Legal

Direct Services Agreement

Personal accounts — Terms & Conditions

This agreement (the “Agreement”) outlines the terms and conditions governing the Depositor's use of Direct Services (defined below). The Financial Institution does not offer Direct Services other than in accordance with these terms and conditions. By requesting and using Direct Services, the Depositor acknowledges their acceptance of these terms and conditions.

In consideration of the Financial Institution providing access to any of the Depositor's Accounts using Direct Services, the Depositor agrees as follows:

1. INTERPRETATION

Any defined term used in this Agreement, defined in the singular, is deemed to include the plural and vice versa.

“Access Terminal” means any device used to access any of the Depositor's Accounts, including without limitation an ATM, a computer, a portable hand-held device, or a telephone including any form of mobile telephone.

“Account” means any of the Depositor's accounts or subaccounts (if applicable) that the Depositor may have now or in the future, at the Financial Institution.

“Account Agreement” means the agreements for the operation of the Account.

“ATM” means an automated teller machine.

“Biller” means a person who uses the EDP Services to deliver bills and invoices to their customers electronically.

“Central 1” means Central 1 Credit Union.

“Contaminant” means a computer virus, worm, lock, mole, time bomb, Trojan horse, rootkit, spyware, keystroke logger, or any other malicious code or instruction which may modify, delete, damage, disable, or disrupt the operation of any computer software or hardware.

“Debit Card” means a card, including a Smart Card, issued by the Financial Institution that allows the holder of the card to deposit cash and/or Instruments or withdraw cash from the Account through an ATM, authorize Transactions on the Account through an ATM, and that operates like an Instrument to purchase goods and services from merchants.

“Depositor” means the customer or member of the Financial Institution who holds the Account with the Financial Institution authorized by the Financial Institution for Direct Services.

“Direct Services” means the services offered by the Financial Institution from time to time that let the Depositor access the Account using an Access Terminal. However, Direct Services do not include card services such as debit cards or smart cards, including those provided by a Third Party.

“EDP Services” means an electronic mail service provided by EPO Inc. (doing business as epost™) that facilitates the delivery of bills and invoices from Billers to their customers using Direct Services.

“Eligible Bill” means a bill that is of a class specified by a by-law, a Rule, or a standard made under the Canadian Payments Act, and defined therein as an ‘eligible bill’. For greater certainty, under this Agreement, an Eligible Bill supporting an Official Image, must be a paper-based Instrument, complete and regular on its face, immediately payable to the Depositor as payee, and be either a cheque, bank draft, or credit union official cheque, denominated in Canadian Dollars or US Dollars and drawn on a financial institution domiciled in Canada or the United States, as and if applicable. For the purposes of this Agreement, third party Instruments that were either delivered to the Depositor with the payee in blank or endorsed over to the Depositor and post-dated Instruments shall not qualify as Eligible Bills. Further, any Instrument that has been in any way transferred to the Depositor from anyone other than the drawer, endorsed over to the Depositor, or altered after being drawn shall not qualify as an Eligible Bill.

“EMT Answer” means the word or phrase created by the sender of a money transfer and used by the recipient to claim or decline the money transfer using EMT Services.

“EMT Contact Information” means the electronic contact information, including without limitation an email address or telephone number, used in sending and receiving of a money transfer using EMT Services.

“EMT Notice” means the electronic notice sent to the recipient of a money transfer, when such money transfer is sent using EMT Services. The EMT Notice may be read by using an Access Terminal.

“EMT Services” means the money transfer service provided by Acxsys Corporation that facilitates the sending and receiving of money transfers (using including without limitation email or telephone) through Direct Services to and from Participating Financial Institutions, and/or the Acxsys Corporation payment service.

“External Account” means an account held at another Canadian financial institution; an Investment Industry Regulatory Organization of Canada registrant; a card issuer; or an entity eligible for membership with the Canadian Payments Association, being an account in the Depositor’s name or on which the Depositor has the authority to independently authorize Transactions.

“Financial Institution” means the financial institution set out in the Account Agreement.

“Instrument” means a cheque, promissory note, bill of exchange, order for payment, securities, cash, coupon, note, clearing item, credit card slip for processing, other negotiable instrument, or item of deposit or withdrawal of a similar nature and its electronic equivalent, including electronic debit instructions.

"Interac e-Transfer® Answer" means the word or phrase created by the sender of a money transfer and used by the recipient to claim or decline the money transfer using Interac e-Transfer Services.

"Interac e-Transfer® Contact Information" means the electronic contact information, including without limitation an email address or telephone number, used in sending and receiving of a money transfer using Interac e-Transfer Services.

"Interac e-Transfer® Notice" means the electronic notice sent to the recipient of a money transfer, when such money transfer is sent using Interac e-Transfer Services. The Interac e-Transfer Notice may be read by using an Access Terminal.

"Interac e-Transfer Services" means the moeny transfer service provided by Interac Corp. that facilitates the sending, requesting, and receiving of money transfers (using without limitation email or telephone) through Direct Services to and from Participating Financial Institutions, and Interac Corp. payment service.

“Notice Contact Information” means the contact information, including, without limitation, postal address, email address, fax number, or telephone number, provided by the Depositor to, and accepted by, the Financial Institution, through which the Financial Institution gives written notice to the Depositor in accordance with this Agreement.

“Notification” means a written notification generated by or on behalf of the Financial Institution that provides, to the Depositor, notice of a pending or completed Transaction or a summary of the balance of the Account, including notifications issued by email or SMS text messages to any of the Depositor’s Notice Contact Information.

“Official Image” means an electronic image of an Eligible Bill, either created in accordance with the provisions of this Agreement or that otherwise complies with the requirements to permit negotiation and clearing of that Eligible Bill in accordance with the by-laws, standards, or Rules of the Canadian Payments Association.

“Online Payment Service” means the online payment service provided by Interac Corp. (doing business as INTERAC Online) that facilitates the sending and receiving of money through Direct Services and Interac Corp. to Participating Financial Institutions for the purchase of goods and services from Participating Merchants.

“PAC” means the personal access code or word used with Direct Services to access an Account.

“PAD” means a Preauthorized Debit.

“Participating Financial Institution” means a financial institution participating in Interac e-Transfer Services, Online Payment Services, or Western Union Services, as the case may be.

“Participating Merchant” means a merchant that offers the Online Payment Service as an online payment option on the merchant’s website.

“PFM Service” means the financial management service provided by a Third Party PFM Service provider, Yodlee, Inc., which may be accessed through Direct Services, that allows the Depositor to consolidate management of the Account with management of External Accounts or other financial information, assets, and liabilities outside the Financial Institution, linked to Direct Services through the PFM Service provider or input by the Depositor, and such other financial management services as may be offered from time to time by the PFM Service provider or the Financial Institution.

“PIW” means the personal identification word used in connection with Remote Instructions.

“Preauthorized Debit” means a Transaction debiting the Account that is processed electronically by a financial institution in accordance with the Depositor's written request.

“Remote Deposit Service” means the remote deposit capture service provided by the Financial Institution and Central 1, and accessed through Direct Services, that allows the Depositor, using an Access Terminal and/or any other means authorized by the Financial Institution in its sole discretion from time to time, to create, transmit, and receive to the benefit of the Financial Institution an Official Image for deposit to the Account.

“Remote Instructions” means instructions given to the Financial Institution with respect to the operation of the Account from a remote location, using a computer, portable hand-held device, telephone, mobile telephone, fax, via the Financial Institution's online banking system, email, text message transmission, or other remote communication acceptable to the Financial Institution in order to operate the Account or authorize Transactions and make arrangements with the Financial Institution.

“Rules” means the regulations, by-laws, rules, and standards of the Canadian Payments Association, also referred to as Payments Canada, or any successor organization therof, in effect from time to time.

“Smart Card” means a Debit Card that has an embedded integrated circuit that can process data and protect the cardholder from fraudulent use.

“Third Party” means any person, firm, corporation, association, organization, or entity other than the Financial Institution or Central 1.

“Transaction” means any transaction processed to or from the Account.

2. ​PERSONAL INFORMATION

The Financial Institution may collect, use, and disclose the Depositor's personal information in order to provide financial services and products to the Depositor, to verify or determine the Depositor's identity, and to comply with legal and regulatory requirements, all in accordance with this Agreement and the privacy policies of the Financial Institution. The Financial Institution may obtain, collect, use, and release confidential Depositor information as permitted or required by law or in a court proceeding or with the Depositor's consent or as necessary to process Transactions. If the Depositor subscribes for PFM Services, special terms and conditions will also apply, as more particularly set forth in the PFM Schedule for Consent and Disclosure for PFM Service (“PFM Special Terms”) attached to and forming part of this Agreement.

3. ​USE OF SERVICES

The Depositor may use Direct Services to access any permitted Account and to authorize such Transactions as may be permitted by the Financial Institution from time to time, commencing upon the day these terms and conditions are accepted by the Depositor and the Depositor's request for Direct Services is approved by the Financial Institution. The Depositor cannot use Direct Services to authorize Transactions on an Account that otherwise requires more than 1 authorization (i.e. with multiple signature requirements) unless prior authorization is received in writing and with the Financial Institution's approval. The Financial Institution may, from time to time, add to or delete from the types of use permitted and Direct Services offered.

In connection with Direct Services, the Depositor agrees to provide true, accurate, current, and complete information about the Depositor, the Account, and any External Account when required by the Financial Institution. Further, the Depositor agrees to notify the Financial Institution of any changes to such information within a reasonable period of time.

4. ​SERVICE CHARGES AND FEES

The Depositor will pay fees incurred on the Account, including, without limitation, fees imposed by a Third Party. The Depositor will pay the service charges that the Financial Institution establishes, from time to time, for Direct Services, including, without limitation, service charges for providing records regarding the Depositor that the Financial Institution is legally required to provide. The Depositor acknowledges receipt of a schedule of the Financial Institution's charges for Direct Services in effect at the time of acceptance of this Agreement. The Financial Institution may, from time to time, increase or decrease the service charges for Direct Services and provide notice of such changes by sending a notice to the Depositor's last known Notice Contact Information, by posting notice at the Financial Institution's premises or on the Financial Institution's website, by personal delivery, or by any other means the Financial Institution, acting reasonably, considers appropriate to bring the change to the attention of the Depositor. Current service charges for Direct Services may be obtained by contacting the Financial Institution or through the Financial Institution's website. The Depositor is responsible for determining the then current service charges for Direct Services they request, in advance of requesting those services. By requesting Direct Services the Depositor acknowledges their agreement to pay service charges for the Direct Services requested by them then in effect. The Financial Institution can deduct service charges from the Account (or other accounts of the Depositor with the Financial Institution) when the service is requested or performed. New or amended service charges and fees will become effective on the earlier of the stated effective date following publication, when the service is requested or performed, or when incurred, and in any event, no later than 30 days after publication by the Financial Institution.

5. ​AVAILABILITY OF DIRECT SERVICES

The Depositor acknowledges that the availability of Direct Services depends on telecommunications systems, computer hardware and software, and other equipment, including equipment belonging to the Financial Institution, Central 1, and Third Parties and that there is no guarantee or obligation to provide continuous or uninterrupted service. The Financial Institution and Central 1 are not liable for any cost, loss, damage, injury, inconvenience, or delay of any nature or kind whatsoever, whether direct, indirect, special, or consequential, that the Depositor may suffer in any way arising from non-continuous or interrupted service or the Financial Institution or Central 1 providing or failing to provide Direct Services, or from the malfunction or failure of telecommunication systems, computer hardware or software, or other equipment or other technical malfunctions or disturbances for any reason whatsoever, nor are the Financial Institution or Central 1 liable for any lost, incomplete, illegible, misdirected, intercepted, or stolen messages, or failed, incomplete, garbled, or delayed transmissions, or online failures (collectively, “Interruption Claims”), even if the Depositor has advised the Financial Institution of such consequences. The Depositor releases and agrees to hold harmless the Financial Institution and Central 1 from any and all Interruption Claims.

6. AUTHORIZATION FOR TRANSACTIONS

The Depositor acknowledges and agrees that:

  1. using the PAC to authorize a Transaction constitutes authorization of that Transaction in the same manner as if authorization was given by the Depositor in person or as otherwise contemplated or permitted by the Account Agreement;
  2. the Depositor will be bound by each such Transaction; and
  3. once the PAC has been used to authorize a Transaction, the Transaction cannot be revoked or countermanded.

The Depositor irrevocably authorizes and directs the Financial Institution to debit or credit, as the case may be, the amount of any Transaction to the Account, together with any service charges or fees, authorized using the PAC, the PIW, in person by the Depositor, or as otherwise contemplated or permitted by the Account Agreement, in accordance with the normal practices of the Financial Institution, which may be amended from time to time without notice.

7. ​PAC AND PIW CONFIDENTIALITY

The Financial Institution can assign and/or require the Depositor to select and use a PAC and/or PIW in connection with this Agreement. The Depositor agrees to keep the PAC and PIW confidential and will only reveal them to authorized Financial Institution agents or officers when required by the Financial Institution. The Depositor agrees not to record the PAC or PIW in any format or medium. The Depositor can change the PAC or PIW at any time. The Depositor agrees to change the PAC or PIW if and when required by the Financial Institution. The Depositor acknowledges that the PAC and/or PIW must be changed if there is a change in the persons authorized to provide Remote Instructions on the Account.

The Depositor is responsible for all use of the PAC and/or PIW and for all Transactions on the Account authorized using Direct Services.

The Depositor acknowledges that the Financial Institution may, from time to time, implement additional security measures, and the Depositor will comply with all instructions and procedures issued by the Financial Institution in respect of such security measures. The Depositor is aware of the risks of unsolicited email, telephone calls, and text message transmissions from persons purporting to be representatives of the Financial Institution. The Depositor agrees not to respond to such unsolicited communications and will only initiate communications with the Financial Institution either through the Financial Institution's Internet banking website or through the Financial Institution's published contact information as shown on the Financial Institution's website.

If the Depositor discloses the PAC to a Third Party, and if the Financial Institution becomes aware of such disclosure, the Financial Institution may, in its sole discretion, waive the confidentiality requirements described in this article 7, PAC and PIW Confidentiality, but only if such disclosure is for a reputable personal financial management service similar to that described in article 29, Personal Financial Management. Notwithstanding any such waiver, the Depositor acknowledges and agrees that the Depositor remains responsible for all use of the PAC by the Third Party.

8. ​REMOTE INSTRUCTIONS

The Depositor may provide Remote Instructions to any branch of the Financial Institution as permitted by the Financial Institution, online through the Direct Services web portal, or through the Financial Institution's telephone banking service, if any. The Remote Instructions may concern the Account maintained at that branch, or concern other Transactions and arrangements conducted at or with that branch.

The Financial Institution may, but will not be obliged to, act on Remote Instructions received in the name of the Depositor along with any requisite PAC and/or PIW, if any, to the same extent as if the Remote Instructions were written instructions delivered to the Financial Institution by mail and signed by the Depositor authorized to operate the Account. Any such Remote Instructions are deemed genuine.

The Financial Institution may, in its sole discretion, acting reasonably, delay acting on or refuse to act on any Remote Instruction.

A Remote Instruction is deemed received by the Financial Institution only when actually received and brought to the attention of an authorized officer of the Financial Institution capable of acting upon and implementing the Remote Instruction.

Remote Instructions can be transmitted to the Financial Institution at the telephone or fax number or email address provided by the Financial Institution, or at such other telephone or fax number or email address as the Financial Institution may advise the Depositor by notice in writing, or online through the Direct Services web portal. Any of the persons that constitute the Depositor may act alone and provide Remote Instructions to the Financial Institution, even if 2 or more signatures are otherwise required to operate the Account. The Financial Institution, acting reasonably, is entitled to assume that any person identifying himself or herself as the Depositor is in fact the Depositor, and can rely upon such, and the Financial Institution may act on the Remote Instructions provided by any such person. All Remote Instructions given to the Financial Institution in the name of the Depositor will bind the Depositor.

9. ​VERIFICATION AND ACCEPTANCE OF TRANSACTIONS BY THE FINANCIAL INSTITUTION

All Transactions are subject to verification and acceptance by the Financial Institution and, if not accepted, or if accepted but subsequently determined to be in error or otherwise improper or unauthorized, the Financial Institution may, but is not obliged to, reverse them from the Account. Verification may take place at a date later than the date the Depositor authorized the Transaction, which may affect the Transaction date. Notwithstanding any other provision herein, if at any time the Financial Institution, acting reasonably, ever determines that a credit made to or traced to the Account was made in error or based upon a mistake of fact, or induced through or in any way tainted by fraud or unlawful conduct, the Financial Institution may place a hold on the credit and/or reverse the credit and any applicable interest.

​10. FINANCIAL INSTITUTION RECORDS 

The Financial Institution's records of all Transactions will be deemed to be correct and will be conclusive and binding on the Depositor. All Transactions will appear on the regular statements of account for the Account.

If the Depositor believes or suspects that the records of the Financial Institution contain an error or omission, or reflect unauthorized Account activity, the Depositor must give immediate written notice to the Financial Institution, and in any event, must do so within the time provided in the Account Agreement.

A copy of any fax or email message or other Remote Instructions or the Financial Institution's notes of any Remote Instructions given by telephone may be entered into evidence in any court proceedings as if it were an original document signed by the Depositor. The Depositor will not object to the admission of the Financial Institution's or Central 1's records as evidence in any legal proceeding on the grounds that such records are not originals, are not in writing, are hearsay, or are documents containing information extracted from a computer, and all such records will be conclusive evidence of the Remote Instructions in the absence of documentary recorded evidence to the contrary.

