The Coterie
Consumer Deposit Account Agreement
Last
updated: July 27, 2023
Please
read this The Coterie Deposit Account Agreement (the “Agreement”) carefully and
retain it for your future reference. This Agreement contains the general terms,
conditions and disclosures related to the demand deposit account (the
“Account”) made available to eligible consumers by The Coterie.Me, Inc.
(“Program Partner”), the program partner responsible for managing the Account
program, in partnership with Blue Ridge Bank, N.A. (the “Bank”).
When
you see the words “we,” “us,” or “our” in this Agreement, it refers to the
Bank, the Program Partner acting as agent for the Bank, and any of the Bank’s
affiliates, successors, assignees, agents or service providers. When you see
the words “you” or “your,” it refers to you, the owner of the Account, as well
as your personal representatives, executors, administrators, and successors.
By
opening or continuing to hold an account with us, you agree to be bound by this
Agreement as well as any other agreement or document we may provide to you from
time to time in connection with the Account.
IMPORTANT NOTE: THIS AGREEMENT IS
SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTIONS AND YOUR RIGHT TO
A JURY. THE TERMS OF ARBITRATION AND THE WAIVER APPEAR IN SECTION 8 OF THIS
AGREEMENT.
1.
Account Overview
You
may contact us with any questions or concerns regarding your Account. All
communication between you and us will be handled by the Program Partner. The
best way to contact us is through email at help@thecoterie.me.
The Account is a demand deposit account used to hold your
deposits and make certain types of payments and transfers. The Account is
available to United States citizens or lawful permanent residents of the fifty
(50) United States all U.S. territories, who are at least 18 years of age, have
a U.S. physical address or with military addresses (APO or FPO), and have a
valid Social Security Number or Tax Identification Number. The Account is only
available to individuals for personal, family or household purposes and may not
be opened by a business in any form or used for business purposes.
We
may decline to open an Account for any reason at the sole discretion of the
Bank or Program Partner. We are not liable for any damages or liabilities
resulting from refusal of an Account relationship.
We offer two (2) types of Accounts: Standard
Account and Interest-Bearing Account.
Interest-Bearing Account designation is at our
sole discretion. All other Accounts will be deemed Standard Accounts.
The Account that you are placed in may affect
your interest rate as set forth in this Agreement. Unless otherwise stated in
this Agreement, all terms contained in this Agreement apply equally to both
Accounts.
When
you open an Account, you will also be enrolled in an online banking service or
mobile application (collectively, “Online Banking Services”) offered by the
Program Partner that you can use to access your Account, view information about
your Account and conduct certain transactions. You may also be given access to
various features through the Online Banking Services separate from your
Account. If you cancel your enrollment in the Online Banking Services at any
time, we may close your Account (see Section 3.11 below).
Unless
otherwise specified in this Agreement, the Online Banking Services and any if
its features are governed by the Program Partner’s Terms of Service and Privacy Policy. Please
review these documents carefully because by using the Online Banking Services,
you agree to be bound by them. These services are not provided or controlled by
the Bank or this Agreement, and you agree not to hold the Bank liable for
issues that may arise from your use of the services or features.
To
open an Account, you must agree to go “paperless.” This means that you must (1)
provide us with and continue to maintain a valid email address and (2) accept
electronic delivery of all communications that we need or decide to send you in
connection with your Account by agreeing to our Electronic
Disclosure and Consent.
The
Account may only be owned in the name of one person who may make deposits and
transfer or withdraw funds. The Account cannot be owned or titled as a joint
account, trust account, a Uniform Transfers to Minors (UTMA) account or a
Payable-On-Death (POD) account.
You
may be given the ability to designate additional individuals (“Authorized
Users”) whom you authorize to access your Account and/or conduct transactions
through your Account. By establishing an Authorized User, you understand that
any transaction authorization, instruction or any other action concerning your
Account that your Authorized User engages in shall be deemed authorized by you
and valid and we are under no obligation to investigate the authorization,
instruction or activity. You also agree that you will not hold us liable for
acting upon any such authorization, instruction or activity. We will continue
to treat all actions taken by your Authorized User as authorized by you until
you revoke the Authorized User’s access to your Account by notifying us by email
at help@thecoterie.me. We also reserve the right to terminate your Authorized
User’s access to the Account for any reason and without advance notice.
You
may open an Account by downloading The Coterie mobile application from the Apple
App Store or Google Play Store and/or TestFlight and following the instructions
within the application.
Important information about
procedures for opening a new Account:
To help the government fight the funding of terrorism and money laundering
activities, federal law requires all financial institutions to obtain, verify
and record information identifying each person who opens an Account, including
any Authorized Users who may access an Account. This means that when you open
an Account, we will ask for your name, street address, Social Security Number
or Tax Identification Number, date of birth and other information that will
allow us to identify you. We may ask to see identifying documents, such as a
driver’s license.
There
is no minimum deposit required to open an Account and no minimum balance you
need to maintain in your Account.
The
Standard Account is not interest-bearing. No interest will be paid on the
Standard Account.
The interest rate on your Interest-Bearing
Account is variable and will initially be equal to 5.40% with an annual
percentage yield of 5.54%. The interest rate and annual percentage yield may
change from time to time. The interest rate on your Interest-Bearing Account is
based on the upper bound of the federal funds rate target range as established
by the Federal Open Market Committee of the Federal Reserve minus 10 bps. You
can access the current interest rate applicable to your Interest-Bearing
Account through the Online Banking Services or by contacting us as specified
above.
Interest on your Interest-Bearing Account will
be compounded and credited on a monthly basis. If you close your
Interest-Bearing Account, you will receive any interest that has accrued as of
the date your Interest-Bearing Account is closed.
We use the daily balance method to calculate
the interest on your Interest-Bearing Account. This method applies a daily
periodic rate equal to 1/365 of the interest rate to the collected balance in
the account each day. Interest will begin to accrue no later than the next
business day following the banking day on which the funds were deposited.
We
may allow you to give another person (known as an “attorney-in-fact”) power of
attorney to act on your behalf for your Account. You must obtain written
approval from us before we will honor any power of attorney. Email us at
help@thecoterie.me for approval if you plan to create a power of attorney.
Please be aware that it may take up to two (2) weeks for us to review your
request. If approved, we will honor orders and instructions from your
attorney-in-fact until (1) we receive a written revocation from you; (2) we are
notified that you or your attorney-in-fact have died or become incapacitated;
or (3) we terminate our acceptance of the power of attorney. We may terminate
our acceptance at any time, for any reason and without notice to you, and you
agree not to hold us liable for any damages that may result from such action.
You also agree to hold us harmless for any actions we take based on the
instructions of your attorney-in-fact, including if it is later determined that
your power of attorney was invalid or improperly executed.
You
agree that if we receive notification or if we have reason to believe that you
have died or become legally incapacitated, we may place a hold on your Account
and refuse all transactions until we know and have verified the identify of
your successor. Until we receive notice and any required proof of death or
incapacitation, we may continue to accept deposits and process transactions to
your Account. Your estate will be responsible for repaying us for any tax
liability resulting from payment of your account balance to your estate. You
agree to hold us harmless for any actions we take based on our belief that you
have died or become incapacitated. If certain payments originating from
government entities are deposited into your Account after your death, we may be
required to return those payments to the originator upon notice.
By
opening an Account, we are establishing an Account relationship with you and
committing to act in good faith and to the exercise of ordinary care in our
dealings with you as defined by the Uniform Commercial Code as adopted by the
State of Virginia. This Agreement and the Account relationship do not create a
fiduciary relationship or any other special relationship between you and us.
We
work with one or more third-party service providers, including Unit Finance
Inc. (“Unit”), in connection with your Account. Unit may assist us in
processing transactions, handing account operations, and providing
technological connection to the Program Partner and the Bank. By using your
Account, you license and authorize us to access information maintained by Unit
and/or other third parties, on your behalf as your agent, and you expressly
authorize such third parties to disclose your information to us. In particular,
you agree that Unit may perform any functions on your Account that we are
otherwise authorized to perform and that Unit’s access and use of your
information will be governed by the terms of Unit’s Privacy Policy, available
at https://www.unit.co/clients-privacy-policy.
Your
privacy is very important to us. Under this Agreement, we will generally only
disclose information to third parties about your Account or the transactions
you make:
▪
To verify your identity and
determine if we should open an Account for you using services provided to us by
third parties.
