electing to receive electronic statements in lieu of a paper
periodic statement (aka DDA eStatement), it is also agreeing to discontinue receipt of canceled
checks, if, prior to agreeing to receive the Company’s statements electronically, the Company
received canceled checks as part of the Company’s account statement. Enrollment in the Service
(for the DDA eStatements) automatically enrolls the Company for M&T’s check safekeeping
service, where the Company’s canceled checks are stored on the Company’s behalf and are no
longer sent to the Company.

ii. For as long as M&T is required by applicable law to keep a copy of any periodic DDA statement for a
Specified Account, the Company may request a paper copy of the periodic statement by contacting M&T
at 1-800-724-2240. The Company must pay M&T any applicable charge for the paper copy. The
Company’s request for the paper copy will not constitute a request to discontinue receipt of electronic
DDA statements. Even if M&T discontinues sending the Company paper copies of statements for
Specified Accounts, M&T may resume sending them at any time for any reason.

iii. If there is more than one User with respect to a Specified Account, such User may still make the
electronic only election and that election shall be for all Users and the Company. M&T is not responsible
for notifying the Company or any remaining Users of the election.

(c) E-mail Notice. Once the Service takes effect for Specified Accounts, whenever an enrolled statement for a Specified
Account is ready to be made available to the Company at the Site, M&T will send to the most recent e-mail address the
Company has provided to M&T for use with Service a notice that an electronic statement is available to the Company at
the Site. If multiple Users have enrolled in a Specified Account, then each User may receive its own e-mail notice. An

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electronic statement will be available to the Company at the Site for at least 12 months, on a rolling basis. Except when
applicable law requires otherwise, the notice will be the only notice M&T sends to the Company about the availability of
an electronic statement to the Company at the Site. The Company acknowledges that the notice will constitute delivery of
an electronic statement, whether or not the Company view or print it. If the notice is returned to M&T as undeliverable,
M&T will send the Company a letter advising that a new statement is available, and that M&T is unable to successfully
deliver the Company’s email notification. The Company will be asked to provide to M&T a new e-mail address for use
with Service (available in Customer Service portion of the Site). The Company must not respond to the notice by e-mail
(including using the reply function) in order to request information, service or a paper copy of a statement for a Specified
Account or any other item or to terminate receipt of electronic statements, and M&T will not be responsible for
responding to any request or termination of enrollment made by the Company’s responding to the notice by e-mail.

(d) Acknowledgment of Risk. The Company acknowledges that there are risks associating with sending a notice to e-
mail address, including, but not limited to, disruption of service and, because e-mail is not private or secure, unauthorized
access to the notice and information it contains.

(e) E-mail Address. It is the Company’s responsibility to notify M&T of any change in the e-mail address to be used by
the Company with the Service.

(f) Termination of Electronic Delivery. M&T may terminate the Company’s use of the Service and/or receipt of
electronic statements by notifying the Company. The termination will take effect when M&T specifies. The Company
may terminate the Service and/or the Company’s receipt of electronic statements by notifying M&T. The termination will
not take effect until M&T has had a reasonable time to act on the Company’s notice, which can be as long as 60 days.
Any termination of receipt of electronic statements may be effective for all Specified Accounts, or for select accounts.
Any termination of the Company’s receipt of the Service and/or the Company’s electronic statements will not affect the
validity or legal effect of any periodic statement for a Specified Account provided to the Company at the Site. Closing
any Specified Account will automatically terminate Service for such Specified Account.

9. Company Warranties. The Company, now and during the term of this Agreement, (i) represents and warrants that it
has the power and authority to enter into this Agreement; (ii) covenants that it shall comply with all applicable federal and
state laws and regulations; (iii) the User that enrolled in the Service has the power and authority to enter into this
Agreement on the Company’s behalf and use the Access Codes and use the Service.