In the absence of evidence to the contrary, the records of the Financial Institution are conclusive for all purposes, including litigation, in respect of any other matter or thing relating to the state of the Accounts between the Depositor and the Financial Institution in respect of any Transaction.

11. ​LIABILITY FOR ERRORS AND OMISSIONS

If the Financial Institution makes an error or omission in recording or processing any Transaction, the Financial Institution is only liable for the amount of the error or omission if the Depositor has not caused or contributed to the error or omission in any way, has complied with this Agreement and the Account Agreement, and has given written notice to the Financial Institution within the time provided in the Account Agreement, and to the extent the liability is not otherwise excluded by this Agreement or the Account Agreement.

If the Depositor has given such notice, the Financial Institution's maximum liability is limited to the amount of the error or omission. In no event will the Financial Institution be liable for any delay, inconvenience, cost, loss, or damage (whether direct, special, indirect, exemplary, or consequential) whatsoever caused by, or arising from, any such error or omission.

12. ​EXCLUSION OF FINANCIAL INSTITUTION RESPONSIBILITY

The Financial Institution is not responsible for any loss or damage suffered or incurred by the Depositor except to the extent caused by the gross negligence or intentional or wilful misconduct of the Financial Institution, and in any such case the Financial Institution will not be liable for any indirect, special, consequential, or exemplary damages (including, but not limited to, loss of profits) regardless of the cause of action and even if the Financial Institution has been advised of the possibility of such damages. In no event will the Financial Institution be liable for any cost, loss, or damage (whether direct, indirect, special, or consequential) suffered by the Depositor that is caused by:

  1. the actions of, or any failure to act by, the Depositor, or any Third Party (and no Third Party will be considered to be acting as an agent for the Financial Institution unless expressly authorized to do so for that purpose);
  2. the inaccuracies in, or inadequacies of, any information furnished by the Depositor to the Financial Institution, including, but not limited to any failed, duplicative, or erroneous transmission of Remote Instructions;
  3. the failure by the Financial Institution to perform or fulfill any of its obligations to the Depositor, due to any cause beyond the Financial Institution's control; or
  4. forged, unauthorized, or fraudulent use of services, or forged, unauthorized, or fraudulent instructions or Instruments, or material alteration to an instruction, including Remote Instructions.

13. ​RISKS AND DUTIES

Except for loss caused exclusively by the Financial Institution's gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement or the Account Agreement, the Depositor assumes all risk of loss due to the use of Direct Services, including, without limitation, the risk of Third Party fraud. The Depositor further agrees that they will notify the Financial Institution immediately:

  1. of any suspected or actual misuse or unauthorized use of the PAC and/or PIW;
  2. orif the PAC and/or PIW becomes known to anyone other than the Depositor;
  3. andif the Depositor receives Notification of any Transaction affecting the Account that alerts the Depositor of Account activity that was not authorized by them.

The Depositor will change the PAC and/or PIW if either of the notification requirements above in a) or b) arises.

The notification requirement above in b) does not apply if the Depositor has disclosed the PAC to a Third Party for a personal financial management service similar to that described in article 29, Personal Financial Management.

The Depositor acknowledges that the Depositor is responsible for all use made of the PAC and/or PIW and that the Financial Institution is not liable for the Depositor's failure to comply with any part of this Agreement. The Depositor is liable for all authorized and unauthorized use, including all Transactions. The Depositor is also liable for all fraudulent or worthless deposits made into the Account. Without limiting the generality of the foregoing, the Depositor expressly acknowledges and agrees that they shall be bound by and liable for any use of the PAC or PIW by a member of the Depositor's household.

The Depositor is liable for all transfers to linked accounts. The Depositor bears all risk for all such Transactions.

Where the Depositor knows of facts that give rise or ought to give rise to suspicion that any Transactions, or instructions in respect of the Account, or Instruments deposited to the Account are fraudulent, unauthorized, counterfeit, or induced through or in any way tainted by fraud or unlawful conduct, or otherwise likely to be returned to the Financial Institution or found invalid for any reason, the Depositor has a duty to make reasonable inquiries of proper parties into such Transactions, instructions, or Instruments, as the case may be, to determine whether they are valid authorized Transactions, instructions, or Instruments, as the case may be, before negotiating or, alternatively, accessing any funds derived from such Transactions, instructions, or Instruments, and to disclose to the Financial Institution, the Depositor's suspicion and the facts upon which the Depositor's suspicion is based (“Suspicious Circumstances”).

The Financial Institution may, in its sole discretion, investigate any Suspicious Circumstances disclosed by the Depositor, but the Financial Institution does not owe the Depositor any obligation to undertake its own investigation of Suspicious Circumstances. The Financial Institution may place a hold on all or some of the Depositor's Accounts pending investigation of any improper use of any Account. Any hold imposed by the Financial Institution pursuant to any of the terms of this Agreement, or investigation undertaken by the Financial Institution, is imposed or undertaken by the Financial Institution at the Financial Institution's sole discretion and for the Financial Institution's sole benefit.

Release of a hold by the Financial Institution is not a confirmation that a Transaction, instruction, or Instrument is in fact good and may not be relied upon as such by the Depositor. If, to the satisfaction of the Financial Institution, any improper use is established, the Financial Institution can withdraw or suspend Direct Services and/or operation of the Account without notice.

14. ​RIGHTS FOR INNOCENT BREACH

Subject to the provisions of this Agreement and the Account Agreement:

  1. if the Depositor did not reveal the PAC and/or PIW to any other person, other than authorized Financial Institution agents or officers when required by the Financial Institution, or write it down or otherwise record it, and changed the PAC and/or PIW when required by this Agreement, the Depositor will not be liable for any unauthorized use that occurs after the Financial Institution has received written notice from the Depositor that the PAC and/or PIW may have become known to someone other than the Depositor. The Financial Institution will not be considered to have received written notice until the Financial Institution gives the Depositor written acknowledgement of receipt of such notice; and
  2. the Financial Institution will not otherwise be liable for any damages or other liabilities that the Depositor may incur by reason of the Financial Institution acting, or failing to act, on Remote Instructions given in the name of the Depositor whether or not the Depositor actually gave the Remote Instructions. The Financial Institution will not be liable for any damages or other liabilities that the Depositor may incur by reason of the Financial Institution acting, or failing to act, on no statement requests made by the Depositor through Direct Services whether or not the Depositor actually gave the Remote Instructions.

15. ​PROCEDURES FOR ADDRESSING UNAUTHORIZED TRANSACTIONS AND OTHER TRANSACTION PROBLEMS

In the event of a problem with a Direct Services Transaction or an unauthorized Direct Services Transaction, the Depositor will report the issue immediately to the Financial Institution. The Financial Institution will investigate and respond to the issue on a timely basis. The Financial Institution will not unreasonably restrict the Depositor from the use of the Account subject to dispute, as long as it is reasonably evident that the Depositor did not cause or contribute to the problem or unauthorized Transaction, has fully cooperated with the investigation, and has complied with this Agreement and the Account Agreement. The Financial Institution will respond to reports of a problem or unauthorized Transaction within 10 business days and will, within a reasonable period of time thereafter, indicate what reimbursement, if any, will be made for any loss incurred by the Depositor. Reimbursement will be made for losses from a problem or unauthorized Transaction in this time frame provided that the Depositor has complied with this Agreement and on the balance of probabilities it is shown that the Depositor took all reasonable and required steps to:

  1. protect the confidentiality of the PAC and PIW as required by this Agreement and the Account Agreement;
  2. use security safeguards to protect against and detect loss, theft, and unauthorized access as required by this Agreement and the Account Agreement; and
  3. act immediately, upon receiving a Notification of, or becoming aware of, an unauthorized Transaction, to mitigate against further loss and report the issue to the Financial Institution.

16. ​ACCESS TERMINAL SECURITY

If Direct Services are made available through the Internet or a telephone service provider, the Depositor acknowledges that, although the Financial Institution uses security safeguards to protect against loss, theft, and unauthorized access, because of the nature of data transmission, security is not guaranteed and information is transmitted at the risk of the Depositor. The Depositor acknowledges and shall ensure that any private Access Terminal used to access Direct Services is auto-locked by a password to prevent unauthorized use of the Access Terminal, has a current anti-Contaminant program, and a firewall, and that it is his or her personal responsibility to reduce the risk of Contaminants or online attacks and to comply with this provision. The Depositor further acknowledges that to reduce the risk of unauthorized access to the Account through the Access Terminal, the Depositor will sign out of Direct Services and, where applicable, close the browser when finished using it. The Depositor further acknowledges that using public or shared computers and Access Terminals, or using Access Terminals in a public place, or through an open WiFi or shared Bluetooth portal, to access Direct Services increases the risk of unauthorized access to the Account, and will take all reasonable precautions to avoid such use or inadvertent disclosure of the PAC and/or PIW.

17. ​FRAUD PREVENTION AND DETECTION

The Depositor agrees to maintain appropriate security controls and procedures to prevent and detect thefts of Instruments, or losses due to fraud or forgery involving Instruments, or fraudulent or unauthorized Transactions.

The Depositor further agrees to diligently supervise and monitor the conduct and work of all agents having any role in the preparation of the Depositor’s Instruments, the Depositor’s reconciliation of the statement of account for the Account, or other banking functions.

18. ​LINKS 

If Direct Services are made available through the Internet, the Financial Institution's website may provide links to other websites, including those of Third Parties who may also provide services to the Depositor. The Depositor acknowledges that all those other websites and Third Party services are independent from the Financial Institution's and may be subject to separate agreements that govern their use. The Financial Institution and Central 1 have no liability for those other websites or their contents or the use of Third Party services. Links are provided for convenience only, and the Depositor assumes all risk resulting from accessing or using such other websites or Third Party services.

19. T​HIRD PARTY SERVICES

The Financial Institution and Central 1 may, from time to time, make services provided by Third Parties available through Direct Services or the Financial Institution's website. The Depositor acknowledges and agrees that:

  1. the Financial Institution and Central 1 make the services of Third Parties available through Direct Services or the Financial Institution's website for the convenience of Depositors. The services are provided by the Third Party and not the Financial Institution or Central 1. The Depositor's relationship with the Third Party shall be a separate relationship, independent of the relationship between the Depositor and the Financial Institution and Central 1, and such a relationship is outside the control of the Financial Institution and Central 1;
  2. the Financial Institution and Central 1 make no representation or warranty to the Depositor with respect to any services provided by a Third Party even though those services may be accessed by the Depositor through Direct Services or the Financial Institution's website;
  3. the Depositor assumes all risks associated with accessing or using the services of Third Parties;
  4. the Financial Institution and Central 1 have no responsibility or liability to the Depositor in respect of services provided by a Third Party;
  5. any dispute that relates to services provided by a Third Party is strictly between the Depositor and the Third Party, and the Depositor will raise no defence or claim against the Financial Institution and/or Central 1; and
  6. the Proceeds of Crime (Money Laundering) and Terrorist Financing Act and Regulations may apply to the services provided by Third Parties and that the Third Parties may, from time to time, adopt policies and procedures to address the reporting, record-keeping, client identification, and ongoing monitoring requirements of that legislation.

20. ​INDEMNITY 

The Depositor agrees to indemnify and hold the Financial Institution and its service providers and Central 1 and all of their connected parties, including, without limitation, their respective agents, directors, officers, employees, affiliates, and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liabilities and costs, including, without limitation, reasonable legal fees and expenses incurred by the Indemnified Parties in connection with any claim or demand arising out of or connected to the Depositor's use of Direct Services. Depositors must assist and cooperate as fully as reasonably required by the Indemnified Parties in the defence of any such claim or demand. The disclaimers, liability exclusions, liability limitations, and indemnity provisions in this Agreement survive indefinitely after the termination of this Agreement and apply to the extent permitted by law. Without limiting the foregoing, the Depositor will indemnify and save the Indemnified Parties harmless from and against all liability, costs, loss, expenses, and damages, including direct, indirect, and consequential, incurred by the Indemnified Parties as a result of:

  1. any of the Indemnified Parties making Direct Services available to the Depositor;
  2. any of the Indemnified Parties acting upon, or refusing to act upon, Remote Instructions;
  3. any of the Indemnified Parties acting upon, or refusing to act upon, no statement requests made by the Depositor through Direct Services;
  4. any Transaction that results in a negative balance in the Account; or
  5. the consequences of any Transaction authorized by the Depositor.

This indemnity will enure to the benefit of the Indemnified Parties and will be binding upon the Depositor and the Depositor's heirs, executors, successors, and assigns and shall survive the termination of this Agreement for any act or omission prior to termination as gives rise to an indemnified claim, even if notice is received after termination.

21. ​DIRECT SERVICES ACKNOWLEDGEMENT

The Depositor acknowledges and agrees that:

  1. when transfers and bill payments are authorized through Direct Services, funds are deemed irrevocably transferred out of the Account and the Transaction cannot be revoked or countermanded by the Depositor;
  2. anyone with access to the PAC and/or PIW may be able to access Direct Services and may use the PAC and/or PIW to transfer money out of an Account, set up bill payment arrangements, make bill payments, and authorize any other Transaction;
  3. the Financial Institution will not be liable in any way to the Depositor or any other person for processing or accepting on the Account any Transaction that results in the transfer of money out of the Account or in the payment of bills, even if the money is used for the benefit of a person other than the Depositor, or if bills owed by a person other than the Depositor are paid;
  4. the Depositor will be liable for all Transactions conducted using Direct Services, including Transactions that benefit a person other than the Depositor or that result in the payment of bills owed by a person other than the Depositor; and
  5. a copy of an electronic communication is admissible in legal proceedings and constitutes the same authority as would an original document in writing.

22. ​NO STATEMENT REQUEST AND ONGOING VERIFICATION OBLIGATIONS

If, at the request of the Depositor, the Financial Institution agrees to cease printing and mailing statements of account for the Account to the Depositor, the Depositor acknowledges and agrees that:

  1. the Depositor will be responsible to obtain (whether from the Financial Institution or using Direct Services) and review, after the end of each calendar month, a statement of the activity in the Account, and will, by no later than the end of the following calendar month (the “Notification Date”), notify the Financial Institution of any errors, irregularities, omissions, or unauthorized Transactions of any type in that account record or in any Instrument or other items, or of any forgeries, fraudulent or unauthorized Transactions of any type, and any debits wrongly made to the Account;
  2. notwithstanding any other provision of this Agreement, after the Notification Date (except as to any errors, irregularities, omissions, or unauthorized Transactions of any type of which the Depositor has notified the Financial Institution in writing on or before the Notification Date), the Depositor agrees that:
    1. the amount of the balances shown on the last day of the calendar month is correct and binding on the Depositor subject to the right of the Financial Institution to make reversals in accordance with this Agreement and the Account Agreement;
    2. all amounts charged to the Account are valid;
    3. the Depositor is not entitled to be credited with any amount not shown on the statement of account for the Account for that calendar month;
    4. the Depositor has verified the validity of any Instruments and instructions; and
    5. the use of any service shown is correct.

    The Depositor acknowledges that:

    1. notwithstanding that an Instrument may be provisionally posted to the Account, it is not considered processed until it has been honoured and irrevocably collected by the Financial Institution and the time for return by any process of law has expired. The credit represented by an Instrument that is not honoured and collected, or is charged back, made in error, or tainted by fraud, may be reversed from the Account notwithstanding any provisional posting. The statement of account for the Account will be modified accordingly; and
    2. notwithstanding that a deposit or other credit may be provisionally posted to the Account, it is not considered processed until it has been verified and accepted by the Financial Institution. A deposit or other credit that is not verified and accepted may be reversed from the Account notwithstanding any provisional posting. The statement of account for the Account will be modified accordingly.
  3. Despite subsection b) above, if the Depositor has authorized PADs to be issued against any of the Accounts, the Depositor acknowledges that the Rules provide that, under specified conditions, claims for reimbursement of PADs may be made and:
    1. where the purpose of the PAD was for payment of consumer goods and services, the time period for making such a claim is 90 calendar days from the date of debiting; and
    2. where the purpose of the PAD was for payment of goods and services related to commercial activities of the Depositor, the time period for making such a claim is 10 business days from the date of debiting.

    Claims must be made in writing to the Financial Institution within the specified time period and in compliance with the Rules, as amended from time to time.

23. ​BILL PAYMENTS MADE THROUGH DIRECT SERVICES

The Depositor acknowledges and agrees that:

  1. bill payments made through Direct Services are not processed immediately and that the time period for processing depends upon a number of factors, including, without limitation, the time when the bill payment is authorized and the internal accounting processes of the bill payment recipient;
  2. it is the responsibility of the Depositor to ensure that bill payments are authorized in sufficient time for the payment to be received by the bill payment recipient before its due date;
  3. the Financial Institution and Central 1 will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of any error, non-payment or a delay in the processing of bill payments;
  4. if the Depositor has made or received a bill payment in error, the Financial Institution may, but is not obliged to, assist the Depositor by initiating or processing a “Bill Payment Error Correction Debit”, as defined under the Rules, and if so initiated, the Depositor agrees to indemnify the Financial Institution for any direct loss, costs, or damages incurred, and will pay to the Financial Institution any reasonable service charges or fees related to the provision of the service; and
  5. if the Financial Institution, absent gross negligence or wilful misconduct, initiates or processes a Bill Payment Error Correction Debit affecting the accounts or affairs of the Depositor, the Financial Institution shall be held harmless for any and all loss, costs, or damages suffered or incurred by the Depositor, howsoever caused, relating to the bill payment or the Bill Payment Error Correction Debit process.

24. DIRECT SERVICES AND THIRD PARTIES

In respect of all Direct Services and any Third Party services made available by the Financial Institution, the Depositor shall not:

  1. use the services for an illegal, fraudulent, or defamatory purpose; and
  2. take steps, or cause, or permit anything to be done that could undermine the security or integrity of the services (including activities that threaten to harm or cause harm to any other participant in the provision, utilization, or support of the Direct Services or Third Party services).

