Digital and Online Banking Service Agreement
PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY CLICKING “I ACCEPT” BELOW OR OTHERWISE USING OR ACCESSING THE SERVICES DESCRIBED HEREIN, YOU ARE ACCEPTING THIS AGREEMENT AND AGREEING TO BE BOUND BY ALL TERMS AND CONDITIONS SET FORTH HEREIN. BY ACCEPTING THIS AGREEMENT, YOU ACKNOWLEDGE AND AGREE THAT THE TERMS AND CONDITIONS OUTLINED IN THIS AGREEMENT WILL APPLY TO AND GOVERN YOUR USE OF ANY AND ALL DIGITAL AND ONLINE BANKING SERVICES OFFERED BY CITY BANK, AND THAT YOU HAVE READ AND UNDERSTAND THE TERMS OF THIS AGREEMENT, AND YOU WILL CREATE A VALID AND BINDING LEGAL CONTRACT BETWEEN YOU AND CITY BANK. THE TERMS AND CONDITIONS OF THIS AGREEMENT PROVIDE, AMONG OTHER THINGS, THE FOLLOWING WAIVERS:
- Waiver of “two or more signature” requirements on accounts;
- Waiver of right to trial by jury;
- Waiver of certain liability we might have to you (or limitations regarding the same); and
- Waiver of any challenge to the personal jurisdiction of any state or federal court in Lubbock County, Texas, consent to the exclusive jurisdiction such courts, and your agreement with us that Texas law will control this Agreement, without regard to conflict-of-law rules.
1. What This Agreement Covers
This Agreement covers your use of City Bank’s Digital and Online Banking Services. City Bank’s Digital and Online Banking Services are defined as any electronic service in any form or medium (including but not limited to through the world wide web, internet, personal computer, smartphone or other electronic device) provided by City Bank that permits you to access or obtain account information and/or statement updates on your deposit accounts, transfer funds to or from your City Bank accounts, pay bills to City Bank or to third parties, and receive and send electronic messages to City Bank, and access Money Manager, a free personal financial management service that allows registered users to organize, consolidate, manage and track their financial information through the use of third party software accessed through City Bank’s Website. Access for Digital and Online Banking Services will be provided through our Website (defined below) or through software designed for your handheld or other electronic device. Our Website refers to all city.bank websites and all other web pages maintained by us and accessible through city.bank or through software applications as to handheld or mobile device. It also includes any other website or web pages you can access only after you, or a person for whom you are acting as an authorized representative, enter into this Agreement as a condition to accessing the Website. It does not include any website that has its own separate agreement governing online access, or any other Third Party Website not hosted and/or maintained by City Bank.
You understand that these industry standards are dynamic and constantly developing. By consenting to the enrollment process you acknowledge and understand that there are risks to electronic delivery of account statements and notices, including but not limited to delay or failure of delivery due to technical difficulties, weather conditions, and matters beyond our reasonable control. You have considered the historical and potential future content of your account statement(s), the risk associated with electronic delivery of account statements and our security procedures, and you find that our security measures are reasonable. If in the future you conclude that our security procedures cease to be reasonable, you must terminate this agreement immediately.
2. Other Bank Agreements with City Bank
3. Digital and Online Banking Services, Transfers and Payments
Subject to the terms and conditions of this Agreement, you may use the Digital and Online Banking Service(s) we offer to you from time to time to access your demand deposit account(s), obtain Digital and Online Banking Services, and perform authorized transactions through the Website or through your mobile or other electronic device. The available categories of eligible accounts and Digital and Online Banking Services are described on our Website and may change from time to time, at our sole option. Available transactions include obtaining balance information, transaction history and other information. In some instances, balances and transaction history may only reflect activity conducted through the close of the previous business day. When we introduce new features or eliminate features, we will notify you through updates to our Website accordingly. You shall be solely responsible for acquiring and maintaining a computer or any other electronic device and equipment that can handle and access the Digital and Online Banking Service; and for all costs associated with accessing the same through your electronic device of your own choice. When you instruct City Bank to transfer funds to or from your City Bank accounts through the Digital and Online Banking Services, you authorize City Bank to withdraw the necessary funds from the City Bank account you designate. As with any funds transfer request, whether or not utilizing Digital and Online Banking Services, you agree that you will instruct City Bank to make a withdrawal only when a sufficient balance is or will be available in your designated City Bank account at the time of withdrawal. City Bank will not be obligated to act on any withdrawal instruction from you if sufficient funds, including overdraft limits, are not available in the account you designate.
Transfers completed through the Service before 7:00 p.m. Central Standard Time on a business day are posted to your account the same day. Transfers completed after 7:00 p.m. Central Standard Time on a business day or on a Saturday, Sunday, or banking holiday will be posted on the next business day.
By using the Mobile Banking Services, you are providing Bank and Bank’s third-party service providers express consent to use aggregated and anonymized engagement and usage data Bank obtains from your use of the Digital and Online Banking Services for monitoring and quality control purposes, analysis of aggregated Digital and Online Banking Services user data, and any other purpose necessary to provide the Digital and Online Banking Services under this Agreement.
4. Owners, Authorized Representatives and Delegates
By accessing any Digital and Online Banking Services provided hereby, you agree that you have the right to provide us with instructions, make any decision, obtain any information or make any request associated with the Account(s) and related Digital and Online Banking Services which are the subject hereof. You further agree that each of your authorized representatives, as designated to us in writing, will be acting as your agent and will be bound by this Agreement and any separate agreement governing the Account(s). All transactions that an authorized representative performs on an Account(s) or through the Digital and Online Banking Services, including those you did not want or intend, are transactions authorized by you. You are solely responsible for those transactions, and we are not responsible for them.
If you make a person an authorized signer on an Account, we may in our discretion treat that authorized signer as an authorized representative for purposes of access, use and modification of the Digital and Online Banking Services. If you notify us that an authorized representative is no longer authorized, only transactions that you did not want or intend and that the authorized representative performs after you notify us, and we have a reasonable opportunity to act on the notice, will be considered unauthorized.
For business accounts, the owner of the Account may manage the authority of your authorized representatives through the Website. The owner of the Account who initially enrolls in the Digital and Online Banking Services will be designated as the Administrator of the Account(s) and will have full access to all of the features and benefits of Digital and Online Banking Services. We offer the ability to create multiple usernames and passwords for various persons within your organization to have access to your Account(s) through the Digital and Online Banking Services, each with the access level you designate. In some circumstances, we also permit you to link other business accounts you own or control. Multiple usernames and linking Accounts are discussed below.
An authorized representative acting within the authority established using the Website will be called a “Delegate” throughout this Agreement. You agree that you, and not we, are responsible for supervising all of your Delegates and monitoring the actions they take on your behalf, whether or not we provide tools for managing their authority. All transactions that a Delegate performs on an account within the scope of the authority you grant through the Website, including any transactions you did not want or intend, are transactions authorized by you. You are solely responsible for those transactions, and we are not responsible for them. If you revoke or change the authority of a Delegate using the Website, only transactions that you did not want or intend and that the Delegate performs after you change their authorization, and we have a reasonable opportunity to act on that notice, will be considered unauthorized transactions. To notify us that you want to terminate a Delegate appointment you have made on the Website, you must access the Website using your username and password, select the applicable link to manage access to your accounts on the Account Services page, and follow the directions to delete the Delegate, or you must contact City Bank customer service by calling 1-800-OUR-BANK (1-800-687-2265) with your notification to remove the Delegate.
THE BANK WILL HAVE NO LIABILITY TO YOU FOR UNAUTHORIZED PAYMENTS AND TRANSFERS MADE USING THE ACCESS CODES YOU ASSIGN THAT OCCURS BEFORE YOU HAVE NOTIFIED US OF POSSIBLE UNAUTHORIZED USE AND WE HAVE HAD A REASONABLE OPPORTUNITY TO ACT ON THAT NOTICE.
