EFTA01413064.pdf

Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus WM145781 010198.080714 EFTA01413064 Table of Contents 1 Internet Banking Services 2. Use and Termination of Services 3. Passwords, Authentication and Security Internet Banking Services Fees 4. 5. Business Days and Hours 6. Liability 7. Errors or Questions 8. Confidentiality and Data Protection 9. Payment and Transfer Limitations 10. Payment Amendments and Cancellations 11. Preauthorized Payments (For Consumer Electronic Funds Transfers Only) 12. Bill Payment Services 13. ACH Services 14. Positive Pay Services (For Business Clients Only) 15. Account Reconciliation Services (For Business Clients Only) 16. Stop Payment on a Check 17. Failed or Returned Transactions 18. eStatement Service 19. Disclaimer of Warranties; Limitation of Liability 20. Intellectual Property and Other Proprietary Rights 21. Regulation and Export of Software 22. Indemnification 23. Third Party Links 24. Cutoff Times 25. Offer of Online Banking Services through Affiliates or Third Parties 26. Miscellaneous 3 3 4 6 6 7 9 10 10 11 11 11 13 16 17 17 17 17 18 19 19 EFTA01413065 19 20 20 20 20 1 Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus EFTA01413066 Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus Effective August 2014 We at Deutsche Bank Trust Company Americas (the "Bank," or "we" or "us") are pleased that you have elected to use our Internet banking services, including any software, editorial content, computer code, graphics and information provided by the Bank or on behalf of the bank in connection with the services (together with any successor thereto or modification thereof, the "Internet Banking Services" or the "Services") as described below. However, before you may enter our website (the "Site") and utilize the Internet Banking Services, you must review and agree to the following terms and conditions. This Internet Banking Services Agreement, including any amendments and addendums hereto, (this "Agreement") specifies the rights and obligations of you and the Bank with respect to the use of the Site and the Internet Banking Services, and is a legally binding agreement between the Bank and you concerning your use of the Site and the Internet Banking Services. In this Agreement, the words "you," "your," and other similar terms refer to each person that has selected a Private Wealth ID (as defined below), and assigned a User ID (as defined below) and Password (as defined below) to access the Site and use the Internet Banking Services, including any authorized user(s) of such Private Wealth ID, User ID and Password and any other person permitted by you to access the Site and the Internet Banking Services under the terms hereof by virtue of such person's relationship with you ("Other Permitted Persons"). "Account" or "Accounts" refer to your Deutsche Bank Trust Company Americas deposit account(s) that you have designated for use with the Internet Banking Services. Undertakings and obligations of the Bank or any of its affiliated companies (collectively, the Bank and its affiliated companies are referred to as the "Deutsche Bank Group" and individually as a "member of the Deutsche Bank Group") hereunder shall be for the sole and exclusive benefit of customers of such member of the Deutsche Bank Group using the Site and the Internet Banking Services, and no other persons (including, without limitation, Other Permitted Persons) shall have any rights hereunder or otherwise by virtue of their use of the Internet Banking Services. You represent and warrant to the Bank that you have the right and authority to request and receive information concerning all of the Accounts including any Accounts for which you are not the named account holder or beneficiary of record (the "Associated Accounts"). If you are not the named account holder or beneficiary of record, you represent and warrant to the Bank that you have the authority to act as agent and/or attorney on behalf of the named Account holder and the beneficiaries of all of the Associated Accounts for the purposes set out in this Agreement and in accordance with the terms EFTA01413067 of this Agreement. You agree that you will immediately notify us if your authority should change in such a way so that you are no longer empowered to make the authorizations set out above You understand and agree that by using the Site and the Internet Banking Services, you and each Other Permitted Person agree to be bound by the terms hereof, as amended from time to time in accordance with the terms hereof. You also understand and agree that your use of your User ID and Password will be considered the same as your written signature in authorizing us to complete any transaction or request communicated to us. All electronic communications that meet these requirements will be deemed to be valid and authentic and you intend and agree that those electronic communications will be given the same legal effect as written and signed paper communications. You agree that electronic copies of communications are valid and you will not contest the validity of the originals or copies, absent proof of altered data or tampering. THIS AGREEMENT PERMITS US AND YOU TO DELIVER CERTAIN INFORMATION TO EACH OTHER ELECTRONICALLY INSTEAD OF ON PAPER OR "IN WRITING." THE INFORMATION WHICH MAY BE DELIVERED ELECTRONICALLY INCLUDES, BUT IS NOT LIMITED TO, NOTICES, DISCLOSURES AND OTHER INFORMATION REQUIRED BY FEDERAL LAW UNDER THE ELECTRONIC FUND TRANSFER ACT AND REGULATION E OF THE CONSUMER FINANCIAL PROTECTION BUREAU. Please carefully read this entire Agreement. By signing this Agreement, you consent to our electronic disclosures. By your consent you agree that we may provide you with all disclosures, notices and other communications (collectively, the "Documents") about the Site and the Internet Banking Services, including this Agreement and any future amendments thereto, in electronic form. You may download