In the event of a breach of the provisions of a) or b), the Depositor's participation in Direct Services or any service provided by the Financial Institution or a Third Party may be suspended or terminated.

25. ​EDP SERVICES

If the Financial Institution through Direct Services makes EDP Services available and the Depositor uses the EDP Services:

  1. the Depositor consents to epost™ preparing, using, and disclosing reports relative to the performance and/or operation of the EDP Services, including statistical or performance reports and other analysis, compilation, and information about the EDP Services or the Depositor, and reports that pertain to the Depositor's involvement in and use of the EDP Services. The Depositor further consents to epost™ disclosing to Central 1 Depositor-specific data that consists of the total number of Billers for which the Depositor has registered, without identifying those Billers apart from the Financial Institution and its affiliates, and without identifying detailed data of the Depositor's viewing activities;
  2. the Depositor acknowledges that epost™ will not respond directly to the Depositor with respect to any inquiries, requests, questions, complaints, or other issues relating to the EDP Services in any way, other than to direct the Depositor to the Financial Institution or the Biller; and
  3. the Depositor acknowledges that the consents contained in a) above are requirements of the EDP Services and that if such consents are withdrawn, the Depositor's participation in the EDP Services may be suspended or terminated and any or all documents may not be presented via the EDP Services.

26. ​TRANSFERS WITH EXTERNAL ACCOUNTS

If the Financial Institution through Direct Services enables the Depositor to transfer funds between the Account and an External Account, then:

  1. the Depositor agrees to inform the Financial Institution in writing of the External Accounts it wishes to link to the Account in a form acceptable to the Financial Institution;
  2. the Financial Institution reserves the right to refuse to accept the External Account;
  3. the Depositor agrees to provide the Financial Institution with the financial institution number, branch address or number, and the account number of the External Account the Depositor wishes to link to the Account. The Financial Institution reserves the right to verify the External Account;
  4. the Depositor and the External Account holder must provide authorization to establish the link between the Account and the External Account;
  5. the Depositor agrees to not link the Account to an account that is not owned by the Depositor;
  6. the Depositor acknowledges and agrees that the Financial Institution, at its discretion, may limit the type of transfers that can be conducted between the Account and the External Account; specifically whether Transactions will be in the form of credits to the External Account, debits from the External Account, or both credits to and debits from the External Account;
  7. the Depositor may only link an Account denominated in Canadian dollars to an External Account denominated in Canadian dollars, or an Account denominated in US dollars to an External Account denominated in US dollars, and only if the External Account is with a financial institution domiciled in Canada;
  8. the Financial Institution reserves the right to limit the number of External Accounts that can be linked to the Account;
  9. the Financial Institution reserves the right to limit the dollar amount of Transactions to or from the External Account;
  10. the Financial Institution reserves the right to limit the number of Transactions to or from the External Account;
  11. the Financial Institution reserves the right to hold funds on the Transaction amount;
  12. the Depositor consents to the disclosure to the financial institution that holds the External Account of any personal information provided to the Financial Institution with respect to Transactions to or from the External Account. The Depositor also consents to the disclosure to the Financial Institution of any personal information provided to the financial institution holding the External Account of any personal information provided to such financial institution with respect to Transactions to or from the External Account;
  13. funds usually arrive in the Depositor's External Account or Account within 3 to 5 business days from the day the Transaction is authorized. The Financial Institution cannot guarantee the date of deposit to the Account or External Account. The Financial Institution and Central 1 will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of a delay in the processing of Transactions;
  14. all deposits or withdrawals will be reversed if the Transaction cannot be delivered or if it is returned for any reason; and
  15. the Depositor agrees that for security or risk management purposes and at the Financial Institution's discretion, a nominal sum may be credited to the External Account once per year.

27. ​TRANSFERS WITH LINKED ACCOUNTS

If the Financial Institution through Direct Services enables the Depositor to link multiple Accounts to a single user name to allow the Depositor to access the Accounts from a single user name, it will not constitute merging the Accounts. If the Accounts are linked through Direct Services, then:

  1. the Financial Institution reserves the right to refuse to accept any Account;
  2. the Depositor agrees that the Financial Institution, at its discretion, may limit the type of Transactions that can be authorized between the Accounts, specifically whether Transactions will be in the form of credits to an Account, debits from an Account, or both credits to and debits from an Account;
  3. the Financial Institution reserves the right to limit the number of Accounts that can be linked;
  4. the Financial Institution reserves the right to limit the dollar amount of Transactions made to or from a linked Account;
  5. the Financial Institution reserves the right to limit the number of Transactions made to or from a linked Account;
  6. the Financial Institution reserves the right to apply a hold on the Transaction amount to a linked Account for a period of time to be determined by the Financial Institution, during which time the Transaction or portion thereof will not be accessible to the Depositor;
  7. the Depositor agrees that the Financial Institution cannot guarantee the date of a Transaction to and/or from a linked Account. The Financial Institution and Central 1 will not be held liable for any cost, expense, loss, damage, or inconvenience of any nature arising as a result of a delay in the processing of Transactions; and
  8. all Transactions will be reversed if the Transaction cannot be delivered or if it is returned for any reason.

28. INTERAC E-TRANSFER® SERVICES 

If the Financial Institution through Direct Services makes Interac e-Transfer Services available and You use the Interac e-Transfer Services, You acknowledge and agree that:

  1. the Interac e-Transfer Services are only available in Canadian dollars;
  2. the Account will be debited as soon as You initiate a Transaction, and We may hold the Transaction amount until the recipient successfully claims the Transaction or the Transaction is cancelled. We have no obligation to and will not pay interest on the Transaction amount. To the extent permitted at law, We are deemed to have a security interest in the Transaction amount from the time the Account is debited until the recipient successfully claims the Transaction or the Transaction is cancelled;
  3. Transactions sent and received through the Interac e-Transfer Services are subject to number and dollar limits that may change from time to time without prior notice to You;
  4. We will not be responsible or liable for any losses or damages incurred as a result of funds held and limits set by Us, Interac Corp., or a Participating Financial Institution;
  5. an Interac e-Transfer Notice advising the recipient of the Transaction will be generated approximately 30 minutes after You originate the Transaction;
  6. as the sender, You will keep the Interac e-Transfer Answer confidential and will not disclose it or share it with anyone but the intended recipient;
  7. the recipient must correctly provide the Interac e-Transfer Answer to claim or decline the Transaction;
  8. We, the other Participating Financial Institution, and Interac Corp. or Interac Corp.’s agents are entitled to pay the Transaction amount to anyone who, using the Interac e-Transfer Services, claims to be the recipient and successfully provides the Interac e-Transfer Answer;
  9. We will not be liable for losses or damages incurred as a result of a person other than the intended recipient guessing or obtaining the Interac e-Transfer Answer;
  10. as the sender, You will not include the Interac e-Transfer Answer in the Transaction details;
  11. as the recipient, You will not disclose the Interac e-Transfer Answer except as required to claim or decline the transfer;
  12. the recipient may claim a Transaction using Our online banking services or another Participating Financial Institution or through the Interac Corp. payment service;
  13. if the recipient declines a Transaction that You initiated, the Transaction will be returned to You;
  14. funds usually arrive in the recipient’s account within 3 to 5 business days from the day the recipient successfully claims the Transaction. We cannot guarantee the date of deposit;
  15. as the sender, the Transaction will be returned to You if the recipient does not claim the Transaction within 30 days of the date the transfer is initiated, if the Transaction cannot be successfully sent to the recipient’s Interac e-Transfer Contact Information as provided by You, or if the recipient declines the Transaction. You are responsible for providing the recipient’s correct Interac e-Transfer Contact Information and further agree that the recipient has consented to Your use of the Interac e-Transfer Contact Information for Interac e-Transfer Services purposes, including its provision to Us, the other Participating Financial Institution, and Interac Corp.;
  16. if the recipient successfully claims the Transaction using the Interac Corp. payment service but provides incorrect account information, Interac Corp. or its agent may request correct account information from the recipient or may mail an Instrument to the recipient. We will not pay interest on the Transaction amount;
  17. We may cancel a Transaction if We have reason to believe that a mistake has occurred or if We believe that the Transaction is a product of unlawful or fraudulent activity;
  18. You are responsible for providing valid Interac e-Transfer Contact Information and will immediately update it via Direct Services if there are any changes to the Interac e-Transfer Contact Information;
  19. as the sender, You may cancel a Transaction up to the time before the recipient successfully claims the Transaction. As the recipient, You acknowledge that a Transaction may be cancelled up to the time You successfully claim the Transaction;
  20. all disputes will be handled directly between the sender and the recipient without the participation of the Financial Institution or any other party;
  21. We may refuse to provide Interac e-Transfer Services for You; and
  22. We will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of a delay in processing a Transaction or for Transactions claimed by someone other than the intended recipient.

29. ​PERSONAL FINANCIAL MANAGEMENT

If the Financial Institution, through Direct Services, makes the PFM Service available, the Depositor agrees that the terms and conditions in this article 29, Personal Financial Management, govern the Depositor's use of the PFM Service and are binding upon the Depositor. If there is any conflict between these PFM Service terms and conditions and the terms and conditions in the rest of this Agreement, then these PFM Service terms and conditions will apply in respect of the PFM Service. In addition, if the Depositor subscribes for PFM Services, special terms and conditions will also apply, as more particularly set forth in the PFM Special Terms attached to and forming part of this Agreement. If there is any conflict between the PFM Special Terms and the terms and conditions in the rest of this Agreement or in respect of this Article 29, Personal Financial Management, then the PFM Special Terms will apply for the PFM Service. Further:

  1. in connection with the PFM Service, the Depositor agrees to provide true, accurate, current, and complete information about an asset and/or liability when required by the Financial Institution. Further, the Depositor agrees to notify the Financial Institution of any changes to such information within a reasonable period of time;
  2. the Depositor agrees to inform the Financial Institution, through Direct Services, of the External Account, asset, or liability they wish to link or add to the PFM Service, including the modification or removal of any linked or added External Account, asset, or liability;
  3. the Financial Institution and the PFM Service Provider each, individually, have the right, in their sole discretion, to refuse to link or add an External Account, asset, or liability to the PFM Service for any reason, including, but not limited to, inability, cost, or inconvenience of linking or adding the External Account to the PFM Service;
  4. the Financial Institution reserves the right to verify the External Account;
  5. the Depositor must provide authorization to add an asset or liability to the PFM Service;
  6. the Depositor agrees to not link, or add, to the PFM Service an External Account, asset, or liability that is not owned by the Depositor;
  7. the Financial Institution reserves the right to limit the number of External Accounts, assets, and/or liabilities that can be linked or added to the PFM Service;
  8. the Depositor agrees that the PFM Service may, from time to time, access the External Account to ensure that the personal financial information on file is current, and to update the personal information on file if it is not, using information retrieved from the External Account. Such access will be at the discretion of the PFM Service provider and will typically occur when the Depositor accesses Direct Services, but may be more or less frequent; and
  9. the Depositor acknowledges and agrees that any information provided by the Depositor about an asset or liability that is not under an External Account or the Account, is provided at the sole discretion of the Depositor. Further, the Depositor agrees that it is the Depositor's sole responsibility to keep such information current.

30. ​REMOTE DEPOSITS

If the Financial Institution, through Direct Services, makes the Remote Deposit Service available and the Depositor uses the Remote Deposit Service, the Depositor acknowledges and agrees that:

  1. solely for the Remote Deposit Service, the Financial Institution appoints the Depositor as its agent, to act on behalf of the Financial Institution in the creation and transmission of an Official Image to the Financial Institution, and any other related duties that may be required by the Financial Institution, all in accordance with the Rules and applicable legislation governing Instruments. In this context, transmission to and receipt by the Financial Institution of the Official Image will have the same effect as if the Instrument was delivered to a branch of the Financial Institution for negotiation and clearing. The Depositor acknowledges and agrees that this role as agent cannot be further delegated by the Depositor. Further, the Depositor acknowledges and agrees that the Depositor shall be personally responsible and liable for:
    1. compliance with this Agreement,
    2. maintaining adequate security over any Access Terminal used, the location of use of the Access Terminal, and any passwords so as to prevent use by others or interception of data transmitted,
    3. ensuring that all Official Images created and transmitted are of good quality and fully and accurately capture all material details of the Eligible Bill,
    4. maintaining adequate safeguards and procedures for the preservation of originals of all Eligible Bills transmitted as Official Images, and
    5. verifying that deposits expected to be made to the Account reconcile with dates and amounts applicable to transmissions made using the Remote Deposit Service and for providing immediate notice to the Financial Institution of any errors, omissions, irregularities, or concerns about suspicions of fraudulent Instruments or compromise of the security applicable to the use of the Remote Deposit Service;
  2. the Financial Institution may, upon receipt of what reasonably appears to qualify as an Official Image, treat such as an Official Image and, as if it were an original of an Instrument received at a branch of the Financial Institution, subject to the Account Agreement and any policies of the Financial Institution governing Instruments;
  3. the creation of an Official Image will be done using a method authorized by the Financial Institution, in its sole discretion, from time to time. Further, the Depositor agrees to take all proper and necessary precautions to prevent any other person from purporting to create or transmit an Official Image to the credit of the Depositor's Account;
  4. nothing in this Agreement obliges the Financial Institution to accept for deposit any item whether it is or purports to be an Official Image. The Depositor shall not purport to create or transmit an Official Image of any item that does not qualify as an Eligible Bill or any item that is post-dated, stale-dated, received by the Depositor from anyone other than the drawer of that item, or that is in any way altered. If the Depositor has any suspicions or concerns about the authenticity, validity, negotiability, or chain of title to any item purporting to be an Eligible Bill, then the Depositor shall not seek to use the Remote Deposit Service for negotiation or collection of that item, but will instead bring the original of that item to the counter of the branch of Account, identify the specific concerns to the Financial Institution, and fully disclose all material facts known by the Depositor relating to that item and fully cooperate with any inquiry or investigation of the concerns;
  5. under the Remote Deposit Service, Eligible Bills are restricted to those Instruments in Canadian dollars or United States dollars, drawn on a financial institution domiciled in Canada or the United States, as and if applicable, in the sole discretion of the Financial Institution, from time to time. The Depositor shall not seek to use the Remote Deposit Service to deposit any Instrument into an Account different than the currency denominated on the Instrument. Canadian dollar Instruments shall only be deposited to a Canadian dollar Account. United States dollar Instruments shall only be deposited to a United States dollar Account;
  6. Official Images received through the Remote Deposit Service are subject to number and dollar limits that may change from time to time without prior notice to the Depositor;
  7. any Transaction made on any day or at any time during which the Financial Institution is not open for business, may be credited to the Account on the next business day of the Financial Institution;
  8. once an Official Image of an Eligible Bill has been transmitted to the Financial Institution through the Remote Deposit Service, no further Official Images of that Eligible Bill will be created or transmitted through the Remote Deposit Service (or any other similar service) unless the Depositor is requested to do so by the Financial Institution in writing. Further, the Depositor agrees to make no further use of the original of an imaged Eligible Bill, and shall safely retain possession of the original of the Eligible Bill without further negotiation, transfer, or delivery to any other person or holder. In addition to all obligations and responsibilities either set forth in this Agreement or elsewhere, the Depositor agrees to indemnify and hold the Financial Institution and its service providers and Central 1 and all of their connected parties, including, without limitation, their respective agents, directors, officers, employees, affiliates, and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liabilities and costs, including, without limitation, reasonable legal fees and expenses incurred by the Indemnified Parties in connection with any claim or demand arising out of or connected to the Depositor's use of the Remote Deposit Service or duplicate negotiation of items that were at any time presented as Official Images of Eligible Bills. The Depositor must assist and cooperate as fully as reasonably required by the Indemnified Parties in the defence of any such claim or demand. The disclaimers, liability exclusions, liability limitations, and indemnity provisions in this Agreement survive indefinitely after the termination of this Agreement and apply to the extent permitted by law. Without limiting the foregoing, the Depositor will indemnify and save the Indemnified Parties harmless from and against all liability, costs, loss, expenses, and damages, including direct, indirect, and consequential incurred by the Indemnified Parties as a result of any breach of this Agreement, or any claims arising from or relating to misuse of Official Images or items purporting to be Official Images, or negotiation of Eligible Bills where an Official Image has also been transmitted for collection;
  9. on transmission of an Official Image of an Eligible Bill to the Financial Institution, the Depositor is responsible for immediately marking the face of the Eligible Bill with a blatant notation or mark that prevents renegotiation of the Eligible Bill and indicates that the Eligible Bill has been imaged and transmitted, taking care not to obliterate any material particulars of that Eligible Bill. (For example: This can be done by writing "void" or "paid" or placing a diagonal stroke across the face of the item with a pencil, pen, or brightly colored highlighter.) For a period of 120 days after transmission of the Official Image to the Financial Institution, or such shorter period as stipulated by the Financial Institution in writing, the Depositor shall retain and produce to the Financial Institution on written request the original of all imaged Eligible Bills. If the Depositor receives a written request to retain or produce, the Depositor will comply with the written request, and shall, if requested, produce, by delivering to the Financial Institution, the original of all specified Eligible Bills within 5 business days of such request. If the Depositor fails to comply with the written request made pursuant to this provision, then the Financial Institution can place a hold on or reverse any credit made to the Account in relation to those specified Eligible Bills, even if such creates an overdraft on the Account. If no written request is received within that time, then 120 calendar days after an Official Image has been transmitted to the Financial Institution through the Remote Deposit Service or such shorter period as stipulated by the Financial Institution in writing, and provided that the Depositor has verified a credit to the Account that reconciles to the Official Image transmitted, the Depositor agrees to immediately proceed with destruction of the original of the Eligible Bill. Destruction methods include shredding, pulping, burning, or any other means that ensures that the original Instrument cannot be reused;
  10. the Depositor is responsible for any and all costs associated with obtaining a replacement Instrument in the event that the Financial Institution requests that the Depositor re-transmit an Official Image in accordance with h) above, and the original Instrument was destroyed in accordance with i) above or otherwise lost;
  11. in the Financial Institution's sole discretion, electronic notices for purposes related to the Remote Deposit Service may be generated and sent to the Depositor at the Notice Contact Information after the Depositor uses the Remote Deposit Service to transmit an Official Image, including to advise the Depositor of the receipt by the Financial Institution of an Official Image. To receive such electronic notices, the Depositor must provide the Notice Contact Information required by the Financial Institution;
  12. an electronic notice, if any, sent in connection with the Remote Deposit Service is for information purposes only and is no guarantee that the Official Image will be accepted by the Financial Institution or that the Account will be credited; and
  13. the Financial Institution will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of use of the Remote Deposit Service, including, but not limited to, a delay in processing a Transaction or the Financial Institution requiring the Depositor to obtain another Instrument.