For each Delegate, you may designate the activity level - Inquiry or Cash Management - for each linked account. You agree that by granting Cash Management access you are authorizing a Delegate to transfer funds, wire funds, perform stop payment requests, originate ACH transactions (only if you have signed a separate ACH Processing Agreement), perform account maintenance and view account transactions for any Account linked to the Digital and Online Banking Services. Inquiry access allows a Delegate to transfer funds within accounts linked by the Digital and Online Banking Services, perform stop payment requests, and view account transactions for the linked accounts.
If you have multiple businesses that you are authorized to obtain Digital and Online Banking Services for, and want to link the accounts of the other business to the accounts covered by this Agreement, you will need to agree separately to this Agreement for each of your businesses. Upon doing so, you may link the accounts of the businesses, at your risk and that of the businesses, but not of City Bank, so that you and any Delegate of any of the businesses may use a common username and access code for the Digital and Online Banking Services for all linked accounts. This can only be done if you are authorized to link the accounts of the different business and use all the functions of Digital and Online Banking Services for each business. You further agree to inform the bank if the authority over any linked account of any authorized agents or employees given access to the account through Business Internet Banking Services decreases or otherwise changes in any manner. City Bank is not liable if your authority over any account decreases until you inform us of the change by notifying us at 1-800-OUR-BANK (1-800-687-2265) or at City Bank, Attn: Electronic Banking, P.O. Box 5060, Lubbock, Texas 79408-5060, and only after we have had a reasonable time to act on such notification.
You are responsible for ensuring that each Delegate maintains the confidentiality of his or her username, password, or other login identification.
You agree that each Delegate will access and use each Account, and Digital and Online Banking Services, in accordance with the authority given to the Delegate by the delegating owner. Each time the Delegate accesses, views, or transacts on an Account or through Digital and Online Banking Services, you represent and warrant to us that the Delegate’s action is authorized by the delegating Owner. If we receive conflicting instructions, or if we believe that an Account’s security or our security may be at risk as a result of a Delegate, we may at our sole discretion terminate the Delegate’s access to the Service, an Account, or the Digital and Online Banking Service, or prevent the individual from being a Delegate, without prior notice to you or any account Owner.
The authority of a Delegate will terminate: (a) when we are notified by an Owner through the appropriate channel that the Delegate’s authority is terminated and we have a reasonable opportunity to act on the notice, (b) when we are notified by an Owner that the Owner appointing the Delegate ceases to be an Owner on the Account and we have a reasonable opportunity to act on the notice, (c) in the case of Consumer accounts and sole-proprietor Business accounts, upon our receiving written notice of the death or incapacity of the delegating Owner from a court of competent jurisdiction or from a source that we consider official and reliable and we have a reasonable opportunity to act on the notice, or (d) at our sole discretion if an Owner or Delegate breaches any provision of this Agreement.
5. Waiver of requirement for two or more signatures
You agree that any requirement of verifying two or more signatures on any item, such as checks, will not apply to electronic or telephone transfers, and we will have no liability when making these kinds of transfers without the requisite verification. This means that any person who is an authorized signer on your Account is authorized by you to individually make electronic or telephone transfers, even though that person’s authority to transfer or withdraw funds from your account by some other means (e.g., by check) must be exercised jointly with one or more other persons. This provision controls and takes precedence over any conflicting provision in any other agreements you have with us.
6. Accessing Accounts and Digital and Online Services through the Website or Mobile Device
You authorize City Bank to provide you (and in the case of a business account, to your authorized users and Delegates) access to your Accounts and the Digital and Online Banking Services through the Service. You may access your Accounts and our Digital and Online Banking Services through the Website to obtain information and perform transactions as authorized on the Website, or through software applications specifically designed for use on a mobile or electronic device. To access your Accounts and the Digital and Online Banking Services through our Website or through software applications specifically designed for use on a mobile or electronic device you must have a username, a password and the required hardware and software as described on the Website. You must also comply with any other security procedures and policies we may establish from time to time. Your username and password for access through our Website and through mobile applications may be different. Subject to the terms of this Agreement, you will generally be able to access your Accounts and Services through the Website 7 days a week, 24 hours a day. At certain times, the Service may not be available due to system maintenance or circumstances beyond our control. When using our Mobile Banking Service, you may generally access certain Accounts through the mobile browser and receive certain information through text messaging under this Service, using a handheld mobile device, such as a cellular or mobile phone, smart phone, tablet or personal digital assistant (PDA).
7. Terminating Your Access to the Service
We reserve the right to terminate your access to Online Banking and/or the Digital and Online Banking Services, if you violate any terms of this Agreement (including the failure to pay fees under any applicable fee schedule) or any other agreement you have with us, and you agree that we may suspend or terminate your access to any one or more of your Accounts and Services if you do so. We will not be required to reinstate or re-activate your access. Furthermore, if you close all of your Accounts and terminate your Services, or withdraw from the Service, we may suspend or terminate your access without prior notice to you. In some cases, if you close your Accounts, you may also lose access to your Digital and Online Services and we may terminate your access to the Service. We will not be required to reinstate or re-activate your access. Also, if you have no open and eligible Accounts linked to the Service, or do not use the Service for a period of 12 consecutive months, we may, in our sole discretion, terminate your access without prior notice to you.
In order to maintain secure communications and reduce fraud, you agree to protect the security of your account numbers, codes, marks, signs, public keys, usernames, passcodes, pass phrases, security questions, and/or any other means of identification. City Bank reserves the right to block access to the Digital and Online Banking Services to maintain or restore security to City Bank systems if City Bank reasonably believes your security features have been or may be obtained or are being used or may be used by an unauthorized person(s). You are liable and responsible for all Digital and Online Banking Services transactions made using your means of identification, whether those transactions are made by you or any person you authorize, permit or enable to have your means of identification (even if the person exceeds your authority) or by any person who obtains through you, by whatever means, your means of identification. If you have given someone your means of identification and wish to terminate their authority, or if you know or believe that your means of identification otherwise is compromised, you must notify City Bank so that City Bank can take the necessary steps to change the means of identification. You agree to defend, hold harmless and indemnify City Bank from and against any and all claims of any nature arising out of any such access by a person you have authorized, permitted or enabled to have access to your City Bank accounts via the Digital and Online Banking Services. For Business Accounts, you agree that we may send notices and other communications including access code confirmations, to the current mailing or electronic address shown in our records, whether or not that address includes a designation for delivery to the attention of any particular individual. You further agree that City Bank will not be responsible or liable to you in any way if information is intercepted by an unauthorized person, either in transit or at your place of business. You agree to: 1) keep your access code secure and strictly confidential, providing it only to authorized signers on your account(s); 2) instruct each person to whom you give your access code that he or she is not to disclose it to any unauthorized person; and 3) immediately notify us and select a new access code if you believe your access code may have become known to an unauthorized person.
CITY BANK WILL HAVE NO LIABILITY TO YOU FOR ANY UNAUTHORIZED PAYMENT OR TRANSFER MADE USING YOUR ACCESS CODE THAT OCCURS BEFORE YOU HAVE NOTIFIED US OF POSSIBLE UNAUTHORIZED USE AND WE HAVE HAD A REASONABLE OPPORTUNITY TO ACT ON THAT NOTICE.
We may suspend or cancel your access code even without receiving such notice from you, if we suspect your access code is being used in an unauthorized or fraudulent manner.
For business Accounts, by using the Digital and Online Banking Services, you acknowledge and agree that this Agreement sets forth security procedures for electronic banking transactions which are commercially reasonable. You agree to be bound by instructions, whether authorized or unauthorized, which we implement in compliance with these procedures, unless you have given us prior notice of possible unauthorized use (and we have a reasonable opportunity to act on such notice).
9. Online Statements
You may enroll to receive online statements for certain accounts and for your Digital and Online Banking Services. By enrolling in online statements, you agree to replace your mailed (paper) statement with an electronic version (PDF) that you can view on the Website, save to your computer, or print at your convenience. Once enrolled in Online Statements, you agree that any legal notices or disclosures that normally accompany your mailed statement or that we would otherwise deliver to you by mail concerning your Account or Digital and Online Banking Services may be delivered to you electronically. In some cases, paper statements, legal notices and disclosures that you receive electronically must continue to be mailed even if you elect to receive them electronically. We may, at our sole discretion, offer you additional options and preferences for the delivery of various types of communications related to your Accounts or Digital and Online Banking Services.