▪
Where it is necessary for
completing a transaction.
▪
To verify the existence and
condition of your Account for a third party such as a credit bureau or
merchant.
▪
To comply with government agency
or court orders.
▪
As disclosed in our Privacy Policy.
▪
If you give us your written
permission to share your information.
▪
Please refer to our Privacy Policy
at https://www.mybrb.com/privacy-policy.html for more information about our commitment to you, your
privacy rights and who we share data and information with.
In
addition, we disclose your information to Unit in order to facilitate the
Account and for other ancillary purposes. You agree to Unit’s use of your
information in accordance with the terms of Unit’s Privacy Policy https://www.unit.co/clients-privacy-policy.
By
providing us with your cellular phone or other wireless device number, you are
expressly consenting to receiving non-marketing communications at that
number—including but not limited to prerecorded or artificial voice message
calls, text messages, and calls made by an auto-dialer—from us and our
affiliates and agents. This consent applies to all telephone numbers you
provide to us now or in the future. Your telephone or mobile service provider
may charge you for these calls or messages. You also agree that we may record
or monitor any communications for quality control and training purposes.
Our
business days are Monday through Friday, excluding federal holidays.
2.
Your Account Responsibilities
We strive to keep your Account secure and provide you with
tools and services to help you manage your Account. However, there are certain
things you should do to protect your Account and your funds.
You
must notify us immediately if there is a change to your name, telephone number,
mailing address, email address or any other information you have provided us so
that we can continue to provide you with statements and important notices
concerning your Account.
It
is important that you keep track of your transactions and the funds in your
Account that are available for you to use (“Available Balance”) by reviewing
your transaction history. It is also important to understand that your
Available Balance may not reflect transactions you have authorized that have
not yet been presented to us for payment.
You
are also responsible for reviewing your Account statements as they are made
available to you for errors or unauthorized activity. If you identify an error
or unauthorized activity, you must notify us promptly to avoid losing your
money. Please refer to Sections 4.7 and 5.10 for information concerning errors
and unauthorized activity.
It
is important that you protect your Account information to prevent unauthorized
transactions and fraud. Keep your Account number, debit card, ATM card and
statements secure at all times, and be careful about who you share this
information with. If the Program Partner provides you with access to Online
Banking Services, make sure to also keep your computer or mobile device secure
at all times, with updated software, and avoid accessing the Online Banking
Services when others can see your screen.
If
your Account number, debit card, ATM card, mobile device or Online Banking
Services login credentials are lost or stolen, notify us immediately to limit
your liability for unauthorized transactions that may occur. Please refer to
Section 4.6 for information and applicable deadlines for notifying us of losses
or theft.
3.
General Rules Governing Your Account
You understand that any payment instruction or activity
performed using any Online Banking Services provided to you by the Program
Partner shall be deemed authorized by you and valid and we are under no
obligation to investigate the instruction or activity.
You
may make deposits into your Account using any of these methods described below.
We do not charge you any fees for making deposits.
Deposit Method |
Limitations for Your Standard Account and Interest-Bearing Account |
Direct Deposit* |
No limits |
Internal transfers between
eligible accounts managed by the Program Partner |
No limits |
ACH transfers to your Account
from a linked bank account with another institution** |
$1,000,000/day |
Domestic wire |
No limits |
Cash deposit at in-network ATM |
$1,000/transaction $2,000/day You can use your debit card to
make deposits at in-network ATMs. You can identify an in-network ATM by
looking for the Allpoint logo on or near the ATM. You cannot make cash
deposits at out-of-network ATMs. |
* The recipient’s name on any
direct deposit or ACH transfer must match the name on the Account or the
deposit may be returned to the originator. ** You may transfer funds
between your Account and another bank account. The linked bank account must
be located within the United States. |
We do not accept cash deposits by
mail, or paper check or foreign currency deposits: We are not liable for deposits of any kind that you mail
to us, including if it is lost in transit, lost in the mail, or otherwise not
received by us.
▪
Cash: We do not
accept cash deposits made by mail. If you mail us a cash deposit, we will send the
cash back to you.
▪
Paper Checks:
If you mail a paper check to us, including personal checks, money orders or
cashier’s checks, we may apply the check to any negative balance you may have
on your Account or send the check back to you.
▪
Foreign Currency:
We do not accept any deposits in foreign currency. Any deposits received in
foreign currency, whether in the form of cash or check, will be sent back to
you.
We
will send all items back to the address we have for you, and we are not liable
if you do not receive the items.
You
may only deposit with us funds that are immediately available, which under
applicable law are irreversible and are not subject to any lien, claim or
encumbrance.
For
more information about deposits and when funds from a deposit will be made
available to you, please refer to Section 3.2.
It
is our policy to make deposits made to your Account each business day available
for withdrawal according to the table below.
The end of the business day is referred to as the "deposit cut-off
time". If you make a deposit before our cut-off time on a business day
that we are open, we will consider that day to be the day of your deposit.
However, if you make a deposit after our cut-off time or on a day we are not
open, we will consider the deposit to be made on the next business day that we
are open.
If you make a deposit via… |
The cut-off time is… |
And those funds are available… |
Internal transfer between two
Accounts you have with us |
N/A |
Immediately |
Direct deposit |
3:00 PM ET |
Same business day |
Domestic wire |
3:00 PM ET |
Same business day |
Cash deposit at in-network ATM |
3:00 PM ET |
Next business day |
Checks (via the Mobile Deposit
Services) |
7:00 PM ET |
Within five (5) business days |
The
availability of funds transferred to your Account from a linked bank account
held by another financial institution follow different rules. Please refer to
Section 3.6 for more information.
If
a deposit or transfer to your Account is returned or rejected by the paying
financial institution for any reason, or if there is an error or mistake
involving a deposit or transfer, we may deduct the amount of the deposit,
transfer, or error without prior notice to you. If there are insufficient funds
in your Account at the time, your Account may become overdrawn. Please refer to
Section 3.10 concerning overdrafts for more information.
You
may transfer funds from one Account in your name to another account in your
name held by us that is managed by the Program Partner (an “internal
transfer”). There are no limits on the number of internal transfers you may
make, and internal transfers are immediately available.
You
may withdraw funds up to the amount of your Available Balance in your Account
using any of the following methods, and subject to the following limits:
Withdrawal Method |
Limitations for Your Standard
Account and Interest-Bearing
Account |
Internal transfers between
eligible accounts managed by the Program Partner |
None |
ACH transfers from your Account
to a linked bank account at another institution* |
$100,000/day |
ACH
transfer to a merchant or other third party you authorize to withdraw from
your Account using your routing number and account number |
None |
ATM
withdrawals |
$500/day |
Domestic
wire |
$1,000,000/outbound
wire transfer |
POS
transactions and other transactions at merchants using your debit card |
$2,500/day |
* You may transfer funds between
your Account and another bank account. The linked bank account must be
located within the United States. |
If
you have been issued a debit card or ATM card for your Account, there may also
be limitations that apply to your use of the card. Please refer to the
applicable cardholder agreement provided to you with your card for information
on any applicable limitations and other terms.
You
cannot withdraw funds by check, and we do not permit you to create checks drawn
on your Account.
Before
permitting a withdrawal or other transaction, we may request that you provide
us with additional information or documentation that we deem necessary to
confirm your identity or to prevent illegal activity. We may refuse the
transaction if you do not comply with our request.
You
may be provided with the ability to link another bank account you have with
another financial institution (“linked bank account”) to your Account with us
to make inbound and outbound ACH transfers between the linked bank account and
your Account through the Online Banking Services. An “inbound transfer” moves
funds into your Account from a linked bank account. An “outbound transfer”
moves funds from your Account to a linked bank account.
For
inbound transfers, we will debit your linked bank account and credit your
Account with us on the next business day after you initiate the transfer. The
funds you transfer to your Account will be made available to you by the third
(3rd) business day after the funds have been credited to your Account.
For
outbound transfers, we will debit your Account with us and credit your linked
bank account on the next business day after you initiate the transfer. The financial
institution that holds your linked bank account determines when those funds
will be made available to you in your linked bank account.
The
cut-off time for both inbound and outbound transfers is 3:00 PM ET. Transfer
requests that you make on a business day before the cut-off time will be
considered initiated on that day. Transfer requests that you make after the
cut-off time, or on a day that is not a business day, will be considered
initiated the following business day.