or print the Documents from your computer. At your request, we will provide you with a paper copy of any of the Documents without any fee. You have the right to withdraw this consent without any fee, but if you do, we will immediately terminate your participation in the Internet Banking Services. You have the right to obtain copies of any of the Documents we provided electronically, update your email address or withdraw your consent to our electronic disclosures by calling us at 1-866-362-4796, or write to us at Deutsche Bank Trust Company Americas, Banking Service Team, 345 Park Avenue, MS NYC20-0108, New York, NY 10154. Your signing this Agreement constitutes your agreement with and acceptance of all of the terms and conditions contained in this Agreement and your agreement to be bound by said terms and conditions. If you do not agree with all of the terms and conditions in this Agreement, you will not be authorized to enter the Site or use the Internet Banking Services. Deutsche Bank Internet Banking Services Agreement for DB Private Wealth EFTA01413068 Online Plus 2 EFTA01413069 You agree to the following terms and conditions: 1 Internet Banking Services A. Consumer Internet Banking Services If you are a consumer client of the Bank, the Internet Banking Services will allow you to: i. ii. iii. perform Account balance and transaction inquiries on checking, savings and money market Accounts. (Note: Balance figures may not reflect recent transactions, and may include funds that are not subject to immediate withdrawal); transfer funds electronically between linked checking and savings Accounts with us (the "Transfers"), subject to transfer and withdrawal restrictions set forth below and in the Deposit Account Terms and Conditions (the "Account Agreement") that governs such Account; register for bill payment services to pay bills or make payments (the "Bill Payments") from your Account(s) to entities or persons in the United States (the "Bill Payment Service") via either ACH payments or checks. iv. initiate stop payment orders, subject to the terms and conditions contained in the Account Agreement. v. send email messages relating to technical support issues and inquiries concerning the Internet Banking Services to a help desk operated by a third party acting as our agent (the "Service Provider") on behalf of the Bank; vi. access information on products provided by the Bank and other members of the Deutsche Bank Group. vii. view, print and download electronic Account statements by enrolling in the eStatement service (the "eStatement Service"), which may also cancel your paper statement; viii. view images of checks; ix. initiate ACH payments to business entities or persons in the United States; and x. initiate external wire transfers using the Fedwire system, when transfers are placed by the Fedwire deadlines (5:30 p.m. New York time for all domestic wires). B. Business Internet Banking Services If you are a business client of the bank, the Internet Banking Services will allow you to conduct those activities described above in connection with Accounts held by consumer clients, plus the following: i. ii. make state and federal tax payments; and iii. export Account transaction information to Intuit® QuickBooks. C. Some portions of this Agreement apply only to consumer Internet Banking EFTA01413070 Services. If your Account is a non-consumer account or if you use an Internet Banking Service for a transaction not covered by the Electronic Fund Transfer Act and its implementing Regulation E, then some portions of this Agreement may not apply to you or to the transaction. These inapplicable portions are labeled below as "For consumers" or similarly designated as applicable only to consumer Internet Banking Services. 2. Use and Termination of Services A. The Bank agrees to provide you with access to the Site and the Internet Banking Services in accordance with the terms of this Agreement. B. You agree to use the Site and the Internet Banking Services in a manner consistent with any and all applicable laws, rules and regulations as well as the terms and conditions set forth in this Agreement, on the Site, and in documentation accompanying and/or contained within the Site and the Internet Banking Services or otherwise provided to you by us or on our behalf by our Service Providers. C. The Bank may terminate your access to and use of the Site and the Internet Banking Services at any time in the event you breach any of the provisions of this Agreement. D. To use the Internet Banking Services, you must have at least one deposit Account with the Bank, which may include the following types of Accounts: checking, savings or money market. If you have designated a joint Account to be accessed through the Internet Banking Services, each joint owner will be jointly and severally liable under this Agreement. We may act upon the instructions of any joint owner concerning the Account without the consent of any other person. E. Accounts with access restrictions such as "two signatures required" should not be accessed through the Internet Banking Services and you agree not to do so. Nevertheless, if you do, you agree that we may process the transaction without regard to the restriction. That is, you understand that access to the linked Accounts, including the ability to initiate payments, will occur without regard to any withdrawal restrictions otherwise applicable to the Accounts. You agree that any arrangements with us to require one or more authorized signatures for transactions involving your Accounts do not apply to transactions using the Internet Banking Services. initiate ACH Payments to business entities or persons in the United States, including personal payments such as payroll, and corporate payments such as disbursements, cash concentration and vendor payments; 3 Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus EFTA01413071 F. You agree to provide us with any additional