You elect and authorize us, at our discretion, to electronically deliver your account statement(s) and notices that we are required to provide to you under applicable Federal and State statutes and their implementing regulations, as amended from time to time, including: Truth in Savings Act, Fair Credit Reporting Act, Electronic Funds Transfer Act, Equal Credit Opportunity Act, Privacy of Financial Information and additional Federal law and the laws of the state in which your account is located. If there is more than one Depositor that is a party to the account, notice to anyone Depositor will be effective for all.
The online statement option is only available to you if you enroll your accounts in the Service and provide us with a valid email address for the Service. Unless otherwise required by law, if you enroll to receive online statements we will no longer mail paper statements to you for that account. Details for receiving online statements, and the effect of online statement enrollment and delivery of paper statements, are provided on the Website.
If you currently receive a monthly account statement with check image(s) in paper format, once you enroll in online statements, you will continue to receive check images with your statements. You may also view online images of the individual checks posted to your account through the Digital and Online Banking Services, and you may request that a photocopy of a cancelled check be mailed to you for an additional fee.
Your online statement and legal notices and disclosures will be presented to you on the Website or through your mobile or electronic device. You must have computer software that meets the requirements provided on the Website in order to view, print, and/or save your online statement and legal notices.
If you believe your online statement is lost or that someone has obtained access to your online statement without your permission, contact any Customer Service Representative. Notwithstanding any provisions to the contrary contained in this agreement, we shall be responsible only for performing the online statement services as expressly provided for in this agreement. We shall be liable only for material losses which are the direct result of our own negligence or intentional misconduct in performing these services. We shall have no liability for failure to perform any online statement services or for any disruption or delay in performing said services in the event such failure, disruption or delay is due to circumstances beyond our reasonable control (including, but not limited to, failure or disruption of electronic power, computer equipment, telecommunications systems, your online service provider, or weather conditions). We shall have no liability for any consequential, special, punitive damages or indirect loss under any circumstances, except to the extent that we are liable under this agreement. You agree to indemnify and hold us and our directors, officers, employees, and agents harmless for all claims, demands, judgments, and expenses (including reasonable attorneys fees) arising out of or in any way connected with the performance of the online statement services. You agree that this indemnification shall survive the termination of this agreement.
If you enroll in Online Statements, your year-end tax documents may be made available through the Website just like your Online Statements and to the valid email address provided for the Service. Customers are not required to complete a separate enrollment process in order to view their tax documents online. This option is available to you regardless of whether or not we also send you mailed (paper) tax documents.
We may terminate delivery of online statements to you for one or more Accounts or Digital and Online Banking Services, without notice.
10. System Requirements
Your online statement and legal notices and disclosures will be presented to you on the Website or through your mobile or electronic device. You must have computer software that meets the requirements provided on the Website in order to view, print, and/or save your online statement and legal notices.
11. Alerts and Mobile Text Messaging
Your enrollment in the Digital and Online Banking Services includes access to mobile text messaging related services (collectively, "Text Services") and Alerts. By enrolling in the Digital and Online Banking Services, you are providing Bank with your express consent permitting us to contact you as necessary to provide the Digital and Online Banking Services (including sending text messages and push notifications to your mobile device). Such activities may include, but are not limited to, providing account alerts, confirming account activity, confirming mobile remote capture deposits, undertaking fraud prevention, servicing, or for any other purpose as provided in this Agreement. You agree that we may send text messages and push notifications through your communication service provider in order to deliver them to you and that your communication services provider is acting as your agent in this capacity. We may use a telephone number, e-mail address or other delivery location we have in our records for you or other such contact information as you may provide to us for these services so that we may send you certain information about your applicable account. You agree to immediately notify Bank if you cease using the mobile phone number or change the mobile phone number you have provided to Bank.
Additionally, you agree to indemnify, defend and hold us harmless from and against any and all claims, losses, liability, cost and expenses (including reasonable attorneys' fees) arising from your provision of a phone number, e-mail address, or other delivery location that is not your own or your violation of applicable federal, state or local law, regulation or ordinance. Your obligation under this paragraph shall survive termination of the Agreement. The Alerts and Text Services are provided for your convenience and do not replace your monthly account statement(s), which are the official record of your accounts. You understand and agree these services may not be encrypted and may include personal or confidential information about you such as your account activity or the status of your account. You also understand that there may be a disruption in service when you change your communications service provider. Messages may be delayed or impacted by factor(s) pertaining to your Internet service provider(s), phone carriers, or other parties. We will not be liable for losses or damages arising from any disclosure of account information to third parties, non-delivery, delayed delivery, misdirected delivery or mishandling of, or inaccurate content in, the messages sent through the Alerts and Text Services. The Text Services are only available to customers who have an eligible account with us, and you may be automatically enrolled to receive certain Alerts. While you have to have an eligible account to use the service, once it is activated, if you have other types of accounts with us, you may have access to those other accounts as well. There is no service fee for the Alerts and Text Services but you are responsible for any and all charges, including, but not limited to, fees associated with text messaging imposed by your communications service provider. Message and data rates may apply. Such charges include those from your communications service provider. Message frequency depends on user preferences.
12. Bill Pay
You may direct City Bank to make payments from your City Bank demand deposit and other eligible accounts to third parties (“payees”) whom you have selected to receive payment. You may make payments through the Service to any business, merchant, or professional that generates a bill or invoice for products or services provided to you on your behalf (“Business Payee”) or to any individuals, family, or friends for non-business purposes (“Individual Payees”). Payments may be made only to payees with a U.S. payment address. You may schedule payments to be initiated on the day that you enter the payment information, on a future date, or on the same date each month, subject to the restrictions in this Agreement. Although you can enter payment information through the Service 24 hours a day, 7 days a week, payments can be “initiated” only on business days. Bills cannot be initiated on holidays or weekends. If a scheduled bill payment falls on a holiday or weekend, it will be paid on the Friday before the weekend, or the last working day before the holiday. The date on which a payment is “initiated” is the date on which we act on your payment instructions.
As you are initiating your payment, you will be asked whether you want your payment to be sent by electronic transmission or by check. In order to send a payment by electronic transmission, your designated payee must be on our list of businesses that are set up to accept electronic transfers. To determine whether your payee is on the list simply type in the payee name and search. All payments not made by electronic transmission are made with a check to your designated payee.
Payments are “processed” two times each business day: at 7:00 a.m. CST and at 2:00 p.m. CST. You have the right to stop or change any scheduled bill payment until the time it is processed. The following scenarios illustrate City Bank’s bill pay schedule:
- Scenario One: Any payments entered between 7:01 AM CST and 1:59 PM CST on any business day can be modified or deleted anytime prior to 2:00 PM CST.
- Scenario Two: Any payments entered between 2:01 PM CST and 6:59 AM CST on any business day can be modified or deleted anytime prior to 7:00 AM CST.
Stop Payments are not guaranteed. Payees may present payments to their bank before the stop payment has been properly processed. Payments that are in process CANNOT be canceled or stopped. If City Bank is successful in processing a stop payment request, please allow up to seven business days for the funds to be credited to your account.
Scheduling Payments: There will be a delay between the time when you initiate a payment and when the payee receives that payment. Any payments made using the Service require sufficient time for your payee to receive your payment and credit your account properly. Therefore, you should initiate the payment sufficiently in advance of the due date of your payment. We recommend that you initiate payments at least 7 full business days prior to the due date for payments by check and at least 4 full business days for electronic payments. We will not be responsible for any fees, expenses, late charges, or losses you may incur as a consequence of late payment if you fail to properly initiate the payment sufficiently in advance of the due date of your payment.
