This Personal Account Remote Deposit Capture Service Agreement For City Bank Remote Deposit Capture Mobile App (the
"Agreement") is made as of the date you first elect to use the City Bank Personal Remote Deposit Capture Services ("Personal Mobile
RDC Services") to supplement the deposit account agreement(s) (the "Deposit Agreement"), the mobile app general terms and
conditions ("Mobile App Agreement") and other agreements, between City Bank (the "Bank") and you ("Customer", "you" or "your").
The Personal Mobile RDC Services are only for use with respect to your accounts used primarily for personal, family or household
purposes and may not be used for any business purposes. Capitalized terms not otherwise defined in this Agreement have the
meanings ascribed to them in the Deposit Agreement or the Rules (as defined below).
1. The Services; Payment for Services
Subject to the terms and conditions herein, Customer subscribes to, and Bank agrees to provide, the Personal Mobile RDC Service to be
used by Customer in accordance and in compliance with and the Check Clearing for the 21st Century Act ("Check 21"). The Personal
Mobile RDC Service enables you to create and submit electronic check images (also known as Image Replacement Documents ("IRD")
to the Bank, for deposit to your personal deposit account(s) with the Bank that are used primarily for personal, family or household
purposes, in lieu of the Original Checks (as defined herein) from which such check images were obtained. The dollar amount of each
Personal Mobile RDC deposit shall not exceed $3,000.00, with such dollar and daily limits to be set as determined by Bank in its
Bank retains the ability to either approve or deny your use of Personal Mobile RDC Services in Bank’s sole and absolute discretion. If
Bank approves you to use such Services, then by using such Services, you agree to the provisions set forth in this Agreement, you agree
to pay any fees that Bank may charge in conjunction with such Services (as set forth in Bank’s Fee Schedule) and you understand and
agree that the meanings of the defined terms set forth in this Agreement and any Documentation (as defined below) made available to
you by us for use with the Personal Mobile RDC Services.
For any questions or to report any problems with the Personal Mobile RDC product please call City Bank at 1-800-OUR-BANK, e-mail
to firstname.lastname@example.org, or write to us at this address: City Bank, PO Box 5060, Lubbock, Texas 79408, Attention:
In the event of any unforeseen issues or failure of this product for deposits, your deposits can be made in person at any Bank branch or
by mailing deposits to:
City Bank 5219 City Bank Parkway
c/o Mail Teller Lubbock, TX 79407
PO BOX 5060
Lubbock, TX 79407
The meanings of the defined terms set forth below are also applicable to this Agreement and any Documentation (defined herein). If
any capitalized term defined below is used in Federal Reserve Board’s Regulation CC (Vol. 12 of the U.S. Code of Federal Regulations,
part 229) promulgated to comply with Check 21, as it may be amended, substituted for, or recodified from time to time ("Reg. CC"),
then such terms generally shall have the meaning assigned to it in Reg. CC. To the extent that any of the defined terms in this Agreement
or in the Documentation use a term not defined herein but otherwise defined in Reg. CC, then such definition also incorporates the
meaning assigned to the applicable term as set forth in Reg. CC. To the extent that any term used by Bank in providing you the Personal
Mobile RDC Services is a term that is not used or defined in this Agreement or in the Documentation, you and Bank agree to such terms commonly used with regard to remote deposit capture services shall have the meaning as defined in Reg. CC if such terms are so defined.
All other capitalized terms used that are not otherwise defined in this Agreement or in the Documentation shall have the meaning
given to such term in Article 3 or Article 4 of the Uniform Commercial Code (as amended from time to time ("UCC")) effective in Texas
as adopted in the Texas Business and Commerce Code. In addition, you acknowledge that the Electronic Image of the Original Check
submitted to us shall be deemed an “item” within the meaning of Article 4 of the Uniform Commercial Code as adopted in the Texas
Business and Commerce Code.
(a) "Check 21" means Federal Reserve Board Reg. CC, Subpart D, promulgated to implement the provisions of the Check Clearing for the
21st Century Act.
(b) "CTA" means the Check Clearing for the 21st Century Act, which became effective October 28, 2004.
(c) "Documentation" means the online help files or written instructions and materials made available or supplied by Bank that provide
the description, methods of operation, and required procedures to engage in Personal Mobile RDC activities.
(d) "Electronic Image" means a digital or electronic representation of an Original Check that is a
Sufficient Copy and meets all of the Standards and is submitted by you to Bank for processing and collection as a Substitute Check.