documentation we may require to permit access to your Account. If you apply for a service through the Internet Banking Services, or ask to change an Account or service you already use with us, you agree that we can treat your application or request as if it had been made in writing and signed by you. You understand by enrolling for the Bill Payment Services, you authorize us to investigate and verify any information supplied by you. You authorize us to make any credit or investigative inquiry that we determine appropriate. G. You will be responsible for acquiring, maintaining and operating any hardware, systems, software and telecommunications connections located at your premises and a connection to the Internet. The Internet Banking Services require no software installation, but minimum systems requirements do apply. The Internet Banking Services can be accessed through an Internet Service Provider (ISP) and a 128-bit SSL capable browser. Supported browsers are Apple Inc. Safari, Microsoft Internet Explorer, Google Chrome and Mozilla Firefox using current and previous releases only. H. The Site and the Internet Banking Services may be inaccessible from time to time for business or technical or maintenance reasons. The Bank and its Service Providers will not be responsible for any losses or inconvenience caused by such unavailability periods. Should the Site or the Internet Banking Services be inaccessible, all banking transactions will be conducted according to traditional branch level limits and account authorities. I. Service Termination, Cancellation or Suspension In the event you wish to cancel the Internet Banking Services, you may contact customer service via one of the following: a. Telephone us at 1-866-362-4796 during customer service hours; and/or b. Write us at: Deutsche Bank, Banking Service Team, 345 Park Avenue, MS NYC20-0108, New York, NY 10154. ii. Any payment(s) or transfer(s) the Bank has already processed before the requested cancellation date will be completed by the Bank. All Scheduled Payments (as defined below) including recurring payments will not be processed once the Internet Banking Services are cancelled. iii. The Bank may, without liability or prejudice, temporarily suspend or permanently terminate any or all aspects of the Internet Banking Services without notice. Any termination of this Agreement shall be without prejudice to the accrued rights of the parties on the date of such termination. iv. Please note that your access may be disabled at the discretion of the Bank if there is an extended period of inactivity, and reenrollment will be necessary to obtain a new User ID and EFTA01413072 Password. v. You agree to return to the Bank or, as appropriate, to delete any software provided through the Internet Banking Services in your possession immediately upon termination or cancellation of the Internet Banking Services for any reason. vi. If you have enrolled in the eStatement Service and, pursuant to this Section, Internet Banking Services are cancelled, terminated or suspended, Account statements in paper form shall be provided to you. 3. Passwords, Authentication and Security A. When you enroll in the Internet Banking Services, you will complete an application (the "Private Wealth Online Plus Account Opening Application") and select an identification (the "Private Wealth ID"). The Private Wealth ID is an alphanumeric code that you (and any users you grant access to the Internet Banking Services) will need to log in to the Services. The Bank will assign you a user identification (the "User ID") for the primary user and an initial password ("Password") for the primary user. The primary user must change the Password when logging in for the first time. The primary user may use the Internet Banking Service to add users. The Private Wealth ID, User ID and Password must be entered to access your Account(s), pay bills or perform other banking transactions using the Internet Banking Services. You are responsible for maintaining the confidentiality of your Private Wealth ID, User ID and Password. You recognize that anyone with knowledge of your Private Wealth ID, User ID and Password will be able to access your Accounts and initiate transactions. You may change your Password at any time. B. Use of the Internet Banking Services relies on advanced authentication for increased security. An additional authentication step may be required at times and you and any users you have authorized to use the Internet Banking Services may be prompted to enter a one-time security code based on the telephone numbers the Bank has in its records. You are responsible for providing accurate telephone numbers for you and your users to the Bank. C. You agree that we may send notices and other communications, including Private Wealth ID, User ID and Password to the current address and/or email address that you have provided us for our records, whether or not that address includes a designation for delivery to the attention of any particular individual. You further agree that the Bank will not be responsible or liable to you in any way if information is intercepted by an unauthorized person, either in transit or at your place of business. You agree to: EFTA01413073 i. keep your Private Wealth ID, User ID and Password secure and strictly confidential; ii. instruct each person to whom you give your Private Wealth ID, User ID and Password that he or she is not to disclose such information to any unauthorized person; Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus 4 EFTA01413074 iii. immediately notify us and select a new Password if you believe your Password may have become known to an unauthorized person; and iv. the Bank shall treat all statements and instructions issued using the Private Wealth ID, User ID and Password as having been issued by you, and that the Bank and its Service Providers shall act in reliance upon such statements and instructions. The