There
are limits to the dollar amount of both inbound and outbound transfers you can
make. Please see sections 3.1 and 3.5 for relevant limitations.
You
agree that you will only attempt to link a bank account for which you have the
authority to transfer funds. You also agree to indemnify and hold us harmless
from any claims by any person related to the linked bank account, including any
other owner of the linked bank account. You may only link a bank account that
is a deposit account, such as a checking, savings or money market account.
You
must not use your Account for any illegal purposes or, regardless of whether it
is legal or illegal, for internet gambling. We may deny any transaction or
refuse to accept any deposit that we believe is related to illegal activity,
online gambling or for any other reason at our discretion.
To
understand how we post transactions to your Account, it is important to first
understand the difference between your Available Balance and your ledger
balance. Your Available Balance is the amount of money you have in your Account
at any given time that is available for you to use. Your ledger balance is the
balance in your Account at the beginning of the day after we have posted all
transactions to your Account from the day before. We use your Available Balance
to authorize your transactions throughout the day and determine whether you
have sufficient funds to pay your transactions. Here are some additional terms
that are helpful to understand:
▪
Credit and debit – A credit
increases your balance and a debit decreases your balance.
▪
Post or posted – Transactions that
are paid from or deposited to your Account. Posted transactions will either
increase or decrease both your Available Balance and your ledger balance.
▪
Pending – Transactions that we
receive notice of and are scheduled to post to your Account. Pending
transactions affect your Available Balance, but not your ledger balance.
▪
Card authorization and settlement
– When you use a debit card to make a purchase, the transaction occurs in two
steps: card authorization and settlement. Card authorizations reduce your
Available Balance, but not your ledger balance. Settlement reduces both your
Available Balance and your ledger balance. Card authorizations are removed when
settlement occurs or after a certain number of days have passed, whichever is
sooner. Please see Section 3.8.4 for more information about card authorizations
and settlement.
We
receive transactions throughout the day and post them to your Account as they
are received and in the order that they are received. Note that for debit card
transactions, we consider the transaction received when the merchant requests
settlement, which may occur several days after you authorize the transaction.
See Section 3.8.4 for additional information concerning how debit card
transactions are processed.
We
may change the order in which we post transactions to your Account at our
discretion and without notice to you. It is therefore important for you to keep
track of the deposits you make and the transactions you authorize to make sure
there are sufficient funds in your Account to cover all transactions and any
applicable fees.
To
determine your Available Balance, we start with your ledger balance at the
beginning of the business day, add any pending credits or deposits that we make
available to you, and subtract any card authorizations and pending debits. All
transactions are debited or credited from your Available Balance in the order
received.
You
may check your available balance via Online Banking Services. Keep in mind that
your Available Balance may not reflect every transaction you have initiated or
previously authorized. For example, your Available Balance may not include
transactions you have authorized that we have not received.
If
you are issued a debit card with your Account, you will be able to use your
card to pay for goods or services or conduct other transactions with a
merchant. When you engage in a transaction with a merchant using your debit
card, the merchant will request preauthorization (“card authorization”) for the
transaction. If there are sufficient available funds in your Account, we will
approve the request and reduce your Available Balance for as long as the card
authorization remains on your Account.
Your
Available Balance will generally be reduced by the amount of the card
authorization.
The
card authorization will remain on your Account until the merchant sends us the
final amount of the transaction and requests payment (“settlement”). In most
cases, if the merchant does not request settlement, or the merchant is delayed
in requesting settlement, the card authorization will automatically be removed
after three (3) days. However, certain merchants such as hotels may hold for a
period of up to seven (7) days.
It
is important to understand that the merchant controls the timing of card
authorizations or settlement. A merchant may request settlement after the card
authorization has been removed from your Account. This means that if you use
the funds in your Account after the card authorization has been removed and the
merchant later requests settlement, your Account may become overdrawn. A
merchant may also request settlement for an amount that is different than the
card authorization. Therefore, it is important that you keep track of your
transactions and your balance. Once we have approved a card authorization, we
cannot stop the transaction and you will be responsible for repaying any
negative balance that may occur.
Statements
will periodically be provided to you by email and via Online Banking Services
as long as your Account is not inactive. You will receive a statement monthly
as long as you have transactions on your Account during the statement period.
If there were no transactions on your Account, we will provide you statements
at least quarterly. You will not receive paper statements.
We
do not permit you to overdraw your Account. If the Available Balance in your
Account is not sufficient to cover any transaction you have authorized, we may
return the transaction or refuse to process the transaction. However, there may
be instances where your Account can still go into the negative, such as if a
deposit you make is returned. You must make a deposit immediately to cover any
negative balance. If your Account has a negative balance for sixty (60)
calendar days or more, we may close your Account.
You
can close your Account at any time and for any reason by email at
help@thecoterie.me. We reserve the right to refuse your request if you have a
negative balance on your Account. We recommend that you transfer or withdraw
any funds you may have in the Account prior to submitting a request to close
the Account to avoid delays in receiving your funds.
We
may also suspend or close your account at our discretion with or without
notice. This includes if we believe you are using your Account for fraudulent
or illegal purposes or in violation of law or regulation, this Agreement, any
other agreement you may have with us or Unit, or if you otherwise present undue
risk to us or Unit. We may also close your Account if you have not made any
deposits or withdrawals from your Account in over twelve (12) months. In
addition, cancelling your enrollment in the Online Banking Services with the
Program Partner will result in our closure of the Account and our return of
your funds. We are not responsible to you for any damages you may suffer as a
result of the closure or suspension of your Account.
If
your Account is closed with a balance greater than $1.00, we will return any
funds you may have in the Account to you by ACH transfer to another bank
account or by paper check. We reserve the right not to return the funds to you
if the balance in your Account is $1.00 or less. The closure of your Account or
termination of this Agreement does not impact any right or obligation that
arose prior to closure or termination, or any right or obligation that, by its
nature, should survive termination (including, but not limited to, any
indemnification obligation by you, our limitations of liability, and any terms
governing arbitration).
State
law and our policy govern when your Account is considered dormant. Your Account
is usually considered dormant if you have not accessed your Account,
communicated to us about your Account or otherwise shown an interest in your
Account within the period of time specified under applicable law. Each state
has varying laws as to when an account becomes dormant, and we may be required
to send the balance in your Account if it becomes dormant to the state of your
last known address. We will make reasonable efforts to contact you if required
by applicable law before transferring the remaining balance of your Account to
the applicable state. After we surrender the funds to the state, you must apply
to the appropriate state agency to reclaim your funds. You can avoid the
surrender of your funds by simply conducting transactions, contacting us about
your Account or replying to any abandoned property notices we may provide to
you.
We
may also place your Account in an inactive status if you have not had any
transactions for at least six (6) months. If your Account becomes inactive, you
may not receive statements or be able to conduct certain transactions. Inactive
Accounts must be reactivated. Contact us by email at help@thecoterie.me to
reactivate your Account.
There
are no fees associated with this account. Fees are subject to change at any
time. We will provide you advance notice of any changes where required by law.
4.
Electronic Fund Transfers
Your Account allows you to
withdraw funds up to the Available Balance or make deposits through Electronic
Fund Transfers (“EFTs”). EFTs are transactions that are processed by electronic
means and include, among others, ACH transfers, debit or ATM card transactions
and direct deposits. This Section provides you with information and important
disclosures and terms about the EFTs that are permitted on your Account. You
may also receive additional services through Online Banking Services provided
by the Program Partner, that allow you to initiate EFTs to and from your Account
that are not described in this Agreement. You will be provided separate
agreements and disclosures applicable to those services by the Program Partner.
Your Account allows the following
types of EFTs:
▪
Direct deposits from your sources
of income
▪
Transfers to or from your Account
to or from a linked bank account (see Section 3.6)
▪
Transfers to or from your Account
to a merchant or other third party by providing the third party with your
Account routing number and account number
▪
Purchases or other transactions
using your debit card
▪
ATM deposits or withdrawals using
your debit card or ATM card
There are limitations on the
frequency and amount of transactions you can make to or from your Account.
These limits are different for each type of transaction. For limits that apply
to transactions that credit or deposit funds into your Account, please refer to
Section 3.1 concerning deposits. For limits that apply to transactions that
debit or withdraw from your Account, please refer to Section 3.5 concerning
withdrawals. For limits that apply to transfers to or from your Account from a
linked bank account, please refer to Section 3.6. These security-related limits
may change from time to time.