(e) "Electronic Deposit" means a file that contains information regarding each Electronic Image(s) to be submitted by you to Bank that
meets all of the requirements imposed from time to time by Bank as set forth in this Agreement and the Documentation.
(f) "Magnetic Ink Character Recognition Line" or "MICR Line" means the numbers, which may include the routing number, account
number, check number, check amount and other information, that are printed near the bottom of a check in magnetic ink in accordance
with the Standards.
(g) "Original Check" means the first paper check issued to or endorsed in your favor with respect to a particular payment transaction.
(h) "Processing Software" means the software for any mobile device hosted by the Bank that administers the Personal Mobile RDC
Services and captures Electronic Images for deposit.
(i) "Reconverting Bank" means: (1) the bank that creates a Substitute Check; or (2) with respect to a Substitute Check that was created
by a person that is not a bank, the first bank that transfers, presents, or returns that Substitute Check or, in lieu thereof, the first paper or
electronic representation of that Substitute Check.
(j) "Standards" means the applicable standards set forth in CTA, Check 21 or as promulgated by the American National Standards
Institute ("ANSI") for image quality and transmission protocols, including but not limited to, ANS X9.13, ANS 9.37 and ANS X9.100-140
(or any amendment or substitute for such standards as may be promulgated from time to time), whether such standard pertains to the
MICR Line, the image quality of the Original Check, the placement of an image of the Original Check on the Substitute Check, or the
manual or electronic transfer of a Sufficient Image Copy or other electronic representation of an Original Check or a Substitute Check,
unless the Federal Reserve Board, by rule or order determines that a different standard is to apply.
(k) "Substitute Check" means a paper reproduction of an Original Check that: (1) contains an image of the front and back of the Original
Check; (2) bears a MICR line that, except as provided under the applicable Standard, contains all the information appearing on the
MICR line of the Original Check at the time that the Original Check was issued and any additional information that was encoded on the
Original Check’s MICR line before an image of the Original Check was captured; (3) conforms in paper stock, dimension, and otherwise
with ANS X9.100-140 (unless the Federal Reserve Board by rule or order determines that a different standard applies); and (4) is
suitable for automated processing in the same manner as the Original Check.
(l) "Sufficient Copy" and "Copy" means: (1) A sufficient copy is a copy of an Original Check that accurately represents all of the
information on the front and back of the Original Check as of the time the Original Check was Truncated or is otherwise sufficient
to determine whether or not a claim is valid. (2) A copy of an Original Check means any paper reproduction of an Original Check,
including a paper printout of an electronic image of the Original Check, a photocopy of the Original Check, or a Substitute Check.
(s) "Sufficient Image Copy" means an Electronic Image of an Original Check or Substitute Check that is capable of printing a Sufficient
Copy of such Original Check or Substitute Check.
(M) "Truncate" means to remove an Original Check from the forward collection or return process and send to a recipient, in lieu of such
Original Check, a Substitute Check or, by agreement, information relating to the Original Check (including data taken from the MICR
line of the Original Check or an electronic image of the Original Check), whether with or without the subsequent delivery of the Original
3. Other Agreements
The terms and conditions of the Deposit Agreement, Mobile App Agreement, Documentation and disclosures for each of your accounts
with Bank, in addition to your other agreements with the Bank, including but not limited to any loan agreements, online banking
services agreement, and other agreements between you and Bank, continue to apply notwithstanding anything to the contrary in this
Agreement. In the event of a conflict or inconsistency between the terms of the Deposit Agreement, or any other agreement between
you and Bank and the terms of this Agreement, with respect solely to the Personal Mobile RDC Services, the terms of this Agreement
shall control, but only to the extent of such conflict or inconsistency.
4. Processing Equipment and Processing Software
You must obtain the Personal Mobile RDC Services within the Bank’s Mobile App. You must comply with the mobile device hardware,
software, and other requirements, as well as applicable Security Procedures, as set forth in this Agreement and in any Documentation Mobile RDC Terms & Conditions or any supplemental information and/or instructions provided by the Bank. You understand that failure to comply with such mobile
device hardware, software and other requirements regarding the Personal Mobile RDC Services may result in you being unable
to generate a Sufficient Image Copy in order to create an Electronic Image to complete a Personal Mobile RDC deposit. The Bank
reserves the right as encryption technology develops to impose further reasonable requirements to maintain the appropriate level of
security for Personal Mobile RDC Services and transactions contemplated hereunder, and you agree to abide by such requirements.
