ANY ATTEMPT TO AUTOMATICALLY DEBIT SUCH FEES
FROM THE BORROWER ACCOUNT.
15.
REGULUS FEES.
BORROWER AGREES TO PAY THE FEES FOR THE LOCKBOX
SERVICE CHARGED BY REGULUS (THE "REGULUS FEES"), WHICH FEES FOR THE STANDARD
LOCKBOX PROCESSING PROCEDURES WILL BE BASED ON THE CHARGES SPECIFIED IN THAT
STANDARD LOCKBOX FEE SCHEDULE OF REGULUS CURRENT AT THE TIME THE FEES ARE
CHARGED.
AS CHANGES IN REGULUS' OPERATING COSTS, PROCEDURAL REQUIREMENTS OR
SERVICE VOLUMES AFFECT FUTURE COSTS OF PROCESSING, REGULUS WILL PERIODICALLY
REVIEW THE REGULUS FEES.
SHOULD THE RESULTS OF SUCH PERIODIC REVIEW WARRANT
ADJUSTMENT OF THE REGULUS FEES, BORROWER AND LENDER WILL RECEIVE A MINIMUM OF
THIRTY (30) CALENDAR DAY'S WRITTEN NOTICE PRIOR TO IMPLEMENTING SUCH
ADJUSTMENT.
WELLS FARGO WILL COLLECT THE REGULUS FEES ON BEHALF OF REGULUS BY
DEBITING THE BORROWER ACCOUNT FOR THE AMOUNT OF THE REGULUS FEES, WITHOUT PRIOR
NOTICE TO BORROWER OR LENDER, ON THE DAY SUCH REGULUS FEES ARE DUE.
LENDER
AGREES TO PAY THE REGULUS FEES WITHIN THIRTY (30) CALENDAR DAYS AFTER LENDER
RECEIVES A BILLING STATEMENT FROM WELLS FARGO FOR SUCH FEES, WITHOUT SETOFF OR
COUNTERCLAIM, TO THE EXTENT THAT WELLS FARGO IS UNSUCCESSFUL IN ANY ATTEMPT TO
AUTOMATICALLY DEBIT SUCH FEES FROM THE BORROWER ACCOUNT.
5
16.
COURT ORDER.
IF REGULUS OR WELLS FARGO IS SERVED WITH A COURT
ORDER WHICH AFFECTS THE LOCKBOX OR THE LENDER ACCOUNT, REGULUS OR WELLS FARGO,
AS THE CASE MAY BE, WILL ACT IN ACCORDANCE WITH SUCH COURT ORDER.
SUBJECT TO
THE PROVISIONS OF SECTION 18, NEITHER REGULUS NOR WELLS FARGO SHALL, IN RESPONSE
TO THE ADVERSE CLAIM OF BORROWER OR ANY THIRD PARTY, HAVE THE RIGHT TO PLACE A
HOLD, NOR WILL IT PLACE A HOLD, ON FUNDS IN, OR IN THE PROCESS OF BEING
DEPOSITED TO, THE LOCKBOX OR THE LENDER ACCOUNT, AND REGULUS AND WELLS FARGO
WILL PROCESS THE REMITTANCES AND ACCOUNT FUNDS IN STRICT ACCORDANCE WITH THE
TERMS AND CONDITIONS OF THIS AGREEMENT, UNLESS AND UNTIL EITHER REGULUS OR WELLS
FARGO, AS THE CASE MAY BE, RECEIVES A COURT ORDER TO THE CONTRARY, WHETHER
ISSUED BY A U.S. BANKRUPTCY COURT OR ANY OTHER COURT OF COMPETENT JURISDICTION.
LENDER REPRESENTS, WARRANTS, AND AGREES THAT UPON FILING OF VOLUNTARY OR
INVOLUNTARY PROCEEDINGS UNDER THE U.S. BANKRUPTCY CODE INVOLVING BORROWER,
LENDER SHALL AT ALL TIMES COMPLY WITH APPLICABLE BANKRUPTCY STATUTES, RULES, AND
OTHER LAWS AS THEY MAY RELATE TO THE REMITTANCES AND ACCOUNT FUNDS.
17.
OWNERSHIP OF SPECIFICATIONS, RECORDS, SYSTEMS AND PROGRAMS.
BORROWER AND LENDER AGREE THAT ANY SPECIFICATIONS, RECORDS, SYSTEMS AND
PROGRAMS, INCLUDING, AMONG OTHER THINGS, COMPUTER SOFTWARE PROGRAMS, WHICH ARE
UTILIZED OR DEVELOPED BY REGULUS OR WELLS FARGO IN CONNECTION WITH THE SERVICE
OR THIS AGREEMENT ARE AND WILL REMAIN THE SOLE PROPERTY OF REGULUS AND WELLS
FARGO.
18.
CLAIMS, LEGAL PROCESS AND NOTICES.
IF WELLS FARGO OR REGULUS
RECEIVES ANY CLAIM, NOTICE, LEGAL PROCESS OR COURT ORDER RELATING TO THE
REMITTANCES, THE LOCKBOX, THE ACCOUNT FUNDS OR THE LENDER ACCOUNT, WELLS FARGO
OR REGULUS, AS THE CASE MAY BE, WILL NOTIFY LENDER