Bank and its Service Providers will have no liability to you for any unauthorized payment or transfer made using your Private Wealth ID, User ID and Password that occurs before you have notified us of possible unauthorized use and we have had a reasonable opportunity to act on that notice. We may suspend or cancel your Private Wealth ID, User ID and Password even without receiving such notice from you, if we suspect your Private Wealth ID, User ID and Password are being used in an unauthorized or fraudulent manner. D. For your protection, we recommend you memorize your Private Wealth ID, User ID and Password and do not write them down. For added security, you should change your Password periodically. A properly constructed Password affords you a greater degree of assurance. A Password is more secure if: i. it contains more characters; ii. iii. if those characters are both alpha and numeric characters; and if it consists of both upper and lower case. If your Password is entered incorrectly on 5 consecutive access attempts, your access to the Internet Banking Services will be blocked. If this occurs, please call Customer Support at 1-866-362-4796 to have your Password reset. You should also take precautions to protect your personal identification information, such as your driver's license, and social security number. If you believe that your Private Wealth ID, User ID or Password have been lost or stolen, or that someone has transferred or may transfer money from your Account without your permission, notify us immediately by calling the number above. E. We may provide you with an initial set of security codes, including numbers and entry codes (collectively, the "Security Code") to access the Internet Banking Services. We may also provide you with operating procedures and user guides (the "User Guides") in connection with certain Internet Banking Services. You agree to: i. comply with the User Guides and procedures that we provide to you; EFTA01413075 take reasonable steps to safeguard the confidentiality and security of the Security Code, User Guides, and any other proprietary property or information we provide to you in connection with the Internet Banking Services; iii. closely and regularly monitor the activities of Other Permitted Persons who access the Internet Banking Services; and iv. notify us immediately, preferably by telephone, if you have any reason to believe the security or confidentiality the Security Code has compromised or that your Security Code has been misused or become known to an unauthorized person. You agree to change your Security Code from time to time, and immediately in the event that a person who has had access to your Security Code is no longer authorized by you to use the Internet Banking Services. We may require you to change your Security Code at any time. You also agree that, whenever anyone who is authorized by you to use the Internet Banking Services is no longer authorized by you to use the Internet Banking Services, you will take all necessary measures to block further access by such person to the Internet Banking Services. F. You agree to limit disclosures of Private Wealth ID, User ID, Security Code or Password to those Other Permitted Persons authorized to use the Internet Banking Services or who have a specific need to know them. You will establish procedures to protect the confidentiality of all information relating to the Internet Banking Services, including each Security Code and Passwords. G. If you are a business client, we may require you to designate one or more persons as an administrator (each, an "Administrator") for purposes of the Internet Banking Services. The Administrator may use the Internet Banking Services and may designate other persons (each, a "User" and collectively, the "Users") who may also use the Internet Banking Services. You acknowledge that we will not control (and may not even be aware of) changes in the Administrator or Users. The Administrator shall issue the passwords and/- or security codes that will allow Administrators and Users to access the Internet Banking Services; we do not control or oversee these Administrator functions. You, through your Administrator, will need to designate which Accounts may be utilized for which Internet Banking Services. The Administrators may determine User access levels by specifying which Internet Banking Services may be accessed using security codes issued by them to themselves or to other individual Users. You are encouraged to use this access restriction capability to help reduce losses or damages that may arise out of improper or unauthorized use of an Internet Banking EFTA01413076 Service by a User. You agree that each Administrator and each User are appointed as agents of yours, authorized to use the Internet Banking Services individually or together, including sending Payment Orders (as defined in Section 6.v.) to us in your name. You agree that you will be bound by any use of the Internet Banking Services or Payment Orders we receive in your name from any Administrator or User. 5 Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus EFTA01413077 H. We may deny access to the Internet Banking Services without prior notice if we are unable to confirm any person's authority to access the Internet Banking Services or if we believe such action is necessary for security reasons. I. You acknowledge that accessing the Site and using Internet Banking Services from public networks and locations (for example, hotel business centers and internet cafes) and from locations outside the United States may pose increased risks of loss or theft of your Private Wealth ID, User ID, Password and unauthorized access to your Account(s). You agree that you accept such increased risks if you access the Site or use the Internet Banking Services from any such location. 