Online Banking Terms & Conditions

By accepting this Agreement, I agree that I have read and will abide by the terms and conditions stated below. I also agree that Marquis Bank does not need to provide me with an additional paper (non-electronic) copy of this Agreement unless specifically requested. Further, I understand that a copy of this Agreement can be printed by using my browser’s print command and a printer.

This agreement and disclosure (“Agreement”) governs the use of the Marquis Online Banking Services (“Services”) that Marquis Bank (“us” and “Bank”) makes available to its customers (“you”). Each person (i) who signs Marquis Bank’s signature card for an account accessed through the Services, (ii) who is referenced on Marquis Bank’s records as an owner of an account accessed through the Services, or (iii) who is an authorized user of an account accessed through the Services (hereinafter, jointly and severally referred to as “you”) agrees to be bound by these terms. By accessing the Services you acknowledge, consent and agree to the terms and conditions of this Agreement. The terms and conditions described in this Agreement are in addition to all other disclosures and agreements you have received relating to your accounts with the Bank.

1. Services.

Online banking is a service provided to you by Marquis Bank which permits you to access your accounts with the Bank in order to transfer funds, check the status of your accounts, or, if available, pay bills. Provision of any and/or all Services described herein is conditioned upon your request for each Service and the Bank’s approval of that request. No Service is automatically provided for you. If you request additional Services in the future they will also be governed by this Agreement, unless we advise you otherwise.

2. Equipment.

You can access these services through the use of a personal computer and an Internet Service Provider. You are responsible for providing and maintaining any equipment that is necessary for the Service, such as telephones, terminal, modems and computers. You agree to use equipment that is compatible with our programs, systems and equipment, which we may change from time to time. We assume no responsibility for the defects or incompatibility of any computers or software that you use in connection with the Services, even if we have previously approved their use. WE MAKE NO WARRANTY, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF FITNESS FOR ANY PARTICUALR PURPOSE OR OF MERCHANTABILITY WITH RESPECT TO THE SERVICES OR ANY COMPUTER PROGRAMS, EQUIPMENT OR SOFTWARE MADE AVAILABLE TO YOU. You agree to notify us promptly if any software or equipment we provide to you becomes defective. Our sole responsibility (if any) in such instances will be to repair or replace the defective software or equipment.

You agree to comply with the terms of any software license(s) provided to you in connection with the Services. You may not transfer, distribute copy, reverse, compile, modify or alter such software. Unless otherwise agreed by us in writing, the computer programs, Service guides, security procedures, software and systems provided to you in connection with the Services represent or are proprietary property and must be returned upon request.

3. Accounts.

In order to use the Services you must be an existing deposit account customer of Bank. If you are not currently a customer of the Bank but would like to utilize this service please stop by the Bank and an account officer will be happy to open an account for you and provide you with any details related to this product. Current customers of the Bank may access and utilize the Service after reading and accepting the terms and conditions of this Agreement.

You will designate the accounts that you wish to access with the Services. You will need to designate certain accounts for specific purposes in connection with some of the Services. If you link more than one checking account, for example, you will need to specify which accounts will be utilized for payment and transfer through the Service. Any account which you access through the Service is hereafter referred to as the “Account” or Accounts”.

4. Online Banking Services.

Online Banking is a service provided to you by Bank which permits you to access your accounts to transfer funds, check the status of your accounts, or, if available, pay bills. You can access these services through the use of a personal computer and an Internet Service Provider.

The Online Banking system has been designed to allow you to manage your accounts from a personal computer. Depending on the services requested, you will be able to:

  • Transfer funds between accounts;
  • View a summary of your accounts, including loans, held at the Bank;
  • Access information regarding deposits, checks, electronic debits and credits, and ATM transactions

You may use the Online Banking System to contact us by electronic mail (e-mail). The Bank may not receive the e-mail immediately so if there are instances that need immediate attention, please contact us directly.