31. ONLINE PAYMENT

If the Financial Institution, through Direct Services, makes the Online Payment Service available and the Depositor uses the Online Payment Service, the Depositor acknowledges and agrees that:

  1. the Online Payment Service is only available in Canadian dollars from Participating Merchants;
  2. Transactions for the Online Payment Service must be initiated by the Depositor through the appropriate online payment option available on the website of a Participating Merchant;
  3. as soon as the Depositor authorizes a Transaction through the Online Payment Service, and provided that there are available funds or credit, the amount of the Transaction will be withdrawn from the Account or a hold will be placed in the amount of the Transaction. The Financial Institution will hold the Transaction amount until the Participating Merchant successfully claims the Transaction or 30 minutes have elapsed, whichever comes first. The Financial Institution has no obligation to and will not pay interest on the Transaction amount. To the extent permitted at law, the Financial Institution is deemed to have a security interest in the Transaction amount from the time the Account is held until the Participating Merchant successfully claims the Transaction or the hold is removed;
  4. Transactions sent and received through the Online Payment Service are subject to number and dollar limits that may change from time to time without prior notice to the Depositor;
  5. the Financial Institution will not be responsible or liable for any losses or damages incurred as a result of funds held and/or limits set by the Financial Institution, Acxsys Corporation, a Participating Merchant, or a Participating Financial Institution;
  6. the Financial Institution, the Participating Financial Institution, and Central 1 are entitled to pay the Transaction amount to anyone who claims to be the Participating Merchant and provides the payment authorization details within 30 minutes of the Transaction being authorized by the Depositor;
  7. the Financial Institution will not be liable for losses or damages incurred as a result of a person other than the intended Participating Merchant receiving the Transaction amount;
  8. if the Participating Merchant cancels, declines, or fails to claim a Transaction that the Depositor authorized, the Transaction amount will be reinstated after 30 minutes have elapsed since the Transaction was authorized. However, the Financial Institution cannot guarantee the date or time that the hold on the Transaction amount will be removed;
  9. the Financial Institution, Central 1, or Acxsys Corporation may cancel a Transaction once it is authorized but before payment authorization details are sent to the Participating Merchant, if there is reason to believe that a mistake has occurred or that the Transaction is a product of unlawful or fraudulent activity;
  10. once payment authorization details have been sent to the Participating Merchant, a Transaction cannot be cancelled. Payment authorization details are sent immediately after a Transaction is authorized by the Depositor;
  11. all disputes, including requests for refunds, will be handled directly between the Depositor and the Participating Merchant without the participation of the Financial Institution or any other party. A refund, if any, may be received through Direct Services and Central 1 for credit to the Account, or through such other method the Participating Merchant deems appropriate;
  12. the Financial Institution may refuse, in its sole discretion, to provide the Online Payment Service for the Depositor;
  13. in the Financial Institution’s sole discretion, electronic Notifications for purposes related to the Online Payment Service may be generated and sent to the Depositor at the Notice Contact Information after the Depositor authorizes a Transaction, including to advise the Depositor that the Account has been debited. To receive an electronic Notification, the Depositor must provide the Notice Contact Information required by the Financial Institution;
  14. an electronic Notification, if any, sent in connection with the Online Payment Service is for information purposes only and is no guarantee that the Participating Merchant will successfully claim the Transaction or that the Depositor has successfully purchased the product or service from the Participating Merchant; and
  15. the Financial Institution will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of using the Online Payment Services, including, but not limited to, a delay in processing a Transaction or a Participating Merchant failing to claim a Transaction.

32. ONLINE PAYMENT

If the Financial Institution, through The Services, makes the Online Payment Service available and You use the Online Payment Service, You acknowledge and agree that:

  1. the Online Payment Service is only available in Canadian dollars from Participating Merchants;
  2. Transactions for the Online Payment Service must be initiated by You through the appropriate online payment option available on the website of a Participating Merchant;
  3. as soon as You authorize a Transaction through the Online Payment Service, and provided that there are available funds or credit, the amount of the Transaction will be withdrawn from the Account or a hold will be placed in the amount of the Transaction. We will hold the Transaction amount until the Participating Merchant successfully claims the Transaction or 30 minutes have elapsed, whichever comes first. We have no obligation to and will not pay interest on the Transaction amount. To the extent permitted at law, We are deemed to have a security interest in the Transaction amount from the time the Account is held until the Participating Merchant successfully claims the Transaction or the hold is removed;
  4. Transactions sent and received through the Online Payment Service are subject to number and dollar limits that may change from time to time without prior notice to You;
  5. We will not be responsible or liable for any losses or damages incurred as a result of funds held and limits set by Us, Interac Corp., a Participating Merchant, or a Participating Financial Institution;
  6. the Financial Institution, the Participating Financial Institution, and Central 1 are entitled to pay the Transaction amount to anyone who claims to be the Participating Merchant and provides the payment authorization details within 30 minutes of the Transaction being authorized by You;
  7. We will not be liable for losses or damages incurred as a result of a person other than the intended Participating Merchant receiving the Transaction amount;
  8. if the Participating Merchant cancels, declines, or fails to claim a Transaction that You authorized, the Transaction amount will be reinstated after 30 minutes have elapsed since the Transaction was authorized. However, We cannot guarantee the date or time that the hold on the Transaction amount will be removed;
  9. We, Central 1, or Interac Corp. may cancel a Transaction once it is authorized but before payment authorization details are sent to the Participating Merchant, if there is reason to believe that a mistake has occurred or that the Transaction is a product of unlawful or fraudulent activity; c)       once payment authorization details have been sent to the Participating Merchant, a Transaction cannot be cancelled. Payment authorization details are sent immediately after a Transaction is authorized by You;
  10. all disputes, including requests for refunds, will be handled directly between You and the Participating Merchant without Our participation or any other party. A refund, if any, may be received through Direct Services and Central 1 for credit to the Account, or through such other method the Participating Merchant deems appropriate;
  11. We may refuse, in Our sole discretion, to provide the Online Payment Service for You;
  12. in Our sole discretion, electronic Notifications for purposes related to the Online Payment Service may be generated and sent to You at Your Contact Info after You authorize a Transaction, including to advise You that the Account has been debited. To receive an electronic Notification, You must provide Your Contact Info required by Us;
  13. an electronic Notification, if any, sent in connection with the Online Payment Service is for information purposes only and is no guarantee that the Participating Merchant will successfully claim the Transaction or that You have successfully purchased the product or service from the Participating Merchant; and
  14. We will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of using the Online Payment Services, including, but not limited to, a delay in processing a Transaction or a Participating Merchant failing to claim a Transaction.

33. VIEWING CHEQUE IMAGING

The Financial Institution may, in connection with Direct Services, permit the Depositor to view and print images of Instruments drawn on the Account and such images may be made available before the Financial Institution has determined whether the Instrument will be honoured or accepted. The Depositor acknowledges and agrees that such images are made available by the Financial Institution as a service to the Depositor and the provision of such images does not mean that the Transaction has been processed, nor does it in any way oblige the Financial Institution to honour or accept the Instrument.

34. VIEWING DOCUMENTS

The Financial Institution may, in connection with Direct Services, permit the Depositor to view and print images of documents. The Depositor acknowledges and agrees that such images are made available by the Financial Institution as a service to the Depositor and the provision of such images does not in any way oblige the Financial Institution to permit the Depositor to view and print images of documents.

35. ​MODIFICATION OF AGREEMENT

The Financial Institution may, in its sole discretion, amend the terms and conditions of this Agreement as it relates to the Depositor's future use of Direct Services from time to time, for any reason, without any liability to the Depositor or any other person. The Financial Institution may provide notice of a change to this Agreement by mailing notice to the Depositor's last known address, by posting notice at the Financial Institution's premises, by personal delivery, or by any other means the Financial Institution, acting reasonably, considers appropriate to bring the modification to the attention of the Depositor. The Depositor is responsible for regularly reviewing the terms and conditions of this Agreement. If the Depositor uses the Direct Services after the effective date of an amendment to this Agreement, it will mean that the Depositor agrees to the amendment and adopts and is bound by the newer version of this Agreement. The Depositor must not change, supplement, or amend this Agreement by any means.

36. ​OTHER AGREEMENTS

In addition to this Agreement, the terms and conditions of the Account Agreement between the Depositor and the Financial Institution will apply to Direct Services and to Transactions made under this Agreement, except as expressly provided otherwise in this Agreement. If there is a conflict between the terms and conditions of the Account Agreement or any other agreements between the Depositor and the Financial Institution and the terms and conditions of this Agreement, then the terms and conditions of this Agreement will apply in respect of Direct Services. There are no representations or warranties made by the Financial Institution to the Depositor concerning Direct Services except for the representations, warranties, and obligations of the Financial Institution as expressly set out in this Agreement. Any advice, information, or statements provided by the Financial Institution, Central 1, or their service providers, agents, or their representatives, whether oral or written, will not create any representation, warranty, or condition or vary or amend this Agreement, including the above liability exclusions, liability limitations, release and indemnity provisions, and the Depositor may not rely upon any such advice or information.

37. NOTICES 

Any notice required or permitted to be given to the Financial Institution in connection with this Agreement must be in writing and must be addressed and delivered to the Financial Institution at the address or fax number set forth on the Account Agreement. Any notice required or permitted to be given to the Depositor in connection with this Agreement may be given to the Depositor by delivering a written notice to the last known Notice Contact Information, or, except as to confidential financial information specific to the Depositor, by posting notice at the Financial Institution's premises or on the Financial Institution's website, or by any other means the Financial Institution, acting reasonably, considers appropriate to bring the notice to the attention of the Depositor.

38. ​TERMINATION 

This Agreement may be terminated by either the Financial Institution or the Depositor on not less than 1 business day's prior written notice. Any notice of termination shall not release the Depositor from any obligations incurred under this Agreement.

39. ​ELECTRONIC EXECUTION

This Agreement may be executed electronically. Use of Direct Services shall be deemed to be acceptance of these terms and conditions as of the date of first use, or in the case of a modification of this Agreement, acceptance of the modified terms and conditions.

40. ​APPLICABLE LAW

This Agreement is governed by the laws of the province of the Account, or if more than 1 Account, then the jurisdiction of incorporation of the Financial Institution and the federal laws of Canada applicable therein, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws.

41. ​ENUREMENT 

This Agreement will take effect and continue for the benefit of and be binding upon each of the Financial Institution and the Depositor and their heirs, executors, successors, and assigns.

42. ​PROCEEDS OF CRIME LEGISLATION

The Depositor acknowledges that the Proceeds of Crime (Money Laundering) and Terrorist Financing Act and Regulations apply to the operation of the Account and that the Financial Institution will, from time to time, adopt policies and procedures to address the reporting, record-keeping, client identification, and ongoing monitoring requirements of that legislation. The Depositor agrees to abide by and comply with all such laws and procedures.

43. ​SEVERABILITY 

This Agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any provision of this Agreement is held to be invalid or unenforceable to any extent, then:

  1. the offending portion of the provision shall be expunged and the remainder of such provision will be interpreted, construed, or reformed to the extent reasonably required to render the same valid, enforceable, and consistent with the original intent underlying such provision; and
  2. such invalidity or unenforceability will not affect any other provision of this Agreement.

44. ​NO WAIVER

No waiver by the Financial Institution of any breach of or default under this Agreement shall be deemed to be a waiver of any preceding or subsequent breach or default. The Financial Institution may, without notice, require strict adherence to the terms and conditions of this Agreement, despite any prior indulgence granted to or acquiesced in by the Financial Institution.

45. ​CHOICE OF LANGUAGE

It is the express wish of the parties that this Agreement and any related documents be drawn up and if execution is required, to be executed in English. Les parties conviennent que la présente convention et tous les documents s'y rattachant soient rédigés et signés en anglais.

Direct Services Agreement

Personal Accounts — PFM schedule for consent and diclosure for PFM service ("PFM Special Terms")

1. ​ACCEPTANCE OF PFM SERVICE SPECIAL TERMS

The Depositor acknowledges their acceptance of these PFM Special Terms such that they form and are part of the Direct Services Agreement — Personal Accounts (the “Agreement”). The Financial Institution does not offer Direct Services for Personal Accounts other than in accordance with these terms and conditions.

If there is more than one Depositor in respect of the Account, or multiple holders of the External Account, the Depositor expressly accepting these terms hereby warrants and represents to the Financial Institution that such Depositor has the lawful, express, and actual authority of all other Depositors on the Account, or holders of the External Account, and each of them:

  1. to consent to the use of all and each of the Depositors’ personal information for purposes of the provision and use of PFM Services; and
  2. to acknowledge, accept and agree to be bound by the terms of the Agreement and these PFM Special Terms, including Schedule I to the PFM Special Terms, so as to form a valid and binding agreement as between all of the Depositors and the Financial Institution.

The Depositor expressly accepting these terms does so on behalf of all of the Depositors and understands that these representations and warranties, and acceptance of these terms, will be relied upon by the Financial Institution in providing PFM Services. The Depositor expressly accepting these terms understands that if these representations and warranties are untrue it may cause loss, harm and damage to the Financial Institution for which that Depositor is responsible. The Depositor expressly accepting these terms hereby agrees to indemnify and hold harmless the Financial Institution from any loss, damage, costs, including reasonable legal fees, claims or other harm that may be suffered as a result of the Financial Institutions’ reliance upon these representations and warranties.

2. ​PERSONAL FINANCIAL MANAGEMENT ACCOUNT LINKING CONSENT

The Depositor understands that the Personal Financial Management tool and account linking service, defined in the Agreement as the “PFM Service”, is being offered through the Depositor’s Financial Institution in coordination with Central 1 Credit Union (“Central 1”) and by Yodlee Inc. (“Yodlee”) and that it is an express requirement of Yodlee that if the Depositor wishes to subscribe, access, or use the PFM Service that the Depositor must consent to amendments and incorporation of certain terms to the Agreement with the Financial Institution as more particularly set forth in the Mandatory Provisions for Customer Agreement as set forth in the Schedule I below, (the “Mandatory Provisions”). The Depositor understands that subscription to the PFM Service, whether by linking Accounts at the Financial Institution alone or with External Accounts at Third Party institutions will require that the Depositor share certain otherwise confidential and personal information to engage the PFM Service.

3. ​PFM DISCLOSURE OF ACCESS CODE AND CONFIDENTIAL INFORMATION TO LINKED ACCOUNTS

The Depositor authorizes the Financial Institution, Central 1, and their respective agents, representatives, and service providers, (collectively referred to solely for purposes of this PFM Special Terms as the “F.I. Affiliates”) as well as Yodlee, to collect, use, and disclose the Depositor’s personal information, including the Depositor’s personal access codes, in order to link the External Accounts to the Depositor’s Account with the Financial Institution, and periodically access the External Accounts to update the Depositor’s personal information and to perform data analytics on all linked accounts to present information and reports to the Depositor and make available to the Depositor and the Depositor’s Financial Institution, a personal financial management summary of all of the Depositor’s linked accounts and transactions thereon. Notwithstanding the foregoing, this provision shall not be deemed to in any way diminish the Depositor’s duties and responsibilities to personally access and review the External Accounts and to otherwise comply with the agreements in place with Third Parties holding those External Accounts, nor shall any right of access to information granted by the Depositor pursuant to this Agreement create any obligation on the part of the Financial Institution, Central 1, or the PFM Service provider to monitor or warn the Depositor of any unusual or unauthorized account activity on any Account or any External Accounts. The Depositor understands that the institutions holding the Depositor’s External Accounts may prohibit disclosure of the Depositor’s personal access codes, and that it is the Depositor’s responsibility to confirm that the Depositor’s personal access codes can be disclosed to Yodlee for the purpose of linking the External Accounts. This will not be confirmed by the Financial Institution, the F.I. Affiliates, or Yodlee.

4. ​PFM SERVICE DISCLAIMER

The Depositor confirms that the Depositor is permitted to link the Depositor’s External Accounts, and the Depositor accepts all risk associated with the linking of the Depositor’s Financial Institution Account to the Depositor’s External Accounts, including all risk associated with disclosure of the Depositor’s personal access codes. The Depositor agrees and acknowledges that the Financial Institution or any F.I. Affiliate is not responsible or liable for any loss, harm, or damage, of any kind, related to or arising from linking the Depositor’s Financial Institution Account with the Depositor’s External Accounts, or arising from disclosure of the Depositor’s personal access codes for purposes of linking the Depositor’s External Accounts, to the extent permitted by law, subject to the Financial Institution or F.I. Affiliate being liable for the consequences of their own act and that of its representatives.

