Teranet eXpress™ Legal Terms and Conditions

Please read carefully before using this site.

Welcome to Teranet eXpress.ca.

These terms and conditions govern your use of this website, by using this website, you accept these terms and conditions in full. You acknowledge that Teranet has the right to audit your usage of this website and that inappropriate use may lead to termination of access.

1.                 RESTRICTIONS ON USE OF SITE AND ITS CONTENT

This Internet site (the "Site") is a service of Teranet Enterprises Inc. ("TEI"). All content, products and services included on this Site, including text, graphics, logos, button icons, images, audio and video clips, and Software (defined below) (collectively the "Content") is the property of TEI and its related or affiliated entities, suppliers and licensors and is protected by Canadian and international copyright laws.  Unless otherwise stated, no Content or material from this Site or any web site owned, operated, licensed or controlled by TEI may be copied, reproduced from, republished, uploaded, posted, transmitted, framed, commercially exploited or distributed in any way or by any means whatsoever, except that you may download or print a single copy of the Content for personal, non-commercial use only, provided you maintain all copyright and other proprietary notices. Modification of the Content or use of the Content for any other purpose (including use of any such Content on any other web site or networked computer environment) is a violation of copyright and other proprietary rights.  You agree to abide by all copyright notices, information and restrictions contained on the Site and in any Content on or material accessed through the Site.

Each user of the Site must be at least eighteen years of age and a resident of Canada and a bona fide registered user.

"Teranet eXpress" and the "Teranet eXpress Design" are trademarks of Teranet Inc. used under license by TEI. Other trademarks or tradenames mentioned herein may be the trademarks or tradenames of their respective owners.

In the event you download software from the Site, the software, including any files, images incorporated in or generated by the software and data accompanying the Software (collectively, the "Software") are licensed to you by TEI.  The license is personal, non-transferable and non-assignable. Title to the Software is not being transferred to you. You own the medium on which the Software is recorded, but TEI, or others, retain full and complete copyright in and title to the Software and all other intellectual property rights therein.  You may not redistribute, sell, decompile, reverse-engineer, time share, operate under a service bureau or disassemble the Software.

2.                 TERMINATION

Your Site membership and our agreement are effective until they are terminated by you or TEI.  You may terminate your Site membership and this agreement at any time by contacting TEI customer support to disable your user ID.  Your Site membership and our agreement will terminate immediately without notice from TEI if, in TEI’s sole discretion, you fail to comply with any material term or provision hereof or if TEI believes that you, by your conduct, have violated any applicable law or are acting contrary to the interests of the TEI.  All of the provisions of these Terms and Conditions that by their nature are intended to survive, including but not limited to disclaimers, limitations on liability and indemnifications but not warranties, shall survive termination of these Terms and Conditions and you agree to remain bound by those provisions.

3.                 DISCLAIMER

UNLESS EXPRESSLY OTHERWISE PROVIDED, THE SITE AND THE CONTENT INCLUDING ALL PRODUCTS AND SERVICES ON THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE.  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TEI GROUP, DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SITE, ANY CONTENT OR ANY MATERIALS CONTAINED THEREON OR OBTAINED OR ACCESSIBLE THEREFROM AND ANY WEB SITE WITH WHICH  THE SITE IS LINKED. TEI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE , CONTENT INCLUDING ALL PRODUCTS AND SERVICES (INCLUDING, WITHOUT LIMITATION, SERVICES FOR THE TRANSFER OF INFORMATION AND DATA) ON THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, SECURITY OR OTHERWISE. YOU (AND NOT THE TEI GROUP) ASSUME THE ENTIRE COST OF ANY NECESSARY SERVICING, REPAIR OR CORRECTION.

THE TEI GROUP DOES NOT WARRANT THE FUNCTIONS, INFORMATION OR LINKS CONTAINED ON THE SITE OR THAT THE CONTENT WILL MEET YOUR REQUIREMENTS, THAT THE SITE, OR THE CONTENT, ARE FIT FOR ANY PARTICULAR PURPOSE OR THAT THE OPERATIONS OF THE TERANET EXPRESS NETWORK OR ITS CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE OR ACCURATE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES THE SITE AND CONTENT AVAILABLE ARE FREE OF VIRUSES, WORMS OR OTHER HARMFUL COMPONENTS. 

APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. 

The Site is controlled and operated at offices in Toronto, Ontario, Canada. Certain Content may be hosted on computers in other jurisdictions. TEI makes no representation that Content on the Site is appropriate or available for use in other locations.  If you choose to access this Site and Content from other locations, you do so on your own initiative and you are responsible for compliance with local laws, if and to the extent local laws are applicable.

5.                 LIMITATION OF LIABILITY

Under no circumstances, including, but not limited to, negligence, shall the TEI Group be liable for any direct, indirect, special, consequential or other damages that result from the use of, or the inability to use the Site or Content or materials accessible from or obtained through this Site, even if the TEI Group has been advised of the possibility of such damages. Applicable law may not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you. In no event shall the TEI's Group total liability to you for all damages, losses, and causes of action (whether in contract, tort (including but not limited to negligence) or otherwise) exceed the amount paid by you, if any, for accessing or using this Site.

 

7.                 SUBMISSIONS

We would like to hear from you regarding Teranet eXpress' products and services. Please note that if you send us suggestions, ideas, or other information (collectively, "Submissions"), we will not be able to return the Submissions to you. Once submitted, the Submissions will become the property of TEI and TEI shall exclusively own all rights to the Submissions of every kind and nature throughout the universe, now known or hereafter existing, and shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, without compensation to you. By providing the Submissions, you assign all copyright in and to the Submissions to TEI and you waive all moral rights in the Submissions.

8.                 JURISDICTION AND SEVERABILITY

You agree and acknowledge that your use of this Site and Content shall be deemed to have occurred and taken place solely in the Province of Ontario, Canada.  You further agree and acknowledge that these Terms and Conditions, and any disputes in connection with your use of this Site or its Content, will be governed by the laws of the Province of Ontario, Canada, and the laws of Canada applicable therein.  You expressly consent to the exclusive forum, jurisdiction, and venue of the courts of Ontario in any and all actions, disputes, or controversies relating hereto.  If any provision of these Terms and Conditions shall be found to be unlawful, void or unenforceable, then such provision shall be deemed severable here from and will not affect the validity and enforceability of any remaining provisions.

9.                 AMENDMENTS

TEI reserves the right to make changes to the Site and Content and to modify, alter or otherwise update these Terms and Conditions at any time with or without notice.  You should review this link on a regular basis for any such changes.  Your continued use of the Site or Content shall constitute your acceptance of any revisions to the Terms and Conditions. 

10.             LANGUAGE

The parties agree that these Terms and Conditions and all documents contemplated hereby be drawn up in English. Les parties aux présentes ont exigé que cette entente et tous autres documents envisagés par les présentes soient rédigés en anglais.

 

11.             INDEMNIFICATION

To the maximum extent permitted by applicable law, you will defend, indemnify and hold the TEI Group harmless from and against all claims, liability, and expenses, including all legal fees and costs, arising out of (i) your breach of any provision of these Terms and Conditions, or (ii) your use of the Site and the Content.

12.             USER PRIVACY POLICY AND SECURITY STATEMENT

Use of this Site and Content is subject to the terms of Teranet Inc.'s ("TI") Privacy Policy accessible at http://www.teranet.ca/legal-notice-security-statement as amended from time to time without notice. Without limiting the generality of the Privacy Policy, by using the Site, you expressly consent to disclosure by the TI Group of any of your personal information that may be included within or with respect to your access to or use of the Site to the Province of Ontario, its ministries or agencies, for the purposes of Ministry or agency use, and to the disclosure of such personal information to the Province of Ontario, its ministries or agencies and to any law enforcement authority having jurisdiction, in connection with any investigation by any of them relating to your use of the Site, and to suppliers of services or products purchased by you through the Site in relation to such purchases.  You recognize and agree that:  (i) the Internet is not a secure medium, and neither the privacy of your communications, nor visits to this Site or use of Content, can be guaranteed; (ii) the nature of Internet communications means that your communications may be susceptible to data corruption, unauthorized access, interception and delays; (iii) the Site and Content may include incomplete information, inaccuracies or typographical errors; (iv) TI and any other persons involved in the management of the Site and Content may make changes in the Site and Content at any time without notice; (v) The TI Group shall not be responsible for any detrimental reliance you may place on the Site or its Content; and (vi) use of the Site and Content is on an "as is" and "as available" basis and is strictly at your own risk.

