Business eBanking Terms and Conditions

Company:

This agreement ("Agreement") describes your rights and obligations as a user of the Business Online Banking service aka Business eBanking, Mobile Banking and Business Bill Payment service ("Services"). It also describes the rights and obligations of Citizens First Bank. Please read this Agreement carefully. By requesting and using these Services, you agree to comply with the terms and conditions of this Agreement.

 

Definitions:

The following definitions apply in this Agreement. "Business eBanking" is the Internet-based service providing access to your depository account(s); "Online Account" means any Citizens First Bank account from which you will be viewing or conducting transactions. "Password" is chosen by the user and is to be used exclusively by that user and is not to be shared with anyone other than that user; "Out-Of-Band Authentication (OOBA)" is a type of two factor authentication that requires a secondary verification method through a separate communication channel along with the typical ID and Password; "Time of Day" references are to Eastern Standard Time or Eastern Daylight Time, as applicable; "We" or "Us" refer to Citizens First Bank, which offers the Services and hold the accounts accessed by the Service.

 

Access to Services:

We will provide instructions and assistance on how to use the Business eBanking Service, Mobile Banking Service and Bill Payment Service. You will gain access to your Online Account through the use of your Internet-enabled device and your Internet Service Provider. Your sign-on information to Business eBanking will be:

• Company ID

• User ID

• User Password

For security purposes when logging into Business eBanking or Mobile Banking for the first time and each time you log in from a new computer or mobile device, you must choose to receive either a phone call or text to a number we have on file. You are solely responsible for any and all telephone charges (including mobile text and data fees) and internet service fees you incur in connection with your use of Service. You are solely responsible for providing accurate contact phone numbers. Bank shall have no obligation to audit, check or verify Customer phone numbers.

The Service is available 24 hours a day, seven (7) days a week; however, availability of the Services may be suspended for brief periods of time for purposes of maintenance, updating and revising the software.

The Bank's business days are Monday through Friday 8:00 am to 5:00 pm, excluding Federal Holidays. All Online Banking transaction requests received after 6:00 p.m. on business days (with the exception of other services that are offered and require their own application and agreement; times are outlined in those agreements) and all transactions which are requested on Saturdays, Sundays, or Federal Holidays on which the Bank chooses to remain closed, will be processed on the Bank's next business day.

 

Administrator:

Once the Bank establishes the Company in the Service, the Company must also name an Administrator for the Company. The Administrator will:

• Have full access rights to all accounts owned by the Company and will communicate directly with the Bank regarding the enablement of accounts and services through the Business eBanking service. (Outlined and defined under Services. Cash Management Services will require additional agreements which require Company Owner/Officer authorization).

• Add and delete company users and grant the users permissions to accounts and services.

• Add additional Administrator(s)

• Administer passwords for company users when they are locked out, have forgotten their password, etc.

• Train and assist company users on the use of the service

• Insure proper security controls are in place regarding the use of the service.

The Administrator will be responsible for user’s activity on the accounts. Therefore, it is imperative that the Company knows who the Administrator is and understands the role of the Administrator. If the Administrator is no longer with the Company, the Company must notify the Bank immediately to revoke/remove access.

 

Services:

An Administrator may add additional users to your Services and provide each with a unique User ID and Password. For each user the Administrator will designate the activity level, inquire or transactional, for each account under the Service. The Administrator may also designate another Administrator if warranted. The following services are automatically enabled for all Company Administrators (Administrators can further enable additional users for these services.)

Account Transfer Debit - User may make one-time transfers or schedule future/recurring transfers from one account to another account or loan held at Citizens First Bank. Administrator may choose what account each user may see.

Account Transfer Credit - User may make one-time transfers or schedule future/recurring transfers from one account to another account or loan held at Citizens First Bank. Administrator may choose what account each user may see.

Stop Payments - User may make a single stop payment or a stop payment on a range of checks on paper checks that have been written. The stop payment service cannot be used to stop Automated Clearing House (ACH) payments. Administrator may choose what account

each user may make a stop payment on. Stop payment requests are processed the same business day. To be effective, the described check information must be complete and accurate in order to identify the check and stop payments. The stop payment must identify the payee, the check number, the amount, and the date of the check. Prior to placing a stop payment, previous statements should be reviewed to ensure it has not yet been paid. Citizens First Bank will not be responsible for stop payments placed on previously paid checks. Stop payments are subject to the stop payment fee published in the Bank’s Schedule of Fees.