5. ​MARKETING CONSENT FOR PFM SERVICE

The Depositor understands that if the Depositor has previously provided to the Financial Institution a marketing consent to receive promotional offers, then the Financial Institution, and its agents, representatives, and service providers will use the information from the Depositor’s linked accounts to provide promotional and marketing information to the Depositor.

6. ​UNSUBSCRIBE FROM PFM SERVICE

The Depositor can withdraw the Depositor’s consent for the collection, use, and disclosure of the Depositor’s personal information at any time by contacting the Financial Institution, at [mailing address] or [telephone number, email address, and/or website address]. If the Depositor withdraws the Depositor’s consent, the Financial Institution may no longer be able to provide certain services, including, but not necessarily limited to PFM Services. The Depositor understands that certain additional integrated services offered by the Financial Institution may no longer be available.

7. ​ASSET/LIABILITY CONSENT

THE DEPOSITOR UNDERSTANDS THAT THE PFM SERVICE CAN KEEP TRACK AND PROVIDE THE DEPOSITOR WITH COMPREHENSIVE SPECIFIC ANALYSIS OF THE DEPOSITOR’S FINANCIAL SITUATION ONLY IF THE DEPOSITOR KEEPS SUCH INFORMATION COMPLETE AND CURRENT AND THAT IF THE DEPOSITOR DOES NOT DO SO, THAT THE REPORTS AND ANALYTICS PERFORMED AS PART OF THE PFM SERVICE WILL BE INCOMPLETE AND MAY CONTAIN ERRONEOUS INFORMATION. THE DEPOSITOR AUTHORIZES THE FINANCIAL INSTITUTION AND THE F.I. AFFILIATES TO COLLECT, USE, AND DISCLOSE THE DEPOSITOR’S PERSONAL INFORMATION IN ORDER TO ADD, MODIFY, OR DELETE REFERENCE TO THE ASSET(S) OR LIABILITY(IES) TO THE DEPOSITOR’S ACCOUNT WITH THE FINANCIAL INSTITUTION, WHETHER IN THE FUTURE OR THE PAST. THE DEPOSITOR UNDERSTANDS AND AGREES THAT THE DEPOSITOR IS RESPONSIBLE FOR KEEPING THE DEPOSITOR’S ASSET AND LIABILITY INFORMATION CURRENT.

Schedule 1 — Mandatory provisions for customer agreement

1. ​PROVIDE ACCURATE INFORMATION

You, the end user, agree to provide true, accurate, current and complete information about yourself and your accounts maintained at other web sites and you agree to not misrepresent your identity or your account information. You agree to keep your account information up to date and accurate.

2. PROPRIETARY RIGHTS

You are permitted to use content delivered to you through the PFM Service only on the PFM Service. You may not copy, reproduce, distribute, or create derivative works from this content. Further, you agree not to reverse engineer or reverse compile any of the PFM Service technology, including, any Java applets associated with the PFM Service.

3. ​CONTENT YOU PROVIDE

CONTENT YOU PROVIDE – You hereby grant to the Financial Institution and its service providers, including Central 1 and Yodlee Inc. (collectively, “Service Providers”) a license to use any information, data, passwords, materials or other content (collectively, “Your Content”) that you provide through or to the PFM Service for the following purposes:

The Financial Institution and Service Providers may use, modify, display, distribute and create new material using Your Content for the Permitted Purposes. By submitting Your Content, you automatically agree, or promise that the owner of Your Content has expressly agreed, that, without any particular time limit and without the payment of any fees, the Financial Institution and Service Providers may use Your Content for the Permitted Purposes. As between the Financial Institution and Service Providers, the Financial Institution owns your confidential account information.

  1. to provide the PFM Service to you;
  2. to provide you with access to Your Content through other similar services provided by Yodlee Inc. to other financial institutions; and
  3. to provide those other financial institutions with information regarding all of the accounts that you have registered with the PFM Service so that they may use the information to provide or offer additional or complementary services to you (collectively, the “Permitted Purposes”).

4. ​THIRD PARTY ACCOUNTS

By linking an External Account to the PFM Service, you authorize the Financial Institution and Service Providers, on your behalf, to access the applicable Third Party site to register the account for use by you in connection with the PFM Service and to retrieve data regarding the account for use by you as part of the PFM Service.

For the foregoing purposes, you hereby grant to the Financial Institution and Service Providers a limited power of attorney, and you hereby appoint each of the Financial Institution and Service Providers as your true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for you and in your name, place and stead, in any and all capacities, to access Third Party sites, servers or documents, retrieve information, and use your information, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN THE FINANCIAL INSTITUTION OR SERVICE PROVIDERS ACCESS AND RETRIEVE INFORMATION FROM A THIRD PARTY SITE, THE FINANCIAL INSTITUTION AND SERVICE PROVIDERS ARE ACTING AS YOUR AGENT, AND NOT THE AGENT OR ON BEHALF OF THE THIRD PARTY THAT OWNS OR OPERATES THE THIRD PARTY SITE. You agree that Third Party account providers and site operators will be entitled to rely on the foregoing authorization, agency and power of attorney granted by you. You understand and agree that the PFM Service is not endorsed or sponsored by any Third Party account providers accessible through the PFM Service.

5. ​DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  1. YOUR USE OF THE PFM SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE PFM SERVICE IS AT YOUR SOLE RISK. THE PFM SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE FINANCIAL INSTITUTION AND SERVICE PROVIDERS EACH EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND AS TO THE PFM SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE PFM SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  2. THE FINANCIAL INSTITUTION AND SERVICE PROVIDERS MAKE NO WARRANTY THAT:
    1. THE PFM SERVICE WILL MEET YOUR REQUIREMENTS;
    2. THE PFM SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
    3. THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PFM SERVICE WILL BE ACCURATE OR RELIABLE;
    4. THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE PFM SERVICE WILL MEET YOUR EXPECTATIONS; OR
    5. ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED.
  3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PFM SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE FINANCIAL INSTITUTION OR A SERVICE PROVIDER THROUGH OR FROM THE PFM SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

6. ​LIMITATION OF LIABILITY

  1. THE USE OR THE INABILITY TO USE THE PFM SERVICE;
  2. THE COST OF GETTING SUBSTITUTE GOODS AND SERVICES;
  3. ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE PFM SERVICE;
  4. UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
  5. STATEMENTS OR CONDUCT OF ANYONE ON THE PFM SERVICE;
  6. THE USE, INABILITY TO USE, UNAUTHORIZED USE, PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY ACCOUNT PROVIDER SITE, EVEN IF THE FINANCIAL INSTITUTION OR THE SERVICE PROVIDER HAS BEEN ADVISED PREVIOUSLY OF THE POSSIBILITY OF SUCH DAMAGES; OR
  7. ANY OTHER MATTER RELATING TO THE PFM SERVICE.

7. ​INDEMNIFICATION 

You agree to protect and fully compensate the Financial Institution and each Service Provider and their affiliates from any and all Third Party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorney’s fees) caused by or arising from your use of the PFM Service, your violation of these terms or any infringement, by you or any other user of your account, of any intellectual property or other right of anyone.

8. ​YODLEE 

​You agree that each Service Provider is a Third Party beneficiary of the above provisions, with all rights to enforce such provisions as if the Service Provider were a party to this Agreement.

Personal Membership Agreement

Read the Terms and Conditions

1.

1.1

DEFINITIONS

INTERPRETATION – Any defined term used in this agreement, defined in the singular, is deemed to include the plural and vice versa.

"Access Terminal" means any device used to access any of the Member’s Accounts, including without limitation an ATM, a computer, a portable hand-held device, or a telephone including any form of mobile telephone.

"Account" means any of the Member’s accounts or subaccounts (if applicable) that the Member may have now or in the future, at FirstOntario Credit Union.

“Account Agreement” means the agreements for the operation of the Account. "ATM" means an Automated Teller Machine.

"Biller"means a person who uses the EDP Services to deliver bills and invoices to their customers electronically.

"Contaminant" means a computer virus, worm, lock, mole, time bomb, or any other code or instruction which may modify, delete, damage, disable, or disrupt the operation of any computer software or hardware.

"Debit Card" means a card issued by FirstOntario Credit Union that allows the holder of the card to deposit cash and/or Instruments or withdraw cash from the Account through an ATM, authorize Transactions on the Account through an ATM, and that operates like an Instrument to purchase goods and services from merchants. "Debit Card Transaction" means any Transaction processed to the Account by or through the use of a Debit Card.

"Debit Card Services" means the services offered by FirstOntario Credit Union from time to time allowing the Member with a Debit Card and a PIN to access the Account by electronic means.

"Direct Services" means the services offered by FirstOntario Credit Union from time to time that let the Member access the Account using an Access Terminal. However, Direct Services do not include card services such as Debit Cards or Smart Cards provided by a Third Party.

"EDP Services" means an electronic mail service provided by EPO Inc. (doing business as epost™) that facilitates the delivery of bills and invoices from Billers to their customers using Direct Services.

"Email Money Transfer Answer" means the word or phrase created by the sender of an email money transfer and used by the recipient to claim or decline the money transfer using EMT Services.

"EMT Services" means the money transfer service provided by Acxsys Corporation (doing business as CertaPay) that facilitates the sending and receiving of money transfers using email through Direct Services to and from Participating Financial Institutions, and/or CertaPay payment service.

"External Account" means an account held at another Canadian financial institution in the Member’s name or on which the Member has the authority to independently authorize Transactions.

"Facsimile Signature" means a signature engraved, lithographed, printed, stamped, or otherwise mechanically reproduced or computer generated on an Instrument.

"Instrument" means a cheque, promissory note, bill of exchange, order for payment, securities, cash, coupon, note, clearing item, credit card slip for processing, other negotiable instrument, or item of deposit or withdrawal of a similar nature and its electronic equivalent, including electronic debit instructions.

"Member" means the customer of FirstOntario Credit Union who holds the Account with FirstOntario Credit Union.

"Night Deposit Service" means the service that allows the Member to make deposits or to leave items for safekeeping after regular business hours.

"Overdraft Rate" means the per annum rate of interest, regardless of compounding frequency, designated by FirstOntario Credit Union as its "Overdraft Rate" from time to time.

"PAC" means the personal access code or word used with Direct Services to access an Account.

"PAD" means a Preauthorized Debit.

“Participating Financial Institution” means a financial institution participating in EMT Services.

"PIN" means the personal identification number selected by the Member permitting access to the Account with the Debit Card.

"PIW"means the personal identification word selected by the Member used in connection with Remote Instructions.

"Point-of-Sale Transaction" means the use of the Debit Card and the PIN as may be permitted from time to time by FirstOntario Credit Union for:

a) the transfer of funds from the Account to purchase or lease goods or services from a merchant (the "Merchant"),

b) the transfer of funds from the Account to obtain a voucher, chit, scrip, token, or other thing that may be exchanged for goods, services, or money, or

c) the transfer of funds into the Account from an account of a Merchant (e.g. a refund).

"Preauthorized Debit" means a Transaction debiting the Account that is processed electronically by a financial institution in accordance with the Member’s request.

"Remote Instructions" means instructions given to FirstOntario Credit Union with respect to the operation of the Account from a remote location using a telephone, mobile telephone, fax, via FirstOntario Credit Union’s online banking system, email, text message transmission, or other remote communication acceptable to FirstOntario Credit Union in order to operate the Account or authorize Transactions and make arrangements with FirstOntario Credit Union.

"Rules" means the published rules and standards of the Canadian Payments Association as amended from time to time.

"Smart Card" means a Debit Card that has an embedded integrated circuit that can process data and protect the cardholder from fraudulent use.

"Third Party" means any person, firm, corporation, association, organization, or entity other than FirstOntario Credit Union or Central 1 Credit Union (“Central 1”).

"Transaction" means any transaction processed to or from the Account.

2. MEMBERSHIP INFORMATION

2.1 GENERAL – FirstOntario Credit Union is a financial co-operative. This means that each Member must hold shares in FirstOntario Credit Union. As a Member, you are a part owner of FirstOntario Credit Union, with voting privileges (except for Members who are natural persons under the age of 14 years) and the right to participate through the Board of Directors in how FirstOntario Credit Union operates. Credit Union "Membership Shares” also referred to as equity, represent your investment (or Membership capital) in FirstOntario Credit Union. In the case of joint accounts, both parties must each hold the required Membership shares.

2.2 SHARES HELD – Each Member must hold 30 shares in FirstOntario Credit Union. Currently, each share has a $5.00 value. Shares are purchased as follows:

For Members joining who are 21 years of age or older, 5 shares must be purchased at the point of joining FirstOntario Credit Union. (5 x $5 = $25.00). The remaining 25 additional shares must be purchased over the next 25 year period (i.e. 1 share per year).

For Members under the age of 21 years of age 1 share must be purchased when joining FirstOntario Credit Union. (1 x $5 = $5.00). 4 additional shares must be purchased within one month of turning 21 years of age. Following a Member's 21st birthday, 25 additional shares must be purchased over a 25 year period (i.e. 1 share per year).

This is an obligation that each Member, including you, must fulfill in order to maintain Membership.

2.3 DIVIDENDS – On an annual basis, the Board of Directors may, in its absolute discretion, declare and pay a dividend on Membership shares. Dividends are paid into the chequing or savings account of each Member. If you have not obtained the required 30 shares, your signature on the Membership Application shall be deemed to be an irrevocable direction to us to use the dividend to purchase the additional required shares. The funds will automatically be deducted on the same day as the cash dividend is paid to your chequing or savings account.

2.4 WITHDRAWAL OF SHARES– Membership Shares may be withdrawn in full, inclusive of dividends, upon closing the Membership, as long as FirstOntario Credit Union is legally permitted to allow such withdrawals.

2.5 CENTRAL 1 DUES– A Member of this Credit Union pays these annual dues, a portion of which is paid to Central 1, of which FirstOntario Credit Union is a Member. These dues cover ongoing costs associated with services Central 1 provides you through FirstOntario Credit Union. On becoming a Member, you authorize FirstOntario Credit Union to pay annual dues on your behalf and to withdraw annual dues from your Account annually.

3. GENERAL

3.1 JOINT PROPERTY – If this is a joint account, each joint account holder acknowledges that all monies which now or at any time thereafter stand to the credit of the holders in the Account are the joint property of the joint account holders, with right of survivorship. In addition, each joint account holder acknowledges that FirstOntario Credit Union has a lien on his or her Membership shares and any positive balance in this Account for any liability of the holder to the Credit Union, and may set off any part of such positive balance towards the payment of the liability.

3.2 JOINT AND SEVERAL LIABILITY – If this is a joint account, all references to Member in this agreement shall be deemed to mean each and every joint account holder and all of them, collectively. For greater certainty, the joint account holders agree that they are jointly and severally liable to FirstOntario Credit Union for all debts and liabilities, and the due performance of all obligations, imposed on them by this agreement.

3.3 FORMS – The Member will use only such forms and Instruments as may be authorized by FirstOntario Credit Union from time to time.

SERVICE CHARGES AND FEES – The Member will pay the service charges that FirstOntario Credit Union establishes from time to time for the Account and fees incurred, including, without limitation, service charges for providing records regarding the Member that FirstOntario Credit Union is legally required to provide or fees imposed by a Third Party. The Member acknowledges receipt of a schedule of FirstOntario Credit Union’s charges for the Account in effect at the time of acceptance of this agreement. FirstOntario Credit Union may from time to time increase or decrease the service charges for the Account and provide notice of such changes by mailing or emailing notice to the Member’s last known address or email address, by posting notice at FirstOntario Credit Union’s premises or on FirstOntario Credit Union’s website, by personal delivery, or by any other means FirstOntario Credit Union, acting reasonably, considers appropriate to bring the change to the attention of the Member. Current service charges for the Account may be obtained by contacting FirstOntario Credit Union or through FirstOntario Credit Union’s website. The Member is responsible for determining the then current service charges for the Account they request in advance of requesting those services. By requesting the Account the Member acknowledges their agreement to pay service charges for the Account requested by them then in effect. FirstOntario Credit Union can deduct service charges from the Account (or other accounts of the Member with FirstOntario Credit Union) when the service is requested or performed. New or amended service charges and fees will become effective following publication, when the service is requested or performed, or when incurred, and in any event, no later than 30 days after publication by FirstOntario Credit Union.

VERIFICATION AND ACCEPTANCE OF TRANSACTIONS BY FIRSTONTARIO

CREDIT UNION – All Transactions are subject to verification and acceptance by FirstOntario Credit Union and, if not accepted, or if accepted but subsequently determined to be in error or otherwise improper or unauthorized, FirstOntario Credit Union may, but is not obliged to, reverse them from the Account. Verification may take place at a date later than the date the Member authorized the Transaction, which may affect the Transaction date. Notwithstanding any other provision herein, if at any time FirstOntario Credit Union, acting reasonably, determines that a credit to or traced to the Account was made in error or based upon a mistake of fact, or induced through or tainted by fraud or unlawful conduct, FirstOntario Credit Union may place a hold on the credit and/or reverse the credit and any applicable interest.

NOTING OR PROTESTING - The Member:

a) will be liable, without presentation, protest, or notice of dishonour to any parties, for the non-acceptance or nonpayment of any bills, notes, cheques, or other Instruments the Member delivered to FirstOntario Credit Union for deposit, discount, collection, or otherwise, and

b) will be liable to FirstOntario Credit Union as if proper notice of dishonour, protest, and presentment had been made or given, and FirstOntario Credit Union may:

1) charge such items, when dishonoured, to the Account in accordance with article 6.3, Returned Items, and

2) note or protest any item should FirstOntario Credit Union consider it advisable to do so, but FirstOntario Credit Union will not be liable for failure to note or protest any such item.