3. By using the Internet Banking Services, you acknowledge and agree that this Agreement sets forth security procedures for electronic banking transactions that are commercially reasonable. Our security procedures are not designed for the detection of errors (e.g., duplicate payments or errors in your fund transfer instructions). We will not be obligated to detect errors by you or others, even if we take certain actions from time to time to do so. You agree to be bound by instructions, whether authorized or unauthorized, which we receive and implement in compliance with these procedures, unless you have given us prior notice of possible unauthorized use as described above (and we had a reasonable opportunity to act on such notice). K. Based on your use of the Internet Banking Services, the Bank may, at our sole discretion, provide you with and require you to use a two-factor authentication method (an "RSA SecurlD") for Internet Banking Services and to sign an RSA addendum to this Agreement setting forth the terms and conditions of your use of such RSA SecurlD two-factor authentication. 4. Internet Banking Services Fees A. You agree to pay any and all fees associated with the Internet Banking Services, if any, and in the Account Agreement. Such amounts do not include, and you agree to be responsible for, any sales, excise, use, value added, utility or other similar taxes relating to such Internet Banking Services. We reserve the right to change or add fees for Internet Banking Services at any time. Advance notice of new fees or fees changes will be provided if required by law. B. You are solely responsible for any telecommunications charges and any other charges imposed by your telephone and/or Internet access provider that you incur in accessing the Site or Internet Banking Services and any charges that would, in the absence of this Agreement, apply to your Accounts or any other relationship with or services provided to you by the Bank or any other member of the Deutsche Bank Group. EFTA01413078 You are solely responsible for the costs associated with acquiring, maintaining and operating the computer equipment located at your premises and a connection to the Internet, and otherwise meeting the minimum systems requirements set forth in Section 2(G) of this Agreement. C. Any applicable fees will be charged regardless of whether the Internet Banking Services were used during the billing cycle. There may be a charge for additional transactions and other optional services. You agree to pay such charges and authorize us to deduct the calculated amount from your designated billing Account (or any other account of yours at the Bank) for these amounts and any additional charges that may be incurred by you. Any financial fees associated with your Accounts as set forth in the Account Agreement will continue to apply. 5. Business Days and Hours A. Business Days For purposes of this Agreement, our business days are Monday through Friday, Holidays and other days in which banks are authorized to be closed in New York City are not included. B. Business Hours For purposes of this Agreement, our business hours are 9:00 a.m. to 4:00 p.m. New York time Monday through Friday (not including federal and New York State bank holidays). For the avoidance of doubt, all times are local times of the Bank. C. Customer Support Hours of Operation An agent will be available to assist you twenty-four (24) hours a day, seven (7) days a week through a toll-free telephone line for contacting such service group (excluding Christmas Day, New Year's Day, Easter Sunday, Memorial Day, Independence Day, Labor Day and Thanksgiving Day, when the Call Center will close as of 11:00 p.m. New York time the day before the holiday and reopen on 11:00 p.m. New York time on the day of the holiday). Although bill payment transactions will only be processed on Business Days, you can access the Internet Banking Services 24 hours a day, seven days a week, except during any time where the Site is inaccessible. Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus 6 EFTA01413079 6. Liability A. Liability for Unauthorized Use. i. Call us AT ONCE at 1 866-362-4796 if you believe that someone has transferred or may transfer money from your Account without your permission or if you believe your Private Wealth ID, User ID or Password has been compromised. You can notify the Bank by telephone at the number above, or by calling your Private Banker or in writing at the following address: Deutsche Bank Trust Company of Americas, Branch Operations, 345 Park Avenue, MS NYC20-0102, New York, NY 10154. Telephoning immediately is the best way of keeping your possible losses down. You could lose all the money in your Account(s). ii. For consumers: If you notify us within two Business Days after you learn of the loss or theft of your Private Wealth ID, User ID or Password, you can lose no more than $50.00 if someone used your Private Wealth ID, User ID or Password without your permission or otherwise made an unauthorized electronic funds transfer from your Account. If you do not tell us within two Business Days after you learn of the loss or theft of your Private Wealth ID, User ID or Password and we can show that, had you told the Bank, it could have stopped someone from using the Private Wealth ID, User ID or Password without your permission or making other unauthorized electronic transfers from your Account, you could lose as much as $500.00. iii. For consumers: If your statement shows transfers that you did not make, tell us at once. You must notify the Bank within sixty (60) days after the statement was made available to you. You may not get back the money lost due to unauthorized transfers after those sixty (60) days if the Bank can show that your providing notice within those sixty (60) days could have prevented the loss. If a good reason (such as a long trip or hospital stay) kept you from telling the Bank, we will extend the time periods. iv. Except as otherwise set forth in this Agreement, we will not be liable or have any