AGAINST ANY LOSSES AND LIABILITIES WELLS FARGO OR REGULUS SUFFER OR
INCUR AS A RESULT OF, OR IN CONNECTION WITH, ANY OF THE CIRCUMSTANCES REFERRED
TO IN SUBSECTIONS (A) THROUGH (D) IN THE PRECEDING SENTENCE.
20.
NO REPRESENTATIONS OR WARRANTIES OF REGULUS OR WELLS FARGO.
WELLS
FARGO AND REGULUS WILL PERFORM THEIR OBLIGATIONS UNDER THIS AGREEMENT IN A
MANNER CONSISTENT WITH THE QUALITY PROVIDED WHEN WELLS FARGO AND REGULUS PERFORM
SIMILAR SERVICES FOR THEIR OWN ACCOUNT.
HOWEVER, NEITHER REGULUS NOR WELLS
FARGO CAN BE RESPONSIBLE FOR THE ERRORS, ACTS OR OMISSIONS OF OTHERS, SUCH AS
COMMUNICATIONS CARRIERS, CORRES­PONDENTS OR CLEARINGHOUSES THROUGH WHICH REGULUS
OR WELLS FARGO MAY PERFORM THEIR OBLIGATIONS UNDER THIS AGREE­MENT OR RECEIVE OR
TRANSMIT INFORMATION IN PERFORMING THEIR OBLIGA­TIONS UNDER THIS AGREEMENT.
FURTHER, NEITHER REGULUS NOR WELLS FARGO CAN BE RESPONSIBLE FOR ANY LOSS,
LIABILITY OR DELAY CAUSED BY WARS, FAILURES IN COMMUNICATIONS NETWORKS, LABOR
DISPUTES, WORK STOPPAGES, LEGAL CONSTRAINTS, FIRES, POWER SURGES OR FAILURES,
EARTHQUAKES, CIVIL DISTURBANCES, ACTS OR OMISSIONS OF THE U.S. POSTAL SERVICE,
OR OTHER EVENTS BEYOND ITS CONTROL.
NEITHER REGULUS NOR WELLS FARGO MAKES ANY
EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE LOCKBOX
SERVICE, THE COLLECTION ACCOUNT SERVICE, OR ANY OTHER SERVICE IT IS TO PERFORM
UNDER THIS AGREEMENT OTHER THAN THOSE EXPRESSLY SPECIFIED IN THIS AGREEMENT.
21.
LIMITATION OF LIABILITY.
IF ANY PARTY TO THIS AGREEMENT SUFFERS
OR INCURS ANY LOSSES AND LIABILITIES AS A RESULT OF, OR IN CONNECTION WITH, ITS
OR ANY OTHER PARTY'S PERFORMANCE OR FAILURE TO PERFORM ITS OBLIGA­TIONS UNDER
THIS AGREEMENT, THE AFFECTED PARTIES WILL NEGOTIATE IN GOOD FAITH IN AN EFFORT
TO REACH A MUTUALLY SATISFACTORY ALLOCATION OF SUCH LOSSES AND LIABILITIES, IT
BEING UNDERSTOOD THAT NEITHER REGULUS NOR WELLS FARGO WILL BE RESPONSIBLE FOR
ANY LOSSES AND LIABILITIES DUE TO ANY CAUSE OTHER THAN ITS OWN NEGLIGENCE OR
BREACH OF THIS AGREEMENT, IN WHICH CASE (A) IF SUCH NEGLIGENCE OR BREACH IS A
FAILURE BY REGULUS TO DEPOSIT ANY CHECK WHICH SHOULD HAVE BEEN DEPOSITED
PURSUANT TO THIS AGREEMENT, REGULUS' LIABILITY SHALL BE LIMITED TO DIRECT MONEY
DAMAGES IN AN AMOUNT NOT TO EXCEED INTEREST ON THE AMOUNT OF SUCH CHECK AT A
RATE EQUAL TO THE COST OF FUNDS (AT A RESERVE ADJUSTED DAILY INTEREST RATE WHICH
WELLS FARGO WILL DETERMINE) FOR THE TIME PERIOD SUCH AMOUNT IS NOT IN THE LENDER
ACCOUNT, WHICH TIME PERIOD FOR THE PURPOSE OF CALCULATING SUCH INTEREST WILL NOT
EXTEND BEYOND THE END OF THE THIRTY (30) CALENDAR DAY NOTICE PERIOD REFERRED TO
IN SECTION 5 OF THIS AGREEMENT, AND (B) IF SUCH NEGLIGENCE OR BREACH RESULTS
FROM ANY OTHER ACTION OR FAILURE TO ACT BY REGULUS OR WELLS FARGO, THE LIABILITY
OF REGULUS AND WELLS FARGO SHALL BE LIMITED TO DIRECT MONEY DAMAGES IN AN AMOUNT
NOT TO EXCEED TEN (10)
7
TIMES ALL THE REGULUS FEES, IN THE CASE OF THE LIABILITY OF REGULUS, OR THE
WELLS FARGO FEES, IN THE CASE OF THE LIABILITY OF WELLS FARGO, CHARGED OR
INCURRED DURING