II

ling in Arbitration Panel, shall have the power to award recovery of all costs and fees (including
:ederal attorney's fees, administrative fees, and arbilrator's fees) to prevailing party. Arbitrators shall be
by this empowered to impose sanctions and to take such other actions as they deem necessary to Ihe
rather same exlent ajudge could pursuant to the Federal Rules of Civil Procedure, the applicable State
Jrsued Rules of Civil Procedure and applicable law. Arbilralor(s) shall be empowered, at the written
requast of any Party in any Dispute, 1) to consolidate in asingle proceeding any multiple party
solVed claims that are substantially identical or bssed upon the same underlying transaction; 2) 10
rsome consolidate any claims and Disputes between olher Parties which arise out of or relale to the
nerciat subject mstter hereof, including all claims by or against borrowers, guarantors, surelies andlor
owners of collateral; and 3) to administer mulliple arbnration claims as class actions in
accordance with Rule 23 of the Federal Rules of
the first arbitralor(s) selected
unless disqualified due to
costs or expenses (including attorney's fees) arising out of any claim by Customer or any third Customer with such notice as is required by law, by mailing such notice to Customer at the latest
party against Bank in connection with Bank's pertormance 01 translers as described above. address shown in Bank's records. Subject to applicable law and provided Bank does not notify
Customer otherwise, any changes will apply to the current balance 01 its Accounts as well as to
FOREIGN CURRENCY TRANSACTIONS, If you use your Business Card to engage in a
transaction in acurrency other than U.S. dollars ("Foreign Currency Transaction"), that amount future balances.
will be converted into U,S. dollars before posting to your Account. LIABILITY FOR UNAUTHORIZED USE, Bank will not hold Customer liable for the unauthor~d
Foreign Currencv Transaction Procedures: If aForeign Currancy Transaction occurs, and the use of Account subject to the following: Business Card
us by the merchant itself, MasterCard International or (1)
(Visa!!> Business card and MasterCard BusinessCardYl)
card is used, will convert the transaction into a
Customer Agreement
Effective April 1, 2006

subject 10 further review or appeal excapt as otherwise allowed

(e) Mlacelianeoue: To the maximum extent practicable,
cise of Panel, es appropriate) and the parties shall take any action necessary to require that 'an
lute, 10 arbitration proceeding hereunder shall be concluded within 180 days of the filing of the Dispute
'poses with the AM, Arbitration proceedingsher~under shall be conducted at a location mutually
ry and agreeable to the pMies, or if they cannot agree, then in the state of the applicable substantive
not be law designated in the Documents relating to the Dispute at a location selected by the
:8 and Administrator. Wrth respect 10 any Dispute, each party agrees that all discovery activitiee shall
, other be expressly limited to metters directly relevant 10 the Dispute and any Arbitrator, Arbitration LAWS GOVERNtNG THIS AGREEMENT, The laws of the state 01 South Dakota (excluding its
Panel and the AM shall be required to fully enforce this requirement. Each party agrees to keep CREDIT REPORTS AND RE·EVALUATION OF CREDIT. Customer authorizes Bank to obtain
lnalor business and personal credit bureeu reports in the name of the Customer and guaranlor(s) at conflict of law provisions) and of the Unfted States of America shall govern Ihis Agreement. If
or the all Disputes ~ubject to arbitration proceedings strictly confidential, except for disclosures of any time. Customer agrees to submit to Bank current financial information in the name 01 the any part of this Agreement cannot be enlorced, this fact will not affect the rest ofthis Agreement.