Use of this Site and Content is also subject to the terms of Teranet Inc.'s Security Statement accessible at http://www.teranet.ca/legal-notice-security-statement as amended from time to time without notice. You recognize and agree that although TI’s security efforts are generally consistent with industry practice in Canada, your complete privacy, confidentiality and security associated with any communications between us is not yet possible over the Internet, and therefore cannot be guaranteed.  As a result, the TI Group shall not be responsible or liable for any loss of privacy, disclosure of information, harm, damage or loss that may result from your transmission of any information to us in any connection with the Site and Content.

You must not attempt to violate the security of the Site, including without limitation, (i) attempting to log into an account or server which you are not authorized to access; or (ii) attempting to interfere with the Content provided by the Site through means of a virus or flooding or otherwise overloading the Site's servers, or by any other similar or dissimilar means. 

 

13.             U.S. GOVERNMENT END USERS

The software available on this Site is a "Commercial Item," as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" as such term may be used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software is licensed to U.S. Government end users (A) only as Commercial Items and (B) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.

14.             PRODUCTS/SERVICES SUPPLIED FROM OUTSIDE ONTARIO

You acknowledge and agree that certain Content available on the Site may be supplied by third parties resident and operating outside the Province of Ontario and/or may be hosted on computers located outside of the Province of Ontario.

15.             PAYMENT FOR PRODUCTS AND/OR SERVICES

Fees for certain products or services will be charged to your credit card or as against the Teranet eXpress Deposit Account you have been authorized to use (see paragraphs 31 to 38 inclusive below) if available and if you so choose.  If paying by credit card, you will be asked to provide credit card information when you order products or services that generate a fee. Any additional charges incurred during the same login session will be charged to the same credit card.  For services and products purchased through the Site, you may opt to have credit card information stored for subsequent purchases as a facility to alleviate the need to re-enter this information. Regardless, you retain the obligation and responsibility to ensure that any such stored information remains current and correct as of the time of each purchase.

If paying by Teranet eXpress Deposit Account, by selecting this as your payment method, you are expressly warranting to the TEI Group that you have the full authority, permission and right to use such Teranet eXpress Deposit Account for your purchase. If paying by credit card, by selecting this as your payment method, you are expressly warranting to the TEI Group that you have the full authority, permission and right to use such credit card for your purchase.

Each submission or order online for a product or service for which a fee is charged is deemed to be an authorization to debit predetermined sums representing applicable statutory and service fees, charges, and applicable taxes from your credit card or the Teranet eXpress Deposit Account you have been authorized to use as the case may be.  You will be informed of the total charges and asked to confirm the transaction before it is charged to your credit card or debited against the Teranet eXpress Deposit Account.  You are responsible for all charges, fees and taxes incurred by you.  Charges and fees will be in accordance with the rates and pricing plans established by TEI from time to time plus all additional applicable taxes. 

Before submitting any request for a product or service you retain the obligation to verify that you have entered the information in the request correctly.  We cannot refund the cost of a product or service if you have inputted the request incorrectly.  Once a submission or order is submitted, there are NO REFUNDS, EXCHANGES OR CANCELLATIONS. 

If we are unable to collect the charges, fees and/or taxes for any reason, whether from your credit card or the Teranet eXpress Deposit Account, you are responsible to pay TEI directly the fees, charges and taxes plus any other charges (including costs of collection) incurred by Teranet eXpress.  In the case of charges, fees and/or charges (including costs of collection) to be paid from the Teranet eXpress Deposit Account, you and your firm will be jointly and severally responsible for same.

You are responsible for notifying TEI of any incorrect charges within thirty (30) days of receiving a statement or receipt from TEI.  After any such thirty (30) day period, you shall forfeit any recourse to TEI to claim a credit. 

TEI records all transactions conducted herein for the purposes of administration of and access to the Site and Content. 

16. ADVERTISEMENTS AND PROMOTIONS

To the extent that you choose to deal with advertisers or participate in promotions on the Site, any terms, conditions, representations or warranties associated with your dealings are strictly between you and the advertiser.  TEI hereby disclaims any responsibility or liability in respect of such dealings.