Online Statement Access - Online statements serve as electronic versions of your paper statements. Being able to view statements online provides a more secure level of information protection. By electing to receive statements online you agree to discontinue the delivery of paper statements. If you wish to view your statements online and receive paper statements you must contact the Bank directly at 352-751-9515, Option 1.

 

Enhanced Services:

Enhanced services are available upon request of the company and require Bank approval to access these additional Services.

Mobile Banking Access- Provides access to Business Accounts and allows users to perform a variety of banking functions from the convenience of a mobile device through a safe downloadable app. This service is subject to our Business Mobile Banking Enrollment Terms and Conditions

Mobile Deposit- Grants user access to deposit eligible items to accounts by capturing and transmitting an image of the item using their mobile device.

Business Bill Pay- A secure online payment service which allows users permission to make one-time or recurring bill payments from assigned business checking accounts.

Multiple Tax ID Number’s (TIN’s) - Provides access to multiple businesses with different TIN’s on the same Business eBanking log in. Company assumes all responsibility for erroneous or unauthorized transfers between any corporate accounts that are initiated through Business eBanking.

 

Cash Management Services:

All Cash Management Services are subject to underwriting and approval and require additional agreements between the company and the Bank.

ACH Origination* - Provides customer access to automated electronic ACH payments or ACH collections, using a template based, file upload, or a one-time ACH transaction model in accordance with the Bank’s approved company limits.**

Positive Pay* - Service used to assist in the identification of fraudulent checks. Using the service, the Company provides Bank with a list of issued checks including date of issue, serial numbers and amounts. Customer can submit a file upload or manually input entries. The customer is alerted to any exceptions and will be required to make decisions to pay or not-pay on any exceptions.

Wire Transfer* - Provides customer access to utilize one-time Wires or template based Wires governed by the Bank’s approved company limits. ** One-time wire transfers are performed on an as-needed basis. Template-based wires are based upon a pre-established template and intended for repetitive use.

*The Company must apply for these services and be approved. Once approved, the Administrator must designate users with setup and/or approval capabilities.

**Companies will be provided a "Company Limit" upon approval. It is up to the Administrator to set individual User limits.

 

Security:

All Business eBanking Users are responsible for keeping passwords and Online Account information confidential. In order to protect against fraud, all users should adhere to the following guidelines:

• Do not give out account information, Password or User ID;

• Do not leave PC or mobile device unattended while you are logged in to the Bank's Online Banking Site;

• Never leave account information within range of others; and

• Do not send privileged account information (account number, Password, etc.) in any public or general e-mail system.

If you know or believe your password or mobile device has been compromised, lost or stolen, or if you suspect any fraudulent activity on your account, call the Bank immediately at 352-753-9515 between the hours of 8:00 a.m. to 5:00 p.m., Monday through Friday, Federal Holidays excluded. Telephoning the Bank is the best way of minimizing your losses and liability.

If you know or believe your Password or mobile device have been compromised, lost or stolen, please use the Password change feature within the Business eBanking section of the website to change your Password.

 

Account Reconciliation:

The Company agrees to notify the Bank promptly of any discrepancy between the Company’s records and the information shown on any periodic statement or on Business eBanking. If the Company fails to notify the Bank within thirty (30) calendar days of receipt of a periodic statement containing such information, the Company agrees that the Bank shall not be liable for any other losses resulting from the Company’s failure to give such notice or any loss of interest equivalent with respect to any entry shown on such periodic statement, and the Company shall be precluded from asserting any discrepancy against the Bank.

If your statement shows transfers that you did not make:

If your statement shows transfers that you did not make, notify us immediately by calling 352-753-9515 between 8:00 a.m. and 5:00 p.m., Monday through Friday (Federal Holidays excluded) or writing us at:

Citizens First Bank

PO Box 1927

The Villages, FL 32158-1927

 

Electronic Mail (E-mail):

If you send the Bank an e-mail message, the Bank will be deemed to have received it on the following business day. You should not rely on e-mail if you need to report an unauthorized transaction from one of your accounts or if you need to stop a payment that is scheduled to occur.