If
you have been issued a debit card or ATM card for your Account, there may also
be transaction limitations that apply to your use of the card. Please refer to
the applicable cardholder agreement provided to you with your card for
information on any limitations and other terms.
You will receive information and
documentation concerning any EFTs that debit or credit your Account in the
following ways:
▪
Statements: We will provide you
information about each transaction that debits or credits your Account on your
statements. Please refer to Section 3.9 for information about statements. You
may access your transaction history via Online Banking Services.
▪
Direct Deposits: If you receive a
direct deposit into your Account at least once every sixty (60) days from your
employer or other person or company, you can check if the deposit has been made
by emailing us at help@thecoterie.me or via Online Banking Services.
▪
Receipts: You can get a receipt at
the time you make a withdrawal at an ATM or a purchase at a point-of-sale
terminal using your debit card or ATM card.
If you authorize us or another company
or person to withdraw from your Account on a regular basis (such as when you
sign up for “autopay” to pay a monthly bill), it is called a Preauthorized
Transfer. You have the right to place a stop payment on Preauthorized
Transfers, as well as get notification when the amount of a particular
withdrawal will be different from the amount of the last withdrawal.
If you authorize a company or
person to take payments from your Account on a regular basis through a Preauthorized
Transfer, you can stop any of these payments by contacting us by email at
help@thecoterie.me at least three (3) business days before the next payment is
scheduled to be made.
Make sure to provide us with (1)
your name, (2) your Account number, (3) the company or person taking the
payments, and (4) the date and amount of the scheduled payment you wish to
stop. If you want all future payments from that company or person stopped, be
sure to tell us that as well. If you do not provide us with the correct
information, such as the correct payee or the correct amount of the payment you
wish to stop, we may not be able to stop the payment.
If you order us to stop one of
these payments three (3) business days or more before the payment is scheduled
and provide us with all information requested, and we do not do so, we will be
liable for your losses or damages proximately caused by the failure. However,
we will not be liable if the company or person initiating the payments changes
the dollar amount of the payment or makes other changes that cause us not to
recognize it as the payment you requested be stopped.
If these regular payments vary in
amount, the person or company you are paying will tell you ten (10) days before
each payment when it will be made and how much it will be. You may be given the
option to only get this notice when the payment will differ by more than a
certain amount from the previous payment, or when the amount will fall outside
certain limits that you set.
If we fail to complete a
transaction on time or in the correct amount when properly instructed by you in
accordance with this Agreement, we will be liable for damages proximately
caused by the failure or error. However, there are some exceptions. We are not
liable, for instance:
▪
If the Available Balance in your
Account is not sufficient to complete the transaction through no fault of ours.
▪
If the ATM you use does not have
enough cash.
▪
If the failure is due to an
equipment or system breakdown, such as a problem with the Online Banking
Services provided by the Program Partner, that you knew about before you began
a transaction.
▪
The failure was caused by an Act
of God, fire or other catastrophe, or any other cause beyond our control
despite reasonable precautions we have taken.
▪
If your funds are not available
due to a hold or if your funds are subject to legal process.
▪
If we do not complete a
transaction because we or Unit has reason to believe the transaction is
unauthorized or illegal.
▪
If your Account is closed or
inactive.
▪
There may be additional exceptions
stated in our or Unit’s agreements with you or permitted by law.
Contact us immediately if you
believe that an unauthorized EFT has occurred or may occur concerning your
Account, or if your debit card, ATM card, or Online Banking Services login
credentials have been lost, stolen or compromised. Calling us at 1-833-333-0417
for unauthorized debit card activity and emailing us at help@thecoterie.me for all other unauthorized activity is the best way of
keeping your losses to a minimum.
You could lose all the money in
your Account (and any bank accounts with other institutions you have linked to
your Account) if you take no action to notify us of the unauthorized EFT or the
loss or theft of your debit card, ATM card or Online Banking Services login
credentials.
For unauthorized EFTs, your
liability will be as follows if you notify us of the loss:
▪
If you tell us within two (2)
business days after learning of the loss, theft or compromise of your Online
Banking Services login credentials, you could be liable for no more than $50 in
unauthorized EFTs.
▪
If you do NOT tell us within two
(2) business days and we can prove that we could have prevented the loss had
you contacted us, you could be liable for as much as $500.00 in unauthorized
EFTs.
▪
If your statement shows EFTs that
you did not make and you do NOT contact us within sixty (60) days after the
statement was made available to you, you may not get back any money lost after
the sixty (60) days if we can prove that your contacting us would have prevent
those losses.
We can extend these time periods
if extenuating circumstances (such as a long trip or hospital stay) kept you
from notifying us.
Contact us by email at
help@thecoterie.me as soon as you can if you think your statement or receipt is
wrong or if you need more information about a transfer listed on a statement or
receipt. We must hear from you no later than sixty (60) days after we sent the
FIRST statement on which the problem or error appeared. You must provide us
with the following information:
▪
Your name and Account number.
▪
A description of the error or the
EFT you are unsure about and why you believe it is an error or why you need
more information.
▪
Thedollar amount of the suspected
error.
▪
If you tell us orally, we may
require that you send us your complaint or question in writing by email within
ten (10) business days.
We
will determine whether an error occurred within ten (10) business days after we
hear from you and will tell you the results and correct any error promptly. If
we need more time, we may take up to forty-five (45) days—or ninety (90) days
for Accounts open less than thirty (30) days or foreign-initiated transactions
— to investigate your complaint or question. If we decide to do this, we will
credit your Account within ten (10) business days for the amount you think is
in error, so that you will have the use of the money during the time it takes
us to complete our investigation. If we ask you to put your complaint or
question in writing and we do not receive it within ten (10) business days, we
may not credit your account. For Accounts open less than thirty (30) days, we
may take up to twenty (20) business days to credit your Account for the amount
you think is in error.
We will communicate the results of
our investigation within three (3) business days after its completion. If we
decide that there was no error, we will send you a written explanation by email.
You may ask for copies of the documents that we used in our investigation.
5.
Wire Transfers
The
Account may permit domestic wire transfers through Online Banking Services
provided to you by the Program Partner.
Your
Account may support domestic wire transfers. If wire services are made
available to you, your Account will be able to both receive and initiate wire
transfers.
We
may select any means for the transmission of funds that we consider suitable.
We may make use of correspondents, agents, subagents, and funds transfer and
communication systems. Such third parties shall be deemed your agents, and we
shall not be liable for any errors, delay, misdelivery, or failure of delivery
by any of them unless applicable law says otherwise.
We
will not be liable for our inability to perform our obligations under this
Agreement when such inability arises out of causes beyond our control,
including but not limited to, any act of God, accident, labor disputes, power
failures, system failure, equipment malfunction, suspension of payment by
another bank, refusal or delay by another bank to accept the wire transfer,
war, emergency conditions, fire, earthquake, or the failure of any third party
to provide any electronic or telecommunication service used in connection with
the execution or cancellation of a wire transfer.
There
are limitations on the frequency and amount of transactions you can make to or
from your Account. These limits are different for each type of transaction. For
limits that apply to transactions that credit or deposit funds into your
Account, please refer to Section 3.1 concerning deposits. For limits that apply
to transactions that debit or withdraw from your Account, please refer to
Section 3.5 concerning withdrawals. There may be limits on the beneficiaries who
can receive a wire transfer you initiate from your Account. These
security-related limits may change from time to time.
We
have cut-off hours for processing wire transfers. If a wire request is received
by 3:00 PM ET on a Business Day and verified through our security procedures
outlined in the section below titled “Security Procedures,” funds will be
processed the same business day. If it is received after 3:00 PM ET or on a
non-Business Day and verified through our security procedures, funds may be
processed the next business day.
We
may treat any wire transfer request received at or after our cut-off time as if
it was received that business day, or we may treat it as if it were received at
the opening of the next business day.
You
agree and consent to the use of certain security procedures by us to confirm
the validity of the wire transfer request made pursuant to this Agreement. You
understand the security procedures are not designed to detect errors in the
content of the wire transfer request or to prevent duplicate transfers. Some
elements of the procedures will vary, depending upon the method used to
initiate a wire transfer. You hereby agree that your utilization of any
security procedure established hereunder shall constitute your agreement to its
use and affirmative acknowledgment of its commercial reasonableness.
