Business Debit Cardholder Agreement

Business Debt Cardholder Agreement

This Business Debit Card Cardholder Agreement (“Agreement”) is made by and between BayVanguard Bank and the company whose name appears on the signatory page hereof (“Company”). The terms: “we,” “us,” “our,” “BayVanguard,” and “Bank” refer to BayVanguard Bank. “Cards” refers to Business debit cards. “You” refers to the Company and the
Authorized Company Representative that is entering into this Agreement.

WHEREAS Company desires to have Bank issue certain Cards in the name of the Company for the use by Company’s officers, employees, or other agents (“Employees”), as more particularly designated in the Business Debit Card Application submitted by Company to Bank.

WHEREAS Bank is willing to issue such Cards pursuant to the terms of this Agreement. The Authorized Company Representative must be named as an authorized account signer on the company’s business account(s) with the Bank to authorize the Bank to issue the Card(s) to their Employees.

NOW, THEREFORE, the parties agree as follows:

Issuance of Cards. Bank will issue Cards in the name of the Company and in the names of the Employees as designated in the Agreement. All Cards must be signed immediately upon receipt by the Employees, but all Cards remain the property of Bank and must be surrendered to Bank upon demand. Company acknowledges that Bank is providing such service to Company as an accommodation party only and, except as otherwise provided by law, Bank is not responsible in any way the way the Cards are utilized.

Use of Cards. Company represents and warrants, on behalf of itself and its Employees, that the Cards will only be used solely for business purposes.

Security Measures. To better protect Company and Employees from lost Cards or unauthorized use of the Cards, Bank requires that Employees each have a Personal Identification Number (PIN) and use the PIN to process a debit transaction. Company and Employees acknowledge that use of a PIN provides them a commercially reasonable degree of protection considering their needs and circumstances and represent that each PIN shall be afforded the highest level of security by Company and Employees and shall be known only to those persons who are on a “need to know” basis. Bank assumes no duty to discover any breach of security by Company or Employees or the unauthorized disclosures or use of a PIN.

Liability and Promise to Pay. Company agrees to be unconditionally and without limitation liable for all debits effectuated by use of the Cards, whether authorized or unauthorized, whether utilized by Employees or some other person, and whether arising from Cards lost or stolen. All Employees who are granted use of the Cards shall be deemed third party beneficiaries of the accommodation extended hereunder and of the terms and conditions of this Agreement. Accordingly, such Employees shall be jointly and severally liable with Company for any debits effectuated under the Card issued to the respective Employee, whether authorized or unauthorized, and whether arising from lost or stolen Cards.

Overdraft. You promise to reimburse the Bank immediately for any transaction and fees originated using the Card that is honored which cannot be paid out of the Business Checking Account (or through an overdraft transfer, as provided for in the Deposit Account Agreement).

Stop Payment. You understand that you will not be able to stop payment on transactions originated using the Card, whether the transaction is authorized or unauthorized.

Unlawful Transaction. The Card shall not be used for any illegal transaction, such as unlawful gambling. We may decline to authorize any transaction that we believe poses an undue risk of illegality or unlawfulness. Notwithstanding the foregoing, we may collect on any debt arising out of the use of the Card for any illegal or unlawful transaction.

Foreign Transactions. International transactions could be denied without prior consent, due to recent fraud activity originating from international locations. If the Card will be used internationally, please contact the Bank prior to making foreign transactions so the transaction can be authorized. Additional transaction or currency conversion fees may apply to transactions in currency other than that of the United States.

Additional Risk Associated with use of Business Debit Cards. You will not have the benefit of any consumer law limiting liability with respect to the unauthorized use of the Card. This means that your liability for the unauthorized use of the Card will be greater than the liability in a consumer debit card transaction. You accept and agree to undertake the additional risk and greater measure of liability associated with the use of business purpose cards as described in the Agreement.

