Common use of Electronic Instructions Clause in Contracts

Electronic Instructions. The Borrower desires to apply for the Term Loan and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“Electronic Instructions”) subject to the following provisions: (i) the Borrower’s Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s standard form or format, if any, for such instructions; (iv) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form or the Lender approved format(s) manually signed by the Borrower; (v) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires to apply for the Term Loan Advances and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“"Electronic Instructions”") subject to the following provisions: (i1) the Borrower’s 's Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii2) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii3) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s 's standard form or format, if any, for such instructions; (iv4) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s 's standard form or the Lender approved format(s) manually signed by the Borrower; (v5) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ ' fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi6) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii7) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the 8) Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s 's representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires to apply for the Term Loan Advances and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“Electronic Instructions”) subject to the following provisions: (i1) the Borrower’s Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii2) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii3) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s standard form or format, if any, for such instructions; (iv4) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form or the Lender approved format(s) manually signed by the Borrower▇▇▇▇▇▇▇▇; (v5) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi6) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii7) the Lender ▇▇▇▇▇▇ is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the 8) Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires to apply for the Term Loan Advances and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“Electronic Instructions”) subject to the following provisions: (i1) the Borrower’s Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii2) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii3) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s standard form or format, if any, for such instructions; (iv4) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form or the Lender approved format(s) manually signed by the Borrower; (v5) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi6) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii7) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the 8) Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires to apply for the Term Loan Advances and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“"Electronic Instructions”") subject to the following provisions: (i1) the Borrower’s 's Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii2) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii3) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s 's standard form or format, if any, for such instructions; (iv4) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s 's standard form or the Lender approved format(s) manually signed by the BorrowerB▇▇▇▇▇▇▇; (v5) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ ' fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi6) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii7) the Lender L▇▇▇▇▇ is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the 8) Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s 's representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires to apply for the Term Loan Advances and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“Electronic Instructions”) subject to the following provisions: (i1) the Borrower’s Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii2) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii3) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all al l of the terms and provisions of the Lender’s standard form or format, if any, for such instructions; (iv4) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form or the Lender approved format(s) manually signed by the Borrower; (v5) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender ▇▇▇▇▇▇ and purported to be sent by the Borrower; (vi6) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii7) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the 8) Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires to apply for the Term Loan Loans and instruct the Lender regarding all other aspects of the Term Loan Loans electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“Electronic Instructions”) subject to the following provisions: (i) the Borrower’s Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s standard form or format, if any, for such instructions; (iv) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form or the Lender approved format(s) manually signed by the Borrower; (v) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.

Electronic Instructions. The Borrower desires Trustee shall have the right to apply for the Term Loan accept and instruct the Lender regarding all other aspects of the Term Loan electronicallyact upon instructions, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and funds transfer instructions (“Electronic Instructions”) subject given pursuant to this Indenture and delivered using Electronic Means; provided, however, that the Company and/or the Guarantors, as applicable, shall provide to the following provisionsTrustee an incumbency certificate listing officers with the authority to provide such Instructions (“Authorized Officers”) and containing specimen signatures of such Authorized Officers, which incumbency certificate shall be amended by the Company and/or the Guarantors, as applicable, whenever a person is to be added or deleted from the listing. If the Company and/or the Guarantors, as applicable, elects to give the Trustee Instructions using Electronic Means and the Trustee in its discretion elects to act upon such Instructions, the Trustee’s understanding of such Instructions shall be deemed controlling. The Company and the Guarantors understand and agree that the Trustee cannot determine the identity of the actual sender of such Instructions and that the Trustee shall conclusively presume that directions that purport to have been sent by an Authorized Officer listed on the incumbency certificate provided to the Trustee have been sent by such Authorized Officer. The Company and the Guarantors shall be responsible for ensuring that only Authorized Officers transmit such Instructions to the Trustee and that the Company, the Guarantors and all Authorized Officers are solely responsible to safeguard the use and confidentiality of applicable user and authorization codes, passwords and/or authentication keys upon receipt by the Company and/or the Guarantors, as applicable. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from the Trustee’s reliance upon and compliance with such Instructions notwithstanding such directions conflict or are inconsistent with a subsequent written instruction. The Company and the Guarantors agree: (i) to assume all risks arising out of the Borrower’s use of Electronic Means to submit Instructions must be sent to the Lender electronically only Trustee, including without limitation the risk of the Trustee acting on unauthorized Instructions, and the risk of interception and misuse by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretionthird parties; (ii) that it is fully informed of the Borrower will provide protections and risks associated with the various methods of transmitting Instructions to the Lender, in writing Trustee and duly signed that there may be more secure methods of transmitting Instructions than the method(s) selected by the BorrowerCompany and/or the Guarantors, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretionas applicable; (iii) that the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s standard form or format, security procedures (if any, for such instructions) to be followed in connection with its transmission of Instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances; and (iv) to notify the Borrower recognizes and agrees that it will be obligated for Trustee immediately upon learning of any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form compromise or the Lender approved format(s) manually signed by the Borrower; (v) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all unauthorized use of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incompletesecurity procedures.