If City Bank does not properly complete a bill payment on time or in the correct amount, we will reimburse your for any late fees or penalties you are charged up to a maximum of $25.00 per scheduled payment to a Business Payee that is not received by the scheduled payment date as a result of the failure of a Business Payee to receive a payment made through the Service. In order to be eligible for such reimbursement, you must meet the following conditions: (a) you must have properly scheduled the payment to be initiated on a date at least 7 business days prior to the bill’s actual due date if payment is being made by check and at least 4 business days if by electronic payment (b) you must provide us with the correct Payee name, address, and account information, and with the correct payment amount (c) your checking account must contain sufficient funds to complete the payment (d) The late payment fee or penalty, or the method of its calculation, must be published by the payee prior to the bill’s actual due date. (e) You are an individual using Bill Pay for personal, family, or household purposes. (f) The Payee must be a Business Payee. The Bank has the right to refuse any transaction if the Bank reasonably believes such refusal is necessary for security reasons.
For business accounts signed up for the Bill Pay services, you agree that the password security described in Section 8 of this Agreement sets forth security procedures for electronic fund transfers that are commercially reasonable. For payment requests from Business accounts, which are subject to Article 4A of the Uniform Commercial Code (“UCC 4A”), we are liable only for damages required to be paid under UCC 4A. In no event will we be liable for any exemplary, special, indirect, or consequential loss, damage, costs or expense of any nature, including, without limitation, lost profits, even if we have been informed of the possibility of such damages, except as may be required by law.
At the present time, there are no service charges for City Bank’s Bill Payment Services. Please note, however, that you are responsible for all fees and charges that might otherwise apply to your City Bank accounts, such as normal account fees and service charges, non-sufficient funds or Overdraft Protection fees, etc.
13. Electronic fund transfer (EFT) provisions for Consumers
The provisions in this Section apply only to electronic fund transfers that debit or credit a Consumer’s checking, savings or other deposit account and are subject to the Federal Reserve Board’s Regulation E (an “EFT”). All terms in this Section not defined in this Agreement which are defined in Regulation E will have the meaning given in Regulation E.
Except for EFTs to or from brokerage accounts, your liability for an unauthorized EFT or a series of related unauthorized EFTs will be determined as follows:
- If you notify us within 2 Business Days after learning of the loss or theft of your password, your liability will not exceed the lesser of $50 or the amount of unauthorized EFTs that occur before notice to us.
- If you fail to notify us within 2 Business Days after learning of the loss or theft of your password, your liability will not exceed the lesser of $500 or the sum of:
- $50 or the amount of unauthorized EFTs that occur within the 2 Business Days, whichever is less; and
- the amount of unauthorized EFTs that occur after the close of 2 Business Days and before notice to us, provided we establish that these EFTs would not have occurred had you notified us within that 2-day period.
You must report an unauthorized EFT that appears on a periodic statement within 60 days of our transmittal of the statement to avoid liability for subsequent transfers. If you fail to do so, your liability will not exceed the amount of the unauthorized EFTs that occur after the close of the 60 days and before notice to us, and that we establish would not have occurred had you notified us within the 60-day period. You may, as applicable, also be liable for the amounts described in the immediately preceding paragraphs above.
If your delay in notifying us was due to extenuating circumstances, we may extend the times specified in the immediately preceding paragraphs above to a reasonable period. You must notify us of any unauthorized use or errors in person, by telephone at 1-800-OUR-BANK (1-800-687-2265), or in writing to: City Bank, Attn: Fraud Department, P.O. Box 5060, Lubbock, Texas 79408-5060. If you notify us over the phone or in person, we may require that you send your complaint or question in writing within 10 business days of your notification to us. We will determine whether an error occurred within 10 business days after we hear from you, and will correct any error promptly. If we need more time to conduct our investigation, however, we will notify you of our need for an extension, which may take up to 45 days to investigate your complaint or question. If we decide to do this, we will credit your account within 10 business days for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within 10 business days, we may not credit your account.
For errors involving new accounts, point-of-sale, or foreign-initiated transactions, we may take up to 90 days to investigate your complaint or question. For new accounts, we may take up to 20 business days to credit your account for the amount you think is in error. We will tell you the results within 3 business days after completing our investigation. If we decide that there was no error, we will send you an explanation. You may ask for copies of the documents that we used in the investigation.
If you authorize a person to regularly debit your Account and the amount varies from the previous amount debited, the person debiting your Account is required to tell you, at least 10 days before each debit, when the debit will be made and how much it will be.
You may place a stop payment order on preauthorized EFTs by calling 1-800-OUR-BANK (1-800-687-2265) at least 3 business days prior to the scheduled transfer date. We require your name and the account number associated with the transfer, and (a) the exact name of the payee, (b) the exact payment amount, and (c) the scheduled transfer date. Failure to provide correct and complete information may make it impossible for us to stop payment of the preauthorized EFT. You agree to indemnify and hold us harmless from and against any loss incurred by us as a result of our paying an EFT if any of the information relied upon in the stop payment order is incorrect or incomplete (or as a result of our not paying a preauthorized EFT for which a valid stop payment order is in effect). If we pay a preauthorized EFT despite a valid stop payment order, we may require you to provide us with an affidavit describing in detail the dispute.
14. External Transfers
Subject to the terms, conditions and limitations set forth in this Agreement, you may be permitted to use the Digital and Online Banking Service(s) to perform “external transfers” from your City Bank account to another account you own at another financial institution (provided such external account is located at a United States financial institution). External transfers are transfers that allow you to debit or credit your City Bank account from an account at another financial institution that is owned by you. To access external transfers, you are required to provide the account and routing number of the account at the other financial institution to which you wish to debit or credit, and go through a verification process that uses micro deposits that may take anywhere from 1-3 business days to be deposited and debited from the other external account. You may only use external transfers for accounts at other financial institutions which are owned by the same person who is the customer on the City Bank account to which external transfers are initiated through the Digital and Online Banking Service(s). By accessing and/or making an external transfer, you represent and warrant to City Bank that you are the owner of both the City Bank account and the external account at the other financial institution. Once the external account has been verified by you (through the confirmation of the amount of the micro deposit in the other external account), you are then permitted to transfer money to or from the external account. In the event that you do not own the other external account, despite your representation and warranty to the contrary, you hereby release, indemnify and hold City Bank harmless for all liabilities and losses resulting or arising from or out of external transfers to accounts that you do not own. Except in the case of unauthorized access to your Digital and Online Banking Service(s) for which you would not otherwise be liable to City Bank under this Agreement, in no event will City Bank bear any liability for any external transfer that is made to an account that is not owned by you (as the same is a violation of this Agreement). You can only transfer funds to and from domestic (United States) financial institutions. External transfers may take up to five (5) business days to process.
15. Money Manager Services
By clicking “Get Started” on the “Money Manager” page of your online account access, you are accessing the “Money Manager Services” offered by City Bank and you agree to be legally bound by the Terms and Conditions set forth below. The Money Manager Services are offered indirectly through third party software of MX, Inc. From time to time City Bank and/or MX, Inc. may modify the Money Manager Services to add, change, or delete features of the Money Manager Services, in each of their sole discretion, without notice to you.
You agree to provide accurate, current and complete information about yourself while registering for the Money Manager Services and to maintain and update this information to keep it accurate, current and complete. You agree to not misrepresent your identity or your registration and account information. Failure to provide accurate and complete information during registration or account setup may prohibit your use of the Money Manager Services or result in errors in information generated.
You are solely responsible for (a) maintaining the confidentiality and security of your login information, passwords, and any other security or access information used by you or anyone you authorize on your behalf to access the Money Manager Services (collectively, “Account Information”), (b) preventing unauthorized access to or use of the information, files or data that you store or use in or with the Money Manager Services (collectively, “Account Data”), (c) all electronic communications, including account registration and other account holder information, email and financial, accounting and other data entered using the Account Information (“Communications”), and (d) without limiting the foregoing, any and all activities that occur under your account. City Bank shall assume that any Communications received through use of the Account Information were sent or authorized by you. You agree to immediately notify City Bank if you become aware of any loss, theft or unauthorized use of any Account Information. We reserve the right to deny you access to the Money Manager Services (or any part thereof) if we reasonably believe that any loss, theft or unauthorized use of Account Information has occurred. You must inform City Bank of, and hereby grant to City Bank and its affiliates, third-party providers, partners, licensors, employees, distributors and agents permission to use the Account Information to enable City Bank to provide the Money Manager Services to you, including updating and maintaining Account Data, addressing errors or service interruptions, and to enhance the types of data and services City Bank may provide in the future. You agree that the security procedures and limitations of liability found in Sections 4-8 above apply to the Money Manager Services.