You
further agree that any wire transfer request that is acted upon in good faith
by us in compliance with these security procedures, whether in fact authorized
by you, shall constitute an authorized wire transfer.
You
are responsible for providing us with the accurate name and account number for
wire transfers, and we are responsible for transmitting money to the account
number you provided.
When
you provide us with a name and account number for us to process a wire
transfer, we may make payment solely on the basis of the account number, even
if the account number identifies a person different from the beneficiary so
named. We or an intermediary bank may send a wire transfer to an intermediary
bank or beneficiary's/designated recipient's bank based solely on the bank
identifying number, even if the payment order indicates a different name. You
should be very careful when providing the account number for a wire transfer.
If
you have provided us with the wrong account number, there may be no way to
correct the error or retrieve the funds. You agree that you will pay the amount
of a wire transfer even in such circumstances. You are responsible for any
losses resulting from an incorrect account number or your misidentification of
the beneficiary/designated recipient.
If
you think a wire transfer is wrong or if you need more information about a wire
transfer, you must contact us by email at help@thecoterie.me as soon as
possible and no later than fourteen (14) days after you receive your monthly
statement. If you don’t tell us about an error, we will not have any obligation
to pay interest on the amount of an unauthorized or erroneous wire transfer for
which we are liable, and you will also be liable to us for any damages or
losses we may incur.
You
must pay us the amount of the wire transfer, plus any applicable fees, before
we will execute the wire transfer request. Please see Section 3.13 of this
Agreement for fees applicable to wire transfers.
A
wire transfer request is considered accepted by us when we execute it. Please
refer to Section 5.3 concerning cut-off times for more details. You can verify
whether your wire transfer request has been executed through the Online Banking
Services.
We
have no responsibility to accept any incoming wire transfer(s) for your
benefit. Likewise, we have a right to reject any wire transfer request(s) for
an outgoing wire transfer for reasons including, but not limited to,
insufficient or uncollected funds in the account specified in the wire transfer
request, a request that fails any requires security procedures, our inability
to execute the wire transfer for the reasons set out in the section of this
agreement entitled method used to make the wire transfer above, or if we are
unable to verify the authenticity of the wire transfer request. If we stop a
domestic outgoing wire transfer, we will refund the fee.
If
we determine, in our sole discretion, not to honor, execute, or accept a wire
transfer request, we will make reasonable efforts to notify you. We will also
make reasonable efforts to notify you promptly if a wire transfer is returned
to us after its execution. In either case, we shall have no liability by reason
of our delay or failure to provide you with notice, and we shall have no
obligation to resend a wire transfer if we complied with the original wire
transfer request and such wire transfer was returned to us.
Once
we receive a wire transfer request, it may not be able to be canceled or
amended. However, at our discretion, we may use reasonable efforts to act on
any request for cancellation or amendment, provided that the method by which we
are notified of a request for cancellation or amendment complies with our
security procedures. However, we shall have no liability if such cancellation
or amendment is not affected. You agree to indemnify and hold us harmless from
any and all liabilities, claims, damages, costs, and expenses we may incur in
attempting to cancel or amend the wire transfer. any cancellation or amendment
of a wire transfer by us shall relieve us of any obligation to act on the
original wire transfer request.
We
shall be responsible only for performing the wire transfer service expressly
provided for in this Agreement; provided however, we shall be liable only for
our own gross negligence or willful misconduct in performing such service. We
shall not be liable to any third party or for any act or omission of yours or
any third party, including, but not limited to, third parties used by us in
executing a wire transfer or performing a related act and no such third party
shall be deemed to be our agent. IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES
OF ANY KIND INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, PUNITIVE, SPECIAL,
INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOSSES OR EXPENSES ARISING
OUT OF OR IN CONNECTION WITH THE WIRE TRANSFER SERVICE, EVEN IF WE HAVE BEEN
ADVISED OF THE POSSIBILITY OF SAME. Except as otherwise provided by applicable
law, the maximum period for which we shall be liable for interest on any amount
to be refunded or paid to you with respect to an unauthorized, erroneous, or
other wire transfer request is thirty days.
Except
as otherwise provided by law, you shall be liable for any loss or damage to
which your negligence contributed or which resulted in unauthorized,
fraudulent, or dishonest acts by your current and/or former authorized
representatives. Such liability includes instances when a current or former
authorized representative effects one or more wire transfers or improper use of
telephone security procedures to effect a wire transfer to your detriment.
You
agree to observe all Anti-Money Laundering and Exchange Control laws and
regulations including economic and trade sanctions promulgated by the Office of
Foreign Assets Control of the U.S. Department of Treasury in relation to any
wire transfer, and you will use all reasonable endeavors to assist us to do
likewise. You agree that the information given to us by you is accurate. We may
disclose any information given to us that we in our sole discretion think
necessary or desirable to disclose; except we will only disclose confidential
information if required by law, a court, or legal, regulatory, or governmental
authority, or as permitted by law to combat, prevent, or investigate issues
arising under anti-money laundering laws, economic sanctions, or criminal law.
Sometimes
legal, regulatory, or governmental authorities require additional information,
either in respect of individuals, entities, or particular transactions. You
agree to promptly supply all such information, which any such authority may
require, and/or which we may be required to supply, in relation to the
individual, entity, or particular transaction.
If
you, or your authorized representative, breach any such laws or regulations,
you irrevocably agree that we may retain any monies or funds transmitted to us
pursuant to this Agreement and/or not fulfill any wire transfer request if we
are required to take or refrain from such action by any legal, regulatory, or
governmental authority or if we reasonably believe that such action may violate
any laws or regulations described herein, and such monies shall not bear
interest against us. You further agree that we may pay such monies to the
appropriate legal, regulatory, or governmental authority, when required by law.
6.
Check Deposits and Mobile Deposit Services
You can only deposit checks into the Account using the
mobile deposit capture services (the “MDC Services,” as further described
herein) and in accordance with the terms of this Agreement. The MDC Services
allow you to make deposits to your Account from a compatible mobile device by
scanning or photographing checks and delivering the images and associated
deposit information to us or our designated processor. By using the MDC
Services, you agree to comply with all applicable laws and regulations and
National Automated Clearing House Association (NACHA) rules that apply to
remote deposit check capture processing and ACH transaction processing.
As defined in the Check Clearing for the 21st Century Act
(“Check 21”), a “check” is a draft, payable on demand and drawn on or payable
through or at an office of a bank, whether or not negotiable, that is handled
for forward collection or return, including substitute checks (see Section
6.1.1) and travelers checks.
6.1 Substitute
Checks and Your Rights
Federal rules for Check 21 allow banks to replace original
checks with “substitute checks,” as defined in Check 21. Below are the details
and your rights related to substitute checks.
6.1.1 Substitute Checks
To make check processing faster, federal law permits banks
to replace original checks with “substitute checks.” These checks are similar
in size to original checks with a slightly reduced image of the front and back
of the original check. The front of a substitute check states: “This is a legal
copy of your check. You can use it the same way you would use the original
check.” You may use a substitute check as proof of payment just like the
original check.
Some or all of the checks that you receive back from us
may be substitute checks. This notice describes rights you have when you receive substitute checks from us. The rights in
this notice do not apply to original checks or electronic debits to your
account. However, you have rights under other law with respect to those
transactions.
6.2 Eligibility
to Use the MDC Services
Accountholders adhering to all requirements described
herein may be eligible to use the MDC Services. Not all Accounts are eligible
for the MDC Services. We may terminate your use of the MDC Services at any time
at our sole discretion. You may also stop using the MDC Services at any time.
However, any images or information transmitted through your use of the MDC
Services shall continue to be subject to this Agreement after termination. We
may change our eligibility criteria at any time with or without notice to you.
To use the MDC Services, you must 1) have a mobile device
w/built-in camera 2) be able to access the Services on [iOS, Android or
Mobile Web] and 3) be enrolled in the Online Banking Service. The MDC
Services are not compatible with desktop or laptop computers.
6.3 Eligible
Items
You agree that the only images you will scan or capture
and deposit (“transmit”) to your Account through use of the MDC Services will
be Eligible Items. “Eligible Items” include paper items that are defined as “checks”
or “certified checks” under Federal Reserve Regulation CC and other paper items
not otherwise prohibited by this Agreement. You agree that images deemed to be
Ineligible Items (see Section 6.4) may not be transmitted to your Account and will be rejected
by us. You further agree that the image of the Eligible Item transmitted to us
will be deemed an “item” within the meaning adopted in the Uniform Commercial
Code of the Virginia of your Account.