at any information required in the ordinary course of bUSiness of the parties or by applicable law or Bank may delay or forego enforcing any of its rights or remedies under this Agreement wilhout
regulation. This Arbitration Program shall be construed in accordance with the Federal Customer,and to submit or cause guarantor(s) to submit to Bank current financial information in
tration the name of the guaranlor(s) at any time upon request. Such informetion shall be used for the losing them. Notwithstanding anything to the contrary, this Agreement shall not require or permit CREDIT LIMIT, The Cred~ Limit of an Account Is shown in separate correspondence provided
suit of Arbitration Act, other applicable Federal law, and applicable law of the state of South Dakota the payment, taking, reselVing! receiving, collection or charging of any sums constituting interest to Customer at the time an Account is opened, and on each of the month~ periodic (billing)
purposes of evaluating or re'evaluating Customer's and guaranlor(s)' creditworthiness. Upon
weiver unless and except to the extent that another state's~w is soecificallY desi~nated for that exceed any meximum amolint of interest parmitted by applicable law. Any such excess statements issued lor that Account. Customer agrees not to use or permit the use of an Account
detennination that Customer's or guarantor(s)' creditworthiness has changed adversely or does
render not satisfy Bank's current credit standards, Bank may close or lower llie Credit Limit on any or interest shall be credited against the then unpaid principal balance or refunded to'Customer. in any way that will cause an Account to exceed its Credit Limit. Customer agrees that It is
19ssor alt Accounts, Bank mey report its credft experience w~h Customer and its Account(s) 10 third Without limiting the foregoing, all calculations to determine whether Interest exceeds the responsible for repaying outstanding advances under the Account, Including but not limited to
Iliable pMies. Customer agrees that Bank mey releese inlonnatlon about Customer or Customer's meximum amount shall be made by amortizing, pro-rating, allocating and spreading such sums those that exceed its Credit limit. Bank may, at its option, assess an Ovenimit Fee, close the
Account to other Wells Fargo companies. over the full term 01 the loan, including all prior and subsequent renewals and extensions. Account, exerc~e any 01 ils other remedies under this Agreement, and reduce your Credit limit
Chapter 346 of the Texas Rnence Code (which regulates certain revo~ing credit accounts) shall without notice to you, except in those situations where notice Is required by law.
ECOA INFORMATION, not apply to any revolving loan Aocounts existing undar Ihis Agreement. PROMISE TO PAY, Customer agrees to pay Bank, whan due, the IOtal of all purchases and
IMPORTANT NOTICE TO CUSTOMERS WHO CONTACT BANK BY PHONE, To ensure that made on the Account. Customer also promises to pay the total of any Finance
Customer's inquiries are handled promptly, courtsously and acourately, some of the telephone all costs and
calls betwean Bank employees and Customers may be monitored or recorded by 8ank~

mlToo SERVICE. For TIYtTDD sarvioe, contact atelaphona reley servica provider,
torney BANK ADDRESSES.
icable Cash Advances:
l shall
LIMITATION ON LAWSUITS. Customer agrees that any lawsuit based upon any cause of action RIGHT TO TERMINATE AN ACCOUNT. Bank may terminate any or all of Customer's Accounts WF Business Payment Processing, PO Box 54349, los Angeles,
which CUslOmer may have against Bank must ba filed within one year from the date that ~ arises afinancial instilulion or an
ispute at any time, or reduce the amount of Customer's Credit limit on any or all of ~s Accounts, without credit cards ("Cash
Irshall or Customer will be barred from filing the lawsuit. This limitalion is intended to include tort, notice, subject to applicable law, even though Customer may not have defaulted on any and correspondence to: Wells Fargo, Business Operations Support,
contract, and all other causes 01 action for which Customer and Bank may lawfully contract to Sacramento, CA 95834 inquiries using your
0,000, Account. If Bank terminates an Account, Customer agrees to destroy any Business Card(s) or Ffifgd' ATMs, or any ATM
Iission set limitations for bringing suit. SUPERCHECKS drafts issued on that Account. Customer agrees that it will continue to be CHANGES OF ADDRESS, TELEPHONE NUMBER, OR NAME, Customer agrees to Business Card.
JOO. A TELEPHONE TRANSFERS, Customer aUlhorizes Bank to make transfers, up to the available responsible for full payment of the balance on the closed Account(s) and all charges to the immediately notify Bank In writing of any change of buslnees or mailing address,
j bya Credit Limit, between the Aocount and other designated accounts specified in writing, upon Account(s), including, without limitation: SUPERCHECKS advances, Purcheses and Cash telephone number, or business name. SUPERCHECKS'" ADVANCES, SUPERCHECKS drafts are designed for use with an Account.