Since each individual has a personal user name and password, no transfers or payment may be made from any account that requires more than one signature. Banking business days are Monday through Friday, excluding Saturday, Sunday and Federal holidays. You may access Account information through Online Banking 24 hours a day, 7 days a week, except for interruptions due to maintenance or matters beyond the Bank’s control. Transactions initiated on your computer using Online Banking and received by the Bank by 4:00P.M. EST Monday through Friday will be effective on the current business day. Funds transfers processed on your computer using Online Banking and received after 4:00P.M. Monday through Friday or all day Saturday, Sunday and Banking holidays may be effective the following business day.

Any charges or fees associated with your accounts have been provided to you in the Bank’s Fee Schedule and all deposit agreements apply to the Online Banking system. If these charges or fees are amended at any time, you will be notified by mail of the changes.

The Bank reserves the right to terminate your accounts and the use of the Online Banking system at any time. Upon termination the Bank will make no further transfers or payment from your account, including any transaction you have previously authorized.

5. Access to Account Data.

Some of the Services provide you with balance and other account information. Since certain information and transactions may not be reflected in the system until after the close of our business day, some transactions may not be reflected until the next banking day. Posted items may be reversed due to insufficient funds, stop payment orders, legal process, and other reasons. Certain balances also may not be subject to immediate withdrawal. We assume no responsibility for any loss arising from incomplete information or for any temporary interruption in our information system. If you are unable to access our system for any reason, you can contact your branch /officer for loan and deposit information.

6. Reliance on Third Parties.

Our ability to provide certain Services (e.g., in connection with electronic data interchange) is dependent upon our ability to obtain or provide access to third party networks. In the event any third party network is unavailable or we determine, in our discretion, that we cannot continue providing any third party network access, we may discontinue the related Service or may provide the Service through an alternate third party network. In such situations, we will have no liability for the unavailability of access. We will not be responsible for any services you receive from third party vendors.

7. Security Procedures.

You will utilize a unique User ID and password (collectively, a “Security Code”) to access the Services (the “Security Procedure”). To protect your financial information Bank offers an additional level of security known as Advanced Login Authentication. The process requires that users accessing the system for the first time, or during any login at a future date from a different device or web location to complete an additional layer of security.

Advanced Login Authentication uses the phone channel to obtain a one-time passcode to confirm authentication. The solution offers both SMS Text and Voice Interaction. Advanced Login Authentication provides fraud detection and a higher level of accuracy in detecting legitimate customers. Because of the effectiveness of this solution, most customers will pass the Device Profiling evaluation and log in with just a user ID and password, with no additional layer of security required.

For your protection, we may supplement the Security Procedure from time to time, without prior notice. You agree to: (a) comply with the procedures that we provide to you; (b) take reasonable steps to safeguard the confidentiality and security of the Security Code, and any other proprietary property or information we provide to you in connection with the Services; (c) closely and regularly monitor the activities of employees who access the Services; and notify us immediately if you have any reason to believe the security or confidentiality required by this provision has been or may be breached. 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 made by you or others, even if we take certain actions from time to time to do so.

You agree to change the passwords you assign to persons authorized to access your Account through the Service on a regular basis, but no less frequently than every 90 days. You agree to change your temporary passwords promptly after you are given access to the Services for the first time and whenever anyone who has had access to your security code is no longer employed or authorized by you to use the Services. We may require you to change your Security Code at any time. We may deny access to the Services without prior notice if we are unable to confirm (to our satisfaction) any person’s authority to access the Services or if we believe such action is necessary for security reasons.

Each time you make a transfer or payment through the Service, you warrant that our Security Procedures are commercially reasonable. (You recognize that Security Procedures may vary from Service to Service based on the normal size, type, and frequency of your transaction using that Service.). If you utilize the Services for Business Accounts, you or your Administrator may be allowed to set transaction limitations and establish internal controls. Your failure to set such limitations and implement such controls increases your exposure to, and responsibility for, unauthorized transactions. You agree to be bound by any transfer or payment order we receive through the Services, even if the order is not authorized by you, if it includes your Security Codes or is otherwise processed by us in accordance with our Security Procedures.

8. Online Bill Payment Service.

This Service allows you to obtain information about your accounts and transactions, communicate with us electronically, and make payment to others.