Electronic Instructions. The Borrower desires to apply for the Term Loan Advances and instruct the Lender regarding all other aspects of the Term Loan electronically, including but not limited to by electronic mail, internet, telex, telefax, facsimile and/or telecopy. Borrower agrees that Lender may act in accordance with electronically transmitted applications and instructions (“Electronic Instructions”) subject to the following provisions: (i1) the Borrower’s Electronic Instructions must be sent to the Lender electronically only by means of such services and in such format(s) as may be approved from time to time by the Lender in its sole discretion; (ii2) the Borrower will provide to the Lender, in writing and duly signed by the Borrower, any reasonable security or verification procedures, and the Lender may require additional security or verification procedures in its sole discretion; (iii3) the Borrower hereby authorizes and instructs the Lender to take all actions requested in any and all Electronic Instructions and agrees that each such Electronic Instruction will be deemed an original and, if sent in lieu of manually signed instructions, will be deemed to incorporate all of the terms and provisions of the Lender’s standard form or format, if any, for such instructions; (iv4) the Borrower recognizes and agrees that it will be obligated for any loan advance request and/or instruction pursuant to Electronic Instructions to the same extent as if such advance request and/or instruction were provided pursuant to the Lender’s standard form or the Lender approved format(s) manually signed by the Borrower; (v5) the Borrower agrees to indemnify and hold harmless the Lender, its officers, directors, employees and affiliates against any and all liability, loss, cost, damages, attorneys’ fees and other expenses which the Lender may incur in reliance upon and pursuant to any and all of the Electronic Instructions received by the Lender and purported to be sent by the Borrower; (vi6) the Lender is not responsible for checking electronic communications devices on a regular basis, and the Borrower will make arrangements to assure Electronic Instructions have been sent to a current employee of the Lender, and the employee of the Lender has received and read the Electronic Instructions; (vii7) the Lender is not responsible for delays, errors or omissions resulting from malfunction of electronic communications devices or from other conditions beyond the control of the Lender; and (viii) the 8) Lender is not responsible for misuse of or wrongful access to electronic communications devices by the Borrower’s representatives and employees nor for any delay in acting on Electronic Instructions caused by Electronic Instructions which the Lender deems to be uncertain or unclear or incomplete.. By: /s/ L▇▇▇▇ ▇▇▇▇ C▇▇▇ Name:L▇▇▇▇ ▇▇▇▇ Chen, CAO/Treasurer of Foremost Groups, Inc. By: /s/ Authorized Officer Authorized Officer This FOURTH MODIFICATION TO THE LOAN AGREEMENT (“Fourth Modification”) is attached to and by this reference is made a part of the Business Loan Agreement dated April 23, 2012 for Loan #34190232, including all modifications thereto, and executed in connection with a loan or other financial accommodations between Lender and Borrower. The section entitled “Financial Covenants and Ratios” is hereby amended and restated as follows: Financial Covenants and Ratios. Comply with the following covenants and ratios: Additional Requirements. Borrower understands and agrees that while this Agreement is in effect, Borrower will maintain a financial condition indicated by the following ratios at all times, unless otherwise noted: