Deposit Account Agreement and Disclosures

TABLE OF CONTENTS

A. Our Agreement

This document contains the Bluevine Business Checking Account Agreement (“Account Agreement”) for the business demand deposit account available to commercial, i.e., business, customers (“Bluevine Business Checking Account” or “Account”). The Account may be interest-bearing, if it meets certain qualifications below. The Account and its banking services, including the Bluevine Business Debit Mastercard^® (“Card”) are made available by Coastal Community Bank, State of Washington, Member of the Federal Deposit Insurance Corporation (FDIC) (“Bank”) on behalf of Bluevine Inc. (“Bluevine”), the program partner responsible for managing the Bluevine Business Checking Account program (“Program”). “We,” “our,” and “us” refer to the Bank, our successors, affiliates, or assignees. “Customer” refers to the legal entity for which the Bank has opened Account. “Account Owner” refers to the person with authority to deposit, withdraw, and exercise control over Account. “Additional User” refers to the person(s) to whom the Account Owner has given access to the Account and the ability or authority to take certain actions, including the ability to view, deposit, or withdraw, via the Account Access feature. “Sub-account” refers to the additional business demand deposit account(s) requested by the Account Owner that may be made available for your use in addition to the Account.

We reserve the right to not make the Account available to businesses engaged in certain industries, including but not limited to the following: gambling, pornography and paraphernalia, firearms and paraphernalia, illegal substances, other controlled substances (including medicinal marijuana, marijuana, cannabis, and hemp) and paraphernalia, penny auction companies, money service businesses, bulk exchanges of virtual currency (e.g., cryptocurrency), and certain other financial and/or banking-related businesses as We and/or Bluevine may determine, and political campaigns. In addition, Customer may not offer or provide any banking or financial services to any third parties through the Account.

Because access to the Account will be available through www.bluevine.com (“Website”) and/or the Bluevine mobile application (“Mobile App”), Customer must agree to receive documents electronically. Customer is responsible for providing Bluevine with a correct and operational email address. Customer must promptly notify the Bank or Bluevine of any change to its email or postal mailing address, or if Customer is unable to access Account information through the Website or Mobile App. Neither Bank nor Bluevine will be liable for any adverse effects to Account as a result of undelivered mail or email or Customer’s inability to access Account information through the Website or Mobile App due to a failure to promptly notify Bank or Bluevine of a change to Customer’s postal mailing or email address. Neither Bank nor Bluevine is responsible for any costs Customer incurs to maintain internet access or an email account.

By applying for or using services provided by Bank, Customer is agreeing to the terms and conditions of the Account and its “Schedule of Fees.” Disclosures provided when the Account request was completed, the Bluevine Website or Mobile App were used, additional disclosures provided to Customer for additional Account-related products and services, and any other disclosures or terms we or Bluevine provide are considered part of or supplement the Account Agreement. Continued use of Account also means the ongoing agreement of Customer to the Account Agreement, and by continuing to use Account, Customer further agrees to pay any fees due and outstanding associated with Account, including giving us the right to collect such fees directly from the Account balance. Customer is responsible for the accuracy and completeness of all information supplied to the Bank and/or Bluevine in connection with Account.

2. Amendments to the Account Agreement.

We and Bluevine may amend the Account Agreement at any time by posting the amended documents (including the Account Agreement) at the Website, and any such amendment shall be effective upon its posting to the Website. The current Account Agreement is available at the Website. To the extent possible, we will provide reasonable notice of an adverse change to the Account Agreement in writing or by any method permitted by law. To the extent that the rate of interest that accrues upon applicable balances as stated in the Terms of Interest Accrual changes, We and Bluevine may change the same with one day’s notice. Notwithstanding the foregoing, if a change is made for security or related purposes, however, it can be implemented without prior notice. When we amend the Account Agreement, the updated version supersedes all prior versions and shall govern Account. Customer’s continued maintenance or use of Account after the amendment, will be deemed acceptance of it and Customer will be bound by it. If Customer does not agree with an amendment, Customer may close Account as provided in the Account Agreement. Customer’s termination of the Account Agreement, as evidenced by closing Account, will not affect any of our or Bluevine’s rights or Customer’s obligations arising under the Account Agreement, or if applicable, the Agreement, prior to such termination.

3. Closing the Account.

Bank reserves the right to close the Account and any associated Sub-account at any time. Such action or notification of such action may also be taken and will be communicated by Bluevine. Account Owner may communicate instructions to close the Account by sending an email message to Customer Support or by calling Customer Support at the Phone Number and Email Address below. After Account is closed, we have no obligation to accept deposits or pay outstanding items but may do so at our discretion and any access device will no longer be active. Customer agrees to hold us and Bluevine harmless for honoring or refusing to honor any check, paper draft, or other item on a closed Account. If a balance remains in Account and any associated Sub-account at the time of its closure, a check or checks made payable to Account Owner as listed in our records will be sent to the mailing address on file within fourteen (14) business days of the final transaction and/or of receiving the proper request to close Account. Notwithstanding the foregoing, any balance remaining in Account and any associated Sub-account closed or suspended due to suspected fraud may be held for such period of time as we or Bluevine, in our sole discretion, deem reasonable to conduct an investigation and/or prevent fraud or losses; if actual fraud is confirmed, funds may be held indefinitely. In any event, Bank reserves the right to refuse to return any remaining balance less than $2.00.

4. Contact Policy Regarding Account Servicing and/or Collections.

By providing us with a telephone number for a cellular phone or other wireless device, including a number that Customer later connects to a cellular device, Customer is expressly consenting to receiving calls and messages, including auto-dialed and artificial or pre-recorded voice message calls and SMS messages (including text messages) and emails (“Communications”) – from us, Bluevine, our affiliates, Bluevine’s affiliates, our agents, and Bluevine’s agents related to Customer’s Account, any transaction, and/or Customer’s relationship with us or Bluevine. Customer acknowledges that automated calls or text messages may be made at any telephone numbers that Customer, Account Owner, or Additional User has provided or may provide in the future even if Customer’s telephone number is registered on any state or federal Do Not Call list. Customer agrees that Bluevine may obtain, and Customer expressly agrees to be contacted at, any email addresses, mailing addresses, or phone numbers provided by Customer, its representative, or Additional User at any time or obtained through other lawful means, such as skip tracing, caller ID capture, or other means. Customer agrees to receive automated calls and text messages from Bluevine, its affiliates, agents, sales and customer service representatives, even if Customer cancels its Account or terminates its relationship with us, except if Customer opts-out (see Registration Terms). Calls, data, and messages may incur excess fees from the Customer’s cellular provider, as to which Customer is responsible.

5. Confidentiality.

We or Bluevine may disclose information to third parties about Account, Card, or related transactions:

Where it is necessary for completing transactions;
In order to verify the existence and condition of Account or Card for a third party, such as a merchant;
In order to comply with government agency, law enforcement, court order, subpoena, or other legal or administrative reporting requirements;
Upon the Customer’s written consent;
To our or Bluevine’s employees, auditors, affiliates, service providers, or attorneys as needed; or
Otherwise as necessary to fulfill our obligations under the Account Agreement.

6. Customer Support.

For “Customer Support” assistance or additional information about Account, please contact us at the “Address,” “Phone Number,” or “Email Address” below:

Address: Bluevine Inc.

30 Montgomery Street, Suite 1400, Jersey City, NJ 07302

Phone Number: 1 (888) 216-9619

Email Address: banking.support@bluevine.com

Agents are available Monday – Friday 8am-8pm ET (excluding Federal Reserve Bank holidays).

To report a lost/stolen/damaged Card call 24/7/365. This action can be taken using our Interactive Voice Response system at any time or with the assistance of an agent during our regular hours of operation.

7. Telephone Monitoring/Recording.

Customer acknowledges that Bank and Bluevine may monitor and/or record telephone calls with Account Owner and/or Additional User to ensure the quality of our Customer Support team, and also when contacting Customer regarding servicing and, if implicated, collections, or as required by applicable law and Customer agrees to such monitoring and recording.

8. No Warranty Regarding Goods or Services.

Neither we nor Bluevine is responsible for the quality, safety, legality, or any other aspect of any goods or services Customer purchases using Account.

B. Account Basics

A business deposit account is a deposit account within the meaning of Article 9 of the Uniform Commercial Code (“UCC”) that is not held or maintained primarily for personal, family, or household purposes. Examples of business deposit accounts include an account owned by an individual acting as a sole proprietor; a partnership; a limited partnership; a limited liability company; a corporation; a joint venture; or a non-for-profit corporation. The Account and/or any Sub-account is a business deposit account.

1. Opening the Account.

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 that identifies each person or business that opens an Account. We will ask for the name, address, date of birth, and other information that will allow us to identify the Account Owner who is opening the Account. We may also ask to see a copy of Account Owner’s driver’s license or other identifying documents. In addition, we will ask for other information related to the business entity. If we are not able to validate the identity or authenticity of the Account Owner or the business entity to our satisfaction, we may not open the Account. If we are unable to validate the identity of an Account Owner, we may not provide access to the Account or issue the Card.

To open an Account, the Account Owner must:

Be at least 18 years old;
Be a natural person;
Be the owner of the small- or medium-sized business intended to use the Account; and
Have a verifiable address in one of the fifty (50) United States or the District of Columbia.

Further, each business owner may only open Accounts for up to ten (10) or fewer business entities. We may choose to allow you to open Accounts in excess of this limit at our discretion but any such Account opened is subject to closure at any time. The Account Owner’s small- or medium-sized business described above may not be a political campaign or related entity. We or Bluevine may use information from, and share information with, third parties to help us determine if we should open an Account.

2. Bluevine Premier and Plus Plans.

When opening an Account, the Account Owner may be presented with the option to enroll in either the Bluevine Business Checking Account Premier Plan (“Bluevine Premier plan”) or the Bluevine Business Checking Account Plus Plan (“Bluevine Plus plan”) which provide reduced pricing on certain Account features as well as access to priority customer support. Account Owner may also enroll in either the Bluevine Premier plan or the Bluevine Plus plan through their Bluevine Dashboard. Please refer to Section J – Schedule of Fees for details on reduced pricing.

The Bluevine Premier plan has a monthly fee of $95.00 which will be charged on the same day each month unless the day on which you enrolled does not occur in a given month in which case the monthly fee will be charged on the last calendar day of that month. The monthly fee will be waived if, during a given billing period, Customer maintains a minimum average daily balance of $100,000.00 in the Account and/or Sub-account(s) and spends at least $5,000.00 on the Bluevine Business Debit Mastercard® and/or Bluevine Business Cashback Mastercard®. Unless the monthly fee is waived, Customer agrees that Bluevine may deduct it from the available balance in Customer’s Account and/or Sub-account(s).

The Bluevine Plus plan has a monthly fee of $30.00 which will be charged on the same day each month unless the day on which you enrolled does not occur in a given month in which case the monthly fee will be charged on the last calendar day of that month. The monthly fee will be waived if, during a given billing period, Customer maintains a minimum average daily balance of $20,000.00 in the Account and/or Sub-account(s) and spends at least $2,000.00 on the Bluevine Business Debit Mastercard® and/or Bluevine Business Cashback Mastercard®. Unless the monthly fee is waived, Customer agrees that Bluevine may deduct it from the available balance in Customer’s Account and/or Sub-account(s).

If Customer cancels their enrollment in the Bluevine Premier plan or Bluevine Plus plan, benefits will continue through the end of their current billing cycle.

3. Bluevine Business Checking Account Sweep Program.

The Bluevine Business Checking Account Sweep Program (“Sweep Program”) allows Bank to automatically arrange deposit of your total available Bluevine Account balance into an interest-eligible deposit account at one or more other FDIC-insured banks to increase your insured deposit coverage. The Sweep Program is governed by the Bluevine Business Checking Account Agreement Sweep Disclosure which is binding supplement to this Account Agreement. You will be enrolled in the Sweep Program unless you opt out by contacting Customer Service. By opting out of the Sweep Program, your deposits will be held only at Coastal Community Bank, Member FDIC.

4. Additional User.

Customer may add an Additional User to Account using the Account Access feature. Customer is responsible for all authorized transactions initiated and fees incurred by use of the Account. If an individual (including but not limited to Additional User(s)) is permitted access to Account, Account number(s), or PIN, we and Bluevine will treat this as if Customer has authorized such use and Customer will be liable for all transactions and fees incurred by such person(s). Customer is wholly responsible for the use of Account according to the terms and conditions of the Account Agreement. Neither we nor Bluevine is responsible for any action taken by any Additional User and Customer agrees to indemnify us and Bluevine in connection with any action taken by any Additional User. Customer is responsible for terminating any Additional User’s access to Account using the Account Access feature. Bank and Bluevine may continue to recognize an Additional User’s authority until Bank or Bluevine has received and has had a reasonable time to act upon and process an access termination request from Account Owner.

5. Sub-Account.

Customer may add Sub-accounts using the Sub-account feature. Each Sub-account will receive a unique account number that is distinct from the account number used for the Account. Customer is responsible for all authorized transactions initiated and fees incurred by any of Customer’s Sub-accounts. Only Account Owner may add a Sub-account. Customer may transfer funds between the Account and Sub-account(s). Customer may remove one or both Sub-accounts but cannot remove the Account without closing the Account entirely. See section A, captioned “Our Agreement.”, sub-section 3 “Closing the Account.” for more detail on Account closures. If an Account Owner requests to remove a Sub-account, we or Bluevine will request that any balance in Sub-account is transferred to the Account before removing Sub-account. Neither we nor Bluevine is responsible for Customer’s use of Sub-accounts, including but not limited to payments, fund transfers, withdrawals, or checks made from Sub-accounts. We reserve the right to provide and close Sub-accounts at our discretion and may suspend or discontinue the Sub-account feature at any time.

6. Authorization and Indemnification.

Customer authorizes Bluevine and the Bank to:

view and obtain information about the Account;
provide information to service providers about Account balances and transactions; and
transact on the Account as necessary for purposes of reconcilement, fee credits or debits, dispute-related adjustments, and any other applicable accounting corrections.

7. Compliance with Laws and Regulations.

Customer agrees to comply with all laws applicable to Account Agreement, including but not limited to regulations or ordinances, orders of governmental and governing authorities, federal and state privacy laws, and anti-money laundering laws. Customer shall indemnify Bluevine and the Bank against any loss, liability or expense (including attorney’s fees and expenses) resulting from or arising out of any breach of any of the foregoing warranties or agreements.

8. Our Relationship with the Customer.

The Account Agreement and the deposit relationship do not create a fiduciary relationship between Bank or Bluevine and Customer, Account Owner, or any Additional User.

9. Business Days.

Our business days are Monday through Friday, excluding Federal Reserve Bank holidays, even if we are open. Any references to “days” in this Account Agreement are calendar days unless indicated otherwise.

10. Our Right to Block the Account.

As part of our loss prevention program or for security, legal, or regulatory reasons, when we or Bluevine suspect that irregular, unauthorized, or unlawful activities may be occurring in connection with the Account or any Sub-account, Bank may block, freeze, suspend, or place a hold on Account balance (and any other accounts Customer maintains with Bank including any Sub-account) pending an investigation of such suspected activities. If Bank blocks Account, Bank will give any notice required by the laws governing Account.

11. Our Right to Limit Transactions and Account Features.

For security, reputational, legal, or regulatory reasons, and as part of our loss prevention program and verification processes, we or Bluevine may, at our sole discretion, with or without prior notice, limit the availability, type, amount, or number of transactions you can make, or functionality you can use, with the Account and any Sub-account including, but not limited to: (i) the ability to transfer funds to the Account or any Sub-account from an external linked account or vice versa; (ii) restrictions to comply with applicable law or to limit our liability or exposure; and (iii) other restrictions to prevent fraud or other losses.

For security reasons, to prevent fraud, and/or to comply with legal obligations, we or Bluevine may ask for additional information from you and from third parties. We may put your payment, deposit, or your payment method on hold for review. If you do not cooperate with our review process, your deposit or payment may be delayed or declined, and we reserve the right to take any actions necessary with your Account, including the closure of your Account. We reserve the right to limit or refuse your use of a particular payment method for any reason at our sole discretion. We may impose limitations on the size, frequency, and timing of payments or deposits. We may decline to make payments or deposits or otherwise deny you use of the Account, and we may decline to explain why.

12. Force Majeure.

Bank and/or Bluevine in its role as program manager and Customer will not be deemed in default of any of its obligations under Account Agreement if its performance is delayed, hindered, or becomes impossible because of any act of God or of any public enemy, hostilities, war (declared or undeclared), guerilla or terrorist activities, act of sabotage, blockade, earthquake, flood, landslide, avalanche, tremor, ground movement, hurricane, storm, explosion, fire, labor disturbance, riot, insurrection, strike, sickness, accident, civil commotion, epidemic, pandemic, act of government or its agencies or officers, power interruption or transmission failure, or any cause beyond the control of Bank and/or Bluevine or Customer.

C. General Rules Governing the Account

Neither Account nor Customer’s obligations under the Account Agreement may be assigned. We may transfer our rights under the Account Agreement. Use of Account is subject to all applicable rules and customs of any clearinghouse or other association involved in transactions. We do not waive our rights by delaying or failing to exercise them at any time. If any provision of the Account Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any governmental agency, local, state, or federal, the validity or enforceability of any other provision of the Agreement shall not be affected. This Agreement will be governed by the law of the State of Delaware except to the extent governed by federal law.

1. Deposits to the Account.

Except for Account-only cash transfers, make deposits to the Account or any Sub-account using any of these methods:

Transaction Type	Frequency and/or Dollar Limits¹
Direct deposit or Automated Clearing House (ACH) transfer initiated from an external financial institution²	No limit.
Qualifying transfers to Account via Website or Mobile App.^2,3	No limit to the number of transactions per calendar day, up to $5,000.00 between all linked external accounts per 30-day period.
Cash transfer⁴	Allpoint+ ATMs: No limit to the number of deposits; limits of $1,000 per deposit, $5,500 per day, and $7,500 per 30-day period. Green Dot Retail Locations: Deposits limited to 4 per day, 7 per week, and 20 per month; limits of $2,000 per day, $4,000 per week, and $7,500 per 30-day period.
Wire transfer	No limit.
Mobile Check Deposit	See section K captioned “Mobile Check Deposit” for limits and feature details.

1. We may choose to allow deposits in excess of the specified limits at our discretion. Deposits made to the Account and/or any Sub-Account are aggregated for determination of frequency and dollar limits.
2. Direct deposits or ACH transfers: The payee name on any direct deposit(s) or ACH Credit(s) we receive should match the business name, Customer name, or Additional User name associated with Account. Any deposits received in any other name may be returned to the originator.
3. Feature subject to availability and restrictions/limitations. See Section B(9) “Our Right to Limit Transactions and Account Features” above for more information. A qualifying transfer must originate from an external account owned by a qualifying Customer or Account Owner. The external account must be linked to your Account or any Sub-account. The owner of the external account must validate the linking through the use of bank credentials and multi-factor authentication where applicable.
4. Fees apply for Allpoint and Green Dot deposits; see Schedule J for details. Third-party money transfer services used to deposit funds to Account may impose their own limits, fees, per transaction, daily, weekly or monthly limits on the frequency or amount of cash you may deposit to Account.

2. No Direct Cash, Paper Checks, or Foreign Currency Deposits.

We are not liable for any deposits, including cash, lost in the mail, lost in transit, or not received by us. Further, we do not accept the following types of deposits:

Cash– We do not directly accept deposits made in cash. Any cash transfers mailed to us or Bluevine will be sent back by standard U.S. mail to the Customer’s address on file. See sub-section 1 above, captioned “Deposits to the Account.” for additional details regarding the use of third-party money transfer services used to deposit cash funds into the Account.
Paper Checks– Personal checks, business checks, cashier’s checks, money orders and any other type of paper check or payment may not be deposited by mail. All checks and money orders sent to us or Bluevine for deposit will be returned unless the full amount may be applied towards a negative balance, in which case the check or money order may or may not be deposited to the Account at our discretion.
Foreign Currency– We do not accept deposits of foreign currency. Any deposits received in foreign currency will be sent back by standard U.S. mail to the Customer’s address on file.

3. Preauthorized Transfers.

The 12-digit Account number for an Account or Sub-account and the bank routing number can be used for preauthorized direct debits (“ACH Debit”) from merchants, internet service or other utility service providers and for the purpose of initiating direct deposits to Account or any Sub-account (“ACH Credit”). These transfers will be processed under the Operating Rules of the National Automated Clearing House Association (“NACHA”) and Customer agrees to comply with the NACHA rules. Additional information regarding preauthorized transfers is available in section G, captioned “Electronic Funds Transfer Disclosure and Special Terms and Conditions.”

4. Direct Deposits or ACH Credits from an External Account at Another Financial Institution.

The payee name on any direct deposit(s) or ACH Credit(s) we receive should match the business name, Customer name, or Additional User name associated with Account. Deposits received in any other name may be returned to the originator.

5. ATM Check Deposits.

The ability to make ATM check deposits is not available.

6. Funds Availability.

See section L, captioned “Funds Availability Policy.” for details.

7. Deposit Corrections.

If funds are incorrectly deposited or transferred into Account or Sub-account, we may correct the situation by deducting the amount of the erroneous deposit from Account or Sub-Account without prior notice to Customer. If there are not enough funds in the Account or Sub-account at that time, the Account or Sub-account could become overdrawn. See sub-section 9 below, captioned “No Overdrafts.” for more information about what occurs if Account or any Sub-account has a negative balance.

8. Checkbooks.

Customer may order check supplies from a check printing service to write paper checks that draw upon Account or a Sub-account. Customer is responsible for ensuring the information appearing on paper checks is correct and that checks are compatible with Customer’s software and other needs. See section H below, captioned “Check Service.” for more details on the use of paper checks.

9. No Overdrafts.

Account or Sub-account may not be overdrawn. If the available balance in Account or Sub-account is insufficient to cover any authorized payment, withdrawal, or check, we can refuse to honor the payment, withdrawal, or check. If Account or Sub-account balance should become negative for any reason, a deposit or deposits must immediately be made to cover the negative balance. You have no right to defer payment of this negative balance. If your Account or Sub-account balance becomes and remains negative, Bank or Bluevine, on behalf of Bank, can use the funds in your Account or any Sub-account to repay the negative balance in your Account or Sub-account without any further notice to or demand on you. Moreover, Bluevine, on behalf of Bank, has the right to set-off any liability, direct or contingent, past, present or future that you owe against your Account or Sub-account including liabilities arising from extensions of commercial credit. Further, you grant Bank a lien on and security interest in the funds on deposit in your Account as security for all of your liabilities and obligations to Bluevine or the Bank, as applicable, now or in the future. If the Account or any Sub-account has a negative balance for sixty (60 calendar days), it will be closed and Bluevine, Bluevine’s affiliates, and/ or Bluevine’s agent or retained third party, including but not limited to attorneys or law enforcement, may commence collection activities. Bank or Bluevine may pursue any lawful remedy to resolve any negative Account or Sub-account balance, and Customer agrees that Bluevine or Bank, as applicable, is entitled to collect from Customer any and all costs and expenses (including but not limited to the reasonable cost of an attorney) associated with any such efforts, including but not limited to arbitration or litigation, in accordance with applicable law.

10. Unauthorized or Incorrect Debits from the Account.

Customer Support must be notified no later than 1:00 PM ET on the business day following the date of an unauthorized ACH Debit or a debit by check is made to Account or Sub-account in order for the item to be returned to the originator. If notification is received after this deadline, we may be unable to return the item and Customer may be responsible for losses it incurs. To provide notice of an unauthorized or incorrect debit from Account or Sub-account, contact Customer Support at our Phone Number or Email Address shown in subsection A(6) above.

11. Levies, Garnishments, and Other Legal Processes.

If Account or any Sub-account becomes subject to legal action, such as a tax levy or third-party garnishment, we reserve the right to refuse to pay any money from Account or Sub-accounts, including checks, ACH Debits, Card transactions, or other items presented for payment, until the action is resolved. If we are required to pay an attachment, garnishment or tax levy, we are not liable to Customer. Payment is made after satisfying any fees, charges, or other debts owed to us. Until we receive the appropriate court documents, we may continue to process transactions against Account, even if we have received an unofficial notification of an adverse claim. Customer will indemnify us for any losses if we do this.

12. Account Dormancy and Escheatment.

Subject to applicable law, any Account that has (i) been inactive for six (6) months following the opening of Account, or (ii) inactive for twelve (12) months, may be subject to closure at the Bank’s discretion. If Account is inactive for a period of time it may be considered dormant and subject to escheatment. Each state has varying laws as to when Account will be subject to escheatment and we may be required to send the balance of Account to the state of Customer’s last known address. We will make all reasonable efforts to contact Customer before transferring the remaining balance of Account and any associated Sub-account to the appropriate state. Bluevine may, at its discretion, close accounts that it considers to be dormant prior to such account becoming subject to escheatment based on state law.

13. Periodic Statements.

Periodic statements for Account and any Sub-account will be made available to Customer each month on the Website and are considered to be correct. Carefully review the statement for each statement period and notify us of any discrepancies within thirty (30) days of the statement becoming available.

D. Using the Bluevine Business Debit Mastercard

Account Owner and, as applicable, Additional Users, will receive a Bluevine Business Debit Mastercard (“Card”) for use with Account (a “Cardholder”). Customer acknowledges and agrees that funds accessible through use of Card is limited to the available funds of Account. The expiration date of Card is identified on the back of the Card. The Card is the property of Bank and must be surrendered upon demand. Card is nontransferable, and it may be cancelled, repossessed, or revoked at any time without prior notice subject to applicable law.

1. Activate the Card.

Card must be activated through the Website or Mobile App by calling Customer Support before it can be used. Cardholder will need to provide personal information in order to verify their identity.

2. Personal Identification Number.

Cardholder will need to select a Personal Identification Number (“PIN”) for the Card through the Website or Mobile App or by calling Customer Support. Card must be activated before the PIN is usable. See the activation instructions above in sub-section 1, captioned “Activate the Card.” Cardholder must not reveal their User ID, Password, or PIN or provide Account or Card numbers (collectively, “Account Credentials”) to any person not authorized by Customer to use Account or Card; not write the PIN anywhere on Card or on anything kept with Card; and not leave a computer terminal or mobile device unattended after logging in and accessing Account. When entering a PIN into a terminal, Cardholder should ensure it cannot be observed by others; the PIN should not be entered into any terminal that appears to be modified or suspicious. If Cardholder believes someone has gained unauthorized access to their PIN, Customer Support should be immediately advised.

3. Additional Users.

Customer is responsible for all authorized transactions initiated and fees incurred by use of the Card or Account. If an individual (including but not limited to Additional User(s)) is permitted access to Account, Card, Card number(s), Account number(s) or PIN, we and Bluevine will treat this as if Customer has authorized such use and Customer will be liable for all transactions and fees incurred by such person(s). Customer is wholly responsible for the use of Account according to the terms and conditions of the Account Agreement. Neither we nor Bluevine is responsible for any action taken by any Additional User and Customer agrees to indemnify us and Bluevine in connection with any action taken by any Additional User.

4. Cash Access.

With the PIN, Cardholder may use Card to obtain cash from any Automated Teller Machine (“ATM”) bearing the Mastercard^®, Maestro^®, MoneyPass^®, Cirrus^®, or Interlink^® Acceptance Marks. All ATM transactions are treated as cash withdrawal transactions. In addition, Card may be used to receive cash back at a point-of-sale (“POS”) when making a purchase at a merchant offering the service and to request an over-the counter (“OTC”) cash withdrawal at a participating bank. These are the limits associated with cash withdrawals when using the Card:

Transaction Type	Frequency and/or Dollar Limits**
Cash Withdrawal (ATM)*	No limit to the number of times per calendar day; up to $2,000.00 per calendar day
Cash Back at Point-of-Sale (POS)*	No limit to the number of times per calendar day; up to $2,000.00 per calendar day
Over-the-Counter Withdrawal	No limit to the number of times per calendar day; up to $2,000.00 per calendar day

*The aggregated limit for all ATM cash withdrawals, cash back at POS, and OTC cash withdrawals is $2,000.00 per calendar day. ATM Owner-Operators, merchants, and participating banks may impose their own fees and lower limits on cash withdrawals. Cash withdrawals at MoneyPass^® ATMs are surcharge-free. A $2.50 fee is charged for each out-of-network (non-MoneyPass®) ATM transaction. Additional fees may also be assessed by third-party institutions.
**Limits may change based on the length of time Account has been open, transaction history and overall Account standing. Any increase in limits does not guarantee future increases, and we reserve the right to enforce the limits disclosed in this Agreement.

5. Transaction Limitations.

Maximum transaction limits are subject to the available balance of Account. These are the maximum limits when using Card:

Transaction Type	Frequency and/or Dollar Limits*
Card Transactions (ATM, POS, cash back at POS, OTC withdrawals)	No limit to the number of times per calendar day; up to $10,000.00 per calendar day

This transaction limitation is subject to the aggregated limit set forth in the preceding section, meaning that ATM cash withdrawals, cash back at POS, and OTC cash withdrawals cannot exceed $2,000.000 on a calendar day, but other card transactions may be made in excess of this amount up to the limit set forth above. As an example, Card may be used to withdraw $2,000.00 from an ATM and purchase $8,000.00 worth of goods on a calendar day, but Card may not be used to withdraw $3,000.00 from an ATM and purchase $7000.00 worth of goods on a calendar day.

Card may be used to purchase or lease goods or services everywhere Mastercard and Interlink cards are accepted subject to the limits described herein, including the prohibition that transactions not exceed the available Account balance. Some merchants do not allow customers to conduct split transactions if Card is used as partial payment for goods and services and the remainder of the balance is paid with another form of legal tender. If Cardholder wishes to conduct a split transaction and it is permitted by the merchant, the merchant must be told to charge to Card only the exact amount of funds available in Account. Cardholder must then arrange to pay the difference using another payment method. Some merchants may require payment for the remaining balance in cash. If Cardholder fails to inform the merchant to complete a split transaction prior to swiping, tapping, or dipping Card, Card may be declined.

If Card is used at an automated fuel dispenser, a pay at the pump transaction, the transaction may be preauthorized for an amount of up to $75.00 or more. If Card is declined, even though Account has sufficient funds available, Cardholder should pay for the purchase with the cashier. If Card is used at a restaurant, a hotel, for a car rental, or for similar purchases, the transaction may be preauthorized for the purchase amount plus up to 15% or more to ensure sufficient funds are available to cover tips or incidental expenses. A preauthorization places a hold on available funds until the merchant sends us the final payment amount of the purchase. Once the final payment amount is received, the hold on the preauthorized amount will be removed. It may take up to seven (7) days for a hold to be removed.

During the hold period, Customer will not have access to the preauthorized amount.

All transactions relating to car rentals and hotels may result in a hold for that amount of funds for up to sixty (60) days. If the 16-digit Card number is used without presenting Card (such as for a mail order, telephone, or internet purchase), the legal effect will be the same as if Card itself had been used. For security reasons, we may limit the amount or number of transactions Cardholder can make with Card. For security reasons, we may, with or without prior notice, limit the type, amount, or number of transactions you can make with Card. We may also exercise additional restrictions which include but are not limited to: restricted geographic or merchant locations where there is a higher risk of fraud or illegal activity; restrictions to comply with laws or to limit our liability; restrictions related to transactions with restricted industries; and other restrictions to prevent fraud and other losses. Card cannot be redeemed for cash. Each time Card is used, Customer authorizes us to reduce the value available in Account by the amount of the transaction and any applicable fees. Only the available balance of Account can be spent through individual transactions or a series of transactions. If a transaction exceeds the available balance of Account, Customer remains fully liable to us for the amount of the transaction and any applicable fees. See section C, captioned “General Rules Governing the Account.”, sub-section 9 “No Overdrafts.” above for additional details if Account balance becomes negative.

Neither Customer nor Cardholder has the right to stop payment on any purchase or payment transaction originated by use of Card. If Cardholder authorizes a transaction and then fails to make a purchase of that item as planned, the approval may result in a hold on those funds for up to sixty (60) days.

6. Transactions Made in Foreign Currencies.

If Cardholder uses Card to make a purchase in a currency other than the currency in which Account is denominated, the amount deducted from the available Account balance will be converted by Mastercard into an amount in the currency of the Account and Card. The exchange rate between the transaction currency and the billing currency used for processing international transactions is a rate selected by Mastercard from the range of rates available in wholesale currency markets for the applicable central processing date, which may vary from the rate Mastercard itself receives, or the government-mandated rate in effect for the applicable central processing date. For any such transactions, there may be associated fees charged by Mastercard or third parties.

7. Receipts.

Cardholder should get a receipt each time Card is used for a transaction. Customer is responsible for retaining, verifying, and reconciling all Card transactions and receipts.

8. Card Replacement.

If it is necessary to replace a Card for any reason except at Card expiration, the Account Owner or Cardholder should contact Customer Support through the Website or Mobile App or by calling our Phone Number to request a replacement Card. For express shipping of a replacement Card, a $30 fee per shipment will apply.

9. Card Expiration.

Card expires no earlier than the “EXP DATE” date printed on the back of it. Card cannot be used after the expiration date; however, a replacement Card will automatically be mailed to Customer prior to the expiration of the soon-to-expire Card. If it is necessary to replace a Card for any reason other than the Card’s expiration, the Account Owner or Cardholder should follow the procedures described in the preceding sub-section, captioned “Card Replacement.”

10. Lost or Stolen Card and Account Information; Information About Transaction Disputes (Card Transactions Only).

Customer is responsible for all transactions and charges incurred by use of the Card. Customer and Cardholder will take reasonable precautions to prevent unauthorized use of the Card. If Cardholder’s PIN is disclosed to anyone and that person then conducts a transaction using Customer’s Card, the transaction will be deemed authorized and the person will continue to be authorized to conduct transactions until Account Owner notifies us otherwise by telephone.

TELL US IMMEDIATELY if Customer or Cardholder believes Card has been lost or stolen or if the PIN or Account number is no longer secure or confidential. Notification can be done by telephoning Customer Support or communicating through Website or Mobile App. Customer must contact us no later than sixty (60) days after we posted the transaction(s) to Account. Customer must provide us with all information we need to investigate the alleged error or item. Customer must also file any police reports and provide any supporting affidavits and testimony we reasonably request. If Customer does not comply with the requirements above, we are not required to reimburse Customer for any claimed loss, and Customer cannot bring any legal claim against us in any way related to the item or errors.

Without regard to care or lack of care of either Customer or us, if Customer does not discover and report an error or an unauthorized transaction within 60 days after the date of Customer’s statement or the date the information about the item or transaction is made available to Customer, whichever is earlier, Customer’s statement will be considered correct. We will not be responsible for any unauthorized transaction, error or claim for transactions included in that statement.

E. Responsibilities, Liability, and Limitations

1. Security Procedures.

Bank has security and verification procedures in place to ensure authentication and verification of Customer’s payment orders (the “Security Procedures”). For purposes of this Agreement, “payment order” shall have the meaning set forth in Article 4A of the Uniform Commercial Code titled “Funds Transfers” as adopted by the state whose law applies to the Account for which the payment order is directed. Generally, in order to submit payment order requests, Account Owner or Additional User must log into the Website or Mobile App by passing two-factor authentication or log into the Website or Mobile App on a device that has previously been verified during a two-factor authenticated session. Customer agrees that such Security Procedures are commercially reasonable for Customer and Customer shall be bound by any instruction, wire transfer requests, transaction, service change order or any other communication that is acted upon by Bank or Bluevine, on behalf of Bank, in accordance with the Security Procedures. Customer acknowledges and agrees that the Security Procedures are not for the purpose of detecting errors in the transmission or content of any information transmitted by Customer and Customer agrees to be solely responsible for the discovery and identification of any error and to advise Bank of such error as described below. If Customer requests certain Security Procedures to use in connection with a service provided by Bank or Bluevine, and such other security procedures provide less protection than other security procedures offered by Bank or Bluevine, the security procedures chosen by Customer shall be deemed commercially reasonable. We may, at our sole discretion, require additional or new Security Procedures and/or change any Security Procedures from time to time. See section A, captioned “Our Agreement.”, sub-section 2 “Amendments to the Account Agreement.” for details. Customer’s continued use of a service after Bank or Bluevine has required new or additional Security Procedures or changed the Security Procedures shall constitute Customer’s agreement that such Security Procedures are commercially reasonable.

2. Customer’s Acknowledgement.

Customer acknowledges (i) the inherent risks and responsibilities associated with conducting business via the internet and that there can be no assurance that inquiries or transaction activity will be completely secure, despite any security procedures established by us such as firewalls, passwords, and data encryption. Customer also understands that access to the Mobile App will not be free from delays, malfunctions, or other inconveniences generally associated with this electronic medium, and further agrees neither we nor Bluevine is responsible for any such delays, malfunctions, or inconveniences; (ii) Customer is responsible for maintaining all equipment required for its access to and use of Account and any Sub-account; and (iii) Customer authorizes Bluevine, Bank, or any third party on Bluevine’s or Bank’s behalf, to serve as agent in processing transaction instructions received from Customer via the internet, and to post such transactions to Account. Customer will be solely responsible for the timeliness, accuracy, and adequacy of the data entered as well as the completeness of any instruction entered, including when entering instructions for multiple transactions and/or scheduled transactions.

3. Customer’s Additional Responsibilities.

Customer is responsible for actions that may be taken by anyone using the Website or Mobile App after signing in with the Account Owner’s or Additional User’s Account Credentials, except as otherwise set forth herein or as part of Account Agreement. We and Bluevine are entitled to rely and act upon instructions received using the Account Owner’s Account Credentials. Customer is further responsible for establishing and maintaining security measures and complying with the Security Procedures including keeping its Account Credentials confidential and for ensuring that the Account Owner and any Additional User has signed off the Website or Mobile App when a session is complete to prevent unauthorized persons from accessing Account.

4. Disclaimer of Warranties.

To the fullest extent permitted by law, we and Bluevine do not make any warranties of any kind related to the Website or Mobile App, either express or implied, including but not limited to, implied warranties of merchantability or fitness for a particular purpose. We and Bluevine further do not warrant that the Website or Mobile App or any functionality will be uninterrupted or error-free, that defects will be corrected, or that the Website or Mobile App are free of viruses or other harmful components. CUSTOMER ACKNOWLEDGES AND AGREES THAT ITS USE OF THE WEBSITE OR MOBILE APP AND ACCOUNT SHALL BE AT CUSTOMER’S SOLE RISK, AND THAT THE WEBSITE AND MOBILE APP ARE PROVIDED ON AN “AS IS” BASIS.

5. Information Processing and Reporting.

Bank and Bluevine will not be responsible for determining the accuracy, timeliness or completeness of any information or instructions that an Account Owner or Additional User provides to us for any service related to Account or any Sub-account. Customer agrees to maintain adequate backup files of the data it submits for a reasonable period of time in order to facilitate any needed reconstruction or reprocessing of Customer’s transactions (e.g., due to a telecommunication failure). If we are unable to provide processing services for any reason, we will take reasonable steps to resume processing within a reasonable timeframe.

Bank and Bluevine may also permit Customer to upload invoices, bills, or similar documents to Customer’s Account, including through the use of an email address specifically for this purpose. Customer is solely responsible for any such documents uploaded, created, recorded, processed, approved, paid, and/or synced or shared with third parties through Customer’s Account. Neither Bank nor Bluevine is not responsible for any such documents, including those that are misdirected or not received, nor are Bank and Bluevine responsible for the contents of any documents uploaded through this service. As email may not always be a secure method of communication, Bank and Bluevine do not permit documents containing non-public personal information that identifies, relates to or could reasonably be linked to an individual consumer or household to be emailed to the Account through this service and any failure to comply with this limitation by Customer shall be at Customer’s sole risk. Bank and Bluevine make no representations or warranties about the security of documents uploaded via this service including through email. Customer agrees to be fully liable for any alleged or actual misuse of this service, including the content of documents forwarded to the provided email address.

6. Unauthorized Transactions and Errors.

Bank’s Security Procedures are not designed for the detection of errors such as duplicate payments or errors contained in Customer instructions. Neither we nor Bluevine will be obligated to detect errors by Customer, Account Owner, Additional User, or others, even if we take certain actions from time to time to do so. It is Customer’s responsibility to immediately call Customer Support upon belief any Account Credentials have been lost, stolen or otherwise made available to an unauthorized person, or that someone has viewed, downloaded, or deleted electronic records from Account or any Sub-account without Customer’s permission, or if Customer, Account Owner, or Additional User suspects any fraudulent or unauthorized activity (including errors) on Account. Customer further agrees to comply with all notification requirements set forth in Account Agreement. Customer will be responsible for unauthorized transactions (including errors) processed in good faith by Bank unless and until notice has been provided to customer support in accordance with the terms set forth in Account Agreement and Bank has had a reasonable opportunity to act on such notice. Customer agrees to promptly repay any amount erroneously credited to Account.

7. Data and Information Supplied by the Customer.

Customer shall transmit or deliver data and other information in the format provided for in Account Agreement. Customer shall have the sole responsibility of ensuring the accuracy and correctness of the data transmitted. Customer acknowledges and agrees Bank shall not examine the data for correctness and that neither Bank nor Bluevine shall have any responsibility for detecting errors in the data transmitted by Customer. The data transmitted by Customer must be legible, correct, and complete. Bank shall not process, nor will Bank be liable to Customer for failure to process the data if it is not in the format specified by Bank or Bluevine or if the data is incomplete. Neither Bank nor Bluevine shall be liable for errors or omissions caused by data that is rejected as the result of Customer’s failure to provide the data in accordance with the standards specified in Account Agreement, or applicable instructions. Customer agrees Customer shall be solely liable for, and neither Bank nor Bluevine shall have any liability whatsoever for, any data or other information that is not received by Bank or for any data or other information that is intercepted or altered by an unauthorized third party. Customer agrees that Bank has no obligation to accept any data or other information and, therefore, may reject any data or other information transmitted or delivered by Customer in connection with Account Agreement.

8. Data Review.

Customer has sole responsibility for confirming the accuracy and validity of all information, data, entries, and processing services prepared by Bank and delivered to Customer in connection with Account. Customer agrees to carefully review all records and other information provided or made available to Customer by Bank or Bluevine and to report any discrepancies within thirty (30) days of Customer’s receipt of the record or other information showing such discrepancies. Customer’s failure to promptly report to Bank within such specified time the existence of any discrepancies in any record or other information constitutes Customer’s acceptance of the record or other information as valid and accurate and shall preclude Customer from asserting against Bank or Bluevine any claims arising from or any loss caused by the discrepancy.

9. Limitations of Bank’s Liability and Obligations to Customer.

In the performance of the services required by Account Agreement, Bank and Bluevine shall be entitled to rely solely on the information, representations and warranties provided by Customer, Account Owner, and Additional User pursuant to Account Agreement. Except as otherwise specifically provided by law, Bank shall be responsible only for performing the services expressly provided for in Account Agreement and shall be liable only in the event of loss due to its gross negligence or willful misconduct in performing those services. In no event shall Bank or Bluevine have any liability for any consequential, special, incidental, punitive or indirect loss or damage which Customer may incur or suffer in connection with Account Agreement, whether or not the likelihood of such damages was known or contemplated by Bank or Bluevine and regardless of the legal or equitable theory of liability Customer may assert. Bank is not liable for any damages Customer may incur due to a delay in Bluevine providing Bank with any notices or information Bluevine receives from Customer. Customer agrees to indemnify and hold harmless Bank and Bluevine and to promptly pay on demand, any and all losses arising from (a) any actions or omissions taken by Bank or Bluevine in accordance with the Account Agreement or (b) any action or omission taken by Customer. These indemnifications shall apply, without limitation, to any losses arising from the dishonor of any check or other debit item. In addition, Customer agrees to indemnify and hold Bank and Bluevine harmless from and against any loss, charge, liability, cost, fee or expense (including but not limited to attorneys’ fees and expenses) that Bank and/or Bluevine, as applicable, suffer or incur resulting from any third-party lawsuit, claim, arbitration or other action, actual or threatened, arising under or in connection with this Agreement.

Without limiting the foregoing, Bank and Bluevine shall not be liable for and Bank and Bluevine shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission or communications facilities, equipment failure, war, act of terror, emergency conditions, or other conditions beyond Bank’s control. To the extent allowed by law, Bank and Bluevine shall not be liable for and shall be excused from failing to process or any delay in processing a transfer of funds (i) if, in Bank’s or Bluevine’s sole discretion, processing a transfer would violate or contribute to the violation of any law, regulation or regulatory requirement; or (ii) if processing a transfer, in Bank’s or Bluevine’s sole discretion, would cause it to engage in an unsafe and unsound practice. Without limiting the generality of the foregoing, in no event will Bank’s or Bluevine’s liability for any loss, cost, or liability arising from the Bank’s or Bluevine’s gross negligence or willful misconduct exceed the average monthly charge for the Account-related services in question for the month preceding the date or loss, except as otherwise required by UCC Article 4A. Any claim, action or proceeding by Customer to enforce the terms of Account Agreement or to recover for any

Account-related loss must be commenced within one year from the date that the event giving rise to the claim, action or proceeding first occurs. Customer agrees to cooperate with Bank and Bluevine in any loss recovery efforts Bank or Bluevine undertakes to reduce any loss or liability that arises in connection with Account. Customer acknowledges any Bank fees have been established in contemplation of: (a) these limitations on Bank’s liability; (b) Customer’s agreement to review statements, confirmations, and notices promptly and to notify Bank immediately of any discrepancies or problems; and (c) Customer’s agreement to assist Bank or Bluevine in any loss recovery efforts.

10. Current Day Balance Information and Current Day Transactions.

Customer acknowledges that Account information and Sub-account information regarding the current day may change. For instance, over-the-counter items may not be reflected and interruptions in communications can occur and Bank shall not be responsible for current day balance or current day transaction information. Customer acknowledges that Customer’s decisions based on Bank’s information on current day balances and current day transactions must take into consideration information that is known or should be known to Customer, Account Owner, Additional User, or Customer’s employees and not known to Bank or not reflected in the current day balance or transaction information Customer obtains from Bank.

Customer also acknowledges that any and all external account balances displayed on the Website or Mobile App are generated via Plaid, a third-party service that aggregates account information from linked financial institutions. Customer further acknowledges that such balances may not reflect pending transactions related to external accounts as there may be a delay in processing such transactions which can result in discrepancies between the external account balances displayed and actual external account balances. Bank and Bluevine cannot guarantee the accuracy of the external account balances displayed and will not be liable for any errors or omissions in connection with the same. Customer is responsible for manually syncing external accounts to view their most updated account balances and for reviewing external account transactions to confirm current external account balances.

11. Data Usage.

Customer acknowledges that Bank and Bluevine will receive Customer’s request for an Account and Sub-account and transaction data for separate use, including but not limited to, use by Bluevine for marketing and credit purposes pursuant to Bluevine’s Privacy Policy.

F. Wire Transfer Service

The following provisions apply to wire transfers Customer sends or receives through Bank.

The Uniform Commercial Code (“UCC”) includes provisions relating to wire transfers. The provisions define the following terms: funds transfer, payment order and beneficiary. The terms are used here as they are defined in Article 4A of the UCC titled “Funds Transfers” as adopted by the state whose law applies to the account for which the funds transfer service is provided. In general, a funds transfer is the process of carrying out payment orders that lead to paying a beneficiary. The payment order is the set of instructions given to bank to transfer funds. The beneficiary is the person or business who received the payment.

Subject to the terms and conditions of Account Agreement, Customer hereby authorizes Bank and Bank hereby agrees to honor, execute and charge to Account and/or any Sub-account all requests made through the Website and Mobile App, by Account Owner or Additional User for the wire transfer of funds.

1. General.

Account Owner or Additional User may submit domestic U.S. wire transfer requests via the Website or Mobile App. Wire transfer requests will not be accepted through any other medium. Incoming domestic U.S. wire transfers to Account or any Sub-account are processed by the Bank. Wire transfer refers to the transfer of funds through the Fedwire® Funds Service of Federal Reserve Banks or other means. Wire transfer does not include transfers made through the Automated Clearing House (“ACH”) system. For outgoing wire transfers, a fee is charged to Account or Sub-account associated with or originating the outgoing wire transfer for outgoing wire transfers. Information about the fee can be found below.

2. Verification of Wire Transfer Requests.

A wire transfer request will be processed only if the request complies with the Security Procedures. The Security Procedures include the method for submitting wire transfer requests and cut-off times, and may include additional review based on the amount of the wire transfer request and/or validity of Account. A wire transfer may be initiated by Account Owner or Additional User through the Website or Mobile App. Account Owner or Additional User must log into the Website or Mobile App and pass two-factor authentication to submit a wire transfer request. Account Owner or Additional User further agrees to comply with any other Security Procedures that Bank or Bluevine adopts now or in the future for initiation of wire transfer requests. Customer agrees that any wire transfer request, or request for amendment to or cancellation of a wire transfer request, as described below, made pursuant to Bank’s Security Procedures, shall be conclusively deemed to be Customer’s instruction, whether or not Customer authorized the same, and Customer shall be required to pay Bank, and Bank is authorized to charge Account or Sub-account, for any such wire transfer.

3. Wire Transfer Request Procedures and Accuracy.

All wire transfer requests must conform to Bank procedures, which may be amended by Bank or Bluevine from time to time. The procedures include the method for submitting wire transfer requests and cut-off times. Customer understands the accuracy of the account/routing/transit number associated with a financial institution (“FI”) and the account number of a wire transfer recipient, i.e., the beneficiary, is critical. Customer acknowledges and agrees that Bank and beneficiary’s FI may rely solely upon the account/routing/transit number or similar identifying number Customer provided in the wire transfer request to identify (a) the beneficiary and (b) the beneficiary’s FI. Customer shall be required to pay Bank, and Bank is authorized to charge Account or Sub-account, for any wire transfer made by Bank at Customer’s request using such account/routing/transit number or similar identifying numbers, even if Customer identified the beneficiary or FI by name. If there is a discrepancy in Customer’s wire transfer request between the name of the beneficiary or the FI and such beneficiary’s account/routing/transit or similarly identifying number, Bank will, and is authorized to make payment on the basis of such identifying number, even if it results in a beneficiary or FI other than the one designated by the Customer by name being paid.

4. Time of Wire Transfer Request; Sufficient Funds Available.

Regardless of what time or day Customer completes a wire transfer request through the Website or Mobile App, the business hours of the Wire Transfer Department of the Bank determine when wire transfer requests are processed. The business hours and processing cut-off times appear below. The business hours and cut-off times may be amended by Bank from time to time. Wire transfer requests received on a non-business day or after hours on a business day will be handled the next business day. Bank is not required to act on the day it receives a wire transfer request if the request is received after business hours or Bank cannot reasonably execute the wire transfer request within such business hours. Bank is authorized to use any means for the transmission of funds Bank considers suitable. Bank is not required to honor wire transfer requests, unless Customer has or arranges to have in Account or Sub-account a balance of actually and finally collected funds sufficient to cover the amount of the wire transfer and fees to be charged to Account or Sub-account. If, because of circumstances beyond its control, Bank is delayed beyond the time limits appearing in this section of Account Agreement or by law in acting upon a wire transfer request, the time for acting shall be extended for the time necessary to complete the action, if Bank exercises such diligence, as circumstances require.

5. Handling of Wire Transfer Requests, Amendments, Revocations and Discrepancies.

Customer may ask Bank to amend or cancel any wire transfer or related instruction, subject to authentication using the procedures set forth above, and Bank will use its best efforts to comply with such request if the request is made at a time and in a manner that gives Bank a reasonable opportunity to act on the request before it makes the wire transfer or carries out the instruction as Customer originally requested; provided, however, Customer agrees Bank and Bluevine shall not be responsible and will have no liability for any loss resulting from any delay in handling or completing a wire transfer request, or for Bank’s inability for any reason to carry out a requested amendment or cancellation of a wire transfer request. If Customer asks Bank to recover funds Bank has already transferred in accordance with a wire transfer request, Bank may attempt to do so in its sole discretion, but Bank shall be under no obligation to seek recovery of any funds. If Bank grants a request to attempt to recover funds, Bank will take such action as it deems reasonable under the circumstances, including, for example, sending a request to reverse the transfer to any FI that received such funds. In no event, however, shall Bank be deemed to have guaranteed or otherwise assured the recovery of any portion of the amount transferred, nor to have accepted responsibility for any amount transferred before Bank received and had time to act upon the request to amend or cancel the wire transfer request.

6. Duties of Bank.

The duties and responsibilities of Bank with respect to wire transfers are specifically contained in this section of Account Agreement. Bank shall exercise the same degree of care and discretion in acting upon an instruction for the wire transfer of funds as Bank would ordinarily take in the wire transfer of funds for its own account; PROVIDED, HOWEVER, BANK SHALL NOT BE LIABLE FOR ANY ERROR OF JUDGMENT OR FOR ANY ACTION TAKEN OR OMITTED TO BE TAKEN BY BANK EXCEPT FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. Any claim for compensation by Customer must be made in writing and received by Customer Support at 30 Montgomery Street, Suite 1400, Jersey City, NJ 07302 within a reasonable time, not exceeding fourteen (14) days from the date of the transaction on which the claim is based.

7. Fees and Charges.

A fifteen-dollar ($15.00) fee is charged for each outgoing wire transfer request to the Account or Sub-account associated with or originating the outgoing wire transfer. Fees may also be assessed by the receiving and/or beneficiary financial institution(s) for a wire transfer returned for insufficient or incorrect information provided by Customer that prevented funds from being applied to the beneficiary account. The fee(s) may vary and will be deducted from the funds returned to Account or Sub-account by the financial institution(s) charging the fee(s).

8. Compliance with Laws.

By using wire transfer services, Customer represents that (a) Customer is not located in a country that is subject to U.S. government sanctions, including without limitation, the Crimea region of Ukraine, Cuba, Iran, North Korea, or Syria, or other U.S. government embargoes, (b) Customer is not a person, group or entity that has been designated by the U.S. government as a Specially Designated National (SDN) or in a “terrorist supporting” country, (c) it is authorized under U.S. federal, state and local laws to conduct financial transactions with Bank, (d) Customer is not subject to sanctions by the U. S. Department of the Treasury, Office of Foreign Assets Control (OFAC), and (e) Customer will not use the Account or any services provided by Bluevine or Bank to facilitate payments, either directly or indirectly, to a sanctioned country, person, group or entity. Bank vigorously enforces laws and regulations promulgated by OFAC and, in accordance with OFAC rules, Bank reserves the right to: (i) check the names of current and new Customers against OFAC’s database, and (ii) block and/or reject transactions until Bank is satisfied that Customer or any wire transfer recipient parties are not subject to OFAC sanctions.

9. Hours of Operation and Cut-Off Times.

Bank’s Wire Transfer Department is open from 10:00 AM ET to 5:00 PM ET, Monday through Friday. Outgoing wire transfer requests received before 3:30 PM ET will be processed the same business day if funds are available. Incoming wire transfers received between 10:00 AM ET and 5:00 PM ET are processed the same business day. Funds from incoming wire transfers are available the day the deposit is applied to Account. Wire transfers are not processed on weekends or Federal Reserve Bank holidays.

10. Limitations on Transfers, Amounts and Frequency of Transactions.

The amount of funds that can be transferred per calendar day by wire transfer are subject to these limits:

Transaction Type	Frequency and/or Dollar Limits
Outgoing Wire Transfer*	No limit to the number of wire transfers per calendar day; $20,000.00 per outgoing wire; up to $100,000.00 per 30-day period for outgoing wire and ACH transfers combined.

*We may choose to allow wire transfers in excess of the specified limits at our discretion. Wire transfers from the Account and/or any Sub-Account are aggregated for determination of frequency and dollar limits.

G. Electronic Funds Transfer Disclosure and Special Terms and Conditions

The account number for Account or any Sub-account and bank routing number can be used for ACH Debits and ACH Credits (as defined in section C, captioned “General Rules Governing the Account.”, sub-section 3 “Preauthorized Transfers.”).

Note: The payee name on any direct deposit(s) or ACH Credit(s) we receive should match the business name, Customer name, or Additional User name associated with Account. Any deposits received in any other name may be returned to the originator.