  1. Bill Payments. You may make payment to others from one or more of your designated checking accounts with us. If you link more than one checking account to the Services, you must specify which account you wish to use in making payments.

  2. Eligible Payees. We reserve the right to determine who may be a payee of online payments. You may not use the Service to pay taxes. Payments may be made only to payees located in the United States,

  3. Initiating Payments. To initiate a payment, you must specify the person or business you are paying, the date for processing your payment, the amount to be paid, and (if you have one) your account number with the payee. We may modify the payee address to accommodate special processing requirements. We will send your payment to the payee either by transferring the funds electronically or by mailing a check to the payee. Checks, electronic payment, withdrawals, or other instruments drawn on your account will be paid by the Bank in any order decided by the Bank.

  4. Automatic Recurring Payments. You may use bill payment function to arrange for the automatic payment of bills that have a fixed frequency and amount. Once your automatic bill payment arrangements are established, we will make the payments without further request by you. If the payment due date for an automatic payment falls on a weekend or holiday, the payment may be made the following business day.

  5. Charging Your Account. When we receive a payment request through the Service, you authorize us to charge your designated account on the date prior to the date we process the payment (e.g., the day we initiate payment by an ACH entry or other electronic means). We may treat online checks with the same effect as if you signed them. We may, but shall not be obligated, to complete any payment which would result in an overdraft to your Account. The payment will be deducted from your account and either transferred electronically or sent by check to the payee you have named. Your authorization in this manner allows the Bank to process these payments without your signature. You may not stop the payment of an online check once the payment has been posted to your account.

  6. Scheduling Bill Payments. Our online system will ask you to specify a “Process Date” for each payment. Since we cannot initiate a payment by check or ACH transfer earlier than the business day following our receipt of your instruction, you may select any business day other than the current date as the Process Date. Although we may be able to pay certain payees electronically within three business days of the Process Date, it may take longer for payments sent by mail, depending on the location of the payee and the speed of the mail. It is your responsibility to request that payments be made in such a manner that they will be received in time. You are solely responsible for any damages, such as late charges, that may be imposed as a result of any error in your instructions or your failure to identify the correct Process Date and transmit your payment instructions to us in a timely manner. To ensure that critical or time-sensitive payments are received on time, you should consider establishing Process Dates (especially for payees that will receive payments by mail) well in advance of the payment due date.

  7. Cancelling Bill Payments. If you make a mistake or decide to cancel a payment order you have entered in our system you can cancel it on the same day by sending us a cancellation request prior to our then-current cutoff hour for such requests.

10. Online Funds Transfer.

You can make immediate transfers between your linked deposit Accounts. All such transfers are subject to the terms of these Online Funds Transfer provisions.

You can also transfer funds between certain line of credit Accounts and your deposit Accounts. Transfers are not permitted from one line of credit Account to another line of credit Account.

  1. Authorization to Charge Accounts. You are responsible for all transfers you or your authorized representatives’ make using the Service. You authorize us to debit your designated account(s) for any transactions accomplished through the use of the Service (including the transfer of funds from another deposit account or overdraft line of credit that provides overdraft protection, if you have one of those services in effect). You agree that we may comply with transfer instructions entered by any one person using an authorized User ID and Password, notwithstanding any provision that may be contained in other account documentation purporting to require more than one signature to withdraw funds from the account.

    If you permit another person to use your Security Code or fail to maintain the confidentiality and security of your User ID or Password, you are responsible for transfers, payments or advances made from the Accounts through the Service, even if that person exceeds your authorization.

  2. Types of Transfers. You can transfer funds between your linked Checking, Savings and Money Market Accounts. (For more information on transfers from a Money Market or Savings Account, please see the section below titled Restrictions on Transfers from Savings/Money Market Accounts.) All such transfers are effective when you complete the transaction online.

  3. Availability and Limits on Transactions. There is a maximum dollar limit on any transfer equal to the available balance in your account. We may impose other transaction limits from time to time. You agree to have sufficient available funds in the account from which you wish to transfer funds on the date you enter the transaction.