responsibility of any kind for any loss or damage incurred by you as a result, directly or indirectly, of any unauthorized person gaining access to, or otherwise making use of, the Internet Banking Services. v. With your agreement we may use a Security Code as a security procedure to prevent unauthorized funds transfers or other payments (requests for funds transfers, ACH entries, transfers between accounts, bill payment, other payment orders or other communications will be referred to as "Payment Orders" and each of which as a "Payment Order"). You acknowledge that you have been offered alternative security procedures EFTA01413080 and have chosen the Internet Banking Services and these procedures after consideration of the risks of loss faced by you due to the possibility of an unauthorized transaction occurring. We may process any Payment Order we receive in your name and you will be responsible for it if it was initiated using one of your Security Codes. If a Payment Order issued to us in your name as sender is verified as authentic using the security codes the Payment Order will be effective as your Payment Order whether or not authorized. This means that you will be deemed to have given the Payment Order, and you will be obligated on it (including to pay us the amount), even if it was not authorized by you. Each time you send a Payment Order through the Internet Banking Services, you warrant that the Security Code is a commercially reasonable method to detect an unauthorized transaction, based on the circumstances involved (e.g., the size, type, and frequency of your transfers, as well as your internal controls). If at any time the Security Code ceases to be a commercially reasonable method to detect unauthorized transactions (such as by a change in your usage patterns or other circumstances), you agree to inform us immediately. vi. Except as described and set forth in this Agreement, you agree that you are responsible for and bound by any Payment Order that is received by us in your name if it was authorized by you, whether or not we used the security procedures to verify authenticity or could have prevented a loss to you by using the security procedures to verify the authenticity of the Payment Order. You agree that we will not be responsible for verifying whether a Payment Order or other communication is originated by an authorized person other than through the verification process contained in these security procedures. Thus, when an employee is added or deleted as an authorized person on the system, the Bank will treat that person as "authorized" if the security procedures are followed, without verifying that employee with you or otherwise investigating whether the employee is exercising authority granted by you or consistent with any internal limitations on activity established by you for that employee. Among other things, this means that you will be solely liable for any losses or damages resulting from your breach of this Agreement or to which your negligence contributed, or which resulted from unauthorized, fraudulent or dishonest acts by your current and/or former authorized agents (including instances where an authorized agent acted to your detriment). vii. You are responsible for controlling access to the Internet Banking Services and for any limitations placed by EFTA01413081 you on the Internet Banking Services that an authorized person may utilize. The fact that we are, or may be aware of, or could have discovered, any limitation on access to an Internet Banking Service does not make us obligated to enforce or attempt to enforce any limitation. You understand that each authorized person may utilize the Internet Banking Services without regard to any restrictions otherwise applicable to an Account. B. Limitation on Liability i. For consumers: If we do not complete an electronic funds transfer (as defined in the Electronic Funds Transfer Act and Regulation E of the Consumer Financial Protection Bureau) to or from your Account on time or in the correct amount according to your instructions given in accordance with this Agreement, we will be liable for losses or damages proximately caused by us. Notwithstanding the foregoing, we will not be liable for losses or damages that are caused by an event described in Section 6(B)(ii). 7 Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus EFTA01413082 ii. You agree that, except to the extent provided by applicable law and consistent with Section 6(6)(i), the Bank, other members of the Deutsche Bank Group, its and their Service Providers, and its and their respective officers, directors, employees, and agents, shall not be liable for any losses, damages, liabilities or costs suffered or incurred by you (whether you are a consumer or business client) if: a. through no fault of ours, you do not have sufficient funds in your Account to complete a atransaction or if your funds are subject to legal process or other legal encumbrance; b. the requested transaction would exceed the credit limit on your overdraft line, if any; c. you fail to maintain minimum system requirements; d. the Internet connectivity or the system was not working properly and you knew about the breakdown when you started the electronic funds transfer; e. circumstances beyond our control, including but not limited to acts of God, strikes, lockouts, riots, insurrections, civil disturbances, sabotage, embargoes, acts of war or terrorism, acts or failures to act of any government or regulatory body (whether civil or military, domestic or foreign), limitations of law, governmental regulations superimposed after the fact, computer or other electronic or mechanical equipment failure, communication line failures, power failures, fires, explosions, floods, accidents, epidemics, earthquakes or other natural or man-made disasters, and all occurrences similar to the foregoing prevented the proper execution of a transaction, despite reasonable precautions that we have taken; f. the Biller (defined below) misapplies, mishandles or delays a payment sent by the Bank; g. you have not provided us with the complete and correct Payment Account (as defined below) or Biller information, or the correct names or account information for those person or entities to whom you wish to direct a payment or electronic funds transfer; h. a court order or legal process prevents us from making an electronic funds transfer; i. your payment instructions are not given to us sufficiently in advance to allow for timely payment; j. we have reason to believe a transaction has not been properly authorized; k. the losses result from a computer virus or related problem; 1. you have attempted to transfer funds to a party outside of the United States; m. you have not properly followed Internet Banking Services instructions on how to make an electronic funds transfer; EFTA01413083 n. you have initiated a transaction in violation of the terms of this Agreement; o. the billing center option of the Internet Banking Services is not working properly and you know or have been advised by us about the malfunction before you execute the transaction; or p. you or we have terminated this Agreement. There may be other exceptions stated in this Agreement. C. ACH Instructions You agree that, except to the extent provided by applicable law and consistent with this Section 6, the Bank, other members of the Deutsche Bank Group, its and their Service Providers, its and their respective officers, directors, employees, and agents, shall not be liable for any losses, damages, liabilities or costs suffered or incurred by you or any third party as a result of: the Bank's executing ACH Instructions; ii. the improper execution, delayed execution or non-execution of any ACH Instruction because of unclear instructions, legal restrictions, governmental interference, failure of communications media, the insolvency of any ACH or other party to a transaction covered by Section 13; iii. your acts or omissions (including without limitation the amount, accuracy, timeliness of transmittal or authorization of any ACH Instruction received from you); iv. the acts or omissions of any other person, including without limitation any Federal Reserve Bank, Automated Clearing House or transmission or communications facility, any Receiver or RDFI (as defined below) (including without limitation the return of an Entry by such Receiver or RDFI); or v. any other acts or omissions of the Bank (or of any of its agents or correspondents) relating to Section 13 or the transactions or activities contemplated hereby except to the extent, if any, that such other acts or omissions constitute gross negligence or willful misconduct by the Bank. The Bank shall not be liable for the acts or omissions of any agents or correspondents selected by you. Consistent with this Section 6, in no event shall the Bank, other members of the Deutsche Bank Group, their Service Providers, and their respective officers, directors, employees, and agents, be liable for special, indirect, incidental, consequential or punitive damages, whether or not the likelihood of such damages was known or contemplated by such parties and regardless of the legal or equitable theory of liability which you may assert, including, without limitation, loss or damage from subsequent wrongful dishonor resulting from Bank's acts or omissions under Section 13. Subject to the foregoing limitations, the Bank's liability for EFTA01413084 loss of interest resulting from its error or delay shall be calculated by using a rate equal to the average Federal Funds rate at the Federal Reserve Bank of New York for the period involved. Deutsche Bank Internet Banking Services Agreement for DB Private Wealth Online Plus 8 EFTA01413085 D. NOTWITHSTANDING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE BANK AND OTHER MEMBERS OF THE DEUTSCHE BANK GROUP, ITS AND THEIR SERVICE PROVIDERS AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS SPECIFICALLY DISCLAIM, AND SHALL NOT UNDER ANY CIRCUMSTANCES INCUR ANY LIABILITY (WHETHER UNDER FEDERAL OR STATE LAW OR IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE AND WHETHER FORESEEABLE OR NOT) FOR ANY LOSSES AND EXPENSES OF WHATEVER NATURE ARISING OUT OF OR IN ANY WAY RELATED TO ACCESS TO OR USE OF THE SITE OR THE INTERNET BANKING SERVICES, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES RELATING TO LOSS OF USE, LOSS OF DATA, LOSS CAUSED BY A VIRUS, WORM, TROJAN HORSE PROGRAM OR DISABLING CODE (REGARDLESS OF THEIR SOURCE), LOSS OF INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, CLAIMS OF THIRD PARTIES OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. YOU ASSUME THE RISK IN USING THE SITE AND THE INTERNET BANKING SERVICES AS WELL AS TOTAL RESPONSIBILITY FOR ESTABLISHING SUCH PROCEDURES FOR DATA BACK UP AND VIRUS CHECKING AS YOU CONSIDER NECESSARY. E. Except to the extent provided by applicable law, as a condition precedent to any liability, you must notify us in writing of any alleged breach of this Agreement as promptly as reasonably possible, but in no event later than five (5) Business Days following the day on which such alleged breach was, or could reasonably have been, discovered by you. Our entire liability and your sole remedy under this Agreement, whether or not the claim is in contract or tort, shall not exceed an amount of the fees during the six (6) month period preceding the date of the alleged breach. 