Please read this Sendwave Deposit Account Agreement (the “Agreement”) carefully and retain it for your future reference.This Agreement contains the general terms, conditions and disclosures related to the demand deposit account (the “Account”) made available to eligible consumers by Chime, Inc. (“Program Partner”), the program partner responsible for managing the Account program, in partnership with Piermont Bank, a bank chartered under the laws of the State of New York (the “Bank”).
When you see the words “we,” “us,” or “our”in this Agreement, it refers to the Bank, the Program Partner acting as agent for the Bank, and any of the Bank’s affiliates, successors, assignees, agents, or service providers. When you see the words “you” or “your,” it refers to you, the individual who opens an Account (as defined below) and in whose name anAccount is maintained on our records, and any joint owner of such Account. "Account" means your Sendwave demand deposit account with us.
By opening and continuing to hold an account with us, you agree to be bound by this Agreement as well as all other agreements and documents we may provide to you from time to time in connection with the Account.
IMPORTANT NOTE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTIONS AND YOUR RIGHT TO A JURY. THE TERMS OF ARBITRATION AND THE WAIVER APPEAR IN SECTION 8 OF THIS AGREEMENT.
1 Account Overview
You may contact us with any questions or concerns regarding your Account. All communication between you and us will be handled by the Program Partner. The best way to contact us is through email email@example.com. You may also call us for support 24/7 at 1-888-966-8603 (US & Canada); for additional phone numbers by country, please visit https://www.sendwave.com/support.
TheAccount is a non-interest-bearing demand deposit account used to hold your deposits and make certain types of payments and transfers. When we receive the funds that you deposit to your Account, the funds will be held and accounted for so as to be insured by the Federal Deposit Insurance Corporation (“FDIC”),subject to applicable limitations and restrictions of such insurance. To open an Account, you must be a UnitedStates citizen or lawful permanent resident, have a physical address within the fifty (50) United States or the District of Columbia, be at least 18 years of age, and have a valid Social Security Number or Tax Identification Number.Other eligibility requirements may apply. ThisAccount is only available to individuals for personal, family or household purposes and may not be opened by a business in any form or used for business purposes.
We may decline to open an Account for any reason at the sole discretion of the Bank or Program Partner. We are not liable for any Losses (as defined in Section 4.4.2) resulting from refusal of anAccount relationship. We may also limit the number of Accounts that you have inour sole discretion. Your Account is subject to security and fraud preventionrestrictions at any time, with or without notice.
Customers who have used Sendwave for overtwelve (12) months and have sent a total cumulative amount of over $10,000 aredeemed Tier 2 customers. All other customers are Tier 1 customers.
All terms contained in this Agreement applyequally to both Tier 1 and Tier 2 customers, unless otherwise stated.
When you open an Account, you will also been rolled in an online banking service or mobile application (collectively,“Online Banking Services”) offered by the Program Partner that you can use to access your Account, view information about your Account and conduct certain transactions. You may also be given access to various features through theOnline Banking Services separate from your Account. If you cancel your enrollment in the Online Banking Services at any time, we may close yourAccount (see Section 3.12 below).
Unless otherwise specified in this Agreement, the Online Banking Services and its features are governed by theProgram Partner’s Remittance Service Agreement available at https://www.sendwave.com/terms-and-conditions/us-and-canada-english-edition.Please review these documents carefully because by using the Online BankingServices, you agree to be bound by them. These services are not provided or controlled by the Bank or this Agreement.
To open an Account, you must agree to go “paperless.” This means that you must (a) provide us with and continue to maintain a valid email address and (b) accept electronic delivery of all communications that we need or decide to send you in connection with yourAccount by agreeing to our Consent to Electronic Disclosure available at https://storage.googleapis.com/sendwave-neobanking/terms_of_service/consent_to_electronic_disclosures/0.9.0/en.html.
The Account may only be owned in the name of one person who may make deposits and transfer or withdraw funds. The Account cannot be owned or titled as a joint account, trust account, a UniformTransfers to Minors (UTMA) account or a Payable-On-Death (POD) account.
You may open an Account by downloading theSendwave mobile application from the Apple App Store or Google Play Store and following the instructions within the application.
Each person completing the Account opening process or otherwise completing any Account opening requirements represents and warrants that he, she or they:
● Are authorized to execute all documents or otherwise complete our requirements in his, her or their stated capacity;
● Have furnished all documents or other information necessary to demonstrate that authority;
● Will furnish other documents and complete other requirements as we may request of him, her, or them;
● Certify that, to the best of his, her or their knowledge, all information provided to us is complete and correct; and
● he, she, or they have read this Agreement and agree to be bound by and comply with its terms.
We may refuse to recognize any document affecting the Account that appears to us to be incomplete, improperly executed, or fraudulent.
Important information about procedures for opening a new Account: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information identifying each person who opens anAccount, including any Authorized Userswho may access an Account. This means that when you open an Account, we willask for information that allows us to identify you, including your name, legaladdress, Social Security Number or Tax Identification Number, date of birth andother information that will allow us to identify you. We also may ask for adriver’s license or other identifying documents for Authorized Users, accountowners, and others.
There is no minimum deposit required toopen an Account and no minimum balance you need to maintain in your Account.
The interest rate on your account is variable and will initially be equal to 0.51% and annual percentage yield of 0.51%.This interest rate is calculated as 50% of the midpoint of the federal funds rate as established by the Federal Open Market Committee of the Federal Reserve multiplied by .20. This interest rate and annual percentage yield may change from time to time based on changes in the federal funds rate.
Interest on your account will be compounded and credited on a monthly basis. If you close your Account, you will receive any interest that has accrued as of the date your Account is closed.
We use the daily balance method to calculate the interest on your account. This method applies a daily periodic rate equal to 1/365 of the interest rate to the collected balance in the account each day. Interest will begin to accrue no later than the next business day following the banking day on which the funds were deposited.
You agree that we may honor and rely upon the instructions or the execution, delivery and/or negotiation of any check, substitute check, draft, withdrawal order, instruction or similar instrument(collectively, “items”) or document by any of your authorized representatives regardless of the necessity or reasonableness of such action, the circumstances of any transactions affected by such action, the amount of the transaction, the source or disposition of any proceeds and regardless of whether the relevant items or documents result in payment to a designated authorized agent or an individual obligation of the authorized agent or anyone else. “Authorized representatives” include Authorized Users and any person who has signed a signature card, who is authorized by this Agreement, any resolution or otherwise to access or use theAccount. It also includes any person who has been permitted by you or another authorized representative to act on your behalf in dealing with us.
You will not deny the authenticity, validity, binding effect and authorization of any action we take in reliance upon the instructions, items or documents provided by an authorized representative unless you have previously revoked such person’s authority to access or use your Account by emailing us at firstname.lastname@example.org and we have confirmed our acceptance of your notice.
We may allow you to give another person(known as an “attorney-in-fact”) power of attorney to act on your behalf for your Account. You must obtain written approval from us before we will honor anypower of attorney. Email us at email@example.com for approval if you plan to create a power of attorney. Please be aware that it may take up to two (2)weeks for us to review your request. If approved, we will honor orders and instructions from your attorney-in-fact until (a) we receive a written revocation from you; (b) we are notified that you or your attorney-in-fact have died or become incapacitated; or (c) we terminate our acceptance of the power of attorney. We may terminate our acceptance at any time, for any reason and without notice to you, and you will not hold us liable for any Losses (as defined below) that may result from such action.
You agree that if we receive notification or if we have reason to believe that you have died or become legally incapacitated, we may place a hold on your Account and refuse all transactions until we know and have verified the identify of your heir, devisee or successor. Until we receive notice and any required proof of death or incapacitation, we may continue to accept deposits and process transactions to your Account. Your estate will be responsible for repaying us for any tax liability resulting from payment of your account balance to your estate. You will hold us harmless for any actions we take based on our belief that you have died or become incapacitated. If certain payments originating from government entities are deposited into your Account after your death, we may be required to return those payments to the originator upon notice.
By opening an Account, we are establishing an Account relationship with you and committing to act in good faith and to the exercise of ordinary care in our dealings with you as defined by the Uniform Commercial Code as adopted by the State of New York. This Agreement and theAccount relationship do not create a fiduciary relationship or any other special relationship between you and us.
We work with one or more third-party service providers, including Unit Finance Inc. (“Unit”), in connection with your Account. Specifically, Unit assists us by performing functions that you have otherwise authorized us to perform, such as processing transactions, handing account operations including account set-up, transaction monitoring, and customer support, and providing technological connection to the ProgramPartner and the Bank. We may also share your information with other service providers that we believe need the information to perform a technology, business, or other professional function for us such as IT services, maintenance and hosting of our services, marketing partners, accounting, auditing, and tax services, and other professional services.
● Piermont Bank: https://www.piermontbank.com/privacy-policy/
● Program Partner: https://www.sendwave.com/privacy-policy/us-and-canada
Program Partner may contact you via phone, including by sending you text messages, about any current or future accounts or applications or its products and services generally. To exercise any rights you may have to opt-out or withdraw consent from receiving certain of these communications, please contact Program Partner.
Our business days are Monday through Friday, excluding federal holidays and New York State banking holidays.
2 Your Account Responsibilities
We strive to keep your Account secure and provide you with tools and services to help you manage your Account. However, there are certain things you should do to protect your Account and your funds.
You must notify us immediately if there isa change to your name, the names of any individual or Authorized User with access to your Account, telephone number, legal address, email address or any other information you have provided us so that we can continue to provide you with statements and important notices concerning your Account.
It is important that you keep track of your transactions and the funds in your Account that are available for you to use (“Available Balance”) by reviewing your transaction history. It is also important to understand that your AvailableBalance may not reflect transactions you have authorized that have not yet been presented to us for payment.
You are also responsible for reviewing yourAccount statements as they are made available to you for errors or unauthorized activity. If you identify an error or unauthorized activity, you must notify us promptly to avoid losing your money. Please refer to Sections 4.7 for information concerning errors and unauthorized activity.
It is important that you protect yourAccount information to prevent unauthorized transactions and fraud. Keep yourAccount number, debit card, and statements secure at all times, and be careful about who you share this information with. If the Program Partner provides you with access to Online Banking Services, make sure to also keep your computer or mobile device secure at all times and avoid accessing the Online BankingServices when others can see your screen.
If your Account number, debit card, mobile device or Online Banking Services login credentials are lost or stolen, notify us immediately to keep your losses to a minimum. Please refer to Section 4.6 for information and applicable deadlines for notifying us of losses or theft.
3 General Rules Governing Your Account
You understand that any payment instruction or activity performed using any Online Banking Services provided to you by the Program Partner will be deemed authorized by you and valid and we are under no obligation to investigate the instruction or activity.
You may make deposits into your Account using any of these methods described below. We do not charge you any fees for making deposits.
We do not accept deposits by mail, or cash, paper check or foreign currency deposits: We are not liable for deposits of any kind that you mail to us, including if it is lost in transit, lost in the mail, or otherwise not received by us.
▪ Cash: We do not accept deposits made in cash. If you mail us a cash deposit, we will send the cash back to you.
▪ Paper Checks: If you mail a paper check to us, including personal or business checks, money orders or cashier’s checks, we may apply the check to any negative balance you have on your Account or send the check back to you.
▪ Foreign Currency: We do not accept any deposits in foreign currency. Any deposits received in foreign currency, whether in the form of cash or check, will be sent back to you.
We will send all items back to the address we have for you and we are not liable if you do not receive the items.
You may only deposit with us funds that are immediately available, which under applicable law are irreversible and are not subject to any lien, claim or encumbrance.
For more information about deposits andwhen funds from a deposit will be made available to you, please refer toSection 3.2.
It is our policy to make deposits made to your Account each business day available for withdrawal according to the table below. The end of the business day is referred to as the “deposit cut-off time”. If you make a deposit before our cut-off time on a business day that we are open, we will consider that day to be the day of your deposit. However, if you make a deposit after our cut-off time or on a day we are not open, we will consider the deposit to be made on the next business day that we are open.
The availability of funds transferred to your Account from a connected bank account held by another financial institution follow different rules. Please refer to Section 3.5 for more information.
If a deposit or transfer to your Account is returned or rejected by the paying financial institution for any reason, or if there is an error or mistake involving a deposit or transfer, we may deduct the amount of the deposit, transfer, or error without prior notice to you. If there are insufficient funds in your Account at the time, your Account may become overdrawn. Please refer to Section 3.11 concerning overdrafts for more information.
You may withdraw funds using your Card or another permitted method to access funds in your Account up to the amount of your Available Balance less applicable fees in your Account using any of the following methods and subject to the following limits:
You cannot withdraw funds by check, and we do not permit you to create checks drawn on your Account.
Before permitting a withdrawal or othertransaction, we may request that you provide us with additional information ordocumentation that we deem necessary to confirm your identity or to preventillegal activity. We may refuse the transaction if you do not comply with our request.
You may be provided with the ability to link another bank account you have with another financial institution(“connected bank account”) to your Account with us to make inbound and outboundACH transfers between the connected bank account and your Account through theOnline Banking Services. An “inbound transfer” moves funds into your Account from a connected bank account. An “outbound transfer” moves funds from yourAccount to a connected bank account.
For inbound transfers, we will debit your connected bank account and credit your Account with us on the next business day after you initiate the transfer. The funds you transfer to your Account will be made available to you by the fifth (5th) business day after the funds have been credited to your Account.
For outbound transfers, we will debit yourAccount with us and credit your connected bank account on the next business day after you initiate the transfer. The financial institution that holds your connected bank account determines when those funds will be made available to you in your connected bank account.
The cut-off time for both inbound and outbound transfers is 3:00 PM ET. Transfer requests that you make on a business day before the cut-off time will be considered initiated on that day. Transfer requests that you make after the cut-off time, or on a day that is not a business day, will be considered initiated the following business day that we are open.
There are limits to the dollar amount ofboth inbound and outbound transfers you can make. Please see Sections 3.1 and3.4.
You agree that you will only attempt to connect a bank account for which you have the authority to transfer funds. You may only link a bank account that is a deposit account, such as a checking, savings or money market account.
You must not use your Account for any illegal purposes or, regardless of whether it is legal or illegal, for online gambling of any sort, including any betting transaction, purchase of lottery tickets, casino chips, or off-track betting and wagering. We may deny any transaction or refuse to accept any deposit that we believe is related to illegal activity, online gambling or for any other reason at our discretion. However, in the event that a charge or transaction described in this section is approved and processed, you will still be liable for the charges.
Funds transfers to or from your Account will be governed by the rules of the funds transfer system(s) through which the transfers are made (“system rules”), including Fedwire, the National AutomatedClearing House Association ("NACHA"), the Clearing House InterbankPayments System (“CHIPS”), and the Society for Worldwide Interbank FinancialTelecommunication (“SWIFT”). We are under no obligation to honor, in whole orin part, any payment order or other instruction that could result in our contravention of applicable law, including requirements of the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) and the FinancialCrimes Enforcement Network (“FinCEN”). For additional information on electronic fund transfers generally, seeSection 4 below. For additional information on (1) ACH transactions specifically, see Section 5 below, and (2)wire transfers, see Section 6.
If your Account receives incoming ACH transactions (either credits or debits) or wire transfers initiated from within or outside of the United States, both you and we are subject to the OperatingRules and Guidelines of NACHA, or the rules of any wire transfer system involved, and the laws enforced by OFAC. Under such rules and laws, we may temporarily suspend processing of a transaction for greater scrutiny or verification against the OFAC list of blocked parties, which may result in delayed settlement, posting and/or availability of funds.
We reserve the right to temporarily suspend, block or reject the processing of any transaction, to freeze or block certain funds or the full balance of any Account, account owner, account beneficiary, or Authorized User (each, a “Restricted Person”), in each case to the extent we deem reasonably necessary to comply with any notice, order, regulation, rule, requirement or restriction issued or promulgated by OFAC(collectively, the “OFAC Rules”). To comply with OFAC Rules, we may temporarily suspend processing of a transaction or the availability of a balance for greater scrutiny or verification against the OFAC list of blocked parties, which may result in delayed settlement, posting and/or availability of funds. If we determine there is a violation or potential violation of the OFAC Rules, or if we cannot satisfactorily resolve a suspected or potential violation, we may reject such transaction or freeze or block the subject funds or full balance of any Account or Restricted Person. If we block the subject funds and you believe you have adequate grounds to seek the return of any blocked funds, it is your sole responsibility to pursue the matter with the appropriate governmental authorities. Please see the OFAC website for procedures and form required to seek a release of blocked funds.
You also will observe all anti-money laundering and exchange control laws and regulations, including economic and trade sanctions promulgated by OFAC, in relation to any funds transfer, and you will use all reasonable efforts to assist us to do likewise. You warrant that the information given to us by you is accurate. We may disclose any information given to us that we in our sole discretion think necessary or desirable to disclose; except we will only disclose confidential information if required bylaw, a court, or legal, regulatory, or governmental authority, or as permitted by law to combat, prevent, or investigate issues arising under anti-money laundering laws, economic sanctions, or criminal law.
Sometimes legal, regulatory, or governmental authorities require additional information, either in respect of individuals, entities, or particular transactions. You warrant that you will promptly supply all such information, which any such authority may require, and/or which we may be required to supply, in relation to the individual, entity, or particular transaction.
If you, or your Authorized User, breach any such laws or regulations, you irrevocably agree that we may retain any monies or funds transmitted to us pursuant to this Agreement and/or not fulfill any funds transfer request if we are required to take or refrain from such action by any legal, regulatory, or governmental authority or if we reasonably believe that such action may violate any laws or regulations described herein, and such monies will not bear interest against us. You further agree that we may pay such monies to the appropriate legal, regulatory, or governmental authority, when required by law or regulation.
To understand how we post transactions to your Account, it is important to first understand the difference between yourAvailable Balance and your ledger balance. Your Available Balance is the amount of money you have in your Account at any given time that is available for you to use. Your ledger balance is the balance in your Account at the beginning of the day after we have posted all transactions to your Account from the day before. We use your Available Balance to authorize your transactions throughout the day and determine whether you have sufficient funds to pay your transactions. Here are some additional terms that are helpful to understand:
▪ Credit and debit – A credit increases your balance and a debit decreases your balance.
▪ Post or posted – Transactions that are paid from or deposited to your Account. Posted transactions will either increase or decrease both your Available Balance and your ledger balance.
▪ Pending –Transactions that we receive notice of and are scheduled to post to yourAccount. Pending transactions affect your Available Balance, but not your ledger balance.
▪ Card authorization and settlement – When you use a debit card to make a purchase, the transaction occurs in two steps: card authorization and settlement. Card authorizations reduce your Available Balance, but not your ledger balance.Settlement reduces both your Available Balance and your ledger balance. Card authorizations are removed when settlement occurs or after a certain number of days have passed, whichever is sooner. Please see Section 3.8.4 for more information about card authorizations and settlement.
We receive transactions throughout the day and post them to your Account as they are received and in the order that they are received. Note that for debit card transactions, we consider the transaction received when the merchant requests settlement, which may occur several days after you authorize the transaction. See Section 3.8.4 for additional information concerning how debit card transactions are processed.
We may change the order in which we posttransactions to your Account at our discretion and without notice to you. It istherefore important for you to keep track of the deposits you make and thetransactions you authorize to make sure there are sufficient funds in your Accountto cover all transactions and any applicable fees.
To determine your Available Balance, we start with your ledger balance at the beginning of the business day, add any pending credits or deposits that we make available to you, and subtract any card authorizations and pending debits. All transactions are debited or credited from your Available Balance in the order received.
You can check your available balance in themobile app. Keep in mind that your Available Balance may not reflect everytransaction you have initiated or previously authorized. For example, yourAvailable Balance may not include transactions you have authorized that we havenot received.
If you are issued a debit card with yourAccount, you will be able to use your card to pay for goods or services or conduct other transactions with a merchant. When you engage in a transaction with a merchant using your debit card, the merchant will request pre authorization (“card authorization”) for the transaction. If there are sufficient available funds in your Account, we will approve the request and reduce your Available Balance for as long as the card authorization remains on your Account.
Your Available Balance will generally be reduced by the amount of the card authorization. If you use your card at a restaurant, your Available Balance may be reduced by the amount of the card authorization plus up to an additional twenty percent (20%) of that amount, to account for potential tipping.
The card authorization will remain on yourAccount until the merchant sends us the final amount of the transaction and requests payment (“settlement”). In most cases, If the merchant does not request settlement, or the merchant is delayed in requesting settlement, the card authorization will automatically be removed after three (3) days. However, for certain merchants such as hotels and rental car companies, it may take up to thirty (30) days for the card authorization to be removed.
It is important to understand that the merchant controls the timing of card authorizations or settlement. A merchant may request settlement after the card authorization has been removed from yourAccount. This means that if you use the funds in your Account after the card authorization has been removed and the merchant later requests settlement, yourAccount may become overdrawn. A merchant may also request settlement for an amount that is different than the card authorization. Therefore, it is important that you keep track of your transactions and your balance. Once we have approved a card authorization, we cannot stop the transaction and you will be responsible for repaying any negative balance that may occur.
Statements will periodically be provided to you by mobile app as long as yourAccount is not inactive. You will receive a statement monthly as long as you have transactions on your Account during the statement period. If there were no transactions on your Account, we may provide you with statements on a less frequent basis. You will not receive paper statements.
You will carefully review your statements for your Account and will promptly report to us any errors or unauthorized activity by email at firstname.lastname@example.org within thirty (30) days after we make the statement available to you. Unless otherwise specified in this Agreement or required by law, if you do not provide us with timely notice of an error or unauthorized activity, we will deem our records concerning your Account and all cards to be correct and we will not be liable to you for any Loss you suffer relating to the error or unauthorized activity. You further agree that we may debit or credit your Account at any time and without notice to you to correct an error or address unauthorized activity.
Please refer to Section 4 for additiona linformation concerning errors and unauthorized transactions involvingelectronic fund transfers and related limitations of liability.
We do not permit you to overdraw yourAccount. If the Available Balance in your Account is not sufficient to cover any transaction you have authorized, we may return the transaction or refuse to process the transaction. However, there may be instances where your Account canstill go into the negative, such as if a deposit you make is returned. You mustmake a deposit immediately to cover any negative balance. If your Account has anegative balance for sixty (60) calendar days or more, we may close yourAccount.
You can close your Account at any time andfor any reason by email at email@example.com. We reserve the right to refuseyour request if you have a negative balance on your Account. We recommend thatyou transfer or withdraw any funds you may have in the Account prior tosubmitting a request to close the Account to avoid delays in receiving yourfunds.
We may also suspend or close your Account,or suspend, or disable any service or feature of your Account, at ourdiscretion with or without notice. This includes if we believe you are usingyour Account for fraudulent or illegal purposes or in violation of law orregulation, this Agreement, any other agreement you may have with us or Unit,if multiple transactions are returned on your Account, or if you otherwisepresent undue risk to us or Unit.
Accounts with a zero balance will continueto be charged applicable fees until you request to close your Account. We mayclose an Account with a zero balance on the fee period ending date or at monthend without prior notification to you. Once an Account is closed (either by youor us), no fees will be assessed on the Account.
We may also close your Account if you havenot made any deposits or withdrawals from your Account in over twelve (12)months. In addition, cancelling your enrollment in the Online Banking Serviceswith the Program Partner will result in our closure of the Account and ourreturn of your funds.
If your Account is closed with a balancegreater than $1.00, we will return any funds you may have in the Account to youby ACH transfer to another bank account or by paper check. We reserve the rightnot to return the funds to you if the balance in your Account is $1.00 or less.
We are not responsible to you for anydamages you may suffer as a result of the closure or suspension of yourAccount. The closure of your Account or termination of this Agreement does notimpact any right or obligation that arose prior to closure or termination, or anyright or obligation that, by its nature, should survive termination (includingall indemnifications obligation by you, our limitations of liability, and allterms governing arbitration).
State law and our policy govern when yourAccount is considered dormant. Your Account is usually considered dormant ifyou have not accessed your Account, communicated to us about your Account orotherwise shown an interest in your Account within the period of time specifiedunder applicable law. Each state has varying laws as to when an account becomesdormant, and we may be required to send the balance in your Account if itbecomes dormant to the state of your last known address. We will makereasonable efforts to contact you if required by applicable law beforetransferring the remaining balance of your Account to the applicable state.After we surrender the funds to the state, you must apply to the appropriatestate agency to reclaim your funds. You can avoid the surrender of your fundsby simply conducting transactions, contacting us about your Account or replyingto any abandoned property notices we may provide to you.
We may also place your Account in aninactive status if you have not had any transaction for at least six (6)months. If your Account becomes inactive, you may not receive statements or beable to conduct certain transactions. Inactive Accounts must be reactivated.Contact us by email at firstname.lastname@example.org to reactivate your Account.
You will pay all fees and chargesapplicable to your Account. All fee amounts will be withdrawn from your Accountand will be assessed regardless of whether you have sufficient funds in yourAccount, except where prohibited by law. Fees are subject to change at anytime. We will provide you advance notice of any changes where required by law.
4 Electronic Fund Transfers
Your Account allows you to withdraw funds up to the Available Balance or make deposits through electronic fund transfers (“EFTs”). EFTs are transactions that are processed by electronic means and include, among others, ACH transfers, debit card transactions and direct deposits. This Section provides you with information and important disclosures and terms about the EFTs that are permitted on your Account. You may also receive additional services through OnlineBanking Services provided by the Program Partner, that allow you to initiateEFTs to and from your Account that are not described in this Agreement. In the event the Program Partner provides such additional services, you will be provided separate agreements and disclosures applicable to those services by the Program Partner.
Your Accountallows the following types of EFTs:
▪ Direct depositsfrom your sources of income
▪ Transfersto or from your Account to or from a connected bank account (see Section 3.5)
▪ Transfers from your Account toanother person’s bank account using the P2P Transfer Service (see Section 5)
▪ Transfersto or from your Account to a merchant or other third party by providing thethird party with your Account routing number and account number
▪ Purchasesor other transactions using your debit card
▪ ATMwithdrawals using your debit card
There arelimitations on the frequency and amount of transactions you can make to or fromyour Account. These limits are different for each type of transaction. Forlimits that apply to transactions that credit or deposit funds into yourAccount, please refer to Section 3.1 concerning deposits. For limits that applyto transactions that debit or withdraw from your Account, please refer toSection 3.4 concerning withdrawals. For limits that apply to transfers to orfrom your Account from a connected bank account, please refer to Section 3.5.These security-related limits may change from time to time.
If you have been issued a debit card foryour Account, there may also be transaction limitations that apply to your useof the card. Please refer to the applicable cardholder agreement provided toyou with your card for information on any limitations and other terms.
You will receive information anddocumentation concerning any EFTs that debit or credit your Account in thefollowing ways:
▪ Statements:We will provide you information about each transaction that debits or creditsyour Account on your statements. Please refer to Section 3.9 for informationabout statements. You may access your transaction history within the mobileapplication.
▪ DirectDeposits: If you receive a direct deposit into your Account at least once everysixty (60) days from your employer or other person or company, you can check ifthe deposit has been made by reviewing transactions within the mobile app.
▪ Receipts:You can get a receipt at the time you make a withdrawal at an ATM or a purchaseat a point-of-sale terminal using your debit card.
If you authorizeus or another company or person to withdraw from your Account on a regularbasis (such as when you sign up for “autopay” to pay a recurring bill orinvoice), it is called a “Preauthorized Transfer.” You may request that weplace a stop payment on Preauthorized Transfers, as well as get notificationwhen the amount of a particular withdrawal will be different from the amount ofthe last withdrawal. We may charge a feeto stop payment on Preauthorized Transfers (see Section 3.14 for any fees thatmay apply).
If you authorizea third party to take payments from your Account on a regular basis through aPreauthorized Transfer, you can place a stop payment on those payments bycontacting us by email at email@example.com at least three (3) businessdays before the next payment is scheduled to be made. To be effective, a stoppayment request must be received within this time specified, and with all ofthe information required below, so as to give the Bank a reasonable opportunityto act on it.
You must provideus with (a) your name, (b) your Account number, (c) the company or persontaking the payments, and (d) the date and amount of the Preauthorized Transferyou wish to stop. If you want all future payments from that company or personstopped, be sure to tell us that as well. If you do not provide us with thecorrect information, such as the correct payee or the correct amount of thepayment you wish to stop, we may not be able to stop the payment.
If you order usto stop one of these payments three (3) business days or more before thepayment is scheduled and provide us with all information requested, and we donot do so, we will be liable for your losses or damages proximately caused bythe failure. However, we will not be liable if the company or person initiatingthe payments changes the dollar amount of the payment or makes other changesthat cause us not to recognize it as the payment you requested be stopped.
It is yourresponsibility to ensure that all of the information supplied in your notice iscorrect and to promptly inform us of any inaccuracies. We are not liable forfailing to stop payment if you have not given us sufficient information or ifyour stop payment request comes too late for us to act on it. If we stoppayment, you will indemnify, defend and hold us and our officers, directors,shareholders, employees, successors, predecessors, representatives, principals,agents, assigns, parents, subsidiaries and/or insurers (collectively,"Indemnified Parties") harmless from any and all losses, liabilities,costs, and expenses (including reasonable fees and expenses for attorneys,experts and consultants, reasonable out-of-pocket costs, interest andpenalties), settlements, fines, fees, penalties, equitable relief, judgments,and damages ("Losses") imposed on or sustained, incurred or sufferedby any of the Indemnified Parties, whether actual or threatened or proven ornot, in respect of any and all actions, audits, arbitrations, assertions,suits, mediations, litigations, proceedings, examinations, hearings, inquiries,investigations, charges, complaints, claims (including counter orcross-claims), or demands by whosoever asserted ("Claims"), withoutregard to the merit or lack thereof, arising from or related in any way to ourrefusal to pay the transaction on which you stopped payment. The foregoingindemnity will not apply if and to the extent expressly prohibited or restrictedby the laws or regulations governing you or your Account. The foregoingindemnity will not apply if and to the extent expressly prohibited orrestricted by the laws governing you or your Account.
If these regularpayments vary in amount, the person or company you are paying should tell youten (10) days before each payment when it will be made and how much it will be.You may be given the option to only get this notice when the payment willdiffer by more than a certain amount from the previous payment, or when theamount will fall outside certain limits that you set.
If we fail tocomplete a transaction on time or in the correct amount when properlyinstructed by you in accordance with this Agreement, we will be liable fordamages proximately caused by the failure or error. However, there are someexceptions. We are not liable, for instance:
▪ If theAvailable Balance in your Account is not sufficient to complete the transactionthrough no fault of ours.
▪ If the ATM you use does not have enough cash.
▪ If the failure is due to an equipment or system breakdown, such as a problem with theOnline Banking Services provided by the Program Partner, that you knew about before you began a transaction.
▪ The failure was caused by an Act of God, fire or other catastrophe, or any other cause beyond our control despite reasonable precautions we have taken.
▪ If your funds are not available due to a hold or if your funds are subject to legal process.
▪ If we donot complete a transaction because we or Unit has reason to believe thetransaction is unauthorized or illegal.
▪ If your Account is closed or inactive.
▪ There maybe additional exceptions stated in our or Unit’s agreements with you or permittedby law.
Contact usimmediately if you believe that an unauthorized EFT has occurred or may occurconcerning your Account, or if your debit card or Online Banking Services logincredentials have been lost, stolen or compromised. Calling us at 1-888-966-8603is the best way of keeping your losses to a minimum.
You could lose all the money in your Account (and any bank accounts with other institutions you have connected to your Account)if you take no action to notify us of the unauthorized EFT or the loss or theft of your debit card, or Online Banking Services login credentials.
For unauthorizedEFTs, your liability will be as follows if you notify us of the loss:
▪ If you tellus within two (2) business days after learning of the loss, theft or compromiseof your Online Banking Services login credentials, you can lose no more than$50.
▪ If you doNOT tell us within two (2) business days and we can prove that we could haveprevented the loss had you contacted us, you could lose as much as $500.00.
▪ If yourstatement shows EFTs that you did not make and you do NOT contact us withinsixty (60) days after the statement was made available to you, you may not getback any money lost after the sixty (60) days if we can prove that yourcontacting us would have prevent those losses.
We can extendthese time periods if extenuating circumstances (such as a long trip orhospital stay) kept you from notifying us.
Contact us assoon as you can if you think your statement or receipt is wrong or if you needmore information about a transfer listed on a statement or receipt. For cardrelated transactions, contact us at 1-833-333-1098; for all other transactionscall us at 1-888-966-8603 or email us at firstname.lastname@example.org. We must hear fromyou no later than sixty (60) days after we send the FIRST statement on whichthe problem or error appears. You must provide us with the followinginformation:
▪ Your nameand Account number;
▪ A descriptionof the error or the EFT you are unsure about and why you believe it is an erroror you need more information; and
▪ The dollaramount of the suspected error.
▪ If you tellus orally, we may require that you send us your complaint or question inwriting by email within ten (10) business days.
We will determine whether an error occurredwithin ten (10) business days after we hear from you and will provide you theresults and correct any error promptly. If we need more time, we may take up toforty-five (45) days—or ninety (90) days for Accounts open less than thirty(30) days or foreign-initiated transactions — to investigate your complaint orquestion. If we decide to do this, we will credit your Account within ten (10)business days for the amount you think is in error, so that you will have theuse of the money during the time it takes us to complete our investigation. Ifwe ask you to put your complaint or question in writing and we do not receiveit within ten (10) business days, we may not credit your account. For Accountsopen less than thirty (30) days, we may take up to twenty (20) business days tocredit your Account for the amount you think is in error.
We will provideyou the results within three (3) business days after completing ourinvestigation. If we decide that there was no error, we will send you a writtenexplanation by email. You may ask for copies of the documents that we used inour investigation.
5 P2P Transfer Service
The P2P Transfer Service allows you to sendfunds from your Account to another person’s bank account through the OnlineBanking Services. You will need to know the routing number and account numberfor the other person’s bank account to initiate a transfer. The P2P TransferService only permits you to send funds. You may not use it to receive orrequest funds. All transfers made through the P2P Transfer Service will beexecuted as automated clearing house (“ACH”) transfers in accordance with therules promulgated by the National Automated Clearing House Association(“NACHA”). Your use of and access to the P2P Transfer Service is separate andapart from your ability to facilitate transfers via ACH to a connected bankaccount (see Section 3.5).
Our cut-off time for P2P transfer requestsis 3:00 PM ET on business days. Requests received before our cut-off time willbe processed that day. Requests received after our cut-off or on a non-businessday will be processed the next business day. For purposes of P2P transfers, a “business day” is a day in which theFederal Reserve Bank is opened to the public for carrying on substantially allof its business, other than a Saturday, Sunday, or legal holiday.
5.3 P2PTransfer Limits
There are limitations on the frequency andamount of P2P transfers you can make from your Account using the P2P TransferService. These limits are described in Section 3.4 of this Agreement. Thesesecurity-related limits may change from time to time.
You acknowledge that any credit given tothe account of the person you are transferring funds to through the P2PTransfer Service will be provisional until the financial institution creditingthat account receives final settlement of your funds. This means that theperson you transfer funds to will not be considered to be paid by you untilfinal settlement occurs, and any provisional credit given to that person bytheir financial institution before settlement may be taken back if settlementdoes not occur.
5.5 Cancellationor Modification of Transfer Requests
Once you authorize a P2P transfer throughthe P2P Transfer Service, you will not be able to cancel or modify thetransfer.
5.6 ProhibitedTransactions and Rejection of P2P Transfers
You agree that you will not use the P2PTransfer Service to initiate transfers related in any way to online gambling,or that would violate any law or regulation. You further agree that you willonly use the P2P Transfer Service to initiate transfers to consumer bankaccounts. You may not use the P2P Transfer Service to transfer funds for anybusiness purpose or to a business-purpose bank account.
We may block a transfer and/or take anyother action we deem reasonable if we suspect that a transaction is unlawful,suspicious, related to online gambling, for a business purpose, or poses unduerisk to us or any of our service providers. We will not be liable for anydamages that arise if we block a transfer or take any other action pursuant tothis paragraph.
5.7 ReturnedP2P Transfers
We will notify you by email or via the Online Banking Services of a transfer you have requested is returned to us no later than one (1) business day after the business day we receive notice of the return. We will not reattempt any transfer that is returned.
We reserve the right to suspend or terminate your access to the P2P Transfer Service if an excessive number of P2P transfers are returned.
You will pay us for P2P Transfer Service provided under the Agreement in accordance with the current schedule of fees in Section 3.14 above. We may change our fees from time to time upon written notice.
5.9 P2P Transfer Service Liability, Limitations on Liability & Indemnity
WE SHALL BE RESPONSIBLE ONLY FOR PERFORMING THEP2P TRANSFER SERVICE EXPRESSLY PROVIDED FOR IN THIS AGREEMENT AND SHALL BE LIABLE ONLY FOR OUR GROSS NEGLIGENCE IN PERFORMING THIS SERVICE. WE SHALL NOTBE RESPONSIBLE FOR YOUR ACTS OR OMISSIONS (INCLUDING THE AMOUNT, ACCURACY,TIMELINESS OF TRANSMITTAL OR AUTHORIZATION OF ANY P2P TRANSFER REQUEST FROMYOU) OR THOSE OF ANY OTHER PERSON. WE ARE AUTHORIZED BY YOU TO PROCESS P2PTRANSFERS IN ACCORDANCE WITH THE INFORMATION THAT WE RECEIVE FROM YOU. YOUSHALL BE SOLELY RESPONSIBLE FOR THE INFORMATION YOU PROVIDE TO US, AND WE SHALLHAVE NO RESPONSIBILITY FOR ERRONEOUS DATA PROVIDED BY YOU. YOU WILL INDEMNIFYAND HOLD US HARMLESS FROM AND AGAINST ANY LOSS, CHARGE, LIABILITY, COST, FEE OREXPENSE (INCLUDING ATTORNEYS’ FEES AND EXPENSES) WE SUFFER OR INCUR RESULTINGFROM ANY THIRD-PARTY LAWSUIT, CLAIM, ARBITRATION OR OTHER ACTION, ACTUAL ORTHREATENED, ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT.
IN NO EVENT SHALL WE BE LIABLE FOR ANYCONSEQUENTIAL, SPECIAL, PUNITIVE, OR INDIRECT LOSS OR DAMAGE THAT YOU MAY INCUROR SUFFER IN CONNECTION WITH THIS AGREEMENT, INCLUDING LOSSES OR DAMAGES FROMSUBSEQUENT WRONGFUL DISHONOR RESULTING FROM OUR ACTS OR OMISSIONS PURSUANT TOTHIS AGREEMENT.
WITHOUT LIMITING THE GENERALITY OF THEFOREGOING PROVISIONS, WE SHALL BE EXCUSED FROM FAILING TO ACT OR DELAY INACTING IF SUCH FAILURE OR DELAY IS CAUSED BY LEGAL CONSTRAINT, INTERRUPTION OFTRANSMISSION OR COMMUNICATION FACILITIES, EQUIPMENT FAILURE, WAR, NATURALDISASTER, EMERGENCY CONDITIONS, OR OTHER CIRCUMSTANCES BEYOND OUR CONTROL.NOTWITHSTANDING THE ABOVE, WE WILL REIMBURSE YOU FOR EXPENSES INCURRED IN THEEVENT OF OUR FAILURE OR DELAY IN TRANSFERRING FUNDS SOLELY CAUSED US.
IN ADDITION, WE SHALL BE EXCUSED FROM FAILINGTO TRANSMIT OR DELAY IN TRANSMITTING A P2P TRANSFER IF SUCH TRANSMITTAL WOULDRESULT IN OUR HAVING EXCEEDED ANY LIMITATION UPON ITS INTRA-DAY NET FUNDSPOSITION ESTABLISHED PURSUANT TO PRESENT OR FUTURE FEDERAL RESERVE GUIDELINESOR IN OUR REASONABLE JUDGMENT OTHERWISE VIOLATE ANY PROVISION OF ANY PRESENT ORFUTURE RISK CONTROL PROGRAM OF THE FEDERAL RESERVE, OR ANY RULE OR REGULATIONOF ANY OTHER U.S. GOVERNMENTAL REGULATORY AUTHORITY. SUBJECT TO THE FOREGOINGLIMITATIONS, OUR LIABILITY FOR LOSS OF INTEREST RESULTING FROM ITS ERROR ORDELAY SHALL BE CALCULATED BY USING A RATE EQUAL TO THE AVERAGE FEDERAL FUNDSRATE SET BY THE FEDERAL RESERVE BANK FOR THE PERIOD INVOLVED. AT OUR OPTION,PAYMENT OF SUCH INTEREST MAY BE MADE BY CREDITING THE ACCOUNT RESULTING FROM ORARISING OUT OF ANY CLAIM OF ANY PERSON WE ARE RESPONSIBLE FOR, ANY ACT OROMISSION OF YOU OR ANY OTHER PERSON.
5.10 Inconsistency of Name and Account Number
You acknowledge that, if the name youprovide to us of the person to whom you wish to transfer funds does not matchthe name on the bank account you enter through the P2P Transfer Service, thetransfer may still be made based only on the account number. You are solelyresponsible for providing correct information for all P2P Transfer Servicerequests through the Online Banking Services.
We reserve the right to terminate, suspend, or modify the P2P Transfer Service, or your access to the P2P Transfer Service, at any time and for any reason.