  4. Restrictions on Transfers from Savings and Money Market Accounts. Under Federal Regulation, you may make an unlimited number of deposits or transfers into a savings or money market account; however, you may make no more than six transfers or withdrawals per month out of a money market account or savings accounts (Not counting transactions made at ATMs or at a bank office). Transfers made by telephone, personal computer or funds automatically transferred from a savings or money market account to another deposit account for overdraft protection are counted toward the six total permitted monthly transfers or withdrawals. If your transactions exceed the legal limit, we will charge you a fee for each such transaction in excess of the legal limit and continued excess activity will result in limitation or termination of this service.

  5. Insufficient Funds to Complete Transfer. If your account does not have sufficient funds to complete a transfer as of the date the transfer is scheduled to be made, the transfer may not be completed, but if we do complete the transfer as an accommodation to you, you are responsible for any overdraft created.

  6. Correcting or Canceling Your Transfer. You can correct information about a transfer before you send us the information. You cannot cancel your transfer after it has been entered in Marquis Online Banking and the information has been transmitted to us.

  7. Documentation and Verification of Transfers. The date and amount of transfers made through the Service will be shown on the Transaction History screen of Marquis Online Banking, and will also be shown on your printed statements for the accounts from which and to which the transfer is made.

11. Amending/Cancelling a Transaction.

Unless this Agreement provides otherwise, you do not have a right to cancel or amend a payment or transfer instruction once we have received it. If we attempt to reverse a transaction at your request, we assume no liability for any interest or losses that result if the reversal is not affected. Requests to cancel a transaction must state the exact amount (dollars and cents) of the transaction you wish to stop. You agree to indemnify, defend, hold harmless and reimburse us for all expenses, losses, claims, actions, proceedings and damages we incur in effecting or attempting to effect any reversal. You are solely responsible for providing notice to the receiver/beneficiary that a reversal is being transmitted and the reason for the reversal no later than the settlement date of the reversing entry.

12. Our Rejection of Transaction.

We may refuse any transfer or payment instruction without cause or prior notice.

13. Notice of Returned Payments or Transfers.

We may notify you electronically, in writing, by telephone, or otherwise if any funds transfer is rejected or returned (e.g., by the ACH) for any reason. We will not be obligated to credit your account with any interest, unless the return is caused by our failure to properly execute your instruction.

14. Unauthorized Transactions.

We may process any payment or transfer instruction (including an amendment or cancellation instruction) that we believe is transmitted or authorized by you if your account is accessed through the Service in accordance with the Security Procedure. The instructions will be deemed effective as if made by you, and you will be obligated to pay us in the amount of such transactions, even though they are not transmitted or authorized by you.

We may elect to verify the authenticity or content of any instruction, as an alternative security procedure, by placing a call to any authorized signer on your account or any other person designated by you for that purpose. If we are unable to verify an instruction to our satisfaction, we may reject the instruction.

Personal accounts

To the extent a transaction is an electronic fund transfer from a Personal Account only, the following rules apply: You can lose no more than $50 if you notify us within two Business Days of discovering any unauthorized use of the Services or your Access Information. However, you can lose as much as $500 if you do not notify us within two Business Days of discovering the unauthorized use and we can prove that we could have stopped the unauthorized use had we been notified. If you do not report unauthorized transactions that appear on any of your periodic statements within 60 days after such statements are mailed or electronically transmitted to you, you risk unlimited losses on transactions made after the 60 day period if we can prove that we could have prevented the unauthorized use had we been notified within this 60 day period. If extenuating circumstances, such as a long trip or hospital stay, kept you from telling us, the time periods in this section may be extended. 6

You agree to assist us in our efforts to recover any funds that were transferred or paid without your permission.

IN CASE OF ERRORS OR QUESTIONS ABOUT FUNDS TRANSFERS OR BILL PAYMENTS MADE THROUGH THE SERVICES

In case of questions or errors about funds transfers or bill payments made through the Services, you must do one of the following: Call us at (305) 443-2922 or write to us at 355 Alhambra Circle, Suite 1200, Coral Gables, Florida 33134 ATTN: Deposit Operations.