City Bank may use, modify, display, distribute and create new materials using the Account Information, Account Data and/or your Communications to provide the Money Manager Services to you. By submitting Account Information, Account Data and Communications, you agree that City Bank may use your Account Information, Account Data and Communications for the purposes set out herein, without any particular time limit and without the payment of any fees. Anonymous, aggregate information that does not contain personally identifiable information, comprising financial account balances, other financial account data, or other available data that is collected through users’ use of the Money Manager Services, may be used or licensed by City Bank for various purposes including but not limited to conducting certain analytical research, performance tracking, benchmarking helping to improve products and Money Manager Services and to assist in troubleshooting and technical support.
To the extent that a user requests customer service or other assistance from City Bank, you agree that City Bank is authorized to access and view your account information to provide such assistance and support.
The Money Manager Services are designed to be accessed through City Bank’s Digital and Online Banking Services, and to set up banking and other information, schedule the Money Manager Services to access user account(s), download transactions into the Money Manager Services and otherwise aggregate information from user account(s) with third party provider(s). You agree that MX, Inc., as the provider of the software for the Money Manager Services, has no control over the provision of City Bank’s Digital and Online Banking Services or provision of access to City Bank’s Digital and Online Banking Services. MX, Inc. does not guarantee the City Bank’s Digital and Online Banking Services. You will not hold MX, Inc. responsible for any actions or inactions on the part of City Bank resulting in any inability to use the Money Manager Services to access accounts, obtain data, download transactions, or otherwise use or access City Bank’s Digital and Online Banking Services.
You acknowledge and agree when you access data and information through the Money Manager Services, third party provider account access number(s), password(s), security question(s) and answer(s), account number(s), login information, and any other security or access information, and the actual data in your user account(s) with such provider(s) such as bank and other account balances, credit card charges, debits and deposits as may be applicable (collectively, "Provider Account Data"), may be collected and stored in the Money Manager Services. This includes information, access numbers, passwords, security questions and answers for non-City Bank accounts, such as your personal or business credit cards, and other non-City Bank financial accounts. You expressly authorize City Bank and our third party providers, in conjunction with the operation and hosting of the Money Manager Services, to use certain Provider Account Data to (i) collect Provider Account Data, (ii) reformat and manipulate such Provider Account Data, (iii) create and provide hypertext links to provider(s), (iv) access the providers' websites using Provider Account Data, (v) update and maintain account information, (vi) address errors or service interruptions, (vii) enhance the type of data and Money Manager Services we can provide in the future, and (viii) take such other actions as are reasonably necessary to perform the actions described in (i) through (vii) above. In accessing and using the Money Manager Services you represent that you are the legal owner of the Provider Account Data and that you have the authority to appoint, and do expressly appoint, City Bank or our third party providers, including MX, Inc., as your agent with limited power of attorney to access and retrieve Provider Account Data on your behalf. You further acknowledge that City Bank does not (nor do our third party providers), review Provider Account Data and you agree that we are not responsible for its completeness or accuracy. Any transactions or informational activities performed at any provider's website are not made through the Money Manager Services and City Bank assumes no responsibility for such transactions or activities. You acknowledge that you are solely responsible for any charges associated with provider(s). YOU ACKNOWLEDGE AND AGREE THAT WHEN CITY BANK OR ITS THIRD PARTY PROVIDERS ACCESS AND RETRIEVE INFORMATION FROM USERS’ PROVIDERS, CITY BANK AND ITS THIRD PARTY PROVIDERS ARE ACTING AS USERS’ AGENT, AND NOT THE AGENT OR ON BEHALF OF PROVIDERS.
You further acknowledge and agree that (i) some providers may not allow the Money Manager Services to access City Bank’s Digital and Online Banking Services, (ii) providers may make changes to their websites, with or without notice to City Bank, that may prevent or delay aggregation of information from such websites, and (iii) the Money Manager Services may "refresh" the Provider Account Data by collecting the Provider Account Data nightly, so your most recent transactions may not be reflected in any account balances or other account information presented to user in the Money Manager Services. In the event that you see a discrepancy in the Provider Account Data, and in any case before making any transactions or decisions based on such account information presented in the Money Manager Services, you agree to check the last refresh date for the account and confirm with that applicable provider that the Provider Account Data is correct or otherwise confirm that Provider Account Data is up to date and accurate.
Your right to use the Money Manager Services is personal to you and is not transferable by you to any other person or entity. You may not, without our express prior written consent: (a) copy, reproduce, distribute or create derivative works of any portion of the Money Manager Services; (b) reverse engineer, decompile, alter, modify, disassemble or otherwise attempt to derive source code utilized in the Money Manager Services or any third-party applications incorporated into the Money Manager Services, including Java applets associated with the Money Manager Services; (c) sell, rent, sublicense, lease, lend or allow time-share access or use to third parties of any portion of the Money Manager Services; (d) distribute or provide copies of any portion of the Money Manager Services to third parties; (e) resell the use of the Money Manager Services; (f) use the Money Manager Services to provide Money Manager Services to any third parties, including business process outsourcing, service bureau applications or training of third parties; or (g) use the Money Manager Services as a platform for designing and creating a competing product or service, including one for only your internal use. In the event that we have reason to believe you, or any third parties on your behalf, have developed, or are in the process of developing, a software system similar to the Money Manager Services or are otherwise in violation of these Terms, you agree to promptly provide us information to assist us with any applicable investigation, including allowing us to audit your use of the Money Manager Services. In the event we determine you have developed a software system similar to the Money Manager Services, you hereby grant us authority to secure injunctive relief from your continued development and/or sale of such competing product or Money Manager Services. All rights not expressly granted to you in this Agreement are reserved to City Bank.
You are solely responsible for your Account Data, including the accuracy, quality and reliability of all such content. You represent and warrant that: (i) none of your Account Data violates any third party’s copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy (collectively, “Intellectual Property Rights”), and (ii) you have obtained all consents and waivers required under all applicable local, state, national and international laws, rules, statutes, treaties and regulations (including those governing account collection, export control, consumer protection, data privacy, unfair competition, anti-discrimination and false advertising) (collectively, “Laws”) for the provision, manipulation, retention, use and sharing of personal data of individuals (including you) with respect to whom information is supplied by you as part of your use of the Money Manager Services, and that you will retain all such consents and waivers and/or provide them to City Bank at any time upon request. Notwithstanding the foregoing, we reserve the right to take any action with respect to the Money Manager Services that we deem necessary or appropriate in our sole discretion if we believe you or your use of the Money Manager Services may create liability for City Bank. Your use of the Money Manager Services is subject to all applicable Laws. In connection with your use of the Money Manager Services, you agree to: (A) comply with all applicable Laws; (B) maintain the security of access to the Money Manager Services; (C) not use the Money Manager Services for illegal purposes; (D) not interfere or disrupt networks connected to the Money Manager Services; (E) not attempt to gain unauthorized access to other computer systems; (F) not interfere with another user’s use and enjoyment of the Money Manager Services, including disrupting the normal flow of dialogue; (G) not use the Money Manager Services to infringe any third party’s Intellectual Property Rights; (H) not transmit through the Money Manager Services, through feedback or otherwise, any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature; and (I) not bypass or disable any security mechanisms in the Money Manager Services.
City Bank allows, or may allow in the future, users to post content at the help desk and/or various publicly available locations. These forums may be hosted by us or by a third party. Wherever you can post information you agree:
A. You are responsible for all content you submit on the Money Manager Services.
B. By submitting content to the Money Manager Services, you represent that you have all necessary rights and hereby grant City Bank a perpetual, worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, and perform all or any portion of the content in connection with the Money Manager Services.
C. You may not post or transmit any message that is libelous, defamatory, violates any Law or which discloses private or personal matters concerning any third party.