10. Limitation on Liability and Disclaimer of Warranties.

(a) Limitation on Liability. M&T will only be responsible for performing the Service as expressly stated in this
Agreement and the User Guide. M&T will not be liable for loss, liability or damages arising out of or related to
M&T’s performance under this Agreement or provision of the Service, except for such loss, liability or damages
directly resulting from M&T’s gross negligence or willful misconduct. In no event will M&T’s total legal
responsibility for loss, liability or damages exceed the total Fees paid by the Company in the six (6) months prior to
the date of any claim. In NO CASE WILL M&T OR ANY OF ITS AFFILIATES BE LIABLE FOR ANY LOSS OF DATA,
PROFIT, GOODWILL, OR SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE
SUFFERED BY THE COMPANY WHETHER OR NOT SUCH CLAIM FOR DAMAGES IS BASED ON TORT OR CONTRACT OR
WHETHER M&T HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SHOULD HAVE KNOW OF THE
LIKELIHOOD OF SUCH DAMAGES. In states that do not allow the exclusion or limitation of liability for indirect special
or incidental or consequential damages, M&T’s liability is limited to the extent permitted by applicable law. The
Company acknowledges that M&T’s provision of the Service has been established in contemplation of the limitations
on its liability set forth in this Agreement. Any claim, action or proceeding to enforce the terms of this Agreement or
to recover for the Service related loss must be commenced within one year from the date that the event giving rise to
the claim, action or proceeding first occurs.

(b) Indemnification. The Company agrees to indemnify, defend and hold M&T, its directors, officers, employees and
agents harmless from all losses, liabilities or damages arising out of or related to the Agreement or the Company’s use
of the Service (excluding losses, liabilities or damages that are a result of M&T’s gross negligence or willful
misconduct). This indemnification is provided without regard to whether M&T’s claim for indemnification is due to
the use of the Service by the Company or a User.

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(c) Warranties. THE SERVICE ARE PROVIDED “AS IS” AND, EXCEPT AS PROHIBITED BY LAW, M&T DISCLAIMS ANY
EXPRESS OR IMPLIED WARRANTIES CONCERNING THE SERVICE, INCLUDING, BUT NOT

LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT

OF OTHER PARTIES’ PROPRIETARY RIGHTS.

11. Fees. The Company shall pay to M&T all applicable fees and usage charges for Service (“Fees”) as posted on the
Site. The Fees are subject to change. If multiple Users have enrolled on Specified Account, the Company will be charged
Fees for each Users’ access. The Company shall pay upon demand any costs incurred by M&T in collecting Fees or
enforcing this Agreement, including attorneys’ fees and disbursements. M&T is authorized to obtain payment by
charging the Company’s designated commercial demand deposit account with M&T or its affiliates, or if none is
designated or funds in a designated account are insufficient, any of the Company’s accounts. If payment is not made,
M&T, in addition to its other remedies under applicable law and this Agreement, may suspend or cancel access to the
Service and/or exercise its right of offset against any or all of the Company’s property held by M&T or any of its affiliates
in any capacity.

12. Notice of Lost or Stolen Access Codes or Unauthorized Use. If the Company believes that any of the Access
Codes have been lost or stolen or compromised, the Company should contact M&T immediately. M&T strongly
recommends that the Company do so by telephoning M&T (See Section 14) since that is the best way of keeping the
Company’s possible losses down. In addition to notifying M&T, M&T also strongly recommends that the Company
immediately change the Company’s Passcode for access to the Service.

13. Termination. This Agreement may be terminated at any time by either party upon prior notice to the other party;
provided, however, any termination sent by the Company shall not be effective until M&T has had a reasonable
opportunity to act on such notice. M&T may terminate the Service without notice to the Company if the Company does
not access the Service for any three (3) month period. M&T may terminate this Agreement immediately and without
prior notice if (i) required to do so by law, regulation or an M&T regulatory authority, or (ii) the Company breaches any
provision of this Agreement or any other agreement with M&T or its affiliates, or (iii) without notice for security reasons.

14. Notices; Change of Address. Any notice M&T sends the Company concerning this Agreement or the Service will
be sent via Internal E-Mail, US mail or external e-mail. If the Company’s mailing address changes, the Company must
promptly notify M&T in writing of the new address. Changes to the Company’s mailing address cannot be done via
external or Internal E-mail. Any telephone calls to M&T should be made to M&T Treasury Management Merchant
Customer Service at 1-800-724-2240. Written correspondence should be sent to M&T at the following address:
M&T Bank Treasury Management Merchant Customer Service
One Fountain Plaza
10th Floor
Buffalo, NY 14203
Attn: Commercial e-Statements
15. Force Majeure. Not withstanding any provision contained in this Agreement, M&T shall not be liable to the
Company to the extent that fulfillment of performance of any terms or provisions of this Agreement is delayed or
prevented by revolution or other civil disorders; wars; acts of enemies; terrorism; strikes; lack of available resources from
persons other than parties to this Agreement; labor disputes, electrical equipment or availability failures; denial of service
attack, telecommunications equipment or availability failures; data processing equipment or availability failures; fires;
floods; acts of God; federal, state or municipal actions; statute ordinances or regulations; or, without limiting the
foregoing any other causes not within M&T’s control.