You will remain responsible for all transactions that occur prior to termination and for any fees and charges incurred prior to the date of cancellation. Any unprocessed transactions including future dated transactions, will be cancelled as a result of termination or suspension of your P2P Transfer Service.
6 Wire Transfers
The Account may permit domestic wire transfers through Online Banking Services provided to you by the Program Partner.
6.1 Types of Wire Transfers Supported by Your Account
Your Account may support receiving and/or initiating domestic wire transfers. Refer to Sections 3.1 and 3.4 to determine whether you will be able to receive wires, initiate wires, or both. We may make use of correspondents, agents, subagents, and funds transfer and communication systems.
We may select any means for the transmission of funds that we consider suitable. We may make use of correspondents, agents, subagents, and funds transfer and communication systems. Such third parties will be deemed your agents, and we will not be liable for any errors, delay, mis delivery, or failure of delivery by any of them except as required by applicable law.
6.2 Limitations on Wire Transfers
There are limitations on the frequency and amount of transactions you can make to or from your Account. These limits are different for each type of transaction. For limits that apply to transactions that credit or deposit funds into your Account, please refer to Section 3.1 concerning deposits. For limits that apply to transactions that debit or withdraw from your Account, please refer to Section 3.4 concerning withdrawals. There may be limits on the beneficiaries who can receive a wire transfer you initiate from your Account. These security-related limits may change from time to time.
6.3 Cut-Off Times for Wire Transfers
We have cut-off hours for processing wire transfers. If a wire request is received by 1:00 PM ET on a business day and verified through our security procedures outlined in the section below titled “Security Procedures,” funds will be processed the same business day. If it is received after 1:00 PM ET or on a non-business day and verified through our security procedures, funds may be processed the next business day.
We may treat any wire transfer request received at or after our cut-off time as if it was received that business day, or we may treat it as if it were received at the opening of the next business day.
6.4 Security Procedures
You agree and consent to the use of certain security procedures by us to confirm the validity of the wire transfer request made pursuant to this Agreement. You understand the security procedures are not designed to detect errors in the content of the wire transfer request or to prevent duplicate transfers. Some elements of the procedures will vary, depending upon the method used to initiate a wire transfer. You hereby agree that your utilization of any security procedure established hereunder will constitute your agreement to its use and affirmative acknowledgment of its commercial reasonableness.
You further agree that any wire transfer request that is acted upon in good faith by us in compliance with these security procedures, whether in fact authorized by you, will constitute an authorized wire transfer.
6.5 Liability for Incorrect Wire Transfers
You are responsible for providing us with the accurate name and account number for wire transfers, and we are responsible for transmitting money to the account number you provided.
When you provide us with a name and account number for us to process a wire transfer, we may make payment solely on the basis of the account number, even if the account number identifies a person different from the beneficiary so named. We or an intermediary bank may send a wire transfer to an intermediary bank or beneficiary's/designated recipient's bank based solely on the bank identifying number, even if the payment order indicates a different name. You should be very careful when providing the account number for a wire transfer.
If you have provided us with the wrong account number, there may be no way to correct the error or retrieve the funds. You agree that you will pay the amount of a wire transfer even in such circumstances. You are responsible for all Losses resulting from an incorrect account number or your misidentification of the beneficiary/designated recipient.
If you think a wire transfer is wrong or if you need more information about a wire transfer, you must contact us by email at email@example.com as soon as possible and no later than fourteen (14) days after you receive your monthly statement. If you do not tell us about an error, we will not have any obligation to pay interest on the amount of an unauthorized or erroneous wire transfer for which we are liable, and you will also be liable to us for all Losses we may incur.
You must pay us the amount of the wire transfer, plus any applicable fees, before we will execute the wire transfer request. Please see Section 3.14 of this Agreement for fees applicable to wire transfers.
6.7 Execution of Wire Transfers
A wire transfer request is considered accepted by us when we execute it. Please refer to Section 6.3 concerning cut-off times for more details. You can verify whether your wire transfer request has been executed by sending an email to firstname.lastname@example.org.
We have no responsibility to accept any incoming wire transfer(s) for your benefit. Likewise, we have a right to reject any wire transfer request(s) for an outgoing wire transfer for reasons including insufficient or uncollected funds in the account specified in the wire transfer request, a request that fails any required security procedures, our inability to execute the wire transfer for the reasons set out in the section of this agreement entitled method used to make the wire transfer above, or if we are unable to verify the authenticity of the wire transfer request. If we stop a domestic outgoing wire transfer, we will refund the fee.
If we determine, in our sole discretion, not to honor, execute, or accept a wire transfer request, we will make reasonable efforts to notify you. We will also make reasonable efforts to notify you promptly if a wire transfer is returned to us after its execution. In either case, we will have no liability by reason of our delay or failure to provide you with notice, and we will have no obligation to resend a wire transfer if we complied with the original wire transfer request and such wire transfer was returned to us.
6.8 Cancellation or Amendment of Wire Transfer
Once we receive a wire transfer request, it may not be able to be canceled or amended. However, at our discretion, we may use reasonable efforts to act on any request for cancellation or amendment, provided that the method by which we are notified of a request for cancellation or amendment complies with our security procedures. However, we will have no liability if such cancellation or amendment is not affected. Any cancellation or amendment of a wire transfer by us will relieve us of any obligation to act on the original wire transfer request.
In addition to the limitation of liability in this Agreement, except as otherwise provided by applicable law, the maximum period for which we will be liable for interest on any amount to be refunded or paid to you with respect to an unauthorized, erroneous, or other wire transfer request is thirty (30) days.
6.10 Your Liability for Unauthorized Wire Transfers
Except as otherwise provided by law, you will be liable for all Losses to which your negligence contributed or which resulted in unauthorized, fraudulent, or dishonest acts by your current and/or former authorized representatives. Such liability includes instances when a current or former authorized representative effects one or more wire transfers or improper use of telephone security procedures to effect a wire transfer to your detriment.
7 Other Legal Terms and Conditions
7.1 No Assignments
You may not assign, transfer, or otherwise delegate, whether by operation of law or otherwise, your Account or your rights or obligations, in whole or in part, under this Agreement. Any assignment, transfer or delegation or attempted assignment, transfer or delegation in violation of the foregoing shall be void. Notwithstanding, the Bank may assign, transfer or otherwise delegate its rights or obligations, in whole or in part, under this Agreement in our sole discretion.
7.2 Legal Processes and Claims Affecting Your Account
If we receive a levy, attachment, or other legal process against you (collectively, “Legal Process”), we may refuse to permit withdrawals or transfers from your Account until the Legal Process is dismissed or satisfied. Any Legal Process will be subject to our right of set-off and security interest. You are responsible for all Losses we incur as a result of any dispute or legal proceeding involving your Account. If we receive a claim against the funds in your Account, or if we know of or believe that there is a dispute as to the ownership or control of funds in your Account, we may, in our discretion: (a) place a hold on your Account and refuse to pay out any funds until we are satisfied that the dispute is settled; (b) close your Account and send the balance to the named account holder; (c) require a court order to act; or (d) take any other action we feel is necessary to protect us. We will not be liable to you for taking any such action.
7.3 Limitation of Liability and Disclaimer of Warranty
EXCEPT AS REQUIRED BY LAW, TO THE EXTENT WE ARE FOUND LIABLE, OUR LIABILITY TO YOU FOR A CLAIM WILL NEVER EXCEED THE AMOUNT OF ACTUAL DAMAGES PROVEN BY YOU AND IS LIMITED TO THE FACE VALUE OF THE ITEM OR TRANSACTION, OR THE ACTUAL VALUE OF ANY FUNDS NOT PROPERLY CREDITED OR DEBITED. EXCEPT AS REQUIRED BY LAW AND NOTWITHSTANDING ANYTHING TO THE CONTRARY, WE SHALL ONLY BE RESPONSIBLE AND LIABLE FOR OUR OWN GROSS NEGLIGENCE OR WILLFUL MISCONDUCT IN PERFORMING OUR OBLIGATIONS UNDER THIS AGREEMENT. OUR LIABILITY MAY ALSO BE FURTHER REDUCED BY THE AMOUNT OF THE LOSS THAT IS CAUSED BY YOUR OWN NEGLIGENCE OR LACK OF CARE, AS WELL AS ANY RECOVERY OF THE LOSS YOU OBTAIN FROM THIRD PARTIES.