USE OF SERVICES

DIRECT SERVICES AND DEBIT CARD SERVICES – FirstOntario Credit Union will issue a Debit Card to the Member and will permit the Member to select a PIN. The Member may use Direct Services and/or Debit Card Services to access the Account and to authorize such Transactions as may be permitted by FirstOntario Credit Union from time to time commencing upon the day these terms and conditions are accepted by the Member and the Member’s request for Direct Services and/or Debit Card Services is approved by FirstOntario Credit Union.

The Member cannot use Direct Services or Debit Card Services to authorize Transactions on an Account that requires more than 1 authorization (i.e. with multiple signature requirements) unless prior authorization is received in writing and with FirstOntario Credit Union’s approval. FirstOntario Credit Union may from time to time add to or delete from the types of use permitted and Direct Services and/or Debit Card Services offered.

The Member will not deposit any coins, non-negotiable items, or anything not acceptable for deposit to the Account, into any ATM. The Member will pay to FirstOntario Credit Union any damages, costs, or losses suffered by FirstOntario Credit Union as a result of any such deposit.

A Debit Card's issue does not amount to a representation or a warranty that any particular type of service is available or will be available at any time in the future.

4.2 DIRECT SERVICES AND DEBIT CARD SERVICES ACKNOWLEDGMENT – The Member acknowledges and agrees that:

a) when transfers and bill payments are authorized through Direct Services, funds are deemed irrevocably transferred out of the Account and the Transaction cannot be revoked or countermanded by the Member;

b) anyone with access to the PAC, PIN, and/or PIW may be able to access Direct Services and/or Debit Card Services and may use the PAC, PIN, and/or PIW to transfer money out of an Account, set up bill payment arrangements, make bill payments, and authorize any other Transaction;

c) FirstOntario Credit Union will not be liable in any way to the Member or any other person for processing or accepting on the Account any Transaction resulting in the transfer of money out of the Account or in the payment of bills, even if the money is used for the benefit of a person other than the Member, or if bills owed by a person other than the Member are paid;

d) the Member will be liable for all Transactions using Direct Services and/or Debit Card Services, including Transactions that benefit a person other than the Member or that result in the payment of bills owed by a person other than the Member; and

e) a copy of an electronic communication is admissible in legal proceedings and constitutes the same authority as would an original document in writing.

4.3 BILL PAYMENTS THROUGH AN ACCESS TERMINAL – The Member acknowledges and agrees that:

a) bill payments made through Direct Services are not processed immediately and that the time period for processing depends upon a number of factors including, without limitation, the time when the bill payment is initiated and the internal accounting processes of the bill payment recipient;

b) it is the responsibility of the Member to ensure that bill payments are authorized in sufficient time for the payment to be received by the bill payment recipient before its due date; and

c) FirstOntario Credit Union and Central 1 will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of non - payment or a delay in the processing of bill payments.

4.4 AVAILABILITY OF DIRECT SERVICES AND DEBIT CARD SERVICES – The Member acknowledges that the availability of Direct Services and/or Debit Card Services depends on telecommunications systems, computer hardware and software, and other equipment, including equipment belonging to FirstOntario Credit Union, Central 1, and Third Parties, and that there is no guarantee or obligation to provide continuous or uninterrupted service. FirstOntario Credit Union and Central 1 are not liable for any cost, loss, damage, injury, inconvenience, or delay of any nature or kind whatsoever, whether direct, indirect, special, or consequential, that the Member may suffer in any way arising from non

- continuous or interrupted service or FirstOntario Credit Union or Central 1 providing or failing to provide Direct Services and/or Debit Card Services, or from the malfunction or failure of telecommunication systems, computer hardware or software, or other equipment, or other technical malfunctions or disturbances for any reason whatsoever, nor are FirstOntario Credit Union or Central 1 liable for any lost, incomplete, illegible, misdirected, intercepted, or stolen messages, or failed, incomplete, garbled, or delayed transmissions, or online failures (collectively, “Interruption Claims”), even if the Member has advised FirstOntario Credit Union of such consequences. The Member releases and agrees to hold harmless FirstOntario Credit Union and Central 1 from any and all Interruption Claims.

4.5 EDP SERVICES – If FirstOntario Credit Union through Direct Services makes EDP Services available and the Member uses the EDP Services:

a) the Member consents to epost™ preparing, using, and disclosing reports relative to the performance and/or operation of the EDP Services, including statistical or performance reports and other analysis, compilation, and information about the EDP Services or the Member, and reports that pertain to the Member’s involvement in and use of the EDP Services. The Member further consents to epost™ disclosing to Central 1 Member-specific data that consists of the total number of Billers for which the Member has registered, without identifying those Billers apart from FirstOntario Credit Union and its affiliates, and without identifying detailed data of the Member’s viewing activities;

b) the Member acknowledges that epost™ will not respond directly to the Member with respect to any inquiries, requests, questions, complaints, or other issues relating to the EDP Services in any way, other than to direct the Member to FirstOntario Credit Union or the Biller; and

c) the Member acknowledges that the consents contained in a) above are requirements of the EDP Services and that if such consents are withdrawn, the Member’s participation in the EDP Services may be suspended or terminated and any or all documents may not be presented via the EDP Services.

4.6 TRANSFERS WITH EXTERNAL ACCOUNTS – If FirstOntario Credit Union through Direct Services enables the Member to transfer funds between the Account and an External Account, then:

a) the Member agrees to inform FirstOntario Credit Union in writing of the External Account they wish to link to the Account in a form acceptable to FirstOntario Credit Union;

b) FirstOntario Credit Union reserves the right to refuse to accept the External Account;

c) the Member agrees to provide FirstOntario Credit Union with FirstOntario Credit Union number, branch address or number, and the account number of the External Account the Member wishes to link to the Account. FirstOntario Credit Union reserves the right to verify the External Account;

d) the Member and the External Account holder must provide authorization to establish the link between the Account and the External Account;

e) the Member agrees to not link the Account to an account that is not owned by the Member;

f) the Member acknowledges and agrees that FirstOntario Credit Union, at its discretion, may limit the type of Transactions that can be authorized between the Account and the External Account; specifically whether Transactions will be in the form of credits to the External Account, debits from the External Account, or both credits to and debits from the External Account;

g) the Member may only link an Account denominated in US dollars to an External Account denominated in US dollars and if the External Account is with a financial institution domiciled in Canada;

h) FirstOntario Credit Union reserves the right to limit the number of External Accounts that can be linked to the Account;

i) FirstOntario Credit Union reserves the right to limit the dollar amount of Transactions to or from the External Account;

j) FirstOntario Credit Union reserves the right to limit the number of Transactions to or from the External Account;

k) FirstOntario Credit Union reserves the right to hold funds on the Transaction amount credited to the Account;

l) the Member consents to the disclosure to FirstOntario Credit Union that holds the External Account of any personal information provided to FirstOntario Credit Union with respect to Transactions to or from the External Account;

m) funds usually arrive in the Member’s External Account or Account within 3 to 5 business days from the day the Transaction is authorized. FirstOntario Credit Union cannot guarantee the date of deposit to the Account or External Account. FirstOntario Credit Union and Central 1 will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of a delay in the processing of Transactions;

n) all deposits or withdrawals will be reversed if the Transaction cannot be delivered or if it is returned for any reason; and

o) the Member agrees that for security purposes and at FirstOntario Credit Union’s discretion, 1 cent may be credited to the External Account once per year.

4.7 TRANSFERS WITH LINKED ACCOUNTS – If FirstOntario Credit Union through Direct Services enables the Member to link multiple Accounts to a single user name to allow the Member to access the Accounts from a single user name, it will not constitute merging the Accounts. If the Accounts are linked through Direct Services, then:

a) FirstOntario Credit Union reserves the right to refuse to accept any Account;

b) the Member agrees that FirstOntario Credit Union, at its discretion, may limit the type of Transactions that can be authorized between the Accounts, specifically whether Transactions will be in the form of credits to an Account, debits from an Account, or both credits to and debits from an Account;

c) FirstOntario Credit Union reserves the right to limit the number of Accounts that can be linked;

d) FirstOntario Credit Union reserves the right to limit the dollar amount of Transactions made to or from a linked Account;

e) FirstOntario Credit Union reserves the right to limit the number of Transactions made to and from a linked Account;

f) FirstOntario Credit Union reserves the right to apply a hold on the Transaction amount to a linked Account for a period of time to be determined by FirstOntario Credit Union during which time the Transaction or portion thereof will not be accessible to the Member;

g) the Member agrees that FirstOntario Credit Union cannot guarantee the date of deposit to a linked Account. FirstOntario Credit Union and Central 1 will not be held liable for any cost, expense, loss, damage, or inconvenience of any nature arising as a result of a delay in the processing of Transactions; and

h) all Transactions will be reversed if the Transaction cannot be delivered or if it is returned for any reason.

4.8 EMT SERVICES – If FirstOntario Credit Union through Direct Services makes EMT Services available and the Member uses the EMT Services, the Member acknowledges and agrees that:

a) EMT Services are only available in Canadian dollars;

b) the Account will be debited as soon as the Member initiates a Transaction and FirstOntario Credit Union may hold the Transaction amount until the recipient successfully claims the amount or the Transaction is cancelled. FirstOntario Credit Union has no obligation to and will not pay interest on the Transaction amount. To the extent permitted at law, FirstOntario Credit Union is deemed to have a security interest in the Transaction amount from the time the Account is debited until the recipient successfully claims the amount or the Transaction is cancelled;

c) Transactions sent and received through the EMT Service are subject to number and dollar limits that may change from time to time without prior notice to the Member;

d) FirstOntario Credit Union will not be responsible or liable for any losses or damages incurred as a result of funds held and/or limits set by FirstOntario Credit Union, CertaPay, or a Participating Financial Institution;

e) an email notice advising the recipient of the Transaction amount will be generated approximately 30 minutes after the Member originates the Transaction;

f) as the sender, the Member will keep the Email Money Transfer Answer confidential and will not disclose it or share it with anyone but the intended recipient;

g) the recipient must correctly provide the Email Money Transfer Answer to claim or decline the Transaction amount;

h) FirstOntario Credit Union, the other Participating Financial Institution, and CertaPay or CertaPay’s agents are entitled to pay the Transaction amount to anyone who, using EMT Services, claims to be the recipient and successfully provides the Email Money Transfer Answer;

i) FirstOntario Credit Union will not be liable for losses or damages incurred as a result of a person other than the intended recipient guessing or obtaining the Email Money Transfer Answer;

j) as the sender, the Member will not include the Email Money Transfer Answer in the Transaction details;

k) as the recipient, the Member will not disclose the Email Money Transfer Answer except as required to claim or decline the Transaction;

l) the recipient may claim a Transaction amount using the online banking services of FirstOntario Credit Union or another Participating Financial Institution or through the CertaPay payment service;

m) if the recipient declines a Transaction that the Member initiated, the Transaction will be returned to the Member;

n) funds usually arrive in the recipient’s account within 3 to 5 business days from the day the recipient successfully claims the Transaction. FirstOntario Credit Union cannot guarantee the date of deposit;

o) if the Member is the sender, the Transaction will be returned to the Member if the recipient does not claim the Transaction within 30 days of the date the Transaction is initiated, if the Transaction cannot be successfully sent to the recipient’s email address as provided by the Member, or if the recipient declines the Transaction. The Member is responsible for providing the recipient’s correct email address and further agrees that the recipient has consented to the Member’s use of the email address for EMT Services purposes, including its provision to FirstOntario Credit Union, the other Participating Financial Institution, and CertaPay;

p) if the recipient successfully claims the Transaction using the CertaPay payment service but provides incorrect account information, CertaPay or its agent may request correct account information from the recipient or may mail an Instrument to the recipient. FirstOntario Credit Union will not pay interest on the Transaction amount;

q) FirstOntario Credit Union may cancel a Transaction if it has reason to believe that a mistake has occurred or if it believes that the Transaction is a product of unlawful or fraudulent activity;

r) the Member is responsible for providing a valid email address and will immediately update it via Direct Services if there are any changes to said email address;

s) as the sender, the Member may cancel a Transaction up to the time the recipient successfully claims the Transaction. As the recipient, the Member acknowledges that a Transaction may be cancelled up to the time the Member successfully claims the Transaction;

t) all disputes will be handled directly between the sender and the recipient;

u) FirstOntario Credit Union may refuse to provide EMT Services for the Member; and

v) FirstOntario Credit Union and Central 1 will not be liable for any cost, expense, loss, damage, or inconvenience of any nature or kind whatsoever arising as a result of a delay in processing a Transaction or for Transactions claimed by someone other than the intended recipient.

4.9 FOREIGN CURRENCY TRANSACTIONS– If the Member provides instructions to FirstOntario Credit Union on an account that is denominated in a currency other than the currency of the Account, a conversion of currency may be required. In all such Transactions and at any time a conversion of currency is made, FirstOntario Credit Union may act as principal with the Member in converting the currency at rates established or determined by FirstOntario Credit Union, affiliated parties, or parties with whom FirstOntario Credit Union contracts. FirstOntario Credit Union, its affiliates, and contractors may earn revenue and commissions, in addition to applicable service charges, based on the difference between the applicable bid and ask rates for the currency and the rate at which the rate is offset in the market.

4.10 NO OBLIGATION – Nothing in this Agreement will oblige FirstOntario Credit Union to:

a) honour any negotiable Instrument drawn by the Member on FirstOntario Credit Union,

b) accept any monies for investment in shares or for deposit,

c) redeem shares,

d) transfer money, or

e) lend money to the Member.

4.11 eSWITCH® – The Member hereby authorizes FirstOntario Credit Union or its agent to:

a) use the Member’s Personal Information in the records of FirstOntario Credit Union and authorized signature to complete the eSwitch® process;

b) contact the Member to gather the Member’s pre - authorized transaction information;

c) notify billers, on the Member’s behalf, of a change to the Member’s account information in order to transfer the Member’s pre-authorized transactions to the above designated account;

d) effect the transaction(s) referred to in this authorization form and such other transactions as the Member may subsequently authorize (verbally or otherwise) and, if applicable, to close the Member’s prior account(s) noted above and direct the applicable institution to forward the balance in the Member’s prior account to the Member’s Credit Union account on the Member’s behalf. In addition, the Member releases FirstOntario Credit Union and its agents from any obligation to verify these transactions.

4.12 ROUND UP & SAVE – The Member hereby authorizes FirstOntario Credit Union to “round-up” each approved Point of Sale (POS) purchase transaction to the designated “Purchase Payment Account” to the nearest dollar increment as determined by the Member. In addition the Member understands:

a) If the debit account selected for the Round-Up & Save feature is a joint account, the joint account holder’s POS purchases will also be rounded up provided the joint Member has a Debit Card.

b) Calculation of the Round-Up & Save amount of the foreign currency POS transactions will be based on the Canadian POS debit amount.

c) POS transactions that require manual adjustments will not be considered a POS transaction available for the Round-Up & Save feature.

d) It is understood and agreed that in the event there are insufficient funds in the Purchase Payment Account the transfer will be cancelled. However, the originally approved POS purchase transactions will not be affected.

e) The Round-Up & Save feature can be modified or cancelled in person at any FirstOntario Credit Union branch. The POS purchase transactions made on the day of cancellation will not have the Round- Up & Save transaction processed.

4.13 NIGHT DEPOSIT SERVICE – At the Member's request, FirstOntario Credit Union will accept for deposit monies or negotiable Instruments acceptable to FirstOntario Credit Union placed in an envelope or deposit bag supplied by FirstOntario Credit Union and placed by the Member in the night depository, provided that the monies and negotiable Instruments are accompanied by a properly completed deposit slip signed by the Member and enclosed in the same envelope or deposit bag.

FirstOntario Credit Union will open the night depository on each business day of the branch during regular business hours and will deposit any monies and negotiable Instruments acceptable to FirstOntario Credit Union in the manner directed by the Member.

The Member agrees that the authorized Financial Institution officers who open the night depository and deposit the monies or negotiable Instruments to the credit of the Account are acting as the Member's agent up to the time at which the monies or negotiable Instruments are actually entered and recorded as having been deposited to the Account.

5. MEMBER INSTRUCTIONS

5.1 INSTRUMENTS – The Member authorizes FirstOntario Credit Union, without

a) the Instruments are signed by the Member, and

b) the signatures comply with the specimen signatures provided to FirstOntario Credit Union, regardless that such Instruments are:

c) drawn to the order of the Member on behalf of the Member who signed them,

d) payable to cash or bearer,

e) payable to the order and negotiated by or on behalf of the Member,

f) encashed or tendered to pay the obligations of the Member, or

g) deposited to the credit of the Member.

5.2 COUNTERMANDS – Any countermand of payment (commonly called a "stop payment") of a negotiable Instrument drawn on the Account must be in writing and signed by the Member who signed the negotiable Instrument that is the subject of the countermand, or by some other person(s) duly authorized by the Member. On receiving a countermand of payment of a negotiable Instrument drawn on the Account, FirstOntario Credit Union will:

a) use reasonable diligence to comply with the countermand, but

b) not be liable to the Member or any other person by reason of complying with, or failing to comply with, the countermand, whether FirstOntario Credit Union is negligent, willfully negligent, or otherwise. The Member hereby agrees to indemnify and save FirstOntario Credit Union harmless for all liability, costs, damages, and expenses incurred by FirstOntario Credit Union by reason of it complying with, or failing to comply with, a countermand of payment. This indemnity will enure to the benefit of FirstOntario Credit Union and will be binding upon the Member and their heirs, executors, successors, and assigns.