• NOTE: E-mail transmissions outside of the Online Banking site are not secure. We advise you not to send us or ask for sensitive information such as account numbers, Password, account information, etc. via any general or public e-mail system. If you wish to contact us electronically, please use the secure e-mail contact provided within our Online Banking site. You may use this secure format to e-mail the Bank regarding inquiries about an electronic funds transfer error resolution, reporting unauthorized transactions, or contacting the Bank regarding other concerns of a confidential nature.

 

Business Bill Payment Service:

Description of Service. The Bill Payment Service permits you to use your Internet-enabled device to direct payments from your designated Business eBanking Bill Payment Account to third parties you wish to pay. Your Bill Payment Account must be a checking account. Through the Bill Payment Service, you can pay bills from your Bill Payment Account to other businesses or individuals.

All payments you make will be deducted from the checking accounts that you designate as your Bill Payment Accounts for the Bill Payment Service. Any payments you wish to make through this Service must be payable in U.S. dollars to a payee located in the continental United States. We reserve the right to restrict types of payees to whom payments may be made using the Service from time to time. You should not use the Bill Payment Service to make payments to settle securities purchases, payments to interest bearing accounts, tax payments, unlawful Internet gambling sites, or court ordered payments. Payments for these payees will be your sole responsibility if delayed or improperly processed or credited.

Scheduling Payments. Funds must be available in your Bill Payment Account on the scheduled payment date. A weekend or holiday may not be selected for a one-time payment; however if a recurring payment is selected for a payee and that date falls on a weekend or holiday, funds must be available in your Bill Pay Account the prior business day (e.g. Friday). .

You may choose to schedule regular recurring payments from a variety of varying frequency intervals. When you create a new payee in the Bill Payment Service please allow two (2) business days to set up the payee to receive payments. You should schedule a payment to a new payee at least ten (10) business days before any payment due date.

For all subsequent payments, you agree to allow at least four (4) to ten (10) business days between the date you schedule a payment to be initiated and the payment due date (that is, the due date shown on your invoice or provided in your agreement with the payee, not taking into account any applicable grace period). If the payment is an Automatic Clearing House (ACH) electronic payment, it may take up to four (4) business days to reach the payee. However, if the company or person that you are paying cannot accept an electronic payment, the Bill Payment Service will send a check that may take up to ten (10) business days. If you do not follow these time frames, you will be fully responsible for all late fees, finance charges or other actions taken by the payee. If you schedule your payment and follow all instructions provided, but the payment is not received by the payee in a timely manner, the Bank will work on your behalf to attempt to reverse any late fees or charges.

Payment Methods and Controls. After funds are withdrawn from your Bill Payment Account to make a payment, we may make the payment either by transferring funds electronically to the payee or by mailing the payee a check. We reserve the right to impose limits on the dollar amount(s) of payments and to change these limits at any time without prior notice to you.

No Duty to Monitor Payments. The Bank is only responsible for exercising ordinary care in processing and sending payments upon your authorization in accordance with this Agreement. The Bank will not be liable in any way for damages you incur for any of the following reasons:

• insufficient funds in your Bill Payment Account to make the payment on the processing date;

• delays in mail delivery;

• changes to the payee's address or account number unless we've been advised of the change in advance

• the failure of any payee to correctly account for or credit the payment in a timely manner, or

• any other circumstances beyond the control of the Bank.

For all entries made using the Services, the time recorded by the Online Banking Service will be considered the official time of the transaction.

If your Bill Payment Account does not have sufficient funds to make a payment as of the date the payment is debited from your account, the Bill Payment Service will automatically block your Bill Payment account for a minimum of three (3) business days and cancel all scheduled and in process payments during this period. Fixed payments scheduled for future dates will not be affected. If you do not have sufficient funds in the Account and the Bank has not exercised its right to reverse or reject a bill payment, you agree to pay for such payment obligations on demand. You further agree the Bank, at its option, may charge any of your accounts with the Bank to cover such payment obligations. The Bank or Bill Payment Service Provider shall have no obligation or liability if it does not complete a payment because there are insufficient funds in your account to process a payment. In all cases, you are responsible for either contacting the Bank at 1-800-707-1893 to either make alternate arrangements for the payment or reschedule the payment through the Service. If you have multiple bill pay accounts with the Banks chosen Bill Payment Service Provider, a collection on one account can cause a block on all bill pay accounts associated with said Provider.