ADDITIONAL TERMS AND CONDITIONS FOR USERS OF TERANET EXPRESS SEARCH

The following terms and conditions are in addition to, and are not intended to be in substitution for, or in any way in limitation of, the Terms and Conditions for users of the Site.

17.  The Internet changes constantly and no searching or indexing technique can possibly comprehensively index all relevant pages accessible through the Internet.  TEI does not guarantee that your search results will be complete, current or accurate or that the links associated with the indexed sites will be accurate at the time of your search.

18.  TEI cannot and does not screen the sites that are included in the index.  Therefore, the TEI Group assumes no responsibility for the content of any site included in the index.

ADDITIONAL TERMS AND CONDITIONS FOR USERS OF WRITS SERVICES, PROPERTY SEARCH AND DOCUMENT VIEW

The following terms and conditions are in addition to, and are not intended to be in substitution for, or in any way in limitation of, the Terms and Conditions for users of the Site. 

19. This Site provides you with online remote access to the Province of Ontario's writs of execution databases and the capability of online issuing and filing writs (collectively, "Writs Services"), to the POLARISÒ database, the automated land records management system for the Province of Ontario ("Property Search") and online remote access to electronically registered documents. Writs Services , Property Search and remote access to documents are collectively referred to as ("Government Database Services"). POLARIS is a registered trademark of Teranet Inc.

20. In order to issue or file a writ you must be a member in good standing of the Law Society of Upper Canada and a holder of a valid Personal Security Licence from Teranet Inc. or its affiliates available at http://www.teraview.ca/purchase/purchase.html.

21. (A) Unless otherwise stated, no material may be copied, reproduced, republished, uploaded, posted, transmitted, framed, commercially exploited or distributed in any way or by any means whatsoever, except that you may print a single copy of the materials for personal, non-commercial use only, provided you maintain all copyright and other proprietary notices. Data may not be extracted from, or copies made of, the data in Government Database Services. The foregoing prohibitions expressly include, but are not limited to, the practice of screen scraping, database scraping, or any such practice or activity; the purpose of which is to obtain data or portions thereof, or portions of databases from the Government Database Services. Government Database Services and access to Government Database Services delivered through this Site, may not be used: (i) in a computer service or timesharing business; (ii) to create a database in electronic or other format or for the purposes of data aggregation or dissemination (otherwise than for your internal archival use); (iii) for the purpose of sale, resale or the licensing of the data and information or components thereof contained in Government Database Services; or (iv) for any unauthorized, improper or illegal purpose or in connection with the commission of any criminal or otherwise illegal act. (B) Government Database Services may not be tampered with through attempts to translate, reverse engineer, decompile, disassemble, modify or merge Government Database Services with any other system. Pursuant to TEI's agreement with its suppliers, you shall not: (i) sub-license access to Government Database Services to the Government of the United States or any regulatory body or agency thereof; (ii) export your access to Government Database Services outside Canada; or (iii) infringe any copyright, patent, trademark or trade secret of the TEI Group; or (C) Use of Government Database Services must be in accordance with applicable statutes, regulations and rules. Modification of the materials or use of the materials for any other purpose is a violation of copyright and other proprietary rights. Unauthorized access to, reproduction, and/or distribution of Government Database Services, or any portion of it, may result in serious civil and criminal penalties, and will be prosecuted to the maximum extent of the law. 

22. Government Database Services, and products and services accessible through this Site may be operated and maintained by persons other than TEI. TEI cannot, and does not, warrant the accuracy, completeness, currency, merchantability or fitness for a particular purpose of Government Database Services and products and services available through the Site.  Due to the number of sources from which Government Database Services and products and services are obtained, there may be delays, omissions or inaccuracies in such Government Database Services and products and services.

23. (A) You acknowledge that the Province of Ontario (the "Province") makes no warranties, express or implied, with respect to Government Database Services, or service supplied by or through this Site, and all risk as to the results and performance of Government Database Services and products and services is assumed by you. The TEI Group and the Province shall each not have any liability to you or any other person or entity for any claims, actions, loss, damage including, without limitation, loss of revenue or profit or savings, lost or damaged data, or other commercial or economic loss, or any direct, indirect or incidental, special or consequential damages whatsoever, even if the TEI Group or the Province has been advised of the possibility of such damages, or for claims by a third party. This section shall apply whether or not the liability results from a breach of a fundamental term or condition or a fundamental breach. You acknowledge that the TEI Group accesses records filed with the Province and this clause is included for the benefit of and can be relied on by the Province.