With respect to any statements you receive from us that reflect transactions you performed while using the Services, if you think your statement is wrong or if you need more information about a transaction listed on the statement, we must hear from you no later than 60 days after we sent the FIRST paper or online statement on which the problem or error appeared.

To report an error you must:

  • Tell us your name and Account number.
  • Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.
  • Tell us the dollar amount of the suspected error.

If you tell us verbally, we may require that you send us your complaint or question in writing within 10 business days. We will determine whether an error occurred within 10 business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 45 days to investigate your complaint or question. If we decide to do this, we will credit your Account within 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 10 business days, we may not credit your Account. For errors involving new accounts, we may take up to 90 days to investigate your complaint or question. For new accounts, we may take up to 20 business days to credit your Account for the amount you think is in error. We will tell you the results within three business days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

With respect to any bill payments made using Online Bill Pay, if we have reasonable proof, within our sole discretion, that the Payee has received your bill payment, we will not credit your account, it being understood that we are not responsible for any Payee’s failure to credit your payment promptly upon receipt. We will make reasonable efforts to work with the Payee to resolve the issue on your behalf. In our investigation of any such bill payment transactions, we will request from the Payee a refund of any interest and/or fees which you may have been wrongly assessed, provided that we will have no obligation to further pursue such request if the Payee denies such request. You will be notified of the final resolution.

15. Transactions Limits and Safeguards.

You agree not to exceed the Service transaction limits which we may establish from time to time for your Account. You agree that you will not allow anyone to initiate transfer or payment instructions on your behalf without proper supervision and adequate safeguards, and that you will review pending payment and transfer instructions prior to their submission to us to ensure that they are complete, accurate and properly authorized.

16. Electronic Mail/Internet.

If you send us electronic mail (“e-mail”), we may not receive or review it immediately. We will have a reasonable time to act upon any e-mail request or notice, and reserve the right to reject any transaction or request received by e-mail. You acknowledge that, even though e-mail may be encrypted, we cannot ensure that it will not be intercepted or affected by the actions or omissions of others, such as third party networks or persons with access to the Internet. As such, we recommend that you not send account data or other sensitive information to us by e-mail.

Your use of the Internet will be entirely at your own risk. We make no representation, warranty or endorsement with respect to: (a) information placed on the Internet by third parties; (b) the security or continued availability of the Internet or of any Internet website, including without limitation, our web site; or (c) the services, products or information made available over the Internet by others whose sites may be accessed directly or indirectly, as a result of our Services. Our service providers and we assume no responsibility for viruses created by third parties or for any third party’s unauthorized access to, or use of, your computer system.

You agree that: (a) Internet services are provided to you on an “as is” basis without warranties of any kind; (b) we, our affiliates(if any),Internet service providers, and licensors will not be liable for any errors, defects in, or the untimeliness or lack of authenticity of, any information provider over the Internet; (c) you will comply with all laws applicable to your Internet activities; (d) you will not transmit any information which is defamatory, abusive, or which may give rise to civil liability; (e) we may monitor your e-mail and Internet communication with our employees; and (f) our Internet Service will be subject to the additional qualification and operating rules, if any, set forth on the web site.

17. Cutoff Hours.

A number of our Services are subject to processing cutoff hours (Eastern Time): 4:00 p.m. Monday through Friday. Instructions received after the cutoff hour or on a non-business day may be deemed received as of the next business day. Our business days are Monday through Friday, excluding holidays. Services may occasionally be unavailable due to needed maintenance or system/network interruptions.

18. Limitation of Liability.

Except as otherwise stated in this Agreement, we will be liable to you only for damages arising directly from our intentional misconduct or gross negligence in the performance of the Services. We will not be responsible for any loss, delay, cost, or liability which arises, directly or indirectly, in whole or in part, from: (a) your actions or omissions, or those of third parties that are not within our immediate and reasonable control; (b) your negligence or breach of any agreement with us; (c) any ambiguity, inaccuracy or omission in any instruction or information provided to us; (d) any error, failure or delay in the transmission or delivery of data, records or items due to a breakdown in any computer or communications facility; (e) accidents, strikes, labor disputes, civil unrest, fire, flood, water damage (e.g., from the fire suppression systems), or acts of God; (f) causes beyond our reasonable control; (g) the application of any government funds-transfer system rule, guideline, policy or regulation; (h) the lack of available funds in your Account to complete a transaction; (i) our inability to confirm to our satisfaction the authority of any person to act on your behalf; or (j) your failure to follow any applicable software manufacturer’s recommendations or our Service instructions. There may be other exceptions to our liability, as stated in your deposit or other Service agreements with us.

