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MiddlesexAn. Savings Bank right there with youMIDDLESEX SAVINGS BANK ONLINE BANKING AGREEMENTI. GENERAL TERMS AND CONDITIONS1. ApplicabilityThis Agreement includes the General Terms and Conditions which govern the useof all Middlesex Online Banking services including Online Banking, MobileBanking, Text Banking, and Electronic Bill Pay (each a “Service” or collectively,the “Services”) and the applicable section of the Agreement governing the Serviceto which you are subscribing. Each person or entity that enrolls for the Servicesand any person authorized to use the Services agrees to the terms of thisAgreement.2. DefinitionsAs used in this Agreement, the words "you" and "your" refer to the person(s) orentity(ies) subscribing to or authorized to use the Service. The words "we," "us,"and "our" refer to Middlesex Savings Bank. The term "business day" meansMonday through Friday, and excludes Saturday, Sunday, and all banking holidays.The word "Account" refers to all of your deposit and credit accounts to which yourequested and obtained online access at Middlesex Savings Bank, including but notlimited to checking accounts, money fund accounts, savings accounts, certificatesof deposit, overdraft lines of credit, consumer loans, mortgage and home equityloans and commercial loans and lines of credit.3. Middlesex AccountYou must have a Middlesex Savings Bank deposit account open and in goodstanding to use the Services. This Agreement affects your Accounts, please readthis Agreement carefully, and retain a copy for your records. You may print thisAgreement or download the Agreement to your computer. You may also obtain acopy on our website or request a copy of this Agreement and other agreementsgoverning your accounts and services with us by calling us toll free at1-877-463-6287. The terms, conditions, and disclosures for each of yourMiddlesex Savings Bank accounts and loans continue to apply, notwithstandinganything to the contrary in this Agreement.4. RepresentationsYou represent and agree that all information you provide to us in connection withthe Services is accurate, current and complete, and that you have the right andauthority to provide such information to us for the purpose of using the Services.5. Warranty DisclaimerAny software related to a Service is provided "as is" without warranty of any kind.The entire risk as to results and performance of the software related to the Servicesis assumed by you. We do not warrant, guarantee, or make anyRev. 06/20191
MiddlesexAn. Savings Bank right there with yourepresentations regarding the use of, or the results of the use of, the softwarerelated to the Services in terms of correctness, accuracy, reliability, or otherwise.Neither we nor our suppliers make any representations or warranties of any kindregarding use of the software related to Services, either express or implied,including, but not limited to, implied warranties of merchantability and fitnessfor a particular purpose, unless disclaiming such warranties is prohibited by law.6. Limitation of LiabilityWe shall not be liable for failure to provide access or for interruptions in accessto any Services due to a system failure, other unforeseen acts or circumstancesor a malfunction of your computer equipment or any system you use,including your browser, Internet service provider or other software you use.We will not assume responsibility with respect to your use of the Services andthat electronic transmission of confidential and sensitive personal or businessinformation is at your own risk. We are also not responsible for any electronicvirus or viruses that you may encounter. We suggest that you routinely scanyour computer and other devices using an up to date anti-virus product. Anundetected virus or other malware may corrupt and destroy your program,files, and hardware.IN NO EVENT AND UNDER NO CIRCUMSTANCES OR LEGAL THEORY, WHETHERTORT, CONTRACT, OR OTHERWISE, SHALL WE OR OUR SUPPLIERS BE LIABLE TOYOU, OR ANY OTHER PERSON CLAIMING BY OR THROUGH YOU, FOR ANYINDIRECT, SPECIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIALDAMAGES OF ANY CHARACTER, INCLUDING, WITHOUT LIMITATION, DAMAGESFOR LOST PROFIT (EVEN IF ADVISED OF THE POSSIBILITY THEREOF), LOSS OFGOODWILL, LOSS OF USE, DATA, WORK STOPPAGE, COMPUTER FAILURE ORMALFUNCTION, OR ANY AND ALL OTHER DAMAGES OR LOSSES.7. ModificationsWe may modify the Services from time to time in our sole discretion. In the eventof any modifications, you are responsible for making sure you understand how touse the Services as modified and we will not be liable to you for any losses causedby your failure to properly use the Services. We reserve the right to terminate allprior versions of Services and limit access to only the most recent versions andupdates. We reserve the right to terminate access to any Service, in whole or inpart, at any time.8. Changes in TermsWe reserve the right, at any time, to modify the terms of this Agreement. We willnotify you of changes in the manner required by applicable law. If advance noticeof the modification is not required, and disclosure of said modification does notjeopardize the security of an Account or of a Service, we will notify you of saidmodification within 30 days of the modification becoming effective. To the extentpermitted by applicable law, if you have previously agreed to receive notices andRev. 06/20192