(B) TEI and our affiliates and licensors make no warranties with respect to the Site. The Site and data in the Government Database Services are provided on an "as is" and "as available" basis, without warranties, representations or conditions of any kind, either express or implied, including, without limitation, warranties or conditions of accuracy, completeness, currency, merchantable quality, fitness for a particular purpose, or those arising by law or by statute, or by usage of trade or course of dealing or that the operations of the Site or its contents will be uninterrupted or error. Notwithstanding anything herein, TEI does not guarantee that the stie or any data is complete and wholly accurate, nor that any service will function without failure or interruption. The entire risk as to the results and performance of the Site and any other products and services provided by us is assumed by you.

24.              

(a)        Notwithstanding anything in the Terms and Conditions, neither the TEI Group nor any person whose database or other product is operated or distributed by TEI, guarantees that a database or any data or document within a database is complete and wholly accurate, nor that any service will function without failure or interruption. The entire risk as to the results and performance of Government Database Services, and any other products and services provided by TEI is assumed by you. 

(b)        If any attempted use of Government Database Services fails through a fault of the Site, Government Database Services or TEI's facilities, the TEI Group’s sole liability, at the written request of the user, shall be to rebate to the user the charges imposed by us for the failed use of Government Database Services and products and services. This section shall apply whether or not the liability results from negligence, a breach of a fundamental term or condition, or a fundamental breach of the Terms and Conditions. 

25. You are solely responsible for the accuracy and content of any filings made by you and for ensuring compliance with statutes, regulations and rules. TEI acts only as a passive conduit and shall be held to be without liability with respect to any damages resulting from a failed, inaccurate, or non-compliant filing of writs.

26. Without limiting the limitations on liability in the Terms and Conditions, the TEI Group’s maximum aggregate liability to the user of Government Database Services for any claim whatsoever related to online writs searching, issuing, or filing and document view provided hereunder shall not exceed the lesser of ten thousand dollars (CDN$10,000) or the charges actually paid to TEI by the user of Government Database Services in respect of the use of Government Database Services during the previous twelve (12) months from the date of the loss or claim, excluding charges for the use of a Personal Security License and any other products and services provided by persons other than TEI (including without limitation any statutory fees).  This section shall apply whether or not the liability results from negligence, a breach of a fundamental term or condition, or a fundamental breach of the Terms and Conditions. 

27. Statutory fees shall be collected from you by TEI, and TEI shall remit the required payments to the Crown in right of Ontario.  You acknowledge that TEI is acting as an agent of the Crown and that the Crown shall have recourse for any unpaid statutory fees. 

 

ADDITIONAL TERMS AND CONDITIONS FOR USERS OF THE TERANET EXPRESS DEPOSIT ACCOUNT ("Teranet eXpress Deposit Account")

The following terms and conditions are in addition to, and are not intended to be in substitution for, or in any way in limitation of, the Terms and Conditions for users of the Site.

31. You may apply to have TEI provide a deposit account facility ("Teranet eXpress Deposit Account") through which your firm ("Account Holder") may provide funds to TEI or its affiliates on deposit, against which, if offered with respect to the individual good, product or service to be purchased on the Site, you may be authorized to use for payment of any charges, fees and/or taxes for such good, product or service.