Bank and/or Bluevine may offer Customer the ability to initiate a “Same Day Entry” as defined in the operating rules of the National Automated Clearing House Association (“NACHA”) with access to this service (“Same Day ACH”) at the discretion of Bank and/or Bluevine. The provisions in this section G apply to Same Day ACH except where specified.

A ten-dollar ($10.00) fee is charged for each Same Day ACH transfer request to the Account or Sub-account associated with or originating the outgoing wire transfer.

1. Cut-off Time.

The cut-off time for scheduling ACH transfers is 6:00 PM ET. The cut-off time for scheduling Same Day ACH transfers is 1:15 PM ET.

Any transfer scheduled after the cut-off time will be treated as if it were scheduled on the next business day.

2. Transaction Limits.

For outgoing ACH transfers originated from Account or Sub-account, the following limits apply:

Transaction Type	Frequency and/or Dollar Limits
ACH transfers to an external account*	No limit to the number of payments per calendar day; $20,000.00 per ACH transaction; up to $100,000.00 per 30-day period for outgoing wire and ACH transfers combined.

*We may choose to allow ACH transfers in excess of the specified limits at our discretion. ACH transfers from the Account and/or any Sub-Account are aggregated for determination of frequency and dollar limits.

3. Electronic Funds Transfer Services.

The following terms are used to describe Electronic Funds Transfer (“EFT”) services. “Automated credits” or “direct deposits” are deposits made to Account or Sub-account by electronic means. “Automated debits” and “automated payments” indicate payments authorized by Customer to be made from Account or Sub-account by electronic means.

When Customer accepts direct deposits or authorizes automatic payments/debits or transfers to or from Account or Sub-account, the following special terms and conditions apply.

4. Nacha Disclosures.

Payments to Payees: ACH credit entries are subject to Article 4A of the Uniform Commercial Code and may be transmitted through the Automated Clearing House Network. Credit that your payee’s bank gives to your payee for an ACH credit entry is provisional until your payee’s bank has received final settlement through a Federal Reserve Bank or has otherwise received payment. If your payee’s bank does not receive payment for any such entry, payee’s bank is entitled to a refund from your payee in the amount of the credit that payee’s bank gave your payee and you will not be considered to have paid the amount of the ACH credit entry to your payee.

Payments from Payors: Credit to your Account or Sub-account(s) for an ACH credit entry is provisional until Bank receives final settlement for such entry through a Federal Reserve Bank. If Bank does not receive a final settlement, you are hereby notified and agree that Bank is entitled to a refund of the amount credited to you for any such entry, and your payor will not be considered to have paid you the amount of the ACH credit entry.

5. Notice Disclosure

We are not required to give next-day notice of receipt of an ACH item, and we will not do so. We will, however, continue to notify Customer of the receipt of payments in the periodic statements.

6. Choice of Law Disclosure.

Because Account or Sub-Account is a business account and not for personal, family or household use, these payments are not subject to the Electronic Funds Transfer Act. Customer’s rights and obligations with respect to such payments shall be construed in accordance with and governed by the laws of the state of Delaware as provided by the operating rules of NACHA, which are applicable to ACH transactions involving Account.

7. Types of Electronic Funds Transfers Available.

Customer may arrange with another party to electronically deposit funds on a one-time or recurring basis directly to Account or Sub-account.
Customer may authorize another party, such as a merchant, to make a one-time or recurring payment(s) using account number for Account or Sub-account and bank routing numbers, directly from Account or any Sub-account subject to the established limitations on withdrawals and transfers.
Customer may use Card to make purchases at merchants that accept Card.

8. Direct Deposits or Automated Credits.

If Customer has arranged to have direct deposits made to Account or Sub-account at least once every sixty (60) days from the same person or company, call Customer Support to find out if the deposit has been made.

9. Debit Blocks.

Customer may restrict incoming ACH debits to Account and/or any Sub-Account by placing a block on the Account and/or any Sub-Account. Customer may also restrict incoming ACH debits from specified payees which will have the effect of restricting incoming ACH debits from Account and any Sub-Account(s). Restrictions placed on incoming ACH debits will have immediate effect meaning that all future and any pending ACH debits will be blocked. Customer may remove ACH debit blocks at any time. Customer agrees that neither Bank nor Bluevine shall be liable for any ACH debit that we block based on your instructions and that you will accept full responsibility for any claims from any originator, as that term is defined in Nacha’s Operating Rules & Guidelines, arising out of the same.

10. How to Stop Payment of Preauthorized Transfers.

A scheduled one-time preauthorized transfer, over the phone or recurring preauthorized transfers using a written authorization form, may be stopped as follows:

To permanently revoke a recurring preauthorized electronic transfer, Customer will need to first send written instructions to the originating third party to cancel such preauthorized transfer.

If Customer authorized a one-time, or recurring payments from Account or Sub-account, such payments may be stopped by calling or emailing Customer Support. If a permanent stop payment order is required, the stop payment request must be received in writing as explained below.

Stop payment requests must include Account or Sub-account number, name of the payee, amount of the item to be stopped, and date payment was scheduled to be made. Customer must indicate if its intention is to stop only one instance, or more than one instance. The request needs to be received by us three (3) or more business days before the payment is scheduled to be made. If the request is made by telephone, email or through the Website or Mobile App, we may also require Customer to put its request in writing and ensure it is received by us within fourteen (14) days after calling or leaving an electronic message.

Additionally, to permanently revoke a recurring preauthorized electronic transfer, Customer will need to first send written instructions to the originating third party to cancel the applicable preauthorized transfer. We may ask Customer to provide us with a copy of the letter to the originating third party and sign an affidavit.

We will only be liable for actual proven damages if the failure to stop such transaction resulted from a bona fide error on our part. If we pay a preauthorized transfer over a valid and timely stop order, we may re-credit the Account or Sub-account used in such transaction. If we do this, Customer agrees to sign a statement describing the dispute with the payee. Customer agrees to transfer to us all its rights against the payee. In addition, Customer agrees to assist us in any legal action taken against the payee.

11. Disputing Transactions.

In the case of a discrepancy or questions about electronic transaction(s), call or email Customer Support as soon as possible.

Customer Support must be notified no later than 1:00 PM ET on the business day following the date of any such disputed transaction in order to return any non-consumer ACH Debit entry. If we are not timely notified of an unauthorized non-consumer ACH Debit entry, we will not be able to return the item without the cooperation and agreement of the originating bank and the originator of the debit entry. Any other effort to recover the funds must occur solely between Customer and the originator of the entry.

H. Check Service

The following terms apply to physical or paper checks (“Check Service”). Customer must order checkbook supplies as described below. Customer acknowledges and agrees that funds accessible through the Check Service are limited to the available funds of Account or Sub-account. Each time Customer writes and presents a check as payment, Customer authorizes us to reduce the value available in Account or Sub-account by the amount of the check and any applicable fees. Checks written against the Account or Sub-account reduce the balance of Account or Sub-account when they are submitted to us for payment and we post them to Account or Sub-account. Checks may only be issued and signed by the Account Owner. Customer agrees to safeguard blank and cancelled checks and also agrees to notify Bank immediately in the event a check(s) is lost or stolen.

1. Ordering Checks.

Customer are eligible to order two (2) free checkbooks per year without charge after funding their Account and/or any Sub-Account(s) with a minimum deposit of $1.00. Once eligible, Customer may order checkbooks through their Bluevine dashboard. Customer may purchase additional checkbooks by visiting www.ts-direct.com.

2. Check Processing.

The Bank is not required to honor special instructions on the face of any check or in any conditional endorsement of the check (including instructions that a check is void if over a certain amount or after a certain amount of days has passed).

The Bank may but does not have to refuse to process a check if Customer does not fill in all blanks on the check correctly and clearly. The Bank may process, but is not obligated to process, any check that is more than six months old.

The format and encoding appearing on the paper check must adhere to our specification requirements, and we may reject any paper checks that do not conform. Paper checks must include the account number, as well as the routing number (125109019).

3. Signatures.

In accordance with reasonable banking standards, most checks and other items presented to Bank for payment are processed through automated processing and, except in limited circumstances and subject to such reasonable sampling procedures as we establish at our discretion, most items are not individually examined to verify the signature to verify that the item is otherwise properly payable. Customer agrees that we act within reasonable banking standards by processing most checks and other items through automated processing systems. Bank is also not responsible for reviewing Customer’s checks for multiple signatures. We do not support multiple signature requirements, and we may act only on the authority of Account Owner.

Bank does not have any obligation to honor facsimile signatures on Customer’s checks. If Bank agrees to honor items containing facsimile signatures, Customer authorizes us to charge Customer for all checks drawn on us bearing such facsimile signatures. Customer provides this authority to Bank regardless of the person or means that affixed the facsimile signature. Customer agrees to notify Bank immediately in the event Customer suspects a facsimile signature has been misused. Bank is not legally responsible to Customer for failing to detect a forgery of a signature on, or an alteration of, any check if the forgery or alteration is not apparent from the face of the check.

4. Duty to Report

It is Customer’s duty to promptly and carefully examine periodic statements (see section C(13)) and to promptly report unauthorized signatures, alterations, and forgeries on checks or other items. Customer must notify Customer Service in writing within thirty (30) calendar days of receipt of a periodic statement, or within thirty (30) calendar days of receiving a notice from of the availability of Customer’s periodic statement, if Customer believes the periodic statement contains a transaction or transactions involving an unauthorized signature, alteration, and/or forgery on checks or other items. Customer’s notice must identify the particular checks or items considered unauthorized, altered, or forged.

If Customer does not notify Customer Service in writing within the required time period set forth above, Customer’s periodic statement will be deemed correct, and Customer will not be able to recover from Bank or Bluevine any amount that Customer may later claim was lost due to an unauthorized, altered, or forged check or item reflected on that periodic statement. For the avoidance of doubt, these provisions are in effect even if Customer has requested that Bank or Bluevine hold Customer’s periodic statements.

If the same individual forges or alters a series of checks involving Customer’s Account or Sub-account, Customer must notify Customer Service in writing within thirty (30) calendar days of receipt of the first periodic statement containing a description of any such forgery or alteration. If Customer fails to do so, neither Bank nor Bluevine will be responsible for any unauthorized transactions made by the same individual.

5. Stop Payment Orders.

If Customer has made a payment using the Check Service, and a check is outstanding, Bank may be able to stop payment for the payment of the item if Customer calls or emails Customer Support Verbal stop payment requests will be honored for fourteen (14) days. A written request to stop payment on a check payment will also be honored for six (6) months. The request will expire following this period, but Customer may renew a stop payment request for an additional six (6) months provided the renewal request is received in writing prior to the expiration of the initial six (6) month period.

All stop payment requests must include all of the following information: Account or Sub-account Account number, check number, name of the payee, and date and amount of the check. Customer must review the request for accuracy.

If we have already paid the check in question, it is not possible to stop payment of the item. If Customer initiates a stop payment request and we incur damages or expenses because of the stop payment, Customer agrees to indemnify us for all damages and expenses incurred, including attorneys’ fees. Customer further agrees to cooperate with us regarding any legal action resulting from a stopped payment.

If Customer orders us to stop payment on any check according to the requirements above and we fail to do so, we will be liable to Customer for any proven loss or damages, unless:

Customer failed to give us enough information, proper instructions or sufficient time to act on the stop-payment; or
We do not receive written confirmation of Customer’s telephone or electronic message request to stop payment within fourteen (14) calendar days, and the check processing occurs after the fourteenth (14) calendar day.

In any case, we will only be liable for actual proven damages if the failure to stop such transaction(s) resulted from a bona fide error on our part. If we pay a check over a valid and timely stop order, we may re-credit Account or Sub-account. If we do this, Customer agrees to sign a statement describing the dispute with the payee. Customer agrees to transfer to us all its rights against the payee.

If Customer stops payment on a check, Customer may still be legally responsible to the payee.

I. Arbitration and Waiver of Jury Trial

This Arbitration Clause sets forth the procedures for resolving a Claim under or relating to this Agreement. As used in this Arbitration Clause, a “Claim” is any preexisting, present or future claim, dispute, or controversy between you and us or you and Bluevine arising out of or relating directly or indirectly in any way to this Agreement. The term “Claim” has a very broad meaning and includes, by way of example and not limitation, disputes concerning: (i) the acquisition, use, or balance of your Account or Sub-account(s) ; (ii) advertisements, promotions or oral or written statements related to the Account or Sub-account (iii) a dispute based on a federal or state statute or local ordinance; (iv) data breach or privacy claims arising from or relating directly or indirectly to the disclosure by us or Bluevine of any non-public personal information about you; and (v) the relationships between you and us arising from this Agreement or any of the foregoing. Notwithstanding the foregoing, a “Claim” does not include (i) the exercising of any self-help or non-judicial remedies by you, us, or Bluevine, meaning actions you or we can take that do not involve court action. Examples of this include setoff rights or enforcement of our security interest in your Account or Sub-account(s), (ii) disputes regarding a person’s authority to act on your Account or Sub-account(s) and disputes regarding ownership of funds and other legal matters dealing with “legal process” or “legal proceedings and disputes”; and (iii) obtaining provisional or ancillary remedies including, but not limited to, attachment, garnishment, interpleader or the appointment of a receiver by a court of appropriate jurisdiction.

This Arbitration Clause provides that all Claims shall be FINALLY and EXCLUSIVELY resolved by binding individual arbitration, unless excepted or opted out in accordance with the terms below.

By not opting out according to the terms below, you acknowledge that:

YOU AND WE WILL BE BOUND BY THIS CLAUSE TO ARBITRATE ANY CLAIM IF YOU OR WE ELECT ARBITRATION, UNLESS THE CLAIM IS BROUGHT IN OR REMOVED TO SMALL-CLAIMS COURT PURSUANT TO THIS ARBITRATION CLAUSE;
NEITHER PARTY WILL HAVE THE RIGHT TO A JURY TRIAL OR TO ENGAGE IN DISCOVERY, EXCEPT AS PROVIDED FOR IN THE AAA CODE OF PROCEDURE; AND
YOU AND WE WILL NOT BE ABLE TO BRING OR BE A CLASS MEMBER IN A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION IN COURT OR IN ARBITRATION (“Class Action Waiver”).

Arbitration: In arbitration, a neutral third-party arbitrator resolves Claims on an individual basis. Arbitrations under this Arbitration Clause will be made pursuant to a transaction involving interstate commerce and shall be governed by the Federal Arbitration Act (“FAA”) (9 U.S.C. 1-16). An arbitration of a Claim will be conducted by the American Arbitration Association (“AAA”) under its rules; if AAA cannot serve and we do not agree on an alternative arbitrator, a court with jurisdiction will select the arbitrator. For a copy of AAA procedures, to file a Claim, or for other information about this organization, contact AAA at 120 Broadway, Floor 21, New York, NY 10271, (1-800-778-7879), www.adr.org. Any arbitration hearing that you attend shall take place in the federal judicial district of your residence. The arbitrator’s award shall be binding and final, except for any appeal rights under the FAA. Judgment on the arbitration award may be entered in any court having jurisdiction.

Alternative for Individual Claims: This Arbitration Clause does not affect your or our right to pursue individual Claims in small claims court (or your state’s equivalent court) if the court has jurisdiction over the dispute and the dispute remains in that court. If a party brings a Claim in arbitration, the other party may remove the Claim to small-claims court if the amount in controversy (exclusive of attorneys’ fees and costs if applicable law so provides) is properly within the jurisdiction of a small-claims court. The opposing party must provide notice of intent to remove to small-claims court within 30 days of receiving an arbitration demand from the other party. In any event, if the Claim is removed, appealed or transferred from small-claims court to another court, it shall be subject to arbitration at the election of either party.

Enforceability: All disputes as to the scope, enforceability and validity of this Arbitration Clause shall be made exclusively by a court of competent jurisdiction.

Process: Before bringing a Claim in court or in arbitration, the complaining party must give the other party written notice of the Claim. If you are the complaining party, you must send the notice in writing (and not electronically) to our Address. You or your representative must sign the notice and must explain the nature of the Claim and any supporting information, such as your Account number and a contact information where you (or your representative) can be reached. If we bring a Claim, we will send a letter to you using the information we have on file for you. The receiving party will have 30 days to respond to the demand.

Opting out: If you do not wish to be bound by this Arbitration Clause, you must mail us a signed notice within 45 calendar days after you acquire or open the Account to our Address. We will need your name, address, telephone number and Account number. State that you “opt out” of arbitration. Opting out will not affect the other provisions of this Agreement. By opting out, you will have all options available under law to raise a dispute or Claim.

Survival: This Arbitration Clause shall survive: (i) termination of the Agreement by either party; (ii) the bankruptcy of any party; (iii) any transfer, sale or assignment, or any amounts owed on your Account or Sub-account(s), to any other person or entity; or (iv) closing of the Account. If any portion of this Arbitration Clause is deemed invalid or unenforceable, the remaining portions shall remain in force, except that: (A) If the Class Action Waiver is declared unenforceable in a proceeding between you and us or Bluevine with respect to a Claim that does not seek public injunctive relief, and that determination becomes final after all appeals have been exhausted, this entire Arbitration Clause (except for this sentence) shall be null and void in such proceeding; and (B) If a Claim is brought seeking public injunctive relief and a court determines that the restrictions in this Arbitration Clause prohibiting the arbitrator from awarding relief on behalf of third parties are unenforceable with respect to such Claim, and that determination becomes final after all appeals have been exhausted, the Claim for public injunctive relief will be determined in court and any individual Claims seeking monetary relief will be arbitrated. In such a case the parties will request that the court stay the Claim for public injunctive relief until the arbitration award pertaining to individual relief has been entered in court. In no event will a Claim for class-wide or public injunctive relief be arbitrated.

J. Schedule of Fees

All fee amounts will be withdrawn from Account (or Sub-account if applicable) and will be assessed as long as there is a remaining balance in Account or Sub-account except where prohibited by law. Any time the remaining balance is less than the fee amount being assessed, the balance of Account will be applied to the fee amount resulting in a zero or negative balance on Account.

Fee Description	Fee Amount And Frequency
Plan	Standard Plan	Plus Plan	Premier Plan
Monthly Fee	No monthly fee	$30.00 per month, but waivable as described in sub-section B(2)	$95.00 per month, but waivable as described in sub-section B(2)
Out-of-Network (Non-Moneypass®) ATM Fee	$2.50 per out-of-network transaction	$2.50 per out-of-network transaction	$2.50 per out-of-network transaction
Cash Deposit Fee (Allpoint+ ATMs) Cash Deposit Fee (Green Dot Retail Locations)	$1.00 per deposit + 0.5% of the deposit amount $4.95 per deposit	$1.00 per deposit + 0.5% of the deposit amount $4.95 per deposit	$1.00 per deposit + 0.5% of the deposit amount $4.95 per deposit
Check Payment Fee	$1.50 per payment	First 5 payments free then $1.50 per payment	First 20 payments free then $1.50 per payment
Outgoing Same-Day ACH Fee	$10.00 per transfer	$8.00 per transfer	$5.00 per transfer
Incoming International Wire Transfer Fee	$15.00 per transfer	$12.00 per transfer	$7.50 per transfer
Outgoing Wire Transfer Fee	$15.00 per transfer	$12.00 per transfer	$7.50 per transfer
Outgoing International Wire (USD) Transfer Fee	$25.00 per transfer	$20.00 per transfer	$12.50 per transfer
Outgoing International Wire (FX) Transfer Fee	$25.00 per transfer plus 1.5% of the transfer amount	$20.00 per transfer plus 1.25% of the transfer amount	$12.50 per transfer plus 1.0% of the transfer amount
Expedited Card Replacement Fee (1-2 Business Days)	$30 per replacement	$30 per replacement	$30 per replacement

* Reduced pricing will apply to payments scheduled prior to Customer enrolling in either the Bluevine Premier plan or Bluevine Plus plan but completed while enrolled in either plan. Standard pricing will apply to payments scheduled while enrolled in either the Bluevine Premier plan or Bluevine Plus plan but completed in a billing cycle during which Customer is no longer enrolled in either plan.

** See section C, captioned “General Rules Governing the Account.”, sub-section 1, “Deposits to the Account.” above regarding cash deposits through third-party money transfer services.

K. Mobile Check Deposit

Mobile check deposit (“Mobile Deposit”) gives Customer the ability to make deposits to Account or Sub-account remotely by using Mobile App to take legible pictures of the front and back of the negotiable check(s) and transmitting images of such instruments to us in compliance with our requirements (“Check Image(s)”). If the Check Image is accepted for deposit, Bluevine will electronically confirm its receipt of the item (“Electronic Notice”). The Bank will then attempt to collect the item by presenting the image or converting the images into a digital representation of the original check (“Substitute Check”). Unlike traditional check deposits, Customer will retain the original paper check when using Mobile Deposit in accordance with the retention requirements appearing in sub-section 9 below, captioned “Retention of Original Check.” The manner by which Substitute Checks are cleared, presented for payment and deposited will be determined by Bank, in our sole discretion. Bluevine, acting as agent of Bank, may change, modify, add or remove functionality from Mobile Deposit at any time, with or without notice to Customer, excluding fee changes.

2. Mobile Deposit Eligibility; Termination of Account Relationship.

Bluevine, acting as agent of Bank, will determine whether Customer is eligible for Mobile Deposit feature at its discretion or at the request of Bank. Bluevine may suspend or terminate use of Mobile Deposit at any time and without prior notice to Customer. If Customer violates the terms of Mobile Deposit, such actions may be used as a basis to close Account.

3. Mobile Deposit Technical Requirements.

In order to use Mobile Deposit, Customer must have an iOS or Android smartphone capable of installing and running the Mobile App (see relevant app store details for specific hardware and OS requirements) that is additionally equipped with a camera capable of taking photos with at least the resolution of 1600 x 1200 pixels (2 Megapixels).

4. Fees.

There is no fee for depositing a check using Mobile Deposit. In the event a check deposited by Mobile Deposit is returned by the bank upon which it was drawn (for any reason), there is also no fee charged by Bank.

Please note: Mobile carriers may charge for sending and receiving data to upload Check Images using the Mobile App. Customer is advised to consult any applicable mobile service agreement(s) for details on applicable fees.

5. Mobile Deposit Limits and Availability of Funds.

Customer agrees that checks deposited through Mobile Deposit are not subject to the funds availability requirements of Federal Reserve Board Regulation CC. Limits may be imposed on the dollar amount and the number of deposits Customer can make through Mobile Deposit. The following Mobile Deposit limits apply, and such limits may change at any time at our discretion:

Transaction Type	Frequency and/or Dollar Limits
Mobile Deposit	No limit to the number of checks per calendar day; up to $20,000.00 per 30-day period*

*We may choose to allow Mobile Deposits in excess of the specified limits at our discretion. Mobile Deposits to the Account and Sub-accounts are aggregated for determination of frequency and dollar limits.