MiddlesexAn. Savings Bank right there with youdisclosures electronically, we will forward such notices to you by e-mail or postsuch notices on our website and alert you by e-mail of the posting of such notice.Your use of any or all features of a Service after the effective date of the noticeindicates your acceptance of the modification in terms.9. Middlesex Savings Bank’s Right to TerminateWe reserve the right to terminate this Agreement and your access to OnlineBanking, in whole or in part, at any time. To protect your account information, ifyou do not access Online Banking for a period of 180 days, then your Login ID willbecome inactive and you must contact us to reactivate your Login ID and if you donot access Online Banking for a period of 210 days, then your Login ID will bedeleted and you must contact us to reenroll into Online Banking.10. Your Right to TerminateYou may cancel your Service(s) at any time by providing us with notice inaccordance with the instructions set forth below. If you have designated a jointconsumer account as one of the accounts you may access with your Service andyou notify us that you wish to terminate your Service, only your Service, yourLogin ID and password will be suspended. Other joint accountholders must notifyus to suspend their own Service, Login ID and password. Business profiles andusers may be deleted by a business account owner or others authorized by theaccount owner.Your access to Online Banking will be suspended within 3 business days of ourreceipt of your instructions to cancel Online Banking. You will remainresponsible for all outstanding fees and charges incurred in connection withOnline Banking.11. Authorization to Obtain InformationYou agree that we may, from time to time, obtain and review your credit reportfrom authorized credit bureaus.12. Fees and ChargesBy using Online Banking, you agree to pay the associated fees and charges, as setforth in the most current "Consumer Fee Schedule " (for non-business customers)and/or "Business Fee Schedule" (for business customers) brochure. Applicablefees, as disclosed in the most current "Consumer Fee Schedule and/or "BusinessFee Schedule" brochure will be charged to your Designated Account. If theDesignated Account has insufficient funds to cover fees or charges, we may deductthe fees or charges from any other account at Middlesex. If such fees or chargescannot be paid, we may cancel the Bill Payment and Presentment Service or otheronline services.13. Hours of AccessYou may access your accounts through Online Banking seven (7) days a week,Rev. 06/20193
MiddlesexAn. Savings Bank right there with youtwenty-four (24) hours a day. However, at certain times, some or all features ofOnline Banking may not be available due to system maintenance. We willendeavor to post notice of any extended periods of non-availability on ourwebsite.14. International AccessWe make no representations that Mobile Banking will be available for use inlocations outside of the United States. Accessing the Services from locationsoutside of the United States by you is at your own risk and may not be secure.15. Permissible TransactionsWhen you use a Service to transfer funds from your line of credit account, youagree that we may take any action required to obtain advances on your behalfwithout obtaining your signature. We reserve the right, in our sole discretion, todeny any transactions made using the Services.16. New FeaturesWe may, from time to time, introduce new features to the Services. We may,but are not required to, notify you of the existence and availability of such newfeatures. By using these features when they become available, you agree to bebound by the terms of the agreement governing such features.17. External Funds TransferThe Services offer the option, through separate enrollment, of transferring fundsbetween your linked deposit accounts at Middlesex Savings Bank and accounts atother financial institutions (the "External Funds Transfers"). You will need toregister each of your non-Middlesex Savings Bank accounts that you wish to usefor External Funds Transfers. You agree and warrant to us that you will onlyoriginate External Funds Transfers through the Services to or from accounts forwhich you have the authority to transfer funds, and that by disclosing informationto us regarding those accounts to affect your transfer, you are not violating anythird party rights.Cut-off Time: Cut-off time for External Funds Transfers will be 4:00 p.m.Eastern. Any transfer made after the cut-off time will be initiated the nextbusiness day.Modifying/Cancelling Transfers: Pending transfer instructions can be cancelledor modified until the status changes to "In Process." Instructions cannot becancelled or modified after cut-off time for the transfer date.Transfer Fees: There is a fee to initiate External Funds Transfers. We maychange our fee at any time and if we make such a change, then you will benotified in writing as required by applicable law. Cancellation of ExternalFunds Transfers for which fees are charged does not release you from liabilityRev. 06/20194