Furthermore, you understand and acknowledge that if you do not implement and follow your own commercially reasonable hardware,
software, physical access and physical storage security procedures regarding any of the data owned by you, which includes such
data containing your sensitive personally identifiable information ("PII") of any individual, the security of your Personal Mobile RDC
deposits may be compromised. You understand, acknowledge and agree that installation, maintenance and operation of your mobile
device (hardware and software) and related security procedures that you adopt and follow, including, but not limited to, data security
protection, firewalls and anti-virus software, is your sole responsibility, and that you are solely responsible for securing, encrypting,
protecting and otherwise safeguarding the data owned by you.
In addition to other limitations on Bank’s liability contained elsewhere in this Agreement, you understand, acknowledge and agree
that the Bank is not responsible for any loss or damages resulting from any errors or failures of your mobile device or data processing
systems, including, but not limited to any mobile device virus or malware attack (such as a keystroke logging program or similar
malware), any attack by a person attempting or actually gaining unauthorized access to the data owned by you, or any mobile device
network problems that may be associated with your access and use of our Personal Mobile RDC Services.
For avoidance of doubt, you understand, acknowledge and agree that all data provided by you to Bank (including, but not limited to,
Electronic Images or Substitute Checks retained on any processing equipment, processing software, or any other processing equipment
or software (including your mobile device used by you in conjunction with Personal Mobile RDC Services), and all data produced,
compiled or otherwise provided by Bank to you, in any form or format, is your sole and exclusive property and copies thereof shall be
provided to you at your request from time to time and at any time. Once such data owned by you is delivered by Bank to you, retrieved
by you from Bank, or otherwise created as a byproduct of a transaction between you and Bank and retained by you, such data owned by
you is solely within your possession and control.
The software used to provide the Personal Mobile RDC Services is governed by the Mobile App Agreement.
5. Prohibited Transactions; Procedures; Retention of Original Checks
If you have met, in our sole discretion, the conditions we have established for use of Personal Mobile RDC Services to make deposits via
Electronic Images, we will provide for acceptance for deposit to your Account(s) the Electronic Images of Original Checks for collection
as allowed under this Agreement and the Documentation.
However, you agree that you will not use Personal Mobile RDC Services to submit any of the following:
• Checks or items payable to any person or entity other than you (i.e. no third party deposits)
• Checks or items payable to any commercial or business entity
• Checks or items drawn on foreign financial institutions or payable other than in United States money
• Checks or other items containing apparent alteration to any of the information on the front of the check or item, or which you know or
suspect (or should know or suspect) are fraudulent or otherwise not authorized by the owner of the account on which the check or item
• Original Checks or other items previously converted to a Substitute Check
• Checks or items that are Remotely Created Checks (as defined in Reg. CC)
• Checks or items dated more than six (6) months prior to the date of deposit
• Checks or items prohibited by Bank’s current Documentation relating to Personal Mobile RDC Services, or checks or items which are
otherwise not acceptable under the terms of your Account(s)
Such Electronic Images shall be deemed received by us for deposit based upon time of receipt as well as successful receipt of Electronic
Images that are complete, usable, and adhere to the Standards. If any Electronic Image is not complete, is not usable, or does not
adhere to the Standards, the Electronic Image may not be processed by us, in which event your deposit will be adjusted and notification
provided. You understand we will process only your Electronic Images that comply with the Standards and are Sufficient Image Copies,
and we will use commercially reasonable efforts to present these Sufficient Image Copies for collection under the Check 21 framework.
The daily cut-off time for Personal Mobile RDC deposits is 5:00 p.m. CST. Such daily cut-off times may be adjusted by Bank in its
sole discretion from time to time upon notice to you. The availability of funds for deposits via Personal Mobile RDC Services is set forth
in the Funds Availability section of this Agreement.
Should a Drawee Financial Institution return an item to us unpaid, we will charge your respective account for such returned item and
may either (i) return the item to you, or (ii) re-present it to the Drawee Financial Institution before returning it to you. Items may be
returned as Image Exchange Items, rather than Substitute Checks. Should a Drawee Financial Institution or other third party make a
claim against us or seek re-credit with respect to any Electronic Image, we may provisionally freeze or hold aside a like amount in your
account pending investigation and resolution of the claim.