1Y two Bank's receipl of instructions from any of Customer's owners or principals. Ten days after a Advances that post after terminetion of the Account and any Finance Charge and Other The drafts mey be used like normal bank checks. When the Bank receives adraft, the Bank will
Never, Customer applies for telephone transfer capabilities, the first telephone transfer request can be Charges. Any principal/owner of Customer may cancel the Account at any time upon written pay il by advancing tile amount of lhe draft from the Account unless tha Account is delinquent,
and made. Each telephone transfer request mey take up to three business days for processing, Bank
nolificalion to Bank. in default, closed or the draft would cause the balance to go over the Credit limit of the Account.
relief will have no liability for any transfer mede upon the written or verbal requast of any parson
You mey not write SUPERCHECKS drafts as payment.for your Account. All SUPERCHECKS
CHANGE IN TERMS OF AN ACCOUNT. Bank may unilaterally change any of the terms 01 drafts must be written in U.S. dollars. No fees are assessed when ordering SUPERCHECKS;
believed by Bank in oood faith to have been authorized by Customer to submit tha request.
any 01 Customer's Accounts at Bank's sole dlscrellOll at any tlma. Bank will provide BlD-01O (04/06)
and hold Bank harmtess from and against any damages, liabilities,
© 2006 Wells Fargo Bank, N.A. All rights reserved. M·79044 however, Transaction Finance Charges may apply when the drafts are used. If you have a
·8· ·9· ·10 ·1

SUPERCHECKS Stop Payment: Bank does not guarantee the stop payment of a
SUPERCHECKS draft; however, we will make eveJy aitempt to stop payment of the draft within
a reasonable period of time after we receive your stop payment order, provided all information
gwen to us is accurate and comp~te, and the draft has not already been paid. The stop will remain
on our system for six months, unless the stop is revoked or the Hem is stopped. After six months, if
Customer decides to re·enter the stop payment, the Bank must be contacted at that time.
AUTHORIZATIONS. All transactions on your Account are subiect to prior approval by Bank
during
• If you choose both a deposit account and acredtt A,count as overdraft protection, you can
designate the account from which you want the funds advanced first,
• If you do not designate an account, Bank will automatically advanca funds from your credit
Account first, subject to credtt availability .under this Agreement, and then from your deposit
account. If there is not enough available credit to cover the entire amount of an item
presented for payment in the Checking Account, the item may be returned unpaid.
• Overdraft protection can also help you.avoid having items returned due to holds placed on
deposits to' your Checking Account and can allow you' access to your Checking Account
funds (up to the amount of available credit in your credit Account) while the hold is in place.
Rnance Charges app~ to all
advance balances from the dale of· each advance,
WELLS FARGO BUStNESS CARD REWARDS PROGRAM"', The Business Card Rewards
subject to a$10 minimum and $75 maximum.
program allows Customers to earn points redeemable for specific rewards. If Customer elects
• The charge for each cash advance made via SUPERCHECKS drafts, over·the·counter,
to participate in the Business Card Rewerds program, a$50 enrollment fee will be.billed annually
telephone transfer, electronic transfer, Online Banking, funding Bill Pay transactions, or other
to each Account enrolled separately in the membership program. In the event the Primary
Account holder elects 10 heve Sub·Account holder's points credtted to the Primary Account,
there will be no extra charge for this benefit except for the annual enrolment fee charged to the
Primary Account holder's Account. Complete details provided upon enrollment.
2­
BllUNG OPTIONS: Account may be estabtished with Individual Billing or Consolidated Billing.
• fndividualBillina: Each Business Card will produce aseparate periodic statement that must
no maximum. transa(
a singte Control Account is C. Minimum ftnance Charge: There will be a Minimum Finance Charge of $1 for each billing Bank n
Tha Control Account consolidates all linked sub·Account A. Periodic Finance Charge: For each type of balance on your Account (i.e. the Cash Advanca period in which aFinance Charge is assessed. thangt
periodic statement. All payments must be made to the Control balance, tha Purchase balance or Other balance) the Periodic Rnance Charge is calculated by
Account WHEN FINANCE CHARGE BEGINS, The PeriodiC Finance Charge for Purchases begins on the DEFAl
multiplying the Average Daily Balance ("ADB") during the billing cycle by the number of days in date the transaction was made, except that no Periodic Finance Charge will be imposed during
Ihe billing cycle and then mUltiplying this product by the applicable Daily Finance Charge Rale. when il
PAYMENTS, Customer will receive a separate periodic statement ever! month for each the current billing period on new Purchases posted to an Account during thecurrenl billing under I
Account. The New Balance shown on the statement is the total 01 all unpaid obligations that have period if Customer has paid in full the New Balance by the Current Payment Due Date shown on
Calculation of Average Dally Balance: To calculate your Average Daily Balance each month, Custon
been posted to an Account as of the Statement Closing Date shown on the statement. Customer we calculate the daily balance for each day in the billing period ("Dai~ Balance"), add the Dai~ the previous periodic statement. This period of time after the Statement Closing Date and owner,
may pay the Total Amount Due shown on the statement or.any greater amount, but Bank must Balances together, and divide that total amount by the number of days in the billing period, through Ihe Current Payment Due Date is referred to as the 'grace' period and applies to bu~nE
receive at least the Total Amount Due shown on tha statement, in immediately available U.S. Average Dai~ Balancas for Cash Advances, Purchases, and Other categories are calculated Purchases only and not Cash Advances. The Periodic Finance Charge for Cash Advances faith th
funds drewn on a U,S. bank, by the Current Payment Due Date shown on the statement. The separately and may be subject to different rates: including SUPERCHECKS transactions may begin the earlier of: the transaction date, the dale
Current Payment Due Dale will be at least 21 days after the Statement Closing Date, and the aSUPERCHECKS draft is deposited by the payee, or the date we receive the SUPERCHECKS
calendar day due will very from month to month. We may refuse to accept any payments by draft for posting to your Account.