32. The Account Holder may itself or through its authorized administrator for the Teranet eXpress Deposit Account (the "Deposit Account Administrator") choose to allow and grant to other Teranet eXpress Site users associated with its firm, access to and right to apply charges, fees and/or taxes for goods, products or services purchased from the Site by such authorized users ("Users"). The responsibility for setting up, maintaining and terminating such permissions and access lies with the Account Holder and its Deposit Account Administrator for the Teranet eXpress Deposit Account. The TEI Group bears no responsibility or liability whatsoever arising from the use of funds and/or access to the Teranet eXpress Deposit Account by Users designated by your Account Holder or Deposit Account Administrator. Similarly, the Account Holder remains jointly and severally liable and responsible for any and all payments for charges, fees and/or taxes to be paid from the Teranet eXpress Deposit Account.33. You remain solely responsible for ensuring that any laws, regulations or other requirements with respect to the handling of trust funds are complied with in full. 34. In order to obtain a Teranet eXpress Deposit Account, all documentation, including any application or approval forms required by TEI or its affiliates must be supplied by the Account Holder and is subject to acceptance by TEI. The Account Holder and its Deposit Account Administrator expressly retain the obligation to ensure that all information required in relation to Teranet eXpress Deposit Account as supplied to TEI remains current, complete and accurate. If they fail to do so, the Account Holder and you expressly acknowledge that you will fully indemnify the TEI Group against any and all liabilities directly and indirectly resulting therefrom.35. The TEI Group retains the right and absolute discretion to refuse an application for Teranet eXpress Deposit Account. Further the TEI Group retains the right and absolute discretion to and deny, terminate or suspend access to any Teranet eXpress Deposit Account for any reason and without notice, provided that any funds remaining to the Account Holder’s credit is returned to the Account Holder, within a commercially reasonable time after suspension or termination.

36. Payment and Teranet eXpress Deposit Account. With the signed Teranet eXpress Deposit Account Payment Plan Application, the Account Holder will provide authorization for payment by Pre-Authorized Debit ("PAD") or credit card to TEI to create the balance in the Account Holder’s Teranet eXpress Deposit Account at the pre-determined allowable spending limit ("the Teranet eXpress Deposit Account Limit") set out by TEI or its affiliates. The Teranet eXpress Deposit Account will be accessed by TEI or its affiliates for payment of products or services and for any charges, fees or taxes as specified from time to time by TEI.

37. Maintenance of Teranet eXpress Deposit Account Balance. After it is established, the Account Holder’s Teranet eXpress Deposit Account will be maintained through either:

  1. Deposit Account Payment Plan (payment by pre-authorized debits of designated bank accounts) as set out below; or

  2. Credit card.

In either case, the Deposit Account Limit amount may be increased by TEI upon thirty (30) days’ notice to the Account Holder or decreased with no notice. Showing a negative balance in a Teranet eXpress Deposit Account may result in the suspension of the related Teranet eXpress Deposit Account until such time as the Teranet eXpress Deposit Account has a positive balance.

38. Pre-Authorized Debits Through Payment Plan Agreements. Through the Deposit Account Payment Plan ("DAPP"), the Account Holder can authorize TEI to issue pre-authorized debits ("PADs") on the specified bank accounts for use of Teranet eXpress and the Products by the Deposit Account Administrator and Users.

a) Pursuant to the Deposit Account Payment Plan, described in the DAPP Application, an Account Holder may elect to use pre-authorized debits to maintain the Deposit Account balance required for the payment of all charges, fees and taxes incurred by the Account Holder and its Users and the amount, if any, of any NSF or other bank charges incurred by the TEI Group as a result of TEI’s access to the Account Holder’s bank account(s) under the Deposit Account Payment Plan described below. Where using the Deposit Account Payment Plan, the Account Holder shall execute and return to TEI the Payment Plan Agreement ("PPA") included in the DAPP Application, which PPA appoints the Account Holder’s Deposit Account Administrator. The PPA authorizes TEI or its affiliates to issue PADs on a specified bank account, the Deposit Bank Account ("DBA").

b) If the DBA is held in the name of a person other than the Account Holder, the Account Holder warrants and represents it has the right to authorize TEI to access such bank account and will produce evidence of the authority upon request.

c) Where the Account Holder appoints a Deposit Account Administrator, the Account Holder warrants and represents that the Deposit Account Administrator has the right to authorize TEI and its affiliates to debit the DBA and that the DAA has a right to designate Users and their access to the Teranet eXpress Deposit Account. The change of a Deposit Account Administrator for a Teranet eXpress Deposit Account must be made by written notice from the Account Holder to TEI. Such change shall be effective within two (2) business days of TEI’s receipt of such written notice.

d) Debit period for PADs and frequency may be changed by TEI upon notice.

e) Either party may revoke any PPA in accordance with its terms, without revoking this Agreement in its entirety.