5.3 REMOTE INSTRUCTIONS – The Member may provide Remote Instructions to any branch of FirstOntario Credit Union, as permitted by FirstOntario Credit Union, online through the Direct Services web portal, or through FirstOntario Credit Union’s telephone banking service, if any. The Remote Instructions may concern the Account maintained at that branch, or concern other Transactions and arrangements conducted at or with that branch. FirstOntario Credit Union may, but will not be obliged to, act on Remote Instructions received in the name of the Member along with any requisite PAC and/or PIW, if any, to the same extent as if the Remote Instructions were written instructions delivered to FirstOntario Credit Union by mail signed by the Member authorized to operate the Account. Any such Remote Instructions are deemed genuine.

FirstOntario Credit Union may, in its sole discretion, acting reasonably, delay acting on or refuse to act on any Remote Instruction. A Remote Instruction is deemed received by FirstOntario Credit Union only when actually received and brought to the attention of an authorized officer of FirstOntario Credit Union capable of acting upon and implementing the Remote Instruction. Remote Instructions can be transmitted to FirstOntario Credit Union at the telephone or fax number or email address provided by FirstOntario Credit Union, or at such other telephone or fax number or email address as FirstOntario Credit Union may advise the Member by notice in writing, or online through the Direct Services web portal. Any of the persons that constitute the Member may act alone and provide Remote Instructions to FirstOntario Credit Union, even if 2 or more signatures are required generally to operate the Account. FirstOntario Credit Union, acting reasonably, is entitled to assume that any person identifying himself or herself as the Member is in fact the Member, and can rely upon such, and FirstOntario Credit Union may act on the Remote Instructions provided by any such person. All Remote Instructions given to FirstOntario Credit Union in the name of the Member will bind the Member.

5.4 ACCESS TERMINAL TRANSACTIONS – The Member acknowledges and agrees that:

a) using the PAC, PIN, and/or PIW to authorize a Transaction constitutes authorization of that Transaction in the same manner as if authorization were given by the Member in person or as otherwise contemplated or permitted by this agreement;

b) the Member will be bound by each such Transaction; and

c) once a PAC, PIN, and/or PIW has been used to authorize a Transaction, the Transaction may not be revoked or countermanded. This agreement and the fact that the Member has use of a Debit Card does not give the Member any credit privileges or any entitlement to overdraw the Account, except as provided by separate agreement with FirstOntario Credit Union. The Member irrevocably authorizes and directs FirstOntario Credit Union to debit or credit, as the case may be, the amount of any Transaction to the Account authorized using the PAC, PIN, and/or PIW, in person by the Member, or as otherwise contemplated or permitted by this agreement, in accordance with the normal practices of FirstOntario Credit Union, which may be amended from time to time without notice.

5.5 LOST OR DESTROYED INSTRUMENT – If an Instrument drawn on the Account is lost or destroyed while in the possession of another financial institution or its agents, FirstOntario Credit Union may, for all purposes, treat a copy of the Instrument, certified as being a true copy by the other financial institution, as though it were the original Instrument.

5.6 LOST OR STOLEN DEBIT CARD OR COMPROMISED PIN – If the Member suspects or becomes aware that the Debit Card is lost or stolen or that the PIN has been made accessible to another person, then the Member will notify FirstOntario Credit Union or its agent immediately, in person or by telephone. Notification will only be considered given if the Member speaks directly to an authorized Financial Institution officer or its agent. Upon receipt of such notice the Member's liability for further unauthorized use of the Debit Card will terminate. If the Member notified FirstOntario Credit Union promptly and cooperated in any investigation, once FirstOntario Credit Union is satisfied that the Member is the victim of fraud, theft, or coercion by trickery, force, or intimidation, the Member will be entitled to recover from FirstOntario Credit Union any direct losses from the Account through the use of the Debit Card in such fraud, theft, or coercion.

6. COLLECTIONS

6.1 DEPOSITS – FirstOntario Credit Union may:

a) collect or present for acceptance or payment, through such banks or other agents as FirstOntario Credit Union may deem best, all negotiable Instruments delivered by the Member for deposit, discount, collection, or otherwise,

b) accept in payment of, or remittance for, such negotiable Instruments, cash or bank drafts, cheques, settlement cards, clearing house slips, or any other evidence of payment from the banks or other agents, and

c) place a hold on the proceeds of a negotiable Instrument presented by the Member until FirstOntario Credit Union accepts payment of, or remittance for, such negotiable Instrument.

Any deposit made on any day during which FirstOntario Credit Union is not open for business, or at any time during which FirstOntario Credit Union is not open for business, may be credited to the Account on the next business day of FirstOntario Credit Union.

The banks or other agents described in a) and b) above will be deemed the Member's agent and not FirstOntario Credit Union's agent. FirstOntario Credit Union will not be liable for:

d) any loss resulting from the acceptance of such evidence as a payment in lieu of cash,

e) the failure of any bank or any agent to remit the same,

f) the nonpayment of any cheque, bank draft, settlement card, clearing house slip, or any other evidence of payment accepted in payment or as a remittance from any other bank or agent, or

g) the default, neglect, or mistakes of any such banks or agents. FirstOntario Credit Union will be responsible only for the monies actually received by FirstOntario Credit Union from such banks or agents.

6.2 HOLD ON ACCOUNTS OR TRANSACTIONS – FirstOntario Credit Union may place a hold on the Account if:

a) FirstOntario Credit Union becomes aware of suspicious or possible fraudulent or unauthorized Account activity that may cause a loss to the Member, FirstOntario Credit Union, or an identifiable third party;

b) an issue arises as to who the proper signing authorities are on the Account;

or

c) a claim is made by a third party to the funds in the Account which, in FirstOntario Credit Union’s sole discretion, is potentially legitimate. The Member authorizes FirstOntario Credit Union to make such inquiries and do such things, at the Member’s expense, as FirstOntario Credit Union deems necessary to resolve any of the above noted issues, including applying, at the Member’s expense, to a court of competent jurisdiction (a “Court”) to pay funds into Court and/or seek directions from a Court. The Member agrees to indemnify FirstOntario Credit Union for any expense or cost incurred by FirstOntario Credit Union arising from the need to place a hold on the Account or Transactions, including but not limited to expenses incurred relating to an application to a Court. If the Member is requested and fails to do so, FirstOntario Credit Union may, in its sole discretion, close or place a hold on the Account, free of any responsibility or liability for unprocessed Transactions during such time. Any credit to the Account for any non-cash Instrument is provisional and subject to a hold or reversal unless FirstOntario Credit Union has received actual irrevocable payment.

6.3 RETURNED ITEMS – FirstOntario Credit Union is authorized to debit the Account with the amount of any negotiable Instrument that:

a) is not paid on presentation,

b) having been paid, FirstOntario Credit Union may be called upon to refund,

c) may be dishonoured by nonacceptance or nonpayment,

d) is drawn on the Account of a party that is bankrupt or insolvent,

e) the proceeds of which, through no fault of FirstOntario Credit Union, have been lost, stolen, or destroyed,

f) the proceeds of which, for any reason, FirstOntario Credit Union is unable to collect or withdraw,

g) has been cashed, negotiated, or credited to the Account but that has not been found good, or

h) is found to be forged, fraudulent, counterfeit, or unauthorized, regardless of whether or not the negotiable Instrument has cleared. The Member hereby agrees to indemnify and save FirstOntario Credit Union harmless for all liability, costs, damages, and expenses incurred by FirstOntario Credit Union in connection with the foregoing, and FirstOntario Credit Union may debit the Account with such costs, charges, and expenses. This indemnity will enure to the benefit of FirstOntario Credit Union and will be binding upon the Member and their heirs, executors, successors, and assigns.

6.4 OVERDRAFTS - If:

a) FirstOntario Credit Union honours a cheque or other Instrument drawn by the Member on any of the accounts and insufficient funds stand to the credit of that Account to pay the negotiable Instrument in full, or

b) a negotiable Instrument delivered by the Member to FirstOntario Credit Union for deposit, discount, collection, or otherwise is returned to FirstOntario Credit Union, dishonoured, and insufficient funds stand to the credit of the Account to permit FirstOntario Credit Union to debit the full amount of the dishonoured negotiable Instrument, or

c) FirstOntario Credit Union charges a fee, service charge, or other debit FirstOntario Credit Union is authorized to charge to one of the accounts, and if the funds standing to the credit of that Account are less than the amount charged to the Account, Then, in such an event, FirstOntario Credit Union may, at its discretion:

d) exercise its lien rights against the Membership shares and deposits of the Member, and set off any sum standing to the credit of the Member on the books of FirstOntario Credit Union towards payment of the overdraft created by the event; and

e) treat the event as constituting an application by the Member for a loan for an amount equal to any amount of any overdraft created by the event that is not discharged by the exercise by FirstOntario Credit Union of its lien and set off rights under (d) above. If FirstOntario Credit Union grants a loan under e) above, the loan will be immediately due and payable forthwith without demand and the Member will pay interest on the balance of the loan at FirstOntario Credit Union's Overdraft Rate in effect from time to time. The foregoing provisions do not give the Member any right to overdraw an Account or to authorize or permit anything, including a PAD or a Transaction authorized through a Debit Card that would result in a negative balance in any account. The Member agrees to indemnify FirstOntario Credit Union under article 8.3, Indemnity, d).

7. ACCOUNT SECURITY AND RISK

7.1 MEMBER RIGHTS FOR INNOCENT BREACH - Subject to the provisions of this agreement:

a) If the Member did not reveal the PAC, PIN, and/or PIW to any other person, other than authorized Financial Institution agents or officers when required by FirstOntario Credit Union, or write it down or otherwise record it, and changed the PAC, PIN, and/or PIW when required by this agreement, the Member will not be liable for any unauthorized use that occurs after FirstOntario Credit Union has received written notice from the Member that the PAC, PIN, and/or PIW may have become known to someone other than the Member. FirstOntario Credit Union will not be considered to have received written notice until FirstOntario Credit Union gives the Member written acknowledgement of receipt of such notice; and

b) FirstOntario Credit Union will not otherwise be liable for any damages or other liabilities that the Member may incur by reason of FirstOntario Credit Union acting, or failing to act, on Remote Instructions given in the name of the Member whether or not the Member actually gave the Remote Instructions. FirstOntario Credit Union will not be liable for any damages or other liabilities that the Member may incur by reason of FirstOntario Credit Union acting, or failing to act, on no statement requests made by the Member whether or not the Member actually gave the Remote Instructions.

7.2 PROCEDURES FOR ADDRESSING UNAUTHORIZED TRANSACTIONS AND OTHER TRANSACTION PROBLEMS – In the event of a problem with a Transaction or an unauthorized Transaction the Member will report the issue promptly to FirstOntario Credit Union. FirstOntario Credit Union will investigate and respond to the issue on a timely basis. FirstOntario Credit Union will not unreasonably restrict the Member from the use of any funds subject to dispute, as long as it is reasonably evident that the Member did not cause or contribute to the problem or unauthorized Transaction, has fully cooperated with the investigation, and has complied with this agreement. FirstOntario Credit Union will respond to reports of a problem or unauthorized Transaction within 10 business days and will, within a reasonable period of time thereafter, indicate what reimbursement, if any, will be made for any loss incurred by the Member. Reimbursement will be made for losses from a problem or unauthorized Transaction in this time frame provided that the Member has complied with this agreement and on the balance of probabilities it is shown that the Member took all reasonable and required steps to:

a) protect the confidentiality of the PAC, PIN, and/or PIW as required by this agreement, and

b) use security safeguards to protect against loss, theft, and unauthorized access as required by this agreement.

7.3 DEBIT CARD CODE OF PRACTICE –

This agreement is drafted with due regard to the Canadian Code of Practice for Consumer Debit Card Payment Services, a copy of which is available from FirstOntario Credit Union on request. If the Member is not satisfied with FirstOntario Credit Union's response, FirstOntario Credit Union will provide the Member, upon request, with a written account of its investigation and the reason for its findings. If the Member is not satisfied, the issue will be referred for mediation to either a Financial Institution system dispute resolution service, or if no such service is available, to an external mediator if agreed between the Member and FirstOntario Credit Union. Neither FirstOntario Credit Union nor the Member will have the right to start court action until 30 days have passed since the problem was first raised with FirstOntario Credit Union.

Any dispute related to goods or services supplied in a Point-of-Sale Transaction is strictly between the Member and the Merchant, and the Member will raise no defence or claim against FirstOntario Credit Union.

7.4 ACCESS TERMINAL SECURITY – If Direct Services are made available through the Internet or a telephone service provider, the Member acknowledges that although FirstOntario Credit Union uses security safeguards to protect against loss, theft, and unauthorized access, because of the nature of data transmission, security is not guaranteed and information is transmitted at the risk of the Member. The Member acknowledges and shall ensure that any Access Terminal used to access Direct Services has a current anti-virus program, an anti-spyware program, and a firewall, and that it is their personal responsibility to reduce the risk of Contaminants or online attacks and to comply with this provision. The Member further acknowledges that to reduce the risk of unauthorized access to the Account through the Access Terminal, the Member will sign out of Direct Services and, where applicable, close the browser when they are finished using it. The Member further acknowledges that using public or shared computers and Access Terminals, or Access Terminals in a public place, to access Direct Services increases the risk of unauthorized access to the Account and will take all reasonable precautions to avoid such use and inadvertent disclosure of the PAC, PIN, and/or PIW.

7.5 PAC, PIN, AND PIW CONFIDENTIALITY – FirstOntario Credit Union can assign and/ or require the Member to select and use a PAC, PIN, and/or PIW in connection with this agreement. The Member agrees to keep the PAC, PIN, and PIW confidential and will only reveal them to authorized Financial Institution agents or officers when required by FirstOntario Credit Union. The Member agrees not to record the PAC, PIN, or PIW in any format or medium. The Member can change the PAC, PIN, or PIW at any time. The Member agrees to change the PAC, PIN, or PIW if and when required by FirstOntario Credit Union. The Member acknowledges that the PAC, PIN, and/or PIW must be changed if there is a change in the persons authorized to provide Remote Instructions on the Account. The Member is responsible for all use of the PAC, PIN, and/or PIW and for all Transactions on the Account.

The Member acknowledges that FirstOntario Credit Union may from time to time implement additional security measures, and the Member will comply with all instructions and procedures issued by FirstOntario Credit Union in respect of such security measures. The Member is aware of the risks of unsolicited email, telephone calls, and text message transmissions from persons purporting to be representatives of FirstOntario Credit Union. The Member agrees not to respond to such unsolicited communications and will only initiate communications with FirstOntario Credit Union either through FirstOntario Credit Union’s internet banking website or through FirstOntario Credit Union’s published contact information as shown on FirstOntario Credit Union’s website.

7.6 EXCLUSION OF FINANCIAL INSTITUTION RESPONSIBILITY – FirstOntario Credit Union is not responsible for any loss or damage suffered or incurred by the Member except to the extent caused by the gross negligence or intentional or wilful misconduct of FirstOntario Credit Union, and in any such case FirstOntario Credit Union will not be liable for any indirect, special, consequential, or exemplary damages (including, but not limited to, loss of profits) regardless of the cause of action and even if FirstOntario Credit Union has been advised of the possibility of such damages. In no event will FirstOntario Credit Union be liable for any cost, loss, or damage (whether direct, indirect, special, or consequential) suffered by the Member that is caused by:

a) the actions of, or any failure to act by, any Third Party (and no Third Party will be considered to be acting as an agent for FirstOntario Credit Union unless expressly authorized to do so),

b) the inaccuracies in, or inadequacies of, any information provided by the Member to FirstOntario Credit Union,

c) the failure by FirstOntario Credit Union to perform or fulfill any of its obligations to the Member, due to any cause beyond FirstOntario Credit Union’s control, or

d) forged, unauthorized, or fraudulent use of services, or forged, unauthorized, or fraudulent instructions or Instruments, or material alteration to an instruction, including Remote Instructions. Page 6 of 8 21012016 v1

7.7 RISK AND DUTIES – Except for loss caused exclusively by FirstOntario Credit Union’s gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this agreement, the Member assumes all risk of loss due to the use of the Account, including without limitation, the risk of Third Party fraud. The Member further agrees that they will notify FirstOntario Credit Union immediately:

a) of any suspected or actual misuse or unauthorized use of the PAC, PIN, and/or PIW, or

b) if the PAC, PIN, and/or PIW becomes known to anyone other than the Member.

The Member agrees to change the PAC, PIN, and/or PIW in the event of a) or b) above.