D. You may not post or transmit any message, data, image or program that is indecent, obscene, pornographic, harassing, threatening, abusive, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense, gives rise to civil liability or violates any Law; or that is otherwise inappropriate.
E. You may not copy or use personal identifying information or business contact information about others without their permission.
F. You may not post or transmit any message, data, image or program that would violate the rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential information, and trademarks or service marks used in an infringing fashion.
The Money Manager Services provided by City Bank are not intended to provide legal, tax or financial advice. The Money Manager Services are not a financial planner, broker or tax advisor. The Money Manager Services are intended to assist you in your financial organization and decision-making and are broad in scope. You should consult with your accountant or other financial professional who is fully aware of your circumstances in addition to using the Money Manager Services.
You are permitted to use content delivered to you through the Money Manager Services only in connection with the Money Manager Services. You acknowledge and agree that City Bank and/or its licensors or suppliers, including but not limited to MX, Inc., own all rights to the Site and the Money Manager Services, the content displayed on the Site and the Money Manager Services including its “look and feel” (e.g., text, graphics, images, logos and button icons), photos, editorial content, notices, and other Intellectual Property Rights, made available to you as a part of or in conjunction with the Money Manager Services. You are only permitted to use any of the foregoing as expressly authorized by these Terms. CITY BANK, and all other names, logos, icons and marks identifying City Bank’s products and Money Manager Services are City Bank’s trademarks and may not be used without our prior written consent. You may not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels on any portion of the Money Manager Services.
City Bank acts solely as an operator of the Money Manager Services for your convenience and use of the Money Manager Services, and any reliance by you upon any content or information available to you through the Money Manager Services (the “Materials”), including any action taken by you because of such use or reliance, is at your sole risk. Neither City Bank nor any of its affiliates, third-party providers, partners, licensors, employees, distributors or agents is responsible or liable for, or makes any representations or warranties as to the following, without limitation:
A. Any representations, promises, recommendations or inducements that may be made by or through any party (including vendors) found at, on, through or from the Money Manager Services;
B. The timeliness, accuracy, reliability, completeness, legality, copyright compliance or decency of the Money Manager Services or any Materials;
C. Any inaccuracy, omission, error or delay in the Money Manager Services or any Materials;
D. Non-performance of or interruption to the Money Manager Services or any Materials due to, without limitation: (i) any act or omission by any disseminating party, (ii) any force majeure or any other cause beyond the control of any disseminating party, or (iii) outages, transmission quality or malfunctions of telephone circuits or computer systems, including any defects or failures with respect to your software, computer systems or Internet access provider;
E. The quality of the Money Manager Services or any Materials (including the results to be obtained from use of them); or
F. Any loss resulting from, including any unauthorized access by a third party, arising out of or related to your access and/or use of or interaction with the Money Manager Services or the Materials.
City Bank reserves the right to modify or discontinue, temporarily or permanently, the Money Manager Services with or without notice to you. Such modifications may include establishing or changing limits concerning use of the Money Manager Services, temporarily or permanently, including (i) any features, licensing terms, or other characteristics of any version of the Money Manager Services that it releases, (ii) the amount of storage space you have on the Money Manager Services at any time, and (iii) the number of times (and the maximum duration for which) you may access the Money Manager Services in a given period of time. We reserve the right to make any such changes effective immediately to maintain the security of the system or Account Information or to comply with any Laws. You may reject changes by discontinuing use of the Money Manager Services to which such changes relate. Your continued use of the Money Manager Services will constitute your acceptance of and agreement with such changes. User access and use of the Money Manager Services may be interrupted from time to time, including due to the malfunction of equipment, periodic updating, maintenance or repair of the Site and/or the Money Manager Services or other actions that City Bank, in its sole discretion, may elect to take. Maintenance upon the Money Manager Services may be performed from time to time resulting in interrupted service, delays or errors in the Money Manager Services. City Bank shall not be liable to you or any third party should we exercise our right to modify or discontinue the Money Manager Services.
City Bank may at any time terminate your access to the Money Manager Services for any reason, including:
B. City Bank is required to do so by Law (for example, where the provision of the Money Manager Services to you is, or becomes, unlawful);
C. a partner with whom City Bank offered the Money Manager Services to you has terminated its relationship with City Bank or ceased to offer the Money Manager Services to you;
D. City Bank is transitioning to no longer providing the Money Manager Services to users in the country in which you are resident or from which you use the Money Manager Services; or
E. the provision of the Money Manager Services brought to you by City Bank is, in City Bank’s sole opinion, no longer commercially viable.
The Money Manager Services and underlying information, software and technology are subject to U.S. export controls. None of the Money Manager Services or underlying information, software or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, North Korea, Iran, Sudan, Syria or any other country subject to U.S. sanctions applicable to the export or re-export of goods; or (ii) to anyone on the U.S. Treasury Department’s List of Specially Designated Nationals and Blocked Persons List, or the U.S. Commerce Department’s Denied Persons List, Unverified List, Entity List, or Nonproliferation Sanctions List. By using the Money Manager Services, you agree to the foregoing and you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list, and that you acknowledge you are responsible to obtain any necessary U.S. government authorization to ensure compliance with U.S. law.
Use by the U.S. Government:
The Money Manager Services provided under these Terms are a commercial item, as defined in FAR 2.101; specifically, one or more commercial computer software programs developed exclusively at private expense, used for nongovernmental purposes, and licensed to the public. Any use by the U.S. Government of the Money Manager Services shall be in accordance with this Agreement, as stated in FAR 12.212. If the U.S. government is deemed to have use rights under FAR 52.227 or DFARS 227, all use, duplication, and disclosure by civilian agencies of the U.S. Government shall be in accordance with FAR 52.227-19, and all use, duplication and disclosure by Department of Defense agencies is subject solely to the terms of this Agreement, as stated in DFARS 227.7202. The manufacturer of the Money Manager Services is MX, Inc., whose corporate headquarters is located at 3401 North Thanksgiving Way Ste. 500 Lehi, UT 84043 and whose telephone is (801) 669-5500.
You have no obligation to give City Bank any suggestions, enhancement requests, recommendations, comments or other feedback (“Feedback”) relating to the Money Manager Services. To the extent we receives any Feedback from you, we may use and include any Feedback that you choose to voluntarily provide to improve the Money Manager Services or any other related technologies. Accordingly, if you provide Feedback, you agree that such Feedback will become City Bank’s proprietary information and City Bank and its affiliates, third-party providers, partners, employees, distributors, agents and other authorized entities may freely use, reproduce, license, distribute, and otherwise commercialize the Feedback in the Money Manager Services or other related technologies.
We will communicate with you by email, text or by posting notices on the Site or through the Money Manager Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing. Electronic alerts will be sent via text, email or notification through the Money Manager Services (in the case of email and text, to the email address or phone number you provided when registering for the Money Manager Services). Your consent to receive communications electronically is valid until you revoke your consent notifying us of your decision to do so. If you revoke your consent to receive communications electronically, we may terminate your right to use the Money Manager Services.
You understand and agree that any alerts provided to you through the Money Manager Services may be delayed or prevented by a variety of factors. While City Bank will use commercially reasonable efforts to provide timely and accurate alerts, we neither guarantee the delivery or accuracy of the content of any alert. You agree that City Bank shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by you; or any third party reliance on an alert. Automatic alerts may be sent to you updating you to certain changes to your account. Voluntary alerts may be turned on by default. Voluntary alerts may then be customized, deactivated or reactivated by you.
If you request customer service or other assistance from City Bank, you acknowledge and agree that City Bank is authorized to access and view your Account Information to provide such assistance and support.
All products and service marks contained on or associated with the Money Manager Services that are not City Bank marks are the trademarks of their respective owners. References to any names, marks, products or Money Manager Services of third parties or hypertext links to third-party sites or information do not constitute or imply City Bank’s endorsement, sponsorship, guarantee or recommendation of the third party, information, products or Money Manager Services.