Your liability for Use of Card and Unauthorized Use, Loss or Theft. You are fully responsible for any transactions including without limitation any advances under the overdraft protection feature of your account made using the Card. You agree to reimburse the Bank immediately for any loss claim or damage which the Bank sustains because of the use of any Card issued at your request. The Bank shall have no liability, and the Company agrees to indemnify and hold the Bank harmless for any loss, claim, or damage which the Company sustains because of the use of any Card used pursuant to this Agreement. This is true even if the Card is lost, stolen, obtained, or retained by a person not authorized by you to use the Card and even if the use occurs after you have asked us to deactivate the Card.

To report lost or stolen cards. In the event of a lost DEBIT CARD or of unauthorized use of a DEBIT CARD, immediately call us at 410-477-5000 Monday through Friday, except for Federal banking holidays, between hours of 9:00 AM and 4:30 PM. After hours, please call 1-800-523-4175.

Notice and Communication. Except with respect to notices relating to the lost or stolen Cards, all notices, requests, and other communications provided for hereunder must be directed to the other party at the respective addresses indicated below and, unless otherwise specified herein, must be in writing, postage prepaid, hand delivered or faxed.

BayVanguard Bank
7114 North Point Road
Baltimore, MD 21219
Attention: Business Debit Card Department
Telephone: 410-477-5000
FAX: 410-477-1020

Information Deemed Confidential. Bank agrees that it will maintain all data relative to Company’s accounts as confidential information and will exercise the same standard of care and security to protect such information as Bank uses to protect its own confidential information. Bank agrees to use such data exclusively for the providing of services to
Company and Employees hereunder and not to release such information to another party, except as required by law.

Dollar Limitations: If there are sufficient funds in the account each card limit will have a separate 24-hour limit. The limits are as follows: up to a maximum of $2,500.00 for ATM transactions per day; up to a maximum of $2,500.00 for point-of sale transactions per day. If Company desires lower dollar limitations, it must be requested on the Business Debit Card Application. Transactions may also be limited by the owner of the ATM or by a merchant used in the transaction. Bank is not responsible for these limitations.

Types of Transfers: The Employees may use the Card and personal identification number (PIN) issued to them to initiate transactions at the Bank’s automatic teller machines (ATM); ATMs within the networks identified on the Card and such other facilities as we may designate from time to time.

Fees: When the Card is used at an ATM not owned by us, you may be charged a fee by the ATM operator, or any network used. In addition, the Bank may impose fees in connection with the services contemplated under this Agreement. See current Service Charge Summary for complete list of service charges.

Termination. Bank shall have the right, at its sole discretion, to terminate this Agreement and the Company’s privileges hereunder upon written notice to the Company.

Return of Cards. All Cards shall be deemed canceled effective upon termination of this Agreement and Company shall instruct the Employees to cut in half all Cards and return them to Bank. Company shall remain liable for all debits or other charges incurred or arising by virtue of the use of a Card prior to the termination date.

Amendments and Change in Terms. Bank may from time to time amend the terms of this Agreement to the extent allowed by applicable federal and state law. Bank will notify Company of such amendments, and subject to the requirements of applicable law, any amendment to this Agreement will become effective at the time stated in such notice.

Amendments: You may add or remove Accounts or Employees or change the dollar limitations on the Card by submitting a new Business Debit Card Application. Updated information will be implemented as soon as the Bank can confirm that the request has been carried out by a properly authorized person.

Refusal to Honor Cards. Bank is not responsible for the refusal of anyone to honor the Cards.

Miscellaneous. If any provision of the Agreement is determined to be unlawful or unenforceable for any reason, the remainder of the Agreement will remain enforceable.

Authority. The Authorized Company Representative represents and warrants he/she/they have the full corporate right, power, and authority to enter into this Agreement upon the terms and conditions herein set forth.

Governing Law. This Agreement and all transactions hereunder shall be construed as contracts subject to applicable federal law and the laws of the State of Maryland.

Collection of Costs. If Bank hires a collection professional or attorney to assist in collecting any amount due hereunder, or to enforce any right or remedy hereunder, Company agrees to pay Bank’s reasonable fees and expenses, and any other as permitted by law.