MiddlesexAn. Savings Bank right there with youfor any and all fees assessed by us but not yet paid prior to your cancellation ofsuch External Funds Transfers. For current fees, please refer to the Scheduleof Fees.Transfer Limits: Transfer limits are defined at enrollment. These daily dollar limitsapply to the total of all transfers for all accounts linked to the user profile. Anytransfer initiated on a day that is not a business day counts toward the applicablelimit for the next business day. We may change your transfer limits at any time. Ifwe decrease your daily dollar limit, we will notify you as required by law, but youagree that we may reduce your daily dollar limit without prior notice for securitypurposes or because of excessive overdrafts to your Middlesex Savings Bankaccount.18. Your Liability for Unauthorized TransfersYou should notify us immediately if you believe your password has been lost orstolen or if you believe there have been any unauthorized transactions on any ofyour accounts. To notify us, call 1-877-463- 6287, Monday through Friday,between 7:00 a.m. and 9:00 p.m. and 8:30 a.m. and 3:00 p.m. on Saturday, or sendus notice by mail. Please be aware that you agree to be solely responsible formonitoring your account activity and further, you agree that the Bank shall haveno obligation to do so.For a discussion of your liability for unauthorized transactions on a consumeraccount, refer to the "Initial Disclosure of Terms and Conditions of ElectronicFunds Transfer Services" previously provided to you and also available on ourwebsite. Business customers are responsible for the amount of each bill payment,funds transfer or other service made using the Service, even if you did notauthorize the transactions. For more information, business customers should referto Section 23 of these General Terms and Conditions.19. What to Do In Case of Errors or Questions about Your Electronic Transfers,Including Bill Pay Consumers, refer to the "Initial Disclosure of Terms andConditions of Electronic Funds Transfer Services" previously provided to you andalso available on our website. Business customers, refer to Section 23 of theseGeneral Terms and Conditions.20. Posting of TransactionsMost transactions post immediately and will be reflected in your balances andactivity. For business transactions, we will make reasonable efforts to see that theAutomated Clearing House (“ACH”) and Wire Transfer transactions initiated bybusiness customers prior to 4:00 p.m. Eastern on a business day are processed onthat day. Transactions completed after 4:00 p.m. Eastern on a business day orcompleted on a non-business day will be processed the following business day.21. Transaction LimitsRev. 06/20195
MiddlesexAn. Savings Bank right there with youThe number and dollar amount of transfers to and from your Accounts using theServices are limited pursuant to the terms of applicable account disclosures asincluded in the Combined Disclosures. If a hold is placed upon any portion ofdeposits made to an account from which you wish to transfer funds, you may nottransfer the portion held until the hold expires.Consumer Statement Savings accounts and Consumer and Business Money Fundaccounts are limited to no more than six (6) transfers per calendar monthwhether to another account with us or to a third party via preauthorized orautomatic transfer, telephonic agreement, or order of instruction. Please notetransfers made using the Services and telephone banking are counted against thepermissible number of transfers, as are other transfer methods described in theCombined Disclosures.22. Our Liability for Failure to Make a TransferConsumers, please refer to the "Initial Disclosure of Terms and Conditions ofElectronic Funds Transfer Services" previously provided to you and alsoavailable on our website. Business customers, refer to Section 23 of theseGeneral Terms and Conditions.23. Business CustomersBusiness customers, we shall have no liability for any loss, claim or damage whichyou sustain as a result of using the Services, or such other services which may besubject to this Agreement. Use of such a service is at your sole risk and you areresponsible for all transactions on your Account. You represent and warrant thatanyone using your Account is authorized to do so and we are authorized to acceptand act upon all instructions from such person or persons. This is true even if thespecific transaction was unauthorized and you notified us within 24 hours. Oncewe have been notified of a loss, theft or unauthorized use of a password and wehave had a reasonable opportunity to act on that notice, however, you