IN NO EVENT WILL YOU BE ABLE TO RECOVER FROM US ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, OR EXEMPLARY DAMAGES, LOSSES OR EXPENSES (INCLUDING COUNSEL AND THIRD PARTY FEES OR FINES) OR LOST PROFITS, LOST REVENUE, LOST PROFITS, REPLACEMENT GOODS, LOSS OF TECHNOLOGY, RIGHTS OR SERVICES, LOSS OF DATA, OR INTERRUPTION OR LOSS OF USE OF SERVICE OR EQUIPMENT, (a) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES; (b) EVEN IF SUCH DAMAGES, LOSSES OR EXPENSES WERE FORESEEABLE, (c) WHETHER ARISING UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND (d) EVEN IF YOUR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. IF APPLICABLE LAW LIMITS THE APPLICATION OF THE PROVISIONS OF THIS SECTION, OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMISSIBLE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE BANK WILL NOT BE LIABLE FOR ANY ERROR, FAILURE OR DELAY IN OUR ABILITY TO PERFORM OUR OBLIGATIONS UNDER THIS AGREEMENT, INCLUDING ANY ERROR, FAILURE OR DELAY IN THE PROCESSING OF ANY TRANSFER, ARISING FROM OR RELATING TO CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING ANY ACT OF GOD, WAR (DECLARED OR UNDECLARED), SABOTAGE, BLOCKADE, REVOLUTION, INSURRECTION, TERRORISM, CIVIL STRIFE, EXPROPRIATION, NATIONALIZATION, CHANGE IN LAW, GOVERNMENT ACTION, EMBARGO, SANCTION, ACCIDENT, FIRE, NATURAL DISASTERS, ELEMENTS OF NATURE, PANDEMIC, EQUIPMENT FAILURE, SYSTEM FAILURE, TECHNICAL FAILURE, LABOR DISPUTE, UNUSUAL TRANSACTION VOLUME, SUSPENSION OF PAYMENTS BY ANOTHER FINANCIAL INSTITUTION, OR THE FAILURE OF ANY THIRD PARTY TO PROVIDE ANY ELECTRONIC, DIGITAL OR TELECOMMUNICATIONS SERVICE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, WE SHALL NOT BE LIABLE TO ANY THIRD PARTY OR FOR ANY ACT OR OMISSION OF YOURS OR ANY THIRD PARTY, INCLUDING THIRD PARTIES USED BY US IN EXECUTING ANY TRANSACTION CONTEMPLATED BY THIS AGREEMENT OR PERFORMING A RELATED ACT AND NO SUCH THIRD PARTY SHALL BE DEEMED TO BE OUR AGENT.
IN ADDITION, EXCEPT AS REQUIRED BY LAW, PIERMONT BANK IS NOT LIABLE OR RESPONSIBLE FOR ANY SERVICES OR FEATURES OF ANY ONLINE BANKING SERVICES PROVIDED TO YOU BY CHIME, INC. WE ARE ALSO NOT LIABLE FOR ANY UNAUTHORIZED ACCESS OF YOUR INFORMATION OR DATA BY A THIRD PARTY DUE TO YOUR USE OF THIRD-PARTY COMMUNICATION CHANNELS NOT OFFERED BY US.
ALL BANK SERVICES AND ACCOUNT FEATURES, INCLUDING THOSE PROVIDED BY A THIRD PARTY, SUCH AS ONLINE BANKING SERVICES, ARE PROVIDED “AS IS”, "WHERE IS" AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WE DO NOT WARRANT THE BANK’S SERVICES OR ACCOUNT FEATURES OR THE SERVICES OR FEATURES OF ANY THIRD PARTY, INCLUDING ONLINE BANKING SERVICES, WILL MEET YOUR REQUIREMENTS, BE CONTINUOUS, UNINTERRUPTED, SECURE, TIMELY, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.TO THE EXTENT THAT WE MAY NOT AS A MATTER OF APPLICABLE LAW DISCLAIM ANY IMPLIED WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER APPLICABLE LAW.
You will indemnify, defend and hold the Indemnified Parties harmless from any and all Losses imposed on or sustained, incurred or suffered by any of the Indemnified Parties, whether actual or threatened or proven or not, in respect of any and all Claims, without regard to the merit or lack thereof, arising out of, or related in any way to (a) the matters set forth in this Agreement, including any Claims by any business or person related to the connected bank account, including any other owner of the connected bank account; (b) breach of this Agreement, including any warranties; (c) our taking any action or not taking any action that we are entitled to take pursuant to this Agreement, including attempting to cancel or amend a wire transferor actions we take based on the instructions of your attorney-in-fact, including if it is later determined that your power of attorney was invalid or improperly executed; (d) any action or omission by you or any Authorized User; (e) fraudulent activity; or (f) our action or inaction in reliance upon oral, written or electronic instructions or information from you or any Authorized User.
7.5 Our Right of Set-Off and Security Interest
We have the right to set-off any liability, direct or contingent, past, present, or future that you owe against any account you have with us. This means that we can take any funds in your Account or any other account you have with us to pay any debt or liability you owe us. We have this right even if the Account(s) we withdraw money from is a joint Account and the debt or liability we apply it to is owed by only one of you. Likewise, we could withdraw money from an Account owned by only one person and apply it to reduce the joint debt or liability of that person and another person. Our rights under this Section are in addition to any right of set-off we may have under applicable law.
You also agree to grant us a security interest in your Account to secure payment of any money that you owe to us or will owe us arising under this Agreement or any other agreements with us. You acknowledge that this security interest is consensual and in addition to any right of set-off. We may exercise our security interest or right of set-off without regard to the source of the funds in your Account or prior recourse to other sources of repayment or collateral, even if it causes you to incur penalties or suffer any other consequence. You waive any conditions or limits to our right of set-off to the maximum extent permitted by law. We will notify you if we exercise our right to set-off if required by law.
If we take any action to collect debt or liability incurred by you or other amounts you owe us under this Agreement or defend ourselves in a lawsuit brought by you where we are the prevailing party, you will reimburse us for our Losses, including reasonable attorneys’ fees, to the extent permitted by applicable law. We may charge your Account for our Losses without prior notice to you.
7.6 Changes in Terms and Additional Services
We may change this Agreement, or any fees and features of your Account, at any time by posting an amended Agreement on the Program Partner’s website, https://storage.googleapis.com/sendwave-neobanking/terms_of_service/deposit_terms_and_conditions/0.9.0/en.html, and any such amendment will be effective upon posting. We will give you advance notice of any change where required by law. We may provide such notice to you with your statement, electronically, or by mail. Any notice we provide to you will be binding and sent to the last (postal or electronic) address in our records. We may change your address if we receive an address change notice from the U.S. Postal Service. We may change or terminate this Agreement without notice at our discretion or to comply with any appropriate federal or state law or regulation.
If we make any of our other banking services available to you in connection with your Account, we may provide certain terms and conditions for those additional services to you in a separate agreement or disclosure.
7.7 No Waiver of Rights
We may waive or decline to enforce any of our rights under this Agreement without obligating ourselves to waive such rights in the future or on any other occasion. We may release any other person obligated under this Agreement without affecting your responsibilities under this Agreement.
7.8 Conflicts and Section Headings
If there is a conflict between this Agreement and any other document or statement made to you concerning the Account, this Agreement will govern. If there is a conflict between this Agreement and any other document or statement made to you concerning any services or products other than the Account, the separate terms and conditions applicable to that service or product will govern. Section headings that appear in this Agreement are for convenience purposes only and are intended to help you find information. They should not be construed as affecting the meaning of the Agreement.
If any court or tribunal of competent jurisdiction determines that any provision of this Agreement is illegal, invalid or unenforceable, the remainder of this Agreement will not be affected. To the extent permitted by law, the parties waive any provision of law which prohibits or renders unenforceable any provisions of this Agreement, and to the extent that such waiver is not permitted by law, you and us agree that such provision will be interpreted as modified to the minimum extent necessary to render the provisions enforceable.
7.10 Governing Law, Forum, and Time Limits
All actions relating to your Account and this Agreement will be governed by the laws and regulations of the United States and the State of New York where your Account will be opened, irrespective of conflict of law principles. You agree that any dispute arising under this Agreement or relating in any way to your relationship with us that is not arbitrated will be resolved in a federal or state court located in New York and that you will be subject to such court’s jurisdiction.
Except where prohibited by law, you agree that you must file any lawsuit or arbitration against us within two (2) years after the claim arises unless federal or New York State law, or another agreement you have with us, provides for a shorter time. If federal or New York State law requires a longer time period than the time periods in this Agreement, you agree to the shortest time period permitted under the law.
8 Arbitration and Waivers
BE SURE THAT YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US.