6.4 Ineligible
Items
You agree you will not use the MDC Services to scan or
deposit images of items that:
●
are not payable in United States
currency;
●
are not drawn on a financial
institution located in the United States;
●
are payable to someone other than
you;
●
are money orders, savings bonds,
or traveler’s checks;
●
are checks authorized over the
telephone and created remotely;
●
are images of a check that never
existed in paper form;
●
must be authorized or activated by
us prior to being deposited;
●
have already been deposited by or
returned to you;
●
are not legible or do not conform
to our standards, as determined in our sole discretion;
●
are fraudulent, not authorized,
suspicious or not likely to be honored;
●
are not dated, are post-dated, or
are more than 6 months old when transmitted;
●
do not comply with the
requirements established from time to time by any applicable statute,
regulation, regulatory agency, clearing house or association;
●
we deem to be Ineligible Items
herein or at any other time, with or without prior notice to you;
●
do not comply with the
requirements of your Account Agreement; or
●
do not meet the Technical
Requirements described in Section 6.2).
These items, collectively, are “Ineligible Items” under
this Agreement, and they are not eligible for deposit into your Account via the
MDC Services.
6.5 Image
Capture, Transmission, Processing and Payment
All images you transmit to us using the MDC Services must
comply with the technical requirements we may specify from time to time (the
“Technical Requirements”). You are responsible for all expenses you incur to
meet the Technical Requirements. We reserve the right to change the Technical
Requirements at any time without prior notice.
You are responsible for reviewing and validating the
accuracy and completeness of any information you transmit to us, including but
not limited to the amount indicated on the item and the legibility of the image
transmitted. You will only submit check images that meet our quality standards.
You will not transmit an image or images of the same check to us more than once
and will not deposit or negotiate, or seek to deposit or negotiate, such check
or item with us or any other party.
You shall be solely responsible for ensuring the quality,
accuracy and completeness of the images you transmit using the MDC Services.
You shall be solely responsible for the selection, use and operation of the
mobile device you use to transmit images.
We can attempt to process, collect, present for payment,
return or re-present images you attempt to transmit in any way we choose that
is allowed by law.
We can also reject any transmission for any reason at our
option and without liability. An image shall be deemed received when you
receive a confirmation from us that we have received the image. Receipt of such
confirmation does not mean that the transmission was an Eligible Item or
accepted.
If an image does not meet our requirements, we can also at
our option:
●
process the image as received for
payment;
●
correct the image or its
accompanying data and process the corrected image for payment;
●
process the deposit for payment in
another format as allowed; or
●
debit (chargeback) your Account
for the amount indicated in the image.
Successfully transmitting an image to us does not mean
that your transmission and deposit are complete. All of your images are subject
to our further verification prior to being accepted for deposit and payment. Do
not destroy the item transmitted as an image until you see the full deposit
amount posted when you view your transaction history via the Online Banking
Services.
6.6 Limits for
the MDC Services
There may be limitations on the frequency and amount of
transactions you can make using the MDC Services. Please refer to Section 3.1
concerning deposit limitations for information on transaction limitations that
will apply to your use of the MDC Services.
6.7 Required
Endorsement on Items You Deposit and Managing the Original Item
When you transmit an image to us, you will still have
possession of the original item. To prevent an additional submission of the
item for payment, you are required take the following steps:
●
Before you transmit an image to
us, you must endorse the original item being captured for transmission by
signing the back of the original item and writing the words “For deposit only
at Blue Ridge Bank, N.A.” either above or below your signature.
●
After you transmit the image to
us, you should write the date and the words “Deposited by MDC” on the front of
the item and keep the original item in a safe place.
You should not deposit or attempt to cash the item after
transmitting the image to us.
6.8 Availability
of Your Deposits Using the MDC Services
You acknowledge that items transmitted using the MDC
Services are not subject to the funds availability rules contained in
Regulation CC. Funds deposited using the MDC Services will ordinarily be made
available to you for withdrawal within five (5) business days after the day you
make your deposit. See Section 6.9 for information concerning how we determine the day your
deposit is made. We may make such funds available sooner or later based on the
length and extent of your relationship with us, transaction and experience
information, and other security and risk-related factors as we, in our sole
discretion, deem relevant.
6.9 Cutoff Times
for Deposits Using the MDC Services
If you successfully transmit an image to us before the
cutoff time for the Account on a business day that we are open, we will
consider that day to be the day of your deposit. See Section 3.2 for
information concerning cutoff times. After that time or on a day we are not
open, we will consider the deposit to be made on the next business day that we
are open.
6.10 Errors
You agree to notify us of any suspected errors regarding
items transmitted through the MDC Services right away, and in no event later
than sixty (60) days after the first Account statement on which the error
appears is made available to you. Unless you notify us of an error within sixty
(60) days after the applicable Account statement is made available to you, all
deposits made through the MDC Services that appear on that statement shall be
deemed correct and we will have no obligation to investigate any claim of error
you make.
6.11 Chargeback
We can chargeback your Account or any other deposit
account you have with us for the amount of any item, its image or any other
representation of an item that is:
●
returned to us; or
●
is rejected by us for any reason,
including when we believe it has been previously submitted or deposited with us
or with anyone else.
This is true even if you have made withdrawals against any
amount we have credited to your Account for the deposited item that was
returned or rejected.
We can also charge fees connected to the chargeback as
described in your Account Agreement and any other agreements you have with us.
6.12 Fees
There may be fees associated with your use of the MDC
Services. Please refer to Section 3.13 for all fee information.
6.13 Security
You are responsible for protecting your mobile device
against unauthorized use as well as any losses and damages from unauthorized
access. You will protect your mobile device, set up strong passwords and take
other reasonable security precautions to protect your mobile device from
unauthorized use. Always keep your passwords secret and remember that neither
we nor any of our employees or agents will ever ask for your password. If you
receive a communication from anyone requesting that you provide your password,
do not respond. We are not responsible or obligated for any of these security
precautions. If another person uses the MDC Services with your mobile device,
you will be responsible for their actions on the Account as well as anyone else
they allow to use your mobile device. This will be true even if you did not
want, or agree to, their use.
If your mobile device is lost or stolen, or if you believe
there has been unauthorized activity involving the MDC Services, tell us
immediately and promptly change
your password.
6.14 MDC Services Disruption
The MDC Services might not be available from time to time
due to maintenance, technical problems or other reasons. We are not responsible
if the MDC Services are not available. We cannot assume responsibility for any
technical or other difficulties or any resulting damages that you may incur. We
reserve the right to change, suspend, discontinue, or limit your use of the MDC
Services, in whole or in part, immediately and at any time without prior notice
to you.
6.15 Ownership and License
You agree that we retain all ownership and proprietary
rights in the MDC Services, associated content, technology, and website(s).
Your use of the MDC Services is subject to and conditioned upon your complete
compliance with this Agreement. Without limiting the effect of the foregoing,
any breach of this Agreement immediately terminates your right to use the MDC
Services. Without limiting the restriction of the foregoing, you may not use
the MDC Services:
●
in any anti-competitive manner;
●
for any purpose which would be
contrary to our business interests (as deemed by us in our sole discretion); or
●
to our actual or potential
economic disadvantage in any aspect.
You may not copy, reproduce, distribute or create
derivative works from the content and agree not to reverse engineer or reverse
compile any of the technology used to provide the MDC Services.
6.16 Indemnification and Limitation of Liability
You agree to indemnify, defend, and hold us, and any of
our services providers responsible for administering the MDC Services, harmless
from any losses incurred from (1) your breach of the Agreement, (2) a return of
a check deposit made using the MDC Services due to incomplete or incorrect
information provided, a closed account, or insufficient funds, and (3)
fraudulent activity.
YOU AGREE YOUR USE OF THE MDC SERVICES AND ALL INFORMATION
AND CONTENT (INCLUDING THAT OF THIRD PARTIES, INCLUDING OUR SERVICE PROVIDERS)
IS AT YOUR RISK AND IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE
DISCLAIM ALL WARRANTIES OF ANY KIND AS TO THE USE OF THE SERVICE, WHETHER
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. WE MAKE NO
WARRANTY THAT THE SERVICE WILL (i) MEET YOUR REQUIREMENTS, (ii) BE
UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (iii) PROVIDE ACCURATE OR
RELIABLE RESULTS.
You agree that neither we nor any service provider we use
to facilitate the MDC Services will be liable for any direct, indirect,
incidental, special, consequential, exemplary or punitive damages, including,
but not limited to, damages for loss of profits, goodwill, use, data or other
losses resulting from the use or the inability to use the Service incurred by
you or any third party arising from or related to the use of, inability to use,
or the termination of the use of the MDC Services, regardless of the form of
action or claim (whether contract, tort, strict liability or otherwise), even
if we have been informed of the possibility thereof.
6.17 Termination
We may terminate your access to the MDC Services for any
or not reason, including due to your material breach of this Agreement, your
fraudulent actions or omissions with respect to your use of the MDC Services,
if you become insolvent or file for bankruptcy, or if there is a change in the
Rules that govern your use of the MDC Services.
6.18 Third-Party Beneficiary
You acknowledge and agree that any third-party service
provider that facilitates your use of the MDC Services is a third-party
beneficiary of this Agreement and that the third-party service provider has the
right to directly enforce your obligations of this Agreement against you.
7.
Other Legal Terms and Conditions
Your
Account and your obligations under this Agreement are not transferable and not
assignable as collateral for a loan or for any other purpose. We may transfer
our rights under this Agreement.
If
we receive a levy, attachment, or other legal process against you
(collectively, “Legal Process”), we may refuse to permit withdrawals or
transfers from your Account until the Legal Process is dismissed or satisfied.
Any Legal Process will be subject to our right of set-off and security
interest. You are responsible for any losses, costs or expenses we incur as a
result of any dispute or legal proceeding involving your Account. If we receive
a claim against the funds in your Account, or if we know of or believe that
there is a dispute as to the ownership or control of funds in your Account, we
may, in our discretion: (1) place a hold on your Account and refuse to pay out
any funds until we are satisfied that the dispute is settled; (2) close your Account
and send the balance to the named account holder; (3) require a court order to
act; or (4) take any other action we feel is necessary to protect us. We will
not be liable to you for taking any such action.
EXCEPT
AS REQUIRED BY LAW, WE ARE NOT LIABLE FOR ANY CLAIMS, COSTS, LOSSES, OR DAMAGES
RESULTING DIRECTLY OR INDIRECTLY FROM OUR FAILURE TO ACT, OR ANY DELAY BEYOND
TIME LIMITS PRESCRIBED BY LAW OR PERMITTED BY THIS AGREEMENT IF SUCH FAILURE OR
DELAY IS CAUSED BY MAINTENANCE OR INTERRUPTION OR MALFUNCTION OF EQUIPMENT OR
COMMUNICATION FACILITIES, UNUSUAL TRANSACTION VOLUME, SUSPENSION OF PAYMENTS BY
ANOTHER FINANCIAL INSTITUTION, FIRE, NATURAL DISASTERS, ELEMENTS OF NATURE,
GOVERNMENT ACTION, ACTS OF WAR, TERRORISM OR CIVIL STRIFE, EMERGENCY
CONDITIONS, OR OTHER CIRCUMSTANCES BEYOND THE REASONABLE CONTROL OF THE BANK.
EXCEPT AS REQUIRED BY LAW, OUR LIABILITY TO YOU FOR A CLAIM IS LIMITED TO THE
FACE VALUE OF THE ITEM OR TRANSACTION, OR THE ACTUAL VALUE OF ANY FUNDS NOT
PROPERLY CREDITED OR DEBITED. IN NO EVENT WILL WE OR UNIT BE LIABLE FOR ANY
CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES EVEN IF YOU ADVISE US OF
THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT
AS REQUIRED BY LAW AND NOTWITHSTANDING ANYTHING TO THE CONTRARY, WE SHALL ONLY
BE RESPONSIBLE AND LIABLE FOR OUR OWN GROSS NEGLIGENCE OR WILLFUL MISCONDUCT IN
PERFORMING OUR OBLIGATIONS UNDER THIS AGREEMENT. WE SHALL NOT BE LIABLE TO ANY
THIRD PARTY OR FOR ANY ACT OR OMISSION OF YOURS OR ANY THIRD PARTY, INCLUDING,
BUT NOT LIMITED TO, THIRD PARTIES USED BY US IN EXECUTING ANY TRANSACTION
CONTEMPLATED BY THIS AGREEMENT OR PERFORMING A RELATED ACT AND NO SUCH THIRD
PARTY SHALL BE DEEMED TO BE OUR AGENT.
IN
ADDITION, EXCEPT AS REQUIRED BY LAW, BLUE RIDGE BANK, N.A. IS NOT LIABLE OR
RESPONSIBLE FOR ANY SERVICES OR FEATURES OF ANY ONLINE BANKING SERVICES
PROVIDED TO YOU BY THE COTERIE.ME, INC. WE ARE ALSO NOT LIABLE FOR ANY
UNAUTHORIZED ACCESS OF YOUR INFORMATION OR DATA BY A THIRD PARTY DUE TO YOUR
USE OF THIRD-PARTY COMMUNICATION CHANNELS NOT OFFERED BY US.
ALL
BANK SERVICES AND ACCOUNT FEATURES ARE PROVIDED “AS IS” AND “AS AVAILABLE”
WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE. WE DO NOT WARRANT THE BANK’S SERVICES OR ACCOUNT FEATURES WILL MEET
YOUR REQUIREMENTS, BE CONTINUOUS, UNINTERRUPTED, SECURE, TIMELY, OR ERROR-FREE,
OR THAT DEFECTS WILL BE CORRECTED.
You
agree to indemnify and hold us and our officers, directors, shareholders,
employees, successors, predecessors, representatives, principals, agents,
assigns, parents, subsidiaries and/or insurers harmless for any losses,
damages, suits and expenses, including reasonable attorneys’ fees, that we may
incur, without regard to the merit or lack thereof, arising out of, or related
in any way to (1) the matters set forth herein; (2) our taking any action or
not taking any action that we are entitled to take pursuant to this Agreement;
(3) any action or omission by you; or (4) our action or inaction in reliance
upon oral, written or electronic instructions or information from you.
Equally,
you agree to indemnify and hold Unit and its officers, directors, shareholders,
employees, successors, predecessors, representatives, principals, agents,
assigns, parents, subsidiaries and/or insurers harmless for any losses,
damages, suits and expenses, including reasonable attorneys’ fees, that we may
incur, without regard to the merit or lack thereof, arising out of, or related
in any way to (1) the matters set forth herein; (2) our taking any action or
not taking any action that we are entitled to take pursuant to this Agreement;
(3) any action or omission by you; or (4) our action or inaction in reliance
upon oral, written or electronic instructions or information from you.
We
have the right to set-off any liability, direct or contingent, past, present or
future that you owe against any account you have with us. This means that we
can take any funds in your Account or any other account you have with us to pay
any debt or liability you owe us. You also agree to grant us a security
interest in your Account to secure payment of any money that you owe to us or
will owe us arising under this Agreement or any other agreements with us. You
acknowledge that this security interest is consensual and in addition to any
right of set-off. We may exercise our security interest or right of set-off
without regard to the source of the funds in your Account or prior recourse to
other sources of repayment or collateral, even if it causes you to incur
penalties or suffer any other consequence. You waive any conditions or limits
to our right of set-off to the maximum extent permitted by law. We will notify
you if we exercise our right to set-off if required by law.
If
we take any action to collect debt incurred by you or other amounts you owe us
under this Agreement or defend ourselves in a lawsuit brought by you where we
are the prevailing party, you agree to reimburse us for our losses, including,
without limitation, reasonable attorneys’ fees, to the extent permitted by
applicable law. We may charge your Account for our losses without prior notice
to you.
We
may change this Agreement, or any fees and features of your Account, at any
time by posting an amended Agreement on The Coterie’s website, https://www.thecoterie.co/,
and any such amendment shall be effective upon posting. We
will give you advance notice of any change where required by law. We may
provide such notice to you with your statement, electronically, or by mail. Any
notice we provide to you will be binding and sent to the last (postal or
electronic) address in our records. We may change your address if we receive an
address change notice from the U.S. Postal Service. We may change or terminate
this Agreement without notice at our discretion or to comply with any appropriate
federal or state law or regulation.
If
we make any of our other banking services available to you in connection with
your Account, we may provide certain terms and conditions for those additional
services to you in a separate agreement or disclosure.
