Email Indemnity Form

Authorized Signatory of Client For Bank Use Only Authorized Signatory(s) Authorized Signatory(s) Signature Verified Email Indemnity Form Date: Manager Prime Bank Limited ___________________ Branch Ref No. Customer Information Account Title* Branch Name* Customer ID(s)* Customer Group Account No.* Instruction for Email Indemnification Serial No. 1. 2. 3. 4. 5. 6. 7. 8. Name Email Address Mobile No. Page 1 of 2 Dear Sir, This is with reference to the Manually Initiated Transaction Facility ( the ìFacilityî) provided by Prime Bank Ltd. (The ìBankî), whereby our company can give the Bank authority and indemnity for acting on instruction/communications ( the ìInstructionsî) by email for execution of fund transfers, issuance of Pay Orders, Demand Drafts, Letters of Acceptance, Endorsement of Documents, Loan Adjustments & Disbursements and/or other related transaction instructions. We authorize your bank to accept transaction requests and/or instructions form our following email ID(s) of our designated employees: Note: In case of any modification/ Cancellation required in any of the above mentioned details, CMO must be informed through an indemnified email address of the client as per Terms and Conditions Clause(i). Customer Group Comments (If any) ✓ Hasegawa Hiroshi Kogoro Osumi ✓ Gulshan Bengal IRIS TAKUMI LTD. BDT 2118118039390 FC USD 2118518039391 Gulshan Mr. Hasegawa Hiroshi hasegawa.hiroshi@irisgp.jp +090-3229-7008 Mr. Kogoro Osumi kogoro.osumi@irisgp.jp +81 90 3243 0822 +8801777177511 TCFBD_BENGAL.IRIS.TAKUMI@TOKYOCONSULTINGGROUP.COM Mr. Fumihiro Abe Page 2 of 2 TERMS & CONDITIONS Notwithstanding the terms on any existing or future mandate or other agreement or course of dealing between your Bank and us, we, the undersigned hereby request and authorize the Bank (but the Bank is not obliged) to act on any INSTRUCTION for any purpose (including but not limited to the operation of all our accounts and in respect of credit and/or other facilities or banking arrangements with the Bank which may from time to time be given or purport to be given by facsimile and email (any reference to an “email” in this Letter of Authority and Indemnity shall include any instruction addressed to the Bank which has been attached to an email). The Bank shall be entitled to treat such INSTRUCTION as fully authorized by and binding upon us and the Bank shall be entitled (but not bound) to take such steps in connection with or in reliance upon such notice or instruction as the Bank may in good faith consider appropriate regardless of the nature of the transaction or arrangement and notwithstanding any error or misunderstanding or lack of clarity in the terms of such INSTRUCTION. We understand, acknowledge and confirm our awareness of the numerous risks inherent and associated in conveying Instruction to the Bank via facsimile and/or email (including but not limited to damages incurred as a result of interception of any email, failure of any encryption of any attachment to an email, viruses within the machine or terminal, lack of clarity in the INSTRUCTION and any risks associated with the Bank processing a forged/tampered INSTRUCTION in good faith) and hereby confirm our acceptance of all risks and unconditionally agree that all risks shall be fully borne by us and the Bank will not be liable for any losses or damages arising as a consequence the Bank acting (without being obliged to) on any INSTRUCTION by us or purporting to be from us received by the Bank provided the Bank has acted in good faith. In consideration of the Bank agreeing to the act on the INSTRUCTION(s), we agree, understand and undertake as follows: (a) that the Bank may (without being obliged to) require the INSTRUCTION to contain an identification code or test specified to the Bank from time to time and we shall ensure secrecy and security of such code or test and we shall be solely responsible for any improper use of such code or test; (b) that the Bank requires it necessary to receive confirmation from us and we undertake to mail/courier, within 01 (one) working day from the date the email is transmitted, the original signed transaction instruction(s) clearly marked as “AVOID DUPLICATION”; (c) that the Bank will check to see that the email ID appearing on the email is same as one of the mentioned overleaf. (d) We further confirm that we shall be bound by the contents of the email transmitted to you, and that in the event of any discrepancy in the email and in the original transaction instruction(s), the message as contained in the email which shall be deemed to be the primary document evidencing our instruction(s) and shall prevail; (e) that the Bank will not be liable for any failure or delay in acting on any INSTRUCTION by reason of any breakdown or failure of transmission or communica- tion