7. Errors or Questions A. In case of errors or questions about your electronic funds transfers, telephone us at 1-866-362-4796 or write to Deutsche Bank Trust Company Americas, 345 Park Avenue, Attn: Banking Department, MS NYC20-0108, New York, NY 10154 during regular business hours immediately, if you think your statement is wrong or if you need more information about an electronic funds transfer listed on the statement. We must hear from you no later than sixty (60) days after we sent the first statement on which the problem or error appeared. To report an error or get more information: provide your name and Account number; EFTA01413086 ii. describe the error or transfer in question, and explain as clearly as you can why you believe it is an error or why you need information; iii. provide the dollar amount of the suspected error; and iv. provide the name of the Biller or payee if the transaction in question is a payment. B. If you tell us orally, we may require that you send us your complaint or question in writing within ten (10) Business Days. For consumers: For electronic fund transfers (as defined in the Electronic Funds Transfer Act and Regulation E of the Consumer Financial Protection Bureau), we will determine whether an error occurred within ten (10) Business Days after we hear from you, inform you whether an error occurred and will correct any error within one Business Day. If we need more time, however, we may take up to forty-five (45) days to investigate. If we decide to do this, we will provisionally credit your Account within ten (10) Business Days after receiving your notice for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. We will notify you of the amount and date of the provisional credit within two Business Days of providing the provisional credit to you. If we ask you to put your inquiry in writing and we do not receive it within ten (10) Business Days, we may not credit your Account. If the Bank has provided a provisional credit to your Account in the amount of the claimed error, and after investigation the Bank determines that no error was made, then the Bank will notify you within three (3) Business Days that the Bank will reverse the provisional credit. However, the Bank will continue to honor checks, drafts, similar items and preauthorized transfers for five (5) Business Days following the notice of its intention to reverse the provisional credit. The Bank will tell you the results within three (3) Business Days after completing our investigation. The Bank will correct the error within one Business Day after the Bank determines an error occurred. If the Bank decides that there was no error, the Bank will send you a written explanation of our findings within three (3) Business Days. You may ask for copies of the documents that the Bank used in making its determination. For alleged errors occurring within thirty (30) days of first deposit into new Accounts, point-of-sale or foreign-initiated transactions, we may take up to ninety (90) days to investigate your complaint or question. For alleged errors occurring within thirty (30) days of first deposit into new Accounts, we may take up to twenty (20) Business Days to credit your Account for the amount you think is in error. 9 Deutsche Bank Internet Banking Services Agreement for DB Private Wealth EFTA01413087 Online Plus EFTA01413088 8. Confidentiality and Data Protection A. It is our general policy to treat your Account information as confidential. The Bank will take reasonable measures to prevent the dissemination of information furnished to you through the Internet Banking Services concerning your Accounts, but has no means of controlling communication by means of the Internet or any other telecommunications service you may use to access the Services and cannot guarantee that such information will not be intercepted. The Bank and its Service Providers may collect, process, and transmit data obtained from and about you in the course of your accessing and using the Internet Banking Services. You agree that any information on the Bank's records may be disclosed to our Service Providers and to third parties as designated by you in compliance with our procedures, your Account Agreement, or as required or permitted by law or regulation, including without limitation: i. where it is necessary for completing transfers or other transactions or to send notice of dishonor or nonpayment; ii. where it is necessary for activating or providing additional services requested by you; iii. when it is necessary, in the normal course of business, to verify the existence and condition of your Account for a third party, such as a credit bureau, merchant or financial institution; iv. in order to comply with a governmental agency or court orders or to otherwise furnish information required by law; v. if you give use your permission; vi. to advise third parties of accounts closed for misuse; or vii. when necessary to furnish information to law enforcement agencies if we reasonably believe we have been the victim of a crime. B. The Bank and its Service Providers may collect aggregated data for statistical and quality assurance purposes and you hereby consent to the collection and use of such aggregate data. C. You acknowledge and agree that the operation of the Internet Banking Services may require the transfer of personal data concerning you to and between countries some of which may not have the same legal protections regarding bank customer information as the United States. It may be that, in various jurisdictions, including your home jurisdiction and the jurisdictions where Service Providers are located, the presence of account information on your PC or on "servers" located in such jurisdictions will give the governmental authorities and courts therein greater legal or practical ability to obtain such information. You agree EFTA01413089 that the Bank shall not be responsible for any consequences of the foregoing. D. For more information regarding our privacy policy and practices, you can review our Privacy Statement, which has been provided to you, or you can also view the Privacy Statement at our website, http://www.pwm.db.com/privacy-policy.html. If you are a consumer, you will also receive a copy of our annual Privacy Notice. 9. Payment and Transfer Limitations A. Transfers from Money Market and Savings Accounts Federal regulation limits the numbers of preauthorized electro