The Member acknowledges that the Member is responsible for all use made of the PAC, PIN, and/or PIW and that FirstOntario Credit Union is not liable for the Member’s failure to comply with any part of this agreement. The Member is liable for all authorized and unauthorized use, including all Transactions. The Member is also liable for all fraudulent or worthless deposits made into the Account. Without limiting the generality of the foregoing, the Member expressly acknowledges and agrees that they shall be bound by and liable for any use of the PAC, PIN, and/or PIW by a member of the Member’s household. FirstOntario Credit Union will not be liable to the Member for any action or failure to act of a Merchant or refusal by a Merchant to honour the Debit Card, whether or not such failure or refusal is the result of any error or malfunction of a device used to authorize the use of the Debit Card for a Point-of-Sale Transaction. Except for direct losses resulting from circumstances beyond the Member's control such as technical problems and unauthorized use of the Debit Card and PIN, FirstOntario Credit Union will not be liable for any loss, damage, or injury arising from the use of ATMs or Point-of-Sale terminals or from any mechanical or operational failure of any such devices, and the Member releases FirstOntario Credit Union from liability for any such loss, damage, or injury. In the event of alteration of the Account balance due to technical problems, card issuer errors, and system malfunctions, the Member will be liable only to the extent of any benefit they have received, and will be entitled to recover from FirstOntario Credit Union any direct losses the Member may have suffered. The Member will not use the Debit Card and PIN for any unlawful purpose, including the purchase of goods and services prohibited by local law applicable in the Member's jurisdiction. The Member is liable for all transfers to linked accounts. The Member bears all risk for all such Transactions. Where the Member knows of facts that give rise or ought to give rise to suspicion that any Transactions, or instructions in respect of the Account, or Instruments deposited to the Account are fraudulent, unauthorized, counterfeit, or otherwise likely to be returned to FirstOntario Credit Union or found invalid for any reason, the Member has a duty to make reasonable inquiries of proper parties into such Transactions, instructions, or Instruments, as the case may be, to determine whether they are valid authorized Transactions, instructions, or Instruments, as the case may be, before negotiating or, alternatively, accessing any funds derived from such Transactions, instructions, or Instruments, and to disclose to FirstOntario Credit Union, the Member’s suspicion and the facts upon which the Member’s suspicion is based (“Suspicious Circumstances”). FirstOntario Credit Union may, in its sole discretion, investigate any Suspicious Circumstances disclosed by the Member but FirstOntario Credit Union does not owe the Member any obligation to undertake its own investigation of Suspicious Circumstances. FirstOntario Credit Union may place a hold on all or some of the Accounts pending investigation of any improper use of any Account. Any hold imposed by FirstOntario Credit Union pursuant to any of the terms of this agreement, or investigation undertaken by FirstOntario Credit Union, is imposed or undertaken by FirstOntario Credit Union at FirstOntario Credit Union’s sole discretion and for FirstOntario Credit Union’s sole benefit. Release of a hold by FirstOntario Credit Union is not a confirmation that a Transaction, instruction, or Instrument is in fact good and may not be relied upon as such by the Member. If, to the satisfaction of FirstOntario Credit Union, any improper use is established, FirstOntario Credit Union can withdraw or suspend operation of the Account without notice.

7.8 FINANCIAL INSTITUTION RECORDS – FirstOntario Credit Union’s records of all Transactions will be deemed to be correct and will be conclusive and binding on the Member. All Transactions will appear on the regular statements of account for the Account.

If the Member thinks that the records of FirstOntario Credit Union contain an error or omission, or reflect unauthorized Account activity, the Member must give immediate written notice to FirstOntario Credit Union, and in any event, must do so within the time provided in this agreement. A copy of any fax or email message or other Remote Instructions or FirstOntario Credit Union’s notes of any Remote Instructions given by telephone may be entered into evidence in any court proceedings as if it were an original document signed by the Member. The Member will not object to the admission of FirstOntario Credit Union’s or Central 1’s records as evidence in any legal proceeding on the grounds that such records are notoriginals, are not in writing, are hearsay, or are documents containing information extracted from a computer and all such records will be conclusive evidence of the Remote Instructions in the absence of documentary recorded evidence to the contrary.

In the absence of evidence to the contrary, the records of FirstOntario Credit Union are conclusive for all purposes, including litigation, in respect of any other matter or thing relating to the state of the Accounts between the Member and FirstOntario Credit Union in respect of any Transaction.

7.9 LIABILITY FOR ERRORS AND OMISSIONS – If FirstOntario Credit Union makes an error or omission in recording or processing any Transaction, FirstOntario Credit Union is only liable for the amount of the error or omission if the Member has not caused or contributed to the error or omission in any way, has complied with this agreement, has given written notice to FirstOntario Credit Union within the time provided in this agreement, and to the extent the liability is not otherwise excluded by this agreement.

If the Member has given such notice, FirstOntario Credit Union’s maximum liability is limited to the amount of the error or omission. In no event will FirstOntario Credit Union be liable for any delay, inconvenience, cost, loss, or damage (whether direct, special, indirect, exemplary, or consequential) whatsoever caused by, or arising from, any such error or omission.

8. THIRD PARTIES

8.1 LINKS – If Direct Services are made available through the Internet, FirstOntario Credit Union’s website may provide links to other websites, including those of Third Parties who may also provide services to the Member. The Member acknowledges that all those other websites and Third Party services are independent from FirstOntario Credit Union’s and may be subject to separate agreements as govern their use. FirstOntario Credit Union and Central 1 have no liability for those other websites or their contents or the use of Third Party services. Links are provided for convenience only and the Member assumes all risk resulting from accessing or using such other websites or Third Party services.

8.2 SERVICES – FirstOntario Credit Union and Central 1 may from time to time make services provided by Third Parties available through FirstOntario Credit Union’s website or Direct Services. The Member acknowledges and agrees that:

a) FirstOntario Credit Union and Central 1 make the services of Third Parties available through FirstOntario Credit Union’s website or Direct Services for the convenience of Members. The services are provided by the Third Party and not FirstOntario Credit Union or Central 1. The Member’s relationship with the Third Party shall be a separate relationship, independent of the relationship between the Member and FirstOntario Credit Union and Central 1 and such a relationship is outside the control of FirstOntario Credit Union and Central 1;

b) FirstOntario Credit Union and Central 1 make no representation or warranty to the Member with respect to any services provided by a Third Party even though those services may be accessed by the Member through FirstOntario Credit Union’s website or through Direct Services;

c) the Member assumes all risks associated with accessing or using the services of Third Parties;

d) FirstOntario Credit Union and Central 1 have no responsibility or liability to the Member in respect of services provided by a Third Party;

e) any dispute that relates to services provided by a Third Party is strictly between the Member and the Third Party and the Member will raise no defence or claim against FirstOntario Credit Union and/or Central 1; and

f) the Proceeds of Crime (Money Laundering) and Terrorist Financing Actand

Regulations may apply to the services provided by Third Parties and that the Third Parties will from time to time adopt policies and procedures to address the reporting, record-keeping, and client identification requirements of that legislation.

8.3 INDEMNITY – The Member agrees to indemnify and hold FirstOntario Credit Union and its service providers and Central 1 and all of their connected parties, including without limitation their respective agents, directors, officers, employees, affiliates, and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liabilities and costs, including without limitation reasonable legal fees and expenses incurred by the Indemnified Parties in connection with any claim or demand arising out of or connected to the Member’s use of the Account. Members must assist and cooperate as fully as reasonably required by the Indemnified Parties in the defense of any such claim or demand. The disclaimers, liability exclusions, liability limitations, and indemnity provisions in this agreement survive indefinitely after the termination of this agreement and apply to the extent permitted by law. Without limiting the foregoing, the Member will indemnify and save the Indemnified Parties harmless from and against all liability, costs, loss, and damages, including direct, indirect, and consequential incurred by the Indemnified Parties as a result of:

a) any of the Indemnified Parties making the Account available to the Member,

b) any of the Indemnified Parties acting upon, or refusing to act upon, Remote Instructions,

c) any of the Indemnified Parties acting upon, or refusing to act upon, no statement requests made by the Member,

d) any Transaction that would result in a negative balance in the Account, or

e) any other Transaction authorized by the Member.

This indemnity will enure to the benefit of the Indemnified Parties and will be binding upon the Member and the Member’s heirs, executors, successors, and assigns and shall survive the termination of this agreement for any act or omission prior to termination as gives rise to an indemnified claim, even if notice is received after termination.

9. ACCOUNT RECORDS

9.1 PAPER STATEMENTS – Unless the Member requests FirstOntario Credit Union to hold the Member’s statement of account for the Account for pick up by the Member, or appoints in writing an agent to pick up the statement of account for the Account, or consents to the statement of account for the Account being made available electronically, or requests no statement of account for the Account to be sent by FirstOntario Credit Union, FirstOntario Credit Union will mail such statement of account for the Account to the Member at the address the Member last gave in writing. It is the Member’s responsibility to notify FirstOntario Credit Union immediately of any change in the Member’s address.

9.2 NO PAPER STATEMENT ACKNOWLEDGEMENT – If, at the request of the Member, FirstOntario Credit Union agrees to cease printing and mailing statements of account for the Account to the Member, the Member acknowledges and agrees that the Member will be responsible to obtain (whether from FirstOntario Credit Union or using Direct Services) and review, after the end of each calendar month, a statement of account for the Account.

9.3 COMPLIANCE WITH NOTIFICATION DATE – The Member will be responsible to obtain (whether from FirstOntario Credit Union or using Direct Services) and review, after the end of each calendar month, a statement of the activity in the Account, and will, by no later than the end of the following calendar month (the “Notification Date”), notify FirstOntario Credit Union of any errors, irregularities, omissions, or unauthorized Transactions of any type in that account record or of any Instruments or other items or of any forgeries, fraudulent, or unauthorized Transactions of any type and any debits wrongly made to the Account.

Notwithstanding any other provision of this agreement, after the Notification Date (except as to any errors, irregularities, omissions, or unauthorized Transactions of any type of which the Member has notified FirstOntario Credit Union in writing on or before the Notification Date), the Member agrees that:

a) the amount of the balances shown on the last day of the calendar month is correct and binding on the Member subject to the right of FirstOntario Credit Union to make reversals in accordance with this agreement,

b) all amounts charged to the Account are valid,

c) the Member is not entitled to be credited with any amount not shown on the statement of account for the Account for that calendar month,

d) the Member has verified the validity of any Instruments and instructions, and

e) the use of any service shown is correct.

9.4 MEMBER ACKNOWLEDGEMENT – The Member acknowledges that:

a) notwithstanding a negotiable Instrument may be provisionally posted to the Account, it is not considered processed until it has been honoured and irrevocably collected by FirstOntario Credit Union and the time for return by any process of law has expired. The credit represented by a negotiable Instrument that is not honoured and collected, or is charged back or tainted by fraud, may be reversed from the Account notwithstanding any provisional posting. The statement of account for the Account will be modified accordingly, and

b) notwithstanding a deposit or other credit may be provisionally posted to the Account, it is not considered processed until it has been verified and accepted by FirstOntario Credit Union. A deposit or other credit that is not verified and accepted may be reversed from the Account notwithstanding any provisional posting. The statement of account for the Account will be modified accordingly.

9.5 PAD REIMBURSEMENT – Despite article 9.3, Compliance with Notification Date above, if the Member has authorized PADs to be issued against any of the Accounts, the Rules provide that, under specified conditions, claims for reimbursement of PADs may be made and:

a) where the purpose of the PAD was for payment of consumer goods and services, the time period for making such a claim is 90 calendar days from the date of debiting, or

b) where the purpose of the PAD was for payment of goods and services related to commercial activities of the Member, the time period for making such a claim is 10 business days from the date of debiting. Claims must be made in writing to FirstOntario Credit Union within the specified time period and in compliance with the Rules, as amended from time to time.

9.6 RECORDS AND CHEQUE IMAGING – FirstOntario Credit Union will determine, in its sole discretion, whether Instruments and other items will be returned to the Member with the statement of account for the Account.

If FirstOntario Credit Union implements an imaging program, FirstOntario Credit Union will determine, in its sole discretion, whether copies of images of Instruments and other items will be provided for the statement of account for the Account. The Member acknowledges that copies of images of Instruments and other items may be provided before FirstOntario Credit Union has determined whether the Instrument or other item will be honoured or accepted and agrees that copies of images of Instruments and other items are made available by FirstOntario Credit Union as a service to the Member and that the provision of copies of images of Instruments and other items does not mean that the Transaction has been processed or in any way oblige FirstOntario Credit Union to honour or accept the Instrument or other item. The Member acknowledges that if FirstOntario Credit Union adopts an imaging program, the physical Instruments and other items may be destroyed. If FirstOntario Credit Union has implemented an imaging program and determines not to include copies of images of Instruments and other items with the statement of account for the Account, FirstOntario Credit Union will ensure that copies of images can be made available to the Member upon request for at least 5 years following the date of the statement of account for the Account on which the Instrument or other item appears, subject to payment of the service charges established by FirstOntario Credit Union from time to time.

9.7 VIEWING DOCUMENTS – FirstOntario Credit Union may, in connection with Direct Services, permit the Member to view and print images of documents. The Member acknowledges and agrees that such images are made available by FirstOntario Credit Union as a service to the Member and the provision of such images does not in any way oblige FirstOntario Credit Union.

10. OPERATION OF THE ACCOUNT

10.1 MODIFICATION OF AGREEMENT– FirstOntario Credit Union may, in its sole discretion, amend the terms and conditions of this agreement as it relates to the Member’s future use of the Account from time to time, for any reason, without any liability to the Member or any other person. FirstOntario Credit Union may provide notice of a change to this agreement by mailing notice to the Member’s last known address, by posting notice at FirstOntario Credit Union’s premises, by personal delivery, or by any other means FirstOntario Credit Union, acting reasonably, considers appropriate to bring the modification to the attention of the Member. The Member is responsible for regularly reviewing the terms and conditions of this agreement. If the Member uses the Account after the effective date of an amendment to this agreement, it will mean that the Member agrees to the amendment and adopts and is bound by the newer version of this agreement. The Member may not change, supplement, or amend this agreement by any means.

10.2 TERMINATION – This agreement may be terminated by either FirstOntario Credit Union or the Member on not less than 1 business day’s prior written notice. The member shall not:

a) use the Account and/or Third Party services for an illegal, fraudulent, or defamatory purpose, and

b) take steps, or cause, or permit anything to be done that could undermine the security or integrity of the Account and/or Third Party services (including activities that threaten to harm or cause harm to any other participant in the provision, utilization, or support of the Account and/or Third Party services).

In the event of a breach of the provisions of a) or b), the Account or any service provided by a Third Party may be suspended or terminated.

The Member acknowledges and agrees that FirstOntario Credit Union may, in its sole discretion, at any time or for any reason, restrict, suspend, or terminate the

Member's Account privileges without advance notice to the Member. The Member acknowledges and agrees to indemnify and save harmless FirstOntario Credit

Union from and against any and all damages, costs, expenses, and liability arising or incurred by FirstOntario Credit Union as a result of any use of the Account by the Member that:

a) is inconsistent with a restriction imposed on the use of the Account by FirstOntario Credit Union and communicated to the Member, or

b) takes place following the suspension or termination of service privileges by

FirstOntario Credit Union.

The Member will immediately return all Debit Cards issued to it upon:

a) ceasing to be a member of FirstOntario Credit Union,

b) termination of this agreement,

c) termination of Debit Card privileges, or

d) otherwise upon request by FirstOntario Credit Union. The Member will be responsible for paying all legal fees and expenses (on a solicitor and own client basis) incurred by FirstOntario Credit Union in terminating the Account.

The Member's insolvency, bankruptcy, dissolution, or death will constitute an automatic revocation of the privileges associated with the Account. Any notice of termination shall not release the Member from any obligations incurred under this agreement prior to its termination.

10.3 NOTICES– Any notice required or permitted to be given to FirstOntario Credit Union in connection with this agreement must be in writing and must be addressed and delivered to FirstOntario Credit Union at the address or fax number set forth on this agreement. Any notice required or permitted to be given to the Member in connection with this agreement may be given to the Member by delivering a written notice to the Member’s last known address, at such other address, email address, or fax number given by the Member to FirstOntario Credit Union, or, except as to confidential financial information specific to the Member, by posting notice at FirstOntario Credit Union’s premises or on FirstOntario Credit Union’s website, or by any other means FirstOntario Credit Union, acting reasonably, considers appropriate to bring the notice to the attention of the Member.

10.4 ELECTRONIC EXECUTION – This agreement may be executed electronically. Use of the Account shall be deemed to be acceptance of these terms and conditions as of the date of first use, or in the case of a modification of this agreement, acceptance of the modified terms and conditions.

10.5 PROCEEDS OF CRIME LEGISLATION – The Member acknowledges that the Proceeds of Crime (Money Laundering) and Terrorist Financing Act and Regulations apply to the operation of the Account and that FirstOntario Credit Union will from time to time adopt policies and procedures to address the reporting, record-keeping and client identification requirements of that legislation. The Member agrees to abide by and comply with all such laws and procedures.

10.6 OTHER CLAIMS ON THE ACCOUNT – If FirstOntario Credit Union receives notice of a possible claim against, or interest in, any of the Accounts under any court order, statutory demand, or under applicable family, domestic relations, matrimonial property, or similar legislation, a marriage agreement, or a separation agreement, FirstOntario Credit Union may refuse to permit the Member to have any dealings with any of the Accounts, even if funds stand to the credit in any such Account. FirstOntario Credit Union will not be liable for any loss or damage resulting from any refusal by FirstOntario Credit Union under this article.

10.7 APPLICABLE LAW – This agreement is governed by the laws of the province of the Account, or if more than 1 Account, then the jurisdiction of incorporation of FirstOntario Credit Union and the federal laws of Canada applicable therein, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws.

10.8 ENUREMENT – This agreement will take effect and continue for the benefit of and be binding upon each of FirstOntario Credit Union and the Member and their heirs, executors, successors, and assigns.

10.9 SEVERABILITY – This agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any provision of this agreement is held to be invalid or unenforceable to any extent, then:

a) such provision will be interpreted, construed, or reformed to the extent reasonably required to render the same valid, enforceable, and consistent with the original intent underlying such provision; and

b) such invalidity or unenforceability will not affect any other provision of this agreement.

10.10 NO WAIVER– No waiver by FirstOntario Credit Union of any breach of or default under this agreement shall be deemed to be a waiver of any preceding or subsequent breach or default. FirstOntario Credit Union may, without notice, require strict adherence to the terms and conditions of this agreement, despite any prior indulgence granted to or acquiesced in by FirstOntario Credit Union. 10.11 CHOICE OF LANGUAGE – It is the express wish of the parties that this agreement and any related documents be drawn up and if execution is required, to be executed in English. Les parties conviennent que la présente convention et tous les documents s’y rattachant soient rédigés et signés en anglais.