We
may waive or decline to enforce any of our rights under this Agreement without
obligating ourselves to waive such rights in the future or on any other
occasion. We may release any other person obligated under this Agreement without
affecting your responsibilities under this Agreement.
If
there is a conflict between this Agreement and any other document or statement
made to you concerning the Account, this Agreement will govern. If there is a
conflict between this Agreement and any other document or statement made to you
concerning any services or products other than the Account, the separate terms
and conditions applicable to that service or product will govern. Section
headings that appear in this Agreement are for convenience purposes only and
are intended to help you find information. They should not be construed as
affecting the meaning of the Agreement
If
any court or tribunal of competent jurisdiction determines that any provision
of this Agreement is illegal, invalid or unenforceable, the remainder of this
Agreement shall not be affected. To the extent permitted by law, the parties
waive any provision of law which prohibits or renders unenforceable any
provisions of this Agreement, and to the extent that such waiver is not
permitted by law, you and us agree that such provision will be interpreted as
modified to the minimum extent necessary to render the provisions enforceable.
All
actions relating to your Account and this Agreement will be governed by the
laws and regulations of the United States and the State of Virginia where your
Account will be opened, irrespective of conflict of law principles. You agree
that any dispute arising under this Agreement or relating in any way to your
relationship with us that is not arbitrated will be resolved in a federal or
state court located in Virginia and that you will be subject to such court’s
jurisdiction.
Except
where prohibited by law, you agree that you must file any lawsuit or
arbitration against us within two (2) years after the claim arises unless
federal or Virginia law, or another agreement you have with us, provides for a
shorter time. If federal or Virginia law requires a longer time period than the
time periods in this Agreement, you agree to the shortest time period permitted
under the law.
8. Arbitration and Waivers
BE
SURE THAT YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS
YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US.
You,
The Coterie.Me, Inc., and the Bank agree that the sole and exclusive forum and
remedy for resolution of a Claim be final and binding arbitration pursuant to
this Section 8 (the “Arbitration Provision”). As used in this Arbitration
Provision, “Claim” shall include any past, present, or future claim, dispute,
or controversy involving you (or persons claiming through or connected with
you), on the one hand, and us on the other hand, relating to or arising out of
this Agreement, and/or the activities or relationships that involve, lead to,
or result from this Agreement, including the validity or enforceability of this
Arbitration Provision, any part thereof, or the entire Agreement. Claims are
subject to arbitration regardless of whether they arise from contract; tort
(intentional or otherwise); a constitution, statute, common law, or principles
of equity; or otherwise. Claims include matters arising as initial claims,
counter‐claims, cross-claims, third-party claims, or otherwise. Please note
that you may continue to assert Claims in small claims court, if your Claims
qualify and so long as the matter remains in such court and advances only on an
individual (non-class, non-representative) basis. The scope of this Arbitration
Provision is to be given the broadest possible interpretation that is
enforceable.
This
Arbitration Provision is made pursuant to a transaction involving interstate
commerce and shall be governed by and enforceable under the Federal Arbitration
Act (the “FAA”). The arbitrator will apply substantive law consistent with the
FAA and applicable statutes of limitations. The arbitrator may award damages or
other types of relief permitted by applicable substantive law, subject to the
limitations set forth in this Arbitration Provision. The arbitrator will not be
bound by judicial rules of procedure and evidence that would apply in a court.
The arbitrator shall take steps to reasonably protect confidential information.
If
a claim arises, our goal is to address your concerns and, if we are unable to
do so, to provide you with a neutral and cost-effective means of resolving the
dispute quickly. You agree that before filing any claim in arbitration, you
will first submit your claim to us by email at help@thecoterie.me and provide
us with the opportunity to resolve your concern prior to initiating
arbitration.
The
party initiating arbitration shall do so with the American Arbitration
Association (the “AAA”) or Judicial Alternatives and Mediation Services
(“JAMS”). The arbitration shall be conducted according to, and the location of
the arbitration shall be determined in accordance with, the rules and policies
of the administrator selected, except to the extent the rules conflict with
this Arbitration Provision or any countervailing law. If you have any questions
concerning the AAA or would like to obtain a copy of the AAA arbitration rules,
you may call 1(800) 778-7879 or visit the AAA's web site at: www.adr.org. If you have any questions concerning JAMS or would like
to obtain a copy of the JAMS arbitration rules, you may call 1(800) 352-5267 or
visit their web site at: www.jamsadr.com.
In the case of a conflict between the rules and policies of the administrator
and this Arbitration Provision, this Arbitration Provision shall control,
subject to countervailing law, unless all parties to the arbitration consent to
have the rules and policies of the administrator apply. The arbitration will be
held in the United States county where you live or work, or any other location
we agree to.
If
we elect arbitration, we shall pay all the administrator's filing costs and
administrative fees (other than hearing fees). If you elect arbitration, filing
costs and administrative fees (other than hearing fees) shall be paid in
accordance with the rules of the administrator selected, or in accordance with
countervailing law if contrary to the administrator's rules. We shall pay the
administrator's hearing fees for one (1) full day of arbitration hearings. Fees
for hearings that exceed one day will be paid by the party requesting the
hearing, unless the administrator's rules or applicable law require otherwise,
or you request that we pay them and we agree to do so. Each party shall bear
the expense of its own attorneys' fees, except as otherwise provided by law. If
a statute gives you the right to recover any of these fees, these statutory
rights shall apply in the arbitration notwithstanding anything to the contrary
herein.
Within
thirty (30) days of a final award by the arbitrator, any party may appeal the
award for reconsideration by a three-arbitrator panel selected according to the
rules of the arbitrator administrator. In the event of such an appeal, any
opposing party may cross-appeal within thirty (30) days after notice of the
appeal. The panel will reconsider de novo all aspects of the initial award that
are appealed. Costs and conduct of any appeal shall be governed by this
Arbitration Provision and the administrator's rules, in the same way as the
initial arbitration proceeding. Any award by the individual arbitrator that is
not subject to appeal, and any panel award on appeal, shall be final and
binding, except for any appeal right under the Federal Arbitration Act (“FAA”),
and may be entered as a judgment in any court of competent jurisdiction.
NO
ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS
(INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM
OR CLAIMS THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED
(OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE
ACTIONS IN A COURT. Unless consented to in writing by all parties to the
arbitration, no party to the arbitration may join, consolidate, or otherwise
bring claims for or on behalf of two or more individuals or unrelated corporate
entities in the same arbitration unless those persons are parties to a single
transaction. Unless consented to in writing by all parties to the arbitration,
an award in arbitration shall determine the rights and obligations of the named
parties only, and only with respect to the claims in arbitration, and shall not
(a) determine the rights, obligations, or interests of anyone other than a
named party, or resolve any Claim of anyone other than a named party; nor (b)
make an award for the benefit of, or against, anyone other than a named party.
No administrator or arbitrator shall have the power or authority to waive,
modify, or fail to enforce this Section 8.7, and any attempt to do so, whether
by rule, policy, arbitration decision or otherwise, shall be invalid and
unenforceable. Any challenge to the validity of this Section 8.7 shall be
determined exclusively by a court and not by the administrator or any
arbitrator.
This
Arbitration Provision shall survive the termination of this Agreement. If any
portion of this Arbitration Provision other than Section 8.7 is deemed invalid
or unenforceable, the remaining portions of this Arbitration Provision shall
nevertheless remain valid and in force. If there is a final judicial
determination that applicable law precludes enforcement of this Arbitration
Provision’s limitations as to a particular claim for relief or particular term,
then that claim (and only that claim) or that term (and only that term) must be
severed from the Arbitration Provision and may be brought in court. If an
arbitration is brought on a class, representative, or collective basis, and the
limitations on such proceedings in Section 8.7 are finally adjudicated pursuant
to the last sentence of Section 8.7 to be unenforceable, then no arbitration
shall be had. In no event shall any invalidation be deemed to authorize an
arbitrator to determine Claims or make awards beyond those authorized in this
Arbitration Provision.
Except
as otherwise required by applicable law, if this Arbitration Provision is found
not to apply to you or your Claim, you and the Bank agree that any judicial
proceeding (other than small claims actions) will be brought in the federal or
state courts of Virginia. Both you and the Bank consent to venue and personal
jurisdiction there. We both agree to waive our right to a jury trial.
THE
PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT
BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS
ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY
KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A COURT
BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.