will not beresponsible for further transactions initiated with that password unless we canshow that you could have avoided such further unauthorized access.We have no liability to business customers for the failure to process transactions forany reason.24. Stop-Payment RequestsYou may initiate stop-payment requests online using one of the Services or bycalling us at 1-877-463- 6287. Such stop-payment requests may only be for paperchecks you have written on your accounts (not bill pay payments or electronicpayments). Stop payments on Bill Pay are subject to Section V below.Online stop-payment requests are processed as received. To be effective, yourstop-payment request must provide the name of the payee, the check number, theamount of the check, and the date of the check.Rev. 06/20196
MiddlesexAn. Savings Bank right there with youYou will incur stop-payment charges as disclosed in the most current version of the"Consumer Fee Schedule" (for non-business customers) and/or "Business FeeSchedule" (for business customers) brochure.25. Other AgreementsOther existing agreements and contracts you may have with us cover certainfeatures and functionality available through the Services. For example, the termsand conditions of any "Corporate Wire Transfer Agreement" and "CorporateAutomated Clearing House Agreement" remain in full force and effect and prevailin instances where those agreements and this Agreement conflict.You agree that you remain subject to the terms and conditions of your existingagreements with any unaffiliated service providers, including, but not limited to,your home Internet or mobile service provider, and that this Agreement does notamend or supersede any of those agreements. You understand that thoseagreements may provide for fees, limitations and restrictions which might impactyour use of the Services (such as data usage charges imposed on you by yourcellular provider in connection with your use of Text Banking), and you agree to besolely responsible for all such fees, limitations, and restrictions. You agree thatonly your mobile service provider is responsible for its products and services.Accordingly, you agree to resolve any problems with your provider directly,without involving us.26. ConfidentialityYou understand and agree that we may disclose information about your accountsand transfers to others. The limitations under which we may disclose suchinformation are described in our "Privacy Statement" and our "Initial Disclosureof Terms and Conditions of Electronic Fund Transfer Services".27. Periodic StatementsIn addition to real time viewing of account activity through the Services, all of thepayments and transfers made through the Services will appear on your monthlyaccount statement(s). It is your responsibility to review your statements in atimely manner and communicate any concerns you have about transactions, feesor other matters to us.28. Notices/Address ChangesIf you send us a message through any Service, we will be deemed to have receivedit on the following business day. We will then have a reasonable time to act onyour message. Messages sent through the Services are secure, but other e-mailmessages may not be secure. Thus, we request that you do not send us or ask forsensitive information such as account numbers or passwords via e-mail.Notices under this Agreement should be sent to the followingRev. 06/20197
MiddlesexAn. Savings Bank right there with youaddress, as applicable: Online Banking DepartmentMiddlesex Savings BankPO Box 5210Westborough, MA 01581-5210You may also contact us at 1-877-463-6287, Monday through Friday, between7:00 a.m. and 9:00 p.m. and 8:30 a.m. and 3:00 p.m. on Saturday.29. AssignmentYou may not assign this Agreement to any other party. We may assign thisAgreement, or any Service, to any directly or indirectly affiliated company. We mayalso assign or delegate certain of its rights and responsibilities under thisAgreement to independent contractors or other third parties.30. No WaiverBill Pay shall not be deemed to have waived any of its rights or remedies hereunderunless such waiver is in writing and signed by Bill Pay. No delay or omission on thepart of Bill Pay in exercising any rights or remedies shall operate as a waiver of suchrights or remedies or any other rights or remedies. A waiver on any one occasionshall not be construed as a bar or waiver of any rights or remedies on futureoccasions.31. CaptionsThe captions of sections hereof are for convenience only and shall not control oraffect the meaning or construction of any of the provisions of this Agreement.32. Choice of Law and Choice of VenueThis Agreement, as well as the parties’ rights and obligations hereunder, shall bein all respects interpreted, enforced and governed by and under the laws of theUnited States and
all Middlesex Online Banking services including anking, obile Banking, Text Banking, and Electronic Bill Pay (each a “Service” or collectively, the “Services”) and the applicable section of the Agreement governing the Service which you are subscri