8.1 Election to Arbitrate
You, Chime, Inc., and the Bank agree that the sole and exclusive forum and remedy for resolution of a claim be final and binding arbitration pursuant to this Section 8 (the “Arbitration Provision”). As used in this Arbitration Provision, “Claim” will include any past, present, or future claim, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise. Claims include matters arising as initial claims, counterclaims, cross-claims, third-party claims, or otherwise. Please note that you may continue to assert Claims in small claims court, if your Claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.
You have the right to opt-out of this arbitration clause and it will not affect any other terms and conditions of this Agreement or your relationship with us. TO OPT OUT, YOU MUST NOTIFY US IN WRITING OF YOUR INTENT TO DO SO WITHIN SIXTY (60) DAYS AFTER OPENING YOUR ACCOUNT. Your opt-out notice can be a letter that is signed by you that states “I elect to opt out of the arbitration clause in my Consumer Deposit Account Agreement for Account #” or any words to that effect. Send the notice to: Piermont Bank, 4 Bryant Park, Third Floor, New York, NY 10018. An election to opt out applies only to the account or accounts identified in your opt-out notice or, if no specific accounts are identified in your notice, then to any account(s) that became subject to the arbitration clause within the sixty (60)-day period before we received your notice. The arbitration clause will apply to any claims between us relating to any account(s) for which we do not receive an opt-out notice as described in this Section 8.1.
8.2 Applicability of the Federal Arbitration Act; Arbitrator’s Powers
This Arbitration Provision is made pursuant to a transaction involving interstate commerce and will be governed by and enforceable under the Federal Arbitration Act (the “FAA”). The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator will take steps to reasonably protect confidential information. In any arbitration arising out of or related to this Agreement, the arbitrator will apply the limitation of liability set forth in Section 7.3 and, for the avoidance of doubt, is not empowered to award (a) punitive or exemplary Losses, except where permitted by statute, or (b) incidental, indirect or consequential Losses, or Losses for lost profits. The parties waive any right to recover all such Losses.
8.3 Informal Dispute Resolution
If a Claim arises, our goal is to address your concerns and, if we are unable to do so, to provide you with a neutral and cost-effective means of resolving the dispute quickly. You agree that before filing any claim in arbitration, you will first submit your Claim to us by email at email@example.com and provide us with the opportunity to resolve your concern prior to initiating arbitration.
8.4 Arbitration Procedures
The party initiating arbitration will do so with the Judicial Alternatives and Mediation Services (“JAMS”). The arbitration will be conducted by a single arbitrator according to, and the location of the arbitration will be determined in accordance with, the rules and policies of the administrator selected, except to the extent the rules conflict with this Arbitration Provision or any countervailing law. If you have any questions concerning JAMS or would like to obtain a copy of the JAMS arbitration rules, you may call 1(800) 352-5267 or visit their web site at: www.jamsadr.com. In the case of a conflict between the rules and policies of the administrator and this Arbitration Provision, this Arbitration Provision will control, subject to countervailing law, unless all parties to the arbitration consent to have the rules and policies of the administrator apply. The arbitration will be held in the United States county where you live or work, or any other location we agree to.
8.5 Arbitration Fees
If we initiate arbitration, we will pay all the administrator's filing costs and administrative fees (other than hearing fees). If you initiate arbitration, filing costs and administrative fees (other than hearing fees) will be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator's rules. We will pay the administrator's hearing fees for one (1) full day of arbitration hearings. Fees for hearings that exceed one (1) day will be paid by the party requesting the hearing, unless the administrator's rules or applicable law require otherwise, or you request that we pay them and we agree to do so. Each party will bear the expense of its own attorneys' fees, except as otherwise provided by law. If a statute gives you the right to recover any of these fees, these statutory rights will apply in the arbitration notwithstanding anything to the contrary herein.
Within thirty (30) days of a final award by the arbitrator, any party may appeal the award for reconsideration by a three-arbitrator panel selected according to the rules of the arbitrator administrator. In the event of such an appeal, any opposing party may cross-appeal within thirty (30) days after notice of the appeal. The panel will reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal will be governed by this Arbitration Provision and the administrator's rules, in the same way as the initial arbitration proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, will be final and binding, except for any appeal right under the FAA, and may be entered as a judgment in any court of competent jurisdiction.
8.7 No Class Actions
NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM OR CLAIMS THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction. Unless consented to in writing by all parties to the arbitration, an award in arbitration will determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and will not (a) determine the rights, obligations, or interests of anyone other than a named party, or resolve any Claim of anyone other than a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party. No administrator or arbitrator will have the power or authority to waive, modify, or fail to enforce this Section 8.7, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, will be invalid and unenforceable. Any challenge to the validity of this Section 8.7 will be determined exclusively by a court and not by the administrator or any arbitrator.
8.8 Survival and Severability of Arbitration Provision
This Arbitration Provision will survive the termination of this Agreement. If any portion of this Arbitration Provision other than Section 8.7 is deemed invalid or unenforceable, the remaining portions of this Arbitration Provision will nevertheless remain valid and in force. If there is a final judicial determination that applicable law precludes enforcement of this Arbitration Provision’s limitations as to a particular claim for relief or particular term, then that claim (and only that claim) or that term (and only that term) must be severed from the Arbitration Provision and may be brought in court. If an arbitration is brought on a class, representative, or collective basis, and the limitations on such proceedings in Section 8.7 are finally adjudicated pursuant to the last sentence of Section 8.7 to be unenforceable, then no arbitration will be had. In no event will any invalidation be deemed to authorize an arbitrator to determine Claims or make awards beyond those authorized in this Arbitration Provision.
8.9 Judicial Forum for Claims
Except as otherwise required by applicable law, in the event that this Arbitration Provision is found not to apply to you or your Claim, you and the Bank agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of New York. Both you and the Bank consent to venue and personal jurisdiction there. All parties agree to waive our right to a jury trial.
8.10 WAIVER OF RIGHT TO LITIGATE
THE PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR JURY, BUT ARE HEREBY KNOWINGLY AND VOLUNTARILY WAIVING THAT RIGHT BY AGREEING TO THIS AGREEMENT AND ARBITRATION PROVISION.
Except as otherwise expressly provided in this Agreement, the following rules apply: (a) the singular includes the plural and the plural includes the singular; (b) all references to the masculine gender include the feminine gender (and vice versa); (c) “include”, “includes” and “including” are not limiting; (d) unless the context otherwise requires or unless otherwise provided herein, references to a particular agreement, instrument, document, law or regulation also refer to and include all renewals, extensions, modifications, amendments and restatements of such agreement, instrument, document, law or regulation; (e) a reference in this Agreement to a Section or Schedule is to the Section of or Schedule to this Agreement unless otherwise expressly provided; (f) a reference to a Section in this Agreement, unless the context clearly indicates to the contrary, refers to all sub-parts or sub-components of any said Article or Section; (g) words such as “hereunder,” “hereto,” “hereof,” and “herein,” and other words of like import, unless the context clearly indicates to the contrary, refers to the whole of this Agreement and not to any particular Section, subsection or clause hereof; (h) where the Agreement states that a Party “shall,” “will,” or “must” perform in some manner or otherwise act or omit to act, it means that the Party is legally obligated to do so in accordance with the Agreement; and (i) references to any statute includes any amendments thereto and its implementing regulations.
Except with respect to Indemnified Parties and except as otherwise specified in this Agreement, this Agreement is not intended to and shall not be construed to give any third party any interest or rights (including any third-party beneficiary rights) with respect to or in connection with any agreement or provision contained herein or contemplated hereby. Use of the Account is subject to all applicable rules and customs of any clearinghouse or other association involved in transactions. The Bank does not waive its rights by delaying or failing to exercise them at any time. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provisions of this Agreement, but this Agreement shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein. Upon such determination that any term or other provision is invalid, illegal or unenforceable, the court or other tribunal making such determination is authorized and instructed to modify this Agreement so as to effect the original intent of the parties as closely as possible so that the transactions and agreements contemplated herein are consummated as originally contemplated to the fullest extent possible. The headings in this Agreement are only for convenience and do not in any way limit or define your or our rights or obligations under this Agreement. You agree that this Agreement and other agreements or disclosures you may receive from us with respect to the Account or your debit card, contain the entire statement of the terms and conditions, which apply to the subject matter hereof. If any term or condition of this Agreement should be invalidated or unenforceable for any reason, all other terms and conditions will continue in full force and effect.