third·DariV ch!K:k or draft that have been endorsed lou< or which have basn drawn
BANK
Total Amount Due: The Total Amount Due shown on lila stalement is REME!
Payment Due PLUS any Past Due Amount. paragr,
Due shown on the remittanca coupco is Bank may assess an Annual or Inactive Account fee on each closed Acoount fOl each year a
balance is maintainad in the Account (1) clo
Alternative Mtnlmum Payments: Some Accounts are established with additional Minimum Dally finance Charge Rate: The Dru1y Finance Charge Rate will ei~er be a fixed rate or a gu
Payment Requirements. Please refer to the separate doouments provided at Account opening Annual and Inactive Fees will not be refunded in whole or in pert after assessment even if the
variable rate, Please refer to separate correspondence from the Bank provided at tha time your (2) ac
for a de~cription of the Alterll<!live Minimum Payment calculations. Account is opened or at alater date to determine your interest rate. ADefault interest rate (see Account is subsequently suspended, ctosed, or terminated for any reason. p81
Automattc Payment: Automatic Payment selVice facilitates pre-scheduled autornatic payrnents below) may be imposed if you default under this Agreement. The Daily Finance Charge Rate for Late Charge: If Bank does not receive at least the Total Amount Due by the Currenl Payment Ch
from adeposit eccount designated by you to pay your Account any month abalance is due. You Cash Advances, Purchases, and Other balances may differ. The Daily Finance Charge Rate is Due Date shown on your periodiC statement, Bank may assess aLate Charge of $35. However, (3) lix
mey authorize payment of the Total Amount Due, or agreater amount. We may require that you calculated by dividing the applicable interest rate by 365. if the New Balance shown on your previous slatement is less than $100, the Late Charge will be (4) im
provide such an authorization as acondition of approving your Account and/or keeping your $25, If an Account has been delinquent two or more times in the past 12 billing cycles, na
Account open, Please see separate correspondence from Bank regarding such arequirement. may assess a Late Charge of $50. We may individuallv contact Customers to inform them +1
If an automatic payment is returned or reversed for any reason, or if an .automatic payment other Late Charge amounts in cases of defautt. De
results in an overdraft advance from the sanna designated deposit acoounl, Bank may ternninate (5) fix
the Automatic Payment service without notice and/or close your Account. ARBIT
Other Paymentlnfornnation: (a)BI
B, Transactfon Ffnance Charge: The Transaction Financa Charge is aone·tima charge made this
each time certain types of advances are posted to the Account. wilh the Account are subject to
additional fees. 'If Customer requests that Bank research the Account, for example,to updale agre
• The charge for each advance or transfer mada at an ATM is 3% of the amount of the advanca, Customer's business records, $5 may be assessed for each eales slip copy Bank provides, $3 past,
days.
rnay be assessed for each monthly stalement Bank provides and $20 per hour may be assessad deposi
credn on your Account up to the
for other Bank research selVices. The hourly charge will apply as follows: goods
ensure that the check or' other payment instrument is
anypa
source is 3% of the amount of the advanca, subject to a$10 minimum and $75 maximum. 1·15 Minutes""..."."......"".",..".. ".. , $5 injury II
honored. 16-30 Minutes"."......".. ".. "."........ $10
• The charge for each overdraft protection advance is based on the emount of the advance as liable,
follows: . 31-45 Minutes............".................. $15
46-60 Minutes........................."..... $20 the pi
exclud
These fees will not be charged gcod faith error I
on aperiodic statement.
theap'
·3 -4­ .. 5 ..