We will not be responsible under any circumstances for special, indirect, or consequential damages that you incur as a result of our actions or omissions, even if we are aware of the possibility for such damages. Our liability and your remedy for actual costs and losses resulting from our actions and/or omissions, whether the claim is in contract or tort, will not exceed six times the average monthly charge for the Service(s) in question for the three months immediately preceding the cost or loss.

Any claim, action or proceeding by you to enforce the terms of this Agreement or to recover for any Service-related loss must be commenced within one year from the date that the event giving rise to the claim, action or proceeding first occurs. You agree to cooperate with us in any loss recovery efforts we undertake to reduce any loss or liability that arises in connection with your Services.

You acknowledge that our Service fees have been established in contemplation of: (a) these limitations on our liability; (b) your agreement to review statements, confirmations, and notices promptly and to notify us immediately of any discrepancies or problems; and (c) your agreement to assist us in any loss recovery effort.

19. Indemnification.

You agree to indemnify, defend and hold us, our affiliates, and subsidiaries (if any), and our respective directors, officers, employees and agents, harmless from and against any claim, damage, loss, liability and cost (including, without limitation, attorney’s fees) of any kind which results directly or indirectly, in whole or in part, from: (a) our actions or omissions, if they are in accordance with your instructions or the terms of this Agreement; or (b) the actions or omissions of you, your agents or employees.

20. Arbitration.

At your or our request, any claim or controversy that arises out of or relates to this Agreement or the Services will be submitted to arbitration in accordance with the terms of your deposit agreement with us.

21. Statements and Notices.

Information on transfers to or from your accounts will be reflected on your periodic statements and will be available to you on-line. We are not required to provide you with any other notice of the receipt, transmittal or debiting of funds transfer or bill payments.

You agree to notify us immediately if you discovery (a) any error or discrepancy between your records and the information we provide to you about your accounts or transaction (e.g., in a statement, confirmation, or electronic report); (b) unauthorized transactions involving any account; (c) a breach in the confidentiality of the Security Codes or User Guide; or (d) other problems related to the Services. You must send us a written notice of any discrepancy or other problem, including a statement of the relevant facts, within a reasonable time (not to exceed 15 days from the date you first discover the problem or receive information reflecting the problem, whichever occurs first). If you fail to notify us within 15 days, you agree that, in addition to any other limitations on our liability: (a) in the case of an erroneous funds transfer, you will be liable for all losses up to the amount thereof (as well as any loss of interest), that result from your failure to give us such notice or that might have been prevented by your giving us such notice; and (b) in the case of an unauthorized funds transfer, we will not be liable for any loss of interest that results from your failure to give us such notice or which might have been prevented by your giving us such notice.

Unless otherwise agreed, notices required by this Agreement must be in writing. Notices to you may be mailed or sent to you electronically at statement, email, or mailing address shown for you in our deposit or Service records. Notices to us must be mailed or delivered to us at 355 Alhambra Circle Suite 1200 Coral Gables, Florida 33134, Attn: Deposit Operations.

22. Your Records.

This Agreement and the Services are not intended to relieve you of any obligation imposed by law or contract regarding the maintenance of records or from employing adequate audit, accounting and review practices. You agree to retain and provide to us, upon request, all information necessary to remake or reconstruct any deposit, transmission, file or entry until thirty (30) business days following receipt by us of the deposit, file, entry, transmission, or other order affecting an account.