When you deposit a check through Mobile Deposit, you will be told when the funds from the check should be available within a reasonable timeframe. We may hold some or all of a check deposited through Mobile Deposit for a little longer, and we will inform you of such a hold within a reasonable timeframe following your deposit. We may, at our sole discretion, make certain funds available within one (1) business day.

Delays May Apply

Funds you deposit by check may be delayed for a longer period under the following circumstances:

We believe a check you deposit will not be paid.
You or we redeposit a check that has been returned unpaid.
There is an emergency, such as failure of computer or communications equipment.
You have a new account (see below).
Your average balance has dropped significantly.
We have suspected fraud in your Account or Sub-account.
Your Account or Sub-account recently incurred a negative balance.

Special Rules for New Accounts.

Hold periods may be longer for new Accounts. You shall be considered an owner of a new Account in any of the following circumstances:

You recently opened an Account with Bluevine and the Bank (generally within the last 30 days).
You have short activity history with Bluevine and the Bank.
You have a low mobile check deposit history with Bluevine and the Bank.

6. Prohibited Checks.

We may decline to accept any Check Image submitted through Mobile Deposit at our sole discretion. Customer agrees not to capture the image of and attempt to deposit any of the following:

Checks payable to any person or entity other than the business registered to Account (i.e., third party checks);
Checks payable jointly to the business and any other person(s) or business (i.e., made out to ABC Company *and* John Smith);
Checks containing alterations, illegible items, fraudulent checks, or checks Customer should have known or have reason to believe were fraudulent;
Checks that have been previously deposited at another institution via physical item, image, or electronic funds transfers;
Checks from financial institutions located outside the United States;
Checks from financial institutions located in U.S. territories;
Checks not payable in U.S. dollars;
Checks that are more than six (6) months old (i.e., stale-dated);
Checks that are post-dated (i.e., payable on a date in the future);
Substitute Checks;
Remotely created checks (a check created by a merchant with a buyer’s checking account number on it, but without the buyer’s original signature);
Travelers checks and savings bonds;
Non-negotiable instruments, such as promissory notes; or
Starter checks or counter checks (checks from a teller window).

7. Third-Party Checks.

Third-party checks deposited through Mobile Deposit may be rejected. All Check Images submitted for deposit must be payable to the business associated with Account and not to a third-party. In the event a third-party Check Image is received, we may refuse to process the deposit (a return of the check, if any, will appear in the form of a Substitute Check). Neither Bluevine nor Bank will be liable for any Substitute Checks that become lost in the mail.

Both Bluevine and Bank reserve the right to reject a Mobile Deposit if it is made payable to Bank and contains no means to identify the account to which it should be credited.

8. Receipt of Check.

Neither Bluevine nor Bank is responsible for Check Images not received or dropped during transmission. A Check Image will be deemed received only when Bluevine provides Customer with Electronic Notice confirming receipt of the Check Image. After receipt of the Check Image is confirmed, the Check Image will be subject to review before it is submitted for deposit and may still be rejected for any reason at the discretion of Bluevine and/or Bank. An Electronic Notice confirmation is not a representation, warranty or other indication that the Check Image will be presented for payment, accepted for deposit, or will be honored by any collecting or paying bank. If Bluevine or Bank rejects a Check Image received through Mobile Deposit, Customer may contact the individual or company who issued the check to request a new or reissued check be provided to Customer. If Customer re-submits the original check for processing, Bluevine and Bank reserve the right to refuse it and may instead require the check be reissued.

9. Retention of Original Check.

Once funds from the Check Image have been credited to Account or Sub-account, Customer must mark the original paper check as “VOID” and retain it for sixty (60) days. Customer may not present the original check, or any Substitute Check created from the original check for payment at any other financial institution. During this sixty (60) day period, Customer must store the original paper check securely using precautions at least as secure as those Customer would use to protect a blank check. Customer must make the original paper check available to Bluevine or Bank for review at any time during this sixty (60) day period as necessary to facilitate the clearing and deposit process, to address third-party claims, or for our own audit purposes. Should Customer fail to produce the original paper check, Customer authorizes Bluevine or Bank to deduct the amount of the check in question from Account or Sub-account, regardless of whether such action may cause Account or Sub-account to not have sufficient funds.

Immediately after the sixty (60) day period, Customer must destroy the original paper check.

10. Endorsements.

Customer will endorse any check or other item submitted for deposit exactly as it was made payable. Customer warrants that all endorsements on items deposited into Account or a Sub-account are genuine. The endorsement must be placed in the one-inch area starting at the left side of the back of an item and the remaining area on the back of the item may not contain any preprinted, stamped or handwritten information. If Customer fails to do this, Customer may be required to reimburse Bluevine or Bank for losses incurred. For any check deposited as a Check Image through Mobile Deposit, Customer must endorse the check by signing or stamping the back and writing “for mobile deposit only at Coastal Community Bank, Account #XXXXXXXXXXXX” or as otherwise instructed by Bluevine before a picture is taken of the check. In the absence of an endorsement, Customer authorizes Bluevine or Bank to supply any missing endorsements if items are made payable to Customer or the order of Customer and Customer has not endorsed them.

L. Funds Availability Policy

Information contained in this section is to assist Customer in understanding our Funds Availability Policy for all deposits except Mobile Check Deposits. All deposits are processed at a Bank processing facility. Our Funds Availability Policy applies to Account and Sub-account(s).

1. General Policy.

The Bank’s policy is to review each deposit and determine how the funds are being deposited. We make the funds available according to the type of deposit and when the funds are applied, or credited, to Account or Sub-account. Some types of deposits may not be available for immediate use. When we delay the availability of funds or place a hold on a deposit made to Account or Sub-account, those funds may not be withdrawn, and we will not use them to pay any checks or other debits, such as ACH withdrawals or wire transfers, during the hold period. We have the right to refuse any deposit. If final payment is not received on any item Customer deposits to Account or Sub-account, or if any direct deposit, ACH deposit or electronic fund transfer to Account or Sub-account is returned to us for any reason, Customer agrees to pay us the amount of the returned item plus any fee in accordance with our Schedule of Fees, contained herein.

2. Availability.

The length of delay in the availability of funds varies depending on the type of deposit. Special rules may apply in certain circumstances, including, but not limited to, new accounts, large deposits (greater than $5,000.00), redeposited checks, deposits to accounts that are repeatedly overdrawn, issues relating to collectability or unauthorized payments, and emergency conditions.

3. Business Days and Banking Days.

The length of delay in the availability of funds is counted in business days from the day Customer’s deposit is applied to Account or Sub-account. For purposes of determining the availability of Customer’s deposits, every day is a “business day” except Saturday, Sunday, and federal holidays. A “banking day” is any business day (up to Bank’s cut-off hour) when we are open for substantially all banking activities.

4. Same-Day Availability.

Funds from wire transfers, online transfers between your Account and Sub-account at Bank (both accounts must be at Bank), preauthorized electronic payments such as payroll direct deposits, or other preauthorized electronic payments received through the Automated Clearing House network (ACH) will be available on the day the deposit is applied to Account. Funds from Customer-initiated electronic payments will be applied to Account no later than four (4) business days from the date of transfer if Bank has verified the external account and received payment in collected funds, and subject to Section 2, “Availability.” above. Once the funds are applied to Account, they will have same-day availability. Funds from cash deposits made through third-party money transfer services will be available within two (2) days following our receipt of these deposits from the third-party money transfer service. See section C, captioned “General Rules Governing the Account.”, sub-section 1 “Deposits to the Account.” above for additional details regarding the use of third-party money transfer services used to deposit cash funds into the Account.

M. Interest Earned on Account

1. General.

Binding terms governing interest earned on Account and Sub-accounts, including eligibility requirements and information about the calculation of interest, are detailed on the Terms of Interest Accrual which is incorporated as a part of this Account Agreement.

2. Subject to Change.

The interest payable on interest-bearing Accounts and Sub-accounts and the methods used to calculate interest are subject to change from time. You will be given notice of material changes in accordance with applicable law.

This Account Agreement is effective October 28, 2024.

Deposit Account Agreement and Disclosures

A. Our Agreement

1. Consent to the Terms of the Account Agreement.

2. Amendments to the Account Agreement.

3. Closing the Account.

4. Contact Policy Regarding Account Servicing and/or Collections.

5. Confidentiality.

6. Customer Support.

7. Telephone Monitoring/Recording.

8. No Warranty Regarding Goods or Services.

B. Account Basics

1. Opening the Account.

2. Bluevine Premier and Plus Plans.

3. Bluevine Business Checking Account Sweep Program.

4. Additional User.

5. Sub-Account.

6. Authorization and Indemnification.

7. Compliance with Laws and Regulations.

8. Our Relationship with the Customer.

9. Business Days.

10. Our Right to Block the Account.

11. Our Right to Limit Transactions and Account Features.

12. Force Majeure.

C. General Rules Governing the Account

1. Deposits to the Account.

2. No Direct Cash, Paper Checks, or Foreign Currency Deposits.

3. Preauthorized Transfers.

4. Direct Deposits or ACH Credits from an External Account at Another Financial Institution.

5. ATM Check Deposits.

6. Funds Availability.

7. Deposit Corrections.

8. Checkbooks.

9. No Overdrafts.

10. Unauthorized or Incorrect Debits from the Account.

11. Levies, Garnishments, and Other Legal Processes.

12. Account Dormancy and Escheatment.

13. Periodic Statements.

D. Using the Bluevine Business Debit Mastercard

1. Activate the Card.

2. Personal Identification Number.

3. Additional Users.

4. Cash Access.

5. Transaction Limitations.

6. Transactions Made in Foreign Currencies.

7. Receipts.

8. Card Replacement.

9. Card Expiration.

10. Lost or Stolen Card and Account Information; Information About Transaction Disputes (Card Transactions Only).

E. Responsibilities, Liability, and Limitations

1. Security Procedures.

2. Customer’s Acknowledgement.

3. Customer’s Additional Responsibilities.

4. Disclaimer of Warranties.

5. Information Processing and Reporting.

6. Unauthorized Transactions and Errors.

7. Data and Information Supplied by the Customer.

8. Data Review.

9. Limitations of Bank’s Liability and Obligations to Customer.

10. Current Day Balance Information and Current Day Transactions.

11. Data Usage.

F. Wire Transfer Service

1. General.

2. Verification of Wire Transfer Requests.

3. Wire Transfer Request Procedures and Accuracy.

4. Time of Wire Transfer Request; Sufficient Funds Available.

5. Handling of Wire Transfer Requests, Amendments, Revocations and Discrepancies.

6. Duties of Bank.

7. Fees and Charges.

8. Compliance with Laws.

9. Hours of Operation and Cut-Off Times.

10. Limitations on Transfers, Amounts and Frequency of Transactions.

G. Electronic Funds Transfer Disclosure and Special Terms and Conditions

1. Cut-off Time.

2. Transaction Limits.

3. Electronic Funds Transfer Services.

4. Nacha Disclosures.

5. Notice Disclosure

6. Choice of Law Disclosure.

7. Types of Electronic Funds Transfers Available.

8. Direct Deposits or Automated Credits.