ASM, THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF NORTH DAKOTA, EXCLUDING ITS
CONFLICTS OF LAWS PROVISIONS.
JURISDICTION AND VENUE FOR ANY MATTER SHALL BE IN
THE FEDERAL AND STATE COURTS SITTING IN TRAVIS COUNTY, TEXAS, IF INITIATED BY
CLIENT AND IN FARGO, NORTH DAKOTA, IF INITIATED BY ASM.
9.5
THE FAILURE OF EITHER PARTY TO ENFORCE ITS
RIGHTS UNDER THIS AGREEMENT AT ANY TIME FOR ANY PERIOD SHALL NOT BE CONSTRUED AS
A WAIVER OF SUCH RIGHTS.
IF ANY PROVISION OF THIS AGREEMENT IS DETERMINED TO BE
ILLEGAL OR UNENFORCEABLE, THAT PROVISION WILL BE LIMITED OR ELIMINATED TO THE
MINIMUM EXTENT NECESSARY SO THAT THIS AGREEMENT SHALL OTHERWISE REMAIN IN FULL
FORCE AND EFFECT AND ENFORCEABLE.
HEADINGS HEREIN ARE FOR CONVENIENCE OF
REFERENCE ONLY AND SHALL IN NO WAY AFFECT INTERPRETATION OF THE AGREEMENT.
9.6
NEITHER PARTY SHALL HAVE LIABILITY OR BE
DEEMED IN BREACH OF THIS AGREEMENT BECAUSE OF AN ACT OR OMISSION RESULTING FROM
AN EVENT BEYOND THE PARTY'S REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO
ACTS OF GOD, ACTS OR OMISSIONS OF INTERNET PROVIDERS, THE INTERNET, EQUIPMENT
FAILURE OF PARTIES OR THEIR AFFILIATES, ACTS OR OMISSIONS OF COMMUNICATION
CARRIERS OR SUPPLIERS, OR NATURAL DISASTERS.
9.7
NEITHER PARTY HAS THE RIGHT OR AUTHORITY TO,
AND SHALL NOT ASSUME OR CREATE ANY OBLIGATION OF ANY NATURE WHATSOEVER ON BEHALF
OF THE OTHER PARTY OR BIND THE OTHER PARTY IN ANY RESPECT WHATSOEVER.
9.8
NOTICES SHALL BE DEEMED GIVEN:
(A) WHEN
DELIVERED PERSONALLY; (B) WHEN SENT VIA FACSIMILE (AND CONFIRMED BY DELIVERY OF
THE ACTUAL DOCUMENT BY U.S. MAIL OR COMMERCIAL EXPRESS COURIER); (C) 3 DAYS
AFTER DEPOSIT IN THE U.S. MAIL, REGISTERED OR CERTIFIED MAIL, RETURN RECEIPT
REQUESTED, POSTAGE PREPAID; OR (D) 1 BUSINESS DAY AFTER DEPOSIT WITH A
COMMERCIAL EXPRESS COURIER FOR NEXT BUSINESS DAY DELIVERY, WITH WRITTEN
VERIFICATION OF RECEIPT.
ALL COMMUNICATIONS WILL BE SENT TO THE ADDRESSES SET
FORTH ON THE COVER SHEET OF THIS AGREEMENT OR SUCH OTHER ADDRESS AS MAY BE
DESIGNATED BY A PARTY BY GIVING WRITTEN NOTICE TO THE OTHER PARTY PURSUANT TO
THIS PARAGRAPH.
10
EXECUTED BY THE PARTIES TO EFFECTIVE AS OF THE LAST DATE WRITTEN BELOW.
ALEX SHESHUNOFF MANAGEMENT
SERVICES, L.P.
Client:
COMMUNITY FIRST BANKSHARES
FARGO, NORTH DAKOTA
By:
/s/ David W. Furnace
By:
/s/ Dan M. Fisher
Name:
David W. Furnace
Name:
Dan M. Fisher
Title:
Managing Director
Title:
CIO
Date:
10/8/03
Date:
9/30/03
11
CERTAIN INFORMATION HAS BEEN DELETED FROM THIS EXHIBIT AND FILED SEPARATELY WITH
THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT UNDER RULE 24B-2.
PLATINUM OVERDRAFTSM MANAGEMENT AGREEMENT
Detail Schedule
Client
Community First Bankshares
Type of financial institution and jurisdiction under whose laws formed
National Bank
Primary Regulator:
Office of the Comptroller of the Currency
Address of Client's principal offices
520 Main Avenue
Fargo, ND
58124
Agreement Effective Date
September 26, 2003
Compensation Months (§§4.1, 5.1d and 5.5)
24 months
Program Implementation Period Fee (§5.2)
Amount
[***]
Payment