equipment or facilities for whatsoever reason (including without limitation any misdirection of the INSTRUCTION within the Bank) for any reason or cause beyond the control of the Bank; (f) that this indemnity covers all existing accounts with the Bank in addition to covering any future accounts which may be opened by the same legal entity with the Bank; (g) that this Facility will be used for statutory payments like Customs Duty, Excise duty, Sales tax, Railway freight etc., favoring the Government, Bangladesh Bank and to other government organizations/undertakings, for transfers to other accounts maintained by us/our company with you or with any other bank, also to specific beneficiaries; BEFTN, RTGS, NBR Payments, LC related instructions like LC issuance, acceptance, amendment, advising, endorsement, retirement; and loan adjustment & disbursements requests from our own credit facility maintained with the Bank; or any other services introduced by the bank from time to time. (h) to protect, defend, hold harmless, indemnify and keep the Bank and its shareholders, directors, employees and officers fully indemnified of, from and against any and all claims, losses, damages, liabilities, obligations, demands, penalties, actions, causes of action, proceedings, judgments, suits, costs and expenses of any kind (including legal costs) and howsoever arising . which are imposed or may be imposed on, incurred or that may be incurred, asserted or which may be asserted against, suffered or that may be suffered by the Bank or be required to be paid by reason of or as a result of the Bank's compliance with our INSTRUCTION; (i) to fully, irrevocably and forever waive, release and discharge and relieve the Bank from any and all claims, obligations and rights whatsoever and howsoever arising, that we may have against the Bank (if any) by reason of or as a result of the Bank's compliance with our INSTRUCTION; (j) that we authorize the above mentioned employee (s) & E-mail address/addresses provided to the Bank and agree to receive all incoming correspondences from the Bank via this/these email. Thus all messages received in this manner shall be deemed to have been received. We shall take all necessary security measures and precautions to ensure that the designated email is not accessed by any unauthorized party. The Bank will not be liable for any action upon any instruction that might be sent from the provided email address by practicing fraud or impersonating the authorized employees. (k) that the Bank can send the account statements, reports, advices, swift messages and other communications related with transactions to the email IDs mentioned above in this form. (l) The Bank reserves the unconditional right to discontinue the availability of this Facility to us by issuing at least two weeks’ notice, either in writing or through e mail, forwarded to the address registered with the Bank; (m) These terms and conditions shall be governed by the laws, regulations, decrees, administrative rules and orders valid in the Peoples Republic of Bangladesh and shall be subject to jurisdiction of Courts in Bangladesh exclusively; (n) The Bank offers us this service during business hours of the Banking day. This condition can be ignored if system update within the Bank requires temporary denial/stoppage of access to email. The Bank will seek to carry out all the orders received from us. However the Bank does not guarantee that the received orders will not be delayed. The latter is resulted in by the fact that the Bank is dependent on various electronic technologies provided to the Bank by the mediators. It may be so that the Bank receives our order and/or sends information to us with delay. The Bank does not guarantee that it will always receive our order. The Bank will bear no responsibility for any damage or loss; direct or indirect expenses incurred by us due to such delay and/or non-receipt. (o) If anyone resign from the Company or any changes is required to be made, the company authority is responsible to notify Prime Bank Limited in official letter head without any delay. (p) We acknowledge and agree that the Bank shall have the right to amend any term(s) of this agreement at any time by giving such notice in writing to us, whether by mail, facsimile, e-mail notification or otherwise or by placing prominent notices at the Banks offices or Branches and we agree to be bound by the same. (q) Any request by the respective client, has to be initiated by respective RM. I/We acknowledge the risks outlined in this indemnity and agree to indemnify the Bank and hold it harmless against any losses I/we might suffer as a consequence of signing this Indemnity. Email Indemnity Form Authorized Signatory of Client Authorized Signatory(s) Authorized Signatory(s) ✓ Hasegawa Hiroshi ✓ Kogoro Osumi