Communications. The Bank shall have the right to remit, stop, cancel, and manage payments and ACH reissuance and returns as deemed most reasonable by us, and we may cancel payments, or block any Customer from initiating additional payments, at our reasonable discretion. Bank will use third party service provider for bill pay service and customer authorizes bill pay provider to contact Customer through mail, telephone and email. You expressly authorize Citizens First Bank and Complete Payment Recovery Services, Inc., and their affiliates to contact you, via auto-dialer, pre-recorded messages, or any other method, on any of your mobile phone numbers or emails. You further acknowledge that email addresses you provide are not shared or accessed by others.

Cancel or Change Payment Instructions. Payments must be changed or canceled using the Service prior to the transaction being initiated. If you ask us to cancel a payment after it is issued and we agree to do so, we may charge you a stop payment fee. Stop payment orders whether oral, written, or electronic, will be in effect for a period of six (6) months. If requested by the Bank, you will confirm any stop payment order in writing. After six (6) months, any stop payment will terminate and must be renewed in order to continue in effect. The Bank may pay any item that is presented following the lapse of any stop payment order.

No Signature Required. When any payment or other online Service generates items to be charged to your account, you agree that we may debit your Bill Payment Account without requiring your signature on the item and without prior notice to you.

Multiple Persons Accessing Bill Payment Accounts. If the Administrator designates more than one person for access to a Bill Payment account, each person will still have their unique user id and unique password but may choose from the same payee list.

 

Business Mobile Banking:

Access to your Accounts may be permitted through the Mobile System via a Downloadable App. You may obtain general information about the Accounts, including current balances, transactions and check images through the Mobile App. You may transfer funds between eligible Accounts and approve transactions that require authorization using the Mobile App. You must be enrolled in our Business Online Banking service, request and be approved for access to the mobile banking service, and download the mobile app before you can access account information using Business Mobile Banking Service.

You are responsible for obtaining and maintaining any equipment that is necessary for the Service, such as your Mobile Device. You agree to use equipment that is compatible with our programs, systems and equipment, which we may change from time to time, with or without notice. We are not responsible for any errors, failures, or malfunctions of your Mobile Device. The services are separate and apart from any other charges that may be assessed by your wireless carrier for text messages sent to or received from Citizens First Bank. You are responsible for any fees or other charges that your wireless carrier may charge for any related data or message services.

 

Term and Termination:

Term. This Agreement will become effective on the Effective Date and shall remain in full force and effect until termination in accordance with the following provisions.

Termination for Cause. We may immediately terminate your electronic banking privileges (including all affiliated Services) without notice to you under the following circumstances:

• you do not pay any fee required by this Agreement when due or

• you do not comply with the agreement governing your deposit or loan accounts or your accounts are not maintained in good standing.

• Fraudulent activity is suspected or detected on one or more of your accounts

We will promptly notify you if we terminate this Agreement or your use of the Services for any other reason.

Termination for Convenience. To terminate this Agreement, you must notify the Bank and provide your name, address, the Service(s) you are discontinuing, and the termination date of the Service(s). When Bill Payment is terminated, any prescheduled bill payments made through Online Banking will also be terminated. You may notify the Bank by one of the following methods:

• By sending an e-mail to elb@mycitizensfirst.com

• By calling (352) 753-9515, Option 1

• By writing a letter and either sending it to the following address: Citizens First Bank, Attention: e-Banking Department, P O Box 1927, The Villages, Fl. 32158-1927, or giving it to a Branch Manager at any of the Bank's locations.

If you are not paying a monthly service charge for the Service, we may convert your online access to inactive status if you do not sign on to the Service or have any transaction scheduled through the Service during any consecutive 9 month period. If your account is considered inactive, you must contact us to have the Service activated before you will be able to schedule any transaction through the Service.

 

Schedule of Fees

The Bank offers the benefits and convenience of access to the Business eBanking Service and Bill Payment Service to you at no cost. There are other services within Business eBanking that require an additional agreement, application and approval that have charges as outlined in their individual agreements.

 

Liability:

Our Liability. This section explains our liability to you only to the extent that any other agreements, notices or disclosures have not separately disclosed our liability. In no event shall we be liable to you for failure to provide access to your Business eBanking, Business Mobile Banking or Business Bill Payment services accounts. Unless otherwise required by applicable law, we are only responsible for performing the Business eBanking, Business Mobile Banking and Business Bill Payment services as delineated in this Agreement. We will be liable for the amount of any material losses or damages incurred by you and resulting directly from our gross negligence.