16. Limit of City Bank and Other Providers’ Responsibility
City Bank agrees to make reasonable efforts to ensure full performance of the Digital and Online Banking Services. City Bank will be responsible for acting only on those instructions sent through the Digital and Online Banking Services which are actually received and cannot assume responsibility for malfunctions in communications facilities not under its control that may affect the accuracy or timeliness of messages you send. City Bank is not responsible for any losses or delays in transmission of instructions arising out of the use of any Internet Service Provider or caused by any browser software. Any information you receive from City Bank can only be provided on a best efforts basis for your convenience and is not guaranteed. City Bank is not liable for any deficiencies in the accuracy, completeness, availability or timeliness of such information or for any investment or other decision made using this information. City Bank is not responsible for any computer virus or related problems which may be attributable to the Digital and Online Banking Services or to any services provided by any Internet Services Provider. In the absence of negligence on the part of City Bank, none of City Bank, any of its affiliates or any of their respective officers, directors, employees or agents, is responsible for any direct, indirect, special, incidental or consequential damages arising in any way out of the use of the Digital and Online Banking Services. Because some states do not allow the exclusion of limitation of liability for consequential or incidental damages, in such states the liability of the foregoing entities and individuals is limited to the extent permitted by law. With respect to Bill Pay, City Bank has no duty to monitor the payments that are made through the Service. If you are a business and an authorized representative of yours uses your Bill Pay Account to pay bills which are not yours, you assume the entire risk of loss and indemnify and hold us, our directors, officers, employees and agents harmless from all loss, liability, claims, demands, judgments and expenses arising out of or in any way connected with such use.
With respect to business Accounts and use of the Digital and Online Banking Services, if we fail or delay in making a transfer pursuant to your instructions, or if we make a transfer in an erroneous amount which is less than the amount per your instructions, unless otherwise required by law, our liability shall be limited to interest on the amount which we failed to timely transfer, calculated from the date on which the transfer was to be made until the date it was actually made or you canceled the instructions. We may pay such interest either to you or the intended recipient of the transfer, but in no event will we be liable to both parties, and our payment to either party will fully discharge any obligation to the other. If we make a transfer in an erroneous amount which exceeds the amount per your instructions, or if we permit an unauthorized transfer after we have had a reasonable time to act on a notice from you of possible unauthorized use as described above, unless otherwise required by law our liability will be limited to a refund of the amount erroneously paid or transferred, plus interest thereon from the date of the payment or transfer to the date of the refund, but in no event to exceed 60 days’ interest. If we become liable to you for interest compensation under this Agreement or applicable law, such interest shall be calculated based on the average federal funds rate at the Federal Reserve Bank in the district where the Bank is headquartered for each day interest is due, computed on the basis of a 360-day year. UNLESS OTHERWISE REQUIRED BY LAW, IN NO EVENT WILL CITY BANK, ITS AFFILIATES, AND OUR AND THEIR RESPECTIVE THIRD-PARTY PROVIDERS, PARTNERS, LICENSORS, EMPLOYEES, DISTRIBUTORS AND AGENTS BE LIABLE TO YOU FOR INCIDENTAL, INDIRECT, DIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, HOWEVER CAUSED AND WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR ATTORNEYS’ FEES, EVEN IF WE ARE ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES, DAMAGES FOR TELECOMMUNICATION FAILURES, LOSS, CORRUPTION, SECURITY OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF PRIVACY, OR PECUNIARY LOSS ARISING OUT OF YOUR USE OR YOUR INABILITY TO USE THE MONEY MANAGER SERVICES; ARISING IN CONNECTION WITH YOUR USE OF THE SITE OR THE MONEY MANAGER SERVICES, INCLUDING ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION IN YOUR USE OF THE MONEY MANAGER SERVICES; ANY ACT OR OMISSION BY US IN ADMINISTERING THE SITE OR THE MONEY MANAGER SERVICES; OR THE PURCHASE OR USE OF ANY GOODS OR MONEY MANAGER SERVICES OF MERCHANTS OR SUPPLIERS THROUGH THE SITE OR THE MONEY MANAGER SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, CLAIMS, OR LOSSES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
THE LIMITATIONS OF DAMAGES SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE AGREEMENT BETWEEN CITY BANK AND YOU. CITY BANK WOULD NOT BE ABLE TO PROVIDE THE DIGITAL ONLINE AND BANKING SERVICES AND/OR THE MONEY MANAGER SERVICES WITHOUT SUCH LIMITATIONS. SOME STATES DO NOT ALLOW LIMITATIONS ON INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
17. Warranties Disclaimer
CITY BANK MAKES NO EXPRESS OR IMPLIED WARRANTIES CONCERNING THE DIGITAL AND ONLINE BANKING SERVICES, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON INFRINGEMENT OF THIRD PARTY PROPRIETARY RIGHTS UNLESS, AND THEN ONLY TO THE EXTENT, DISCLAIMING SUCH WARRANTIES IS PROHIBITED BY LAW.
WITH RESPECT TO THE MONEY MANAGER SERVICES, YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (a) YOUR USE OF THE MONEY MANAGER SERVICES, THE SITE, AND ALL INFORMATION, PRODUCTS, SERVICES, AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE MONEY MANAGER SERVICES OR THE SITE IS AT YOUR SOLE RISK; (b) THE MONEY MANAGER SERVICES, THE SITE, AND ALL CONTENT AND PRODUCTS ASSOCIATED WITH CITY BANK ARE BEING PROVIDED “AS IS” AND “AS AVAILABLE”; (c) TO THE MAXIMUM EXTENT PERMITTED BY LAW, CITY BANK, ITS AFFILIATES, AND OUR AND THEIR RESPECTIVE THIRD-PARTY PROVIDERS, PARTNERS, LICENSORS, EMPLOYEES, DISTRIBUTORS AND AGENTS DISCLAIM ANY AND ALL WARRANTIES WITH RESPECT TO THE SITE, THE MONEY MANAGER SERVICES AND ANY THIRD-PARTY MONEY MANAGER SERVICES, IN WHOLE OR IN PART, INCLUDING (i) ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, FUNCTIONALITY, TITLE AND NON-INFRINGEMENT, (ii) REPRESENTATIONS AND WARRANTIES THAT THE SITE OR THE MONEY MANAGER SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE SECURE, THAT THE QUALITY OF ANY PRODUCTS, MONEY MANAGER SERVICES, INFORMATION, OR OTHER MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE SITE AND/OR THE MONEY MANAGER SERVICES WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS, AND THAT ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED, (iii) REPRESENTATIONS AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING AND COURSE OF PERFORMANCE, (iv) ANY WARRANTY, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, RELATED TO THE COMPREHENSIVENESS, COMPLETENESS, CORRECTNESS, LEGALITY, RELIABILITY OR ACCURACY OF THE MONEY MANAGER SERVICES OR THIRD-PARTY MONEY MANAGER SERVICES, IN WHOLE OR IN PART, (v) ANY WARRANTY THAT THE MONEY MANAGER SERVICES WILL BE SECURE, UNINTERRUPTED, TIMELY, VIRUS-FREE OR ERROR-FREE, AND (vi) WARRANTIES RELATED TO THE ACCURACY OF ANY INFORMATION OBTAINED THROUGH THE MONEY MANAGER SERVICES, THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE MONEY MANAGER SERVICES, THE CORRECTION OF DEFECTS IN THE MONEY MANAGER SERVICES, OR THAT THE MONEY MANAGER SERVICES WILL OPERATE IN COMBINATION WITH ANY OTHER HARDWARE OR SOFTWARE; (d) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH USE OF THE SITE AND/OR THE MONEY MANAGER SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK; (e) YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE MONEY MANAGER SERVICES OR THIRD-PARTY MONEY MANAGER SERVICES; AND (f) THE CURRENT STATE OF THE SITE AND THE MONEY MANAGER SERVICES DOES NOT ALLOW FOR ERROR-FREE USE OF THE MONEY MANAGER SERVICES AND THAT INTERRUPTIONS, CRASHES, DOWNTIME AND DELAY IN MONEY MANAGER SERVICES MAY OCCUR.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CITY BANK THROUGH OR FROM THE MONEY MANAGER SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
18. No Other Use
You may use the Digital and Online Banking Services only for your personal use or for the use of your business, and may not reproduce, sell or distribute all or any portion of the information provided to you by the Digital and Online Banking Services.
