Bank Liability. This section explains our liability to you. Under no circumstances will we have any liability to you for failing to provide you access to your accounts or Denali Online Services. Furthermore, unless otherwise required by applicable law, we will only be responsible for performing the Denali Online Services as expressly stated in this Agreement, and will only be liable for material losses incurred by you to the extent such losses directly result from our gross negligence or intentional misconduct in performing Denali Online Services. IN NO EVENT WILL WE HAVE LIABILITY FOR ANY CONSEQUENTIAL, SPECIAL, PUNITIVE OR INDIRECT LOSS OR DAMAGE WHETHER OR NOT ANY CLAIM FOR SUCH DAMAGES IS BASED ON TORT OR CONTRACT OR WE KNEW OR SHOULD HAVE KNOWN THE LIKELIHOOD OF SUCH DAMAGES IN ANY CIRCUMSTANCES. We will not be obligated to honor, in whole or in part, any transaction or instruction which: • Is not in accordance with any term or condition applicable to the relevant Denali Online Service, Eligible Account or User Agreements; • We have reason to believe the transaction may not be authorized by you or any third person whose authorization we believe is necessary or involves funds subject to a hold, dispute, restriction or legal process we believe prevents their withdrawal; • Would violate any applicable provision of any risk control program of the Federal Reserve or any applicable rule or regulation of any other federal or state regulatory authority; • Is not in accordance with any other requirement of our applicable policies, procedures or practices; or • We have reasonable cause not to honor for our or your protection
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