We will not be liable to you in the following instances:

• If through no fault of the Bank, you do not have enough money in your account to make the transfer.

• If circumstances beyond our control (such as fire, flood, power outage, equipment or technical failure or breakdown) prevents the transfer despite reasonable precautions that we have taken.

• If there is a hold on your account, or if access to your account is blocked, in accordance with banking policy.

• If your funds are subject to a legal proceeding or other encumbrance, restricting the transfer.

• If your transfer authorization terminates by operation of law.

• If you believe your user ID and/or password has been compromised, lost or stolen and you fail to notify the Bank immediately.

• If you have not properly followed the instructions on how to make a transfer.

• If we have received incomplete or inaccurate information from you or a third party involving the account or transfer.

• If we have a reasonable basis for believing that unauthorized use of your Password or account has occurred or may be occurring or if you default under this Agreement, the deposit account agreement, a credit agreement or any other agreement with us, or if we or you terminate this Agreement.

 

IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM OR ARISING OUT OF THIS AGREEMENT

Indemnification. You agree to indemnify, defend and hold us, our affiliate companies, directors, officers, employees and agents harmless against any third party claim, demand, suit, action or other proceeding and any expenses related to a Business eBanking, Business Mobile Banking or Business Bill Payment account.

Third Parties. We are not liable for any loss or liability resulting from any failure of your equipment or software, or that of an internet browser provider), by an internet access provider, or by an online service provider, nor will we be liable for any direct, indirect, special or consequential damages resulting from your access to or failure to access the Services.

Virus/Malware Protection. The Bank is not responsible for any electronic virus or malware that you may encounter. We suggest that you routinely scan your PC using a virus protection product and a malware protection product.

General Terms and Conditions:

Bank Agreements. In addition to this Agreement, you and the Bank agree to be bound by and comply with the requirements of the agreements applicable to each of your Online Accounts. Your use of the Services is your acknowledgment that you have received these agreements and intend to be bound by them. You should review other disclosures including the charges that may be imposed for electronic funds transfers or the right to make transfers listed in the fee schedules accompanying those disclosures and the fee schedule contained in this Agreement.

Changes and Modifications. The Bank may amend this agreement from time to time upon written notice to the Customer. In the event that performance of services under this Agreement would result in a violation of any present or future statute, regulation or governmental policy to which the Bank is subject, then this Agreement shall be amended to the extent necessary to comply with such statute, regulation or policy. Alternatively, the Bank may terminate this Agreement if it deems such action necessary or appropriate under the circumstances. The Bank shall have no liability to the Customer as a result of any such violation, amendment or termination. Any practices or course of dealings between the Bank and the Customer, or any procedures or operational alterations used by them, shall not constitute a modification of this Agreement or the Rules, nor shall they be construed as an amendment to this Agreement or the Rules.

Assignment. We may assign this Agreement to an affiliate of the Bank or any successor in interest in the event of a merger, reorganization, change of control, acquisition or sale of all or substantially all assets of the business to which this Agreement is related without the other party's prior written consent.

Notices. Unless otherwise required by applicable law, any notice or written communication given pursuant to this Agreement may be sent to you electronically.

Disclosure of Information. We will only disclose information to third parties about your account or transfers you make under the following circumstances:

• Where it is necessary for the provision of Business eBanking and for completing transfers.

• In order to comply with government or court orders, or other reporting requirements.

• If you give us your permission.

• To the bank’s affiliated companies.

Miscellaneous. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof. This Agreement will be governed by and construed in accordance with the laws of the state of Florida excluding that body of laws pertaining to conflict of laws. If any provision of this Agreement is determined by a court of law to be illegal or unenforceable, such provision will be enforced to the maximum extent possible and the other provisions will remain effective and enforceable. All disputes relating to this Agreement are subject to the exclusive jurisdiction of the courts of Florida and the parties expressly consent to jurisdiction and venue thereof and therein. The parties confirm that this Agreement and all related documentation is and will be in the English language. The application of the United Nations Convention on Contracts for the International Sale of Goods is hereby expressly waived and excluded.