19. Third-Party Software and Third-Party Content
From time to time, we may offer third-party software tools and products that you may elect to install on your computer (collectively “Third-Party Software”). You are responsible for obtaining a valid and separate license agreement with the provider of the Third-Party Software. From time to time, we may also offer information, commentary, and tools supplied by companies that are not affiliated with us (“Third Party Content”). All of the Third-Party Content on the Website is labeled as such, and may be available either in a frame, via a hyperlink, or simply posted to the Website. We do not own any interest in Third-Party Content. We do not edit, review, or endorse any Third-Party Content. You agree and understand that:
- you assume all risk that any Third-Party Software you download and install, or any information you enter into the Third-Party Software, may be accessed by unauthorized third parties; and
- if you use the Third-Party Software to transmit information, you and the Third-Party-Software provider are responsible for the security and confidentiality of that information.
You agree that any Third-Party Software that you download is done at your own risk and you alone are responsible for any damage that might occur to the computer or other electronic device to which you download any Third-Party Software, or any loss or corruption of data that might occur as a result of the downloading or its installation in a computer or other electronic device.
You also agree that you are solely responsible for acquiring and maintaining a computer or other electronic device that has capabilities of handling and accessing the Third-Party Software, including any necessary equipment such as a modem, and that you are responsible for all costs associated with accessing the Third-Party Software. You also agree that any Third-Party Software you download is provided to you “as is” and “as available” and any Third-Party Content you review or utilize is provided to you “as is.” You agree that we make no warranties and have no liability as to:
- the accuracy, completeness, availability or timeliness of the information, text, graphics, or other items provided, stored, evaluated or processed through the Third-Party Software or Third-Party Content;
- the errors or omissions in the delivery or transmission of the Third-Party Software or Third-Party Content from us to you; and
- the Third-Party Software’s or Third-Party Content’s fitness for a particular purpose and non-infringement of any third-party rights.
You also agree that we will not be liable to you for:
your inability to use the Third-Party Software;
the accuracy, timeliness, loss or corruption, or misdelivery, of any Account information or any other information processed by the Third-Party Software; or
unauthorized access to your Accounts or to your account information and any misappropriation, or alteration, of your account information or data as a result of your installation or use of the Third-Party Software.
You agree, at your expense, to defend, indemnify, hold harmless, protect and fully compensate City Bank, its affiliates, and their respective officers, directors, employees, consultants, agents, distributors, partners, licensors and third-party providers from any and all claims, liability, damages, losses, expenses and costs (including attorneys’ fees) caused by or arising from (a) a third-party claim, action or allegation of infringement based on your use of the Digital and Online Banking Services and/or Money Manager Services, or information, data, files or other content you submitted or uploaded; (b) any fraud, manipulation, or other violation of Law by you; (c) a breach of these Terms by you; (d) your acts or omissions; or (e) any third-party claim, action or allegation brought against City Bank arising out of or relating to a dispute between its users over the terms and conditions of a contract or related to the purchase and sale of any Digital and Online Banking Services and/or Money Manager Services. For the avoidance of doubt, if you are a business entity, your obligations hereunder shall extend to indemnification based on the acts and omissions of your employees, consultants and agents.
21. Cost of the Digital and Online Banking Services
There are currently no monthly service charges or transaction fees for City Bank’s Digital and Online Banking Services. You are responsible for paying any fees associated with City Bank’s bill payment services as well as any other account or other charges as set forth in any applicable Fee Schedule provided to you by City Bank as may be modified from time to time by City Bank. You are also responsible for all telephone, internet, data or other access charges you incur in connecting to the Digital and Online Banking Services as well as all charges assessed by any Internet Service Provider you use.
22. Changes in Terms
City Bank may change the Digital and Online Banking Services and the terms, including fees, set forth in this Agreement or in City Bank Bill Payment Agreement and Fee Schedule at any time. You will be notified of any such change as required by applicable law, either by mail or by an electronic message. You understand that, by using the Digital and Online Banking Services after a change becomes effective and after you are notified of the change, you are agreeing to the change.
This Agreement will remain in effect until it is terminated by you or City Bank. You may cancel this Agreement at any time by notifying City Bank by mail to P.O. Box 5060, Lubbock, Texas, 79408-5060, Attention: Electronic Banking; through the Website, through electronic mail to: email@example.com or by telephone at 1-800-OUR-BANK (1-800-687-2265). City Bank may cancel this Agreement and terminate your use of the Digital and Online Banking Services for any reason, at any time. City Bank will use commercially reasonable measures to notify you in advance of any such termination, but City Bank is not obligated to do so.
In the event any one or more of the provisions of this Agreement shall for any reason be held to be invalid, illegal, or unenforceable, the remaining provisions shall remain valid and enforceable.
25. Governing Law
The terms and conditions of this Agreement, and any issue relating to an account or service with City Bank which you access through the Digital and Online Banking Services, shall be governed by and construed in accordance with the laws of the State of Texas.
26. Jurisdiction and Venue, Waiver of Jury Trial Rights
Any legal proceeding arising out of or relating to this Agreement must be brought in the courts of the State of Texas, County of Lubbock, or, if it has or can acquire jurisdiction, in the United States District Court for the Northern District of Texas, Lubbock Division, and by entering this Agreement or using or accessing any of the Digital Online and Banking Services provided for herein, you hereby irrevocably submit and consent to the exclusive jurisdiction of such courts in any such proceeding, and waive any challenge to the personal jurisdiction of such courts. You hereby agreed and consent to the exclusive venue for any legal action or proceeding shall be in Lubbock County, Texas. You further agree that any dispute between or among you and us, regardless of when it arose, will, upon demand by either you or us, be resolved by a court and not a jury and the parties hereby waive the right to a jury trial.
City Bank may assign its rights and delegate its duties under this Agreement to a company affiliated with City Bank or to any other party. You may not assign any of your rights or duties under this Agreement at any time.
28. Entire Agreement
This Agreement is the entire agreement between you and City Bank regarding your use of the Digital and Online Banking Services, and it supersedes any prior discussions and agreements between you and City Bank regarding the Digital and Online Banking Services, and supersedes any marketing or other similar material pertaining to the Digital and Online Banking Services delivered to you in writing, verbally or obtained at any City Bank site or the site of any Internet service provider.
29. Interruptions in Services
City Bank may on a regular basis perform maintenance on City Bank equipment or systems which may result in interruption of the Digital and Online Banking Services. City Bank will not incur any liability to you as a result of any such interruptions.
30. Web Site Terms and Conditions
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. THEY GOVERN YOUR ACCESS AND USE OF THIS WEBSITE. BY ACCESSING OR USING THIS WEBSITE, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND ACCEPT THEM IN FULL, AS THEY MAY BE MODIFIED BY CITY BANK FROM TIME TO TIME:
31. No Warranty
THE INFORMATION AND MATERIALS CONTAINED IN THIS SITE, INCLUDING TEXT, GRAPHICS, LINKS OR OTHER ITEMS ARE PROVIDED “AS IS,” “AS AVAILABLE”. CITY BANK DOES NOT WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THIS INFORMATION AND MATERIALS AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THIS INFORMATION AND MATERIALS. NO WARRANTY OF ANY KIND, IMPLIED, EXPRESSED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS IS GIVEN IN CONJUNCTION WITH THE INFORMATION AND MATERIALS.
32. Limitation of Liability
IN NO EVENT WILL CITY BANK BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ARISING IN CONNECTION WITH THIS SITE OR USE THEREOF OR INABILITY TO USE BY ANY PARTY, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE, EVEN IF CITY BANK, OR REPRESENTATIVES OF CITY BANK, ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. HYPERLINKS TO OTHER INTERNET RESOURCES ARE AT YOUR OWN RISK; THE CONTENT, ACCURACY, OPINIONS EXPRESSED, AND OTHER LINKS PROVIDED BY THESE RESOURCES ARE NOT INVESTIGATED, VERIFIED, MONITORED, OR ENDORSED BY CITY BANK.