23. Termination.

You or we may terminate this Agreement as to some or all of the Services, with or without cause, by giving 30 days prior notice to the other party. We may suspend or terminate your Services or this Agreement immediately and without prior notice if: (a) you breach any agreement with us; (b) we believe the confidentiality of your Security Code may be compromised; (c) we have reason to believe that an unauthorized transaction has taken or may take place involving any of your Accounts or any of the Services; (d) any representation or warranty made by you is or should become untrue; (e) you become insolvent or the subject of a bankruptcy, receivership, or dissolution proceeding; (f) we believe that any transaction initiated through the Service is or may be illegal; or (g) we are uncertain as to any person’s authority to give us instructions regarding your accounts or the Services. The termination of this Agreement will not affect the rights or obligations of the parties that arise prior to termination.

24. Additional Services

Additional services may be made available to consumer or business accounts through Online Banking. Accessibility to any of these services is subject to prior approval of the Bank and will require completion of additional agreements and other documents required for each of those services to be completed by you and accepted by the Bank before each service is activated. Access to those services is subject to the terms and conditions of the applicable agreement and to the terms of this Marquis Online Banking Services Agreement and Disclosure.

25. Miscellaneous Terms.

1.Agents. You will be solely responsible for the acts and omissions of your agents and employees. You agree to indemnify, defend and hold us harmless from any actions, claims proceeding, damages, losses and costs which you or we incur as a result of their actions or omissions.

2.Amendments. We may amend (add to, delete or change) the terms of this Agreement, the Service fees, and User Guides by providing you with prior notice. We may amend our security procedures without prior notice if immediate changes are required for security reasons or the changes do not have a material effect on your use of the Services.

3.Florida Law. This Agreement will be governed by and construed in accordance with the laws of the state of Florida without reference to Florida’s conflict of law provisions.

  1. Compliance with Laws. You agree to comply with all applicable laws and regulations when using the Services. You agree not to initiate any wire transfer, ACH entry or payment that would violate the economic sanctions administered by the U.S. Treasury’s Office of Foreign Assets Control.

  2. Entire Agreement. This Agreement supplements (and supersedes where inconsistent) the terms of your deposit agreement with us. Together, they constitute the entire agreement between you and us with respect to the Services.

  3. Financial Review. You agree to provide us with a financial statement or information on your financial condition upon your request.

  4. Monitoring of Communications. You Agree on behalf of yourself, your employees and agents that we may monitor and record your telephone and electronic communications in connection with the Services at any time, without further notice to you or any party to the communication.

  5. No Assignment. We may assign our rights and delegate our duties under this agreement to a company affiliated with us or to a third party. You may not assign any right or delegate any obligation under this Agreement without our prior written consent.

  6. No Third Party Beneficiaries. This Agreement is made for the exclusive benefit of you and us. No third party has any rights under this Agreement.

  7. No Third Party Use. Unless you have our prior written consent, you may not use those Services to process transactions for third parties or permit others to initiate Service transactions on your behalf.

  8. Overdrafts. When you transmit a transfer or payment request to us, you authorize us to charge your account for the amount indicated. If your account does not have sufficient available funds, we may reject the transaction. Our allowance of any overdraft will not obligate us to honor future overdrafts at a later time, and we may refuse to do so without cause or prior notice. We may charge a fee for each payment or transfer request presented against insufficient available funds.

  9. Security Interest. You grant us a security interest in your Bank accounts to secure the repayment of any overdraft or the obligation that you incur under this Agreement.

  10. Validity. If any provision of this Agreement is found to be void or invalid, the remainder of this Agreement will remain in full force and effect.

  11. Waivers. Any waiver by us must be in writing to be effective. Our waiver if any right will not be deemed a waiver of other rights or of the same right at another time.

By accepting the electronic version of this Agreement, you agree that Marquis Bank may make agreements with you concerning the Service through electronic means. You provide your authorization and informed consent to the electronic disclosures, alert notifications and the delivery of electronic records selected for your Accounts as described in this Agreement. All agreements entered into by electronic means will be deemed valid, authentic, and shall have the same legal effect as agreements entered into on paper. You will be deemed to have received any electronic messages or disclosures sent to you if such messages or disclosures are sent to the latest email address you have provided to Marquis Bank.