16. Changes in the Service Terms. Except as otherwise required by applicable law, rule, or regulation, M&T may
change the terms of this Agreement or the Service from time to time and at any time. When changes are made, M&T will
post them on the Site. The Site will be updated on the effective date, unless an immediate change is necessary to maintain
the security of the system or unless a law, rule or regulation requires that it be updated at an earlier time. If such a
change is made, and it cannot be disclosed without jeopardizing the security of the system, this Agreement will be updated
within thirty (30) days after the change. As always, the Company may choose to accept or decline changes by continuing
or discontinuing to use the Service. Changes to Fees or terms applicable to Eligible Accounts are governed by the
agreement otherwise governing the applicable account. The Company agrees that the Company’s use of the Service after
the effective date of the change will constitute its acceptance of the new terms of the Agreement or any new rules for the

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use of the Service. The Company agrees that these procedures are acceptable to provide the Company with notice of
changes to this Agreement. The revised Agreement will supersede the affected terms and conditions of this Agreement
and shall apply to any activity or transaction previously or hereafter taken by the Company in connection with such
Service, except new Fees and charges shall apply prospectively only.

17. Governing Law. The Company acknowledges and agrees that this Agreement was created in the State of New York.
This Agreement shall be governed by the laws of New York State without regard to its conflict of laws provisions and to
the extent required, under federal law. The Service is solely offered to citizens and residents of the United States and may
not be accessed while outside of the United States.

18. Dispute Resolution. Any dispute relating to or arising from this Agreement shall be resolved by arbitration under the
Commercial Rules of the American Arbitration Association. Unless otherwise agreed by M&T and the Company,
arbitration will take place in Buffalo, New York. Any court having jurisdiction over the matter may enter judgment on
the award of the arbitrator(s). Service of a petition to confirm the arbitration award may be made by First Class mail or by
commercial express mail, to the attorney for the party or, if unrepresented, to the party at the last known business address.
The arbitrator will award the filing and arbitrator fees to the prevailing party.

19. Entire Agreement. This Agreement is the final and complete agreement between the Company and M&T
concerning the Service and supersedes, prior agreements, oral or written, or other communication between the Company
and M&T related to the Service including any marketing or other similar materials.

20. Assignment. M&T may assign its rights and delegate all or certain of the duties under this Agreement to any of our
affiliates or a third-party. The Company cannot assign this Agreement, voluntarily or involuntarily, by operation of law
(e.g., a merger) or otherwise, without M&T’s prior written consent. This Agreement shall be binding on the Company
and its successors and assigns and shall inure to the benefit of M&T and its successors and assigns.

21. Miscellaneous. If any provision is determined by a court of competent jurisdiction to be invalid, the provision shall
be deemed amended to the extent necessary to be valid, and all other provisions shall remain in effect. No failure, partial
exercise or delay by M&T in exercising any of its rights or remedies shall constitute a waiver of any of them or require
notice for subsequent exercise at any time of any of its rights or remedies. This Agreement may not be amended by
course of dealing. The Company agrees that a copy of this Agreement and/or evidence that the Company entered into the
agreement on-line, kept in the normal course of M&T’s business may be entered in evidence as an original. Captions are
for convenience only. No third party shall be a beneficiary of this Agreement.

22. Electronic Disclosure And Consent. The Company agrees that M&T may provide it with all disclosures, notices
and other communications about Service and the Specified Accounts, including this Agreement and any future
amendments, in electronic form. However, unless the Company has chosen to stop receiving papers statements by
making the electronic only election, paper statements for the Specified Accounts will still be mailed to the Company.
M&T will provide all future disclosures, notices and other communications by posting them the Site for a period of at
least 30 days. The Company may download or print the disclosures, notices and other communications from its computer
if it has the System requirements described above.
At the Company’s request, M&T agrees to provide the Company with a paper copy of such disclosures, notices
and other communications. The Company may request paper copies of required notices by calling M&T Treasury
Management Merchant Customer Service at 1-800-724-2240.
The Company has the right to withdraw this consent, but if it does so, M&T will immediately terminate the
Service. If the Company withdraws its consent to receive its statements electronically via the Service, only that function
of the Service will be terminated.

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