You agree that you will submit to us for deposit to your account only Electronic Images that are Sufficient Image Copies of Original
Checks for deposit via Personal Mobile RDC Services. No Electronic Image submitted by you to us represents an Original Check that
has already been collected. You further agree that you will retain each Original Check that is Truncated through any Personal Mobile
RDC Services activity for a reasonable period of time, but in no event fewer than fourteen (14) Business Days from the date of deposit Mobile RDC Terms & Conditions or such longer time as we may request from time to time with respect to any specific Original Check. You understand that in all cases
you are solely responsible for safeguarding all items you retain, during the reasonable period of time described above, as required or
permitted by Personal Mobile RDC Services from destruction, alteration or theft.
Also, you understand that in certain instances we may request from time to time the Original Check to respond to claims made by
the Drawer of the check. You should be able to retrieve and produce for us the Original Check in question within seventy-two (72)
hours of a written request by us. In the absence of retaining the relevant Original Check, you understand and agree you shall be solely
responsible for the cost of any claim brought by the Drawer of the check that for resolution would reasonably require access to relevant
Original Check and shall indemnify us in accordance with the terms of the Bank indemnity provisions set forth in this Agreement. You
understand and agree that after the reasonable period of time for retention of Original Checks has passed, you will destroy the Original
Check in a method that renders it unusable or otherwise unreadable.
You shall have no right to cancel or amend any deposit after its receipt by Bank. However, if such request complies with the Security
Procedures, Bank shall use reasonable efforts to act on a request by you for cancellation of a deposit prior to transmitting it to the
Federal Reserve, but shall have no liability if such cancellation is not implemented or completed. You shall reimburse Bank for any
expenses, losses, or damages Bank may incur in implementing or attempting to implement your request for the reversal of a deposit.
You understand and acknowledge that we are relying on the truth and veracity of all Electronic Images submitted for deposit via
Personal Mobile RCD Services by you to us, and you warrant that such Electronic Images accurately reflect Original Checks that are, or
at the time of the creation of the Substitute Checks, were, in your possession. You also understand that issues regarding returned item
collection, returned deposit, and other issues regarding deposit of Items not specifically addressed in this Agreement shall be governed
by the terms and conditions of the Deposit Agreement.
6. Rejection of Personal Mobile RDC Deposits
Bank may reject any Personal Mobile RDC deposit which does not comply with the requirements in this Agreement. Bank shall notify
Customer by phone or electronic transmission, including email and/or fax, of such rejection no later than the Business Day such deposit
would otherwise have been transmitted by Bank to the Federal Reserve.
Furthermore, your deposit of a check image via Personal Mobile RDC Services is subject to the Bank’s verification and final inspection
process. The Bank is under no obligation to inspect or verify an Electronic Image to determine accuracy, legibility or quality of such
image or MICR line information associated with such image, or for any other purpose. However, the Bank may correct or amend
MICR line information associated with an Electronic Image to facilitate processing of the Electronic Image or a Substitute Check created
from that Electronic Image.
Notices of rejection shall be effective when given. Bank shall have no liability to you by reason of the rejection of any such Personal
Mobile RDC deposit or the fact that such notice is not given at an earlier time than that provided for herein.
7. Funds Availability Regarding Personal Mobile RDC Deposits
A. Your Ability To Withdraw Funds. These provisions apply only to demand deposit checking Accounts where deposits are made via
Bank’s Personal Mobile RDC Services. You agree that Electronic Images submitted via Bank’s Personal Mobile RDC Services from
your mobile device are not subject to the funds availability requirements of the Federal Reserve Board’s Regulation CC. Our policy
is generally to make funds from your Personal Mobile RDC Services available to you on the first Business Day after the day we receive
your deposit. Funds that are deposited using Personal Mobile RDC Services will not be deemed “received” by us until we have received
an Electronic Image that meets all of the requirements for deposits (including all requirements to create a Substitute Check) stated in
this Agreement and in any Documentation. Once the funds are available, you can withdraw the funds in cash and we will use the funds
to pay items and transactions drawn on your account. For determining the availability of your deposits, every day is a Business Day,
except Saturdays, Sundays, and federal holidays. If you make deposit via Personal Mobile RDC Services by the cut-off time of 5:00
p.m. CST on a day that is not a Business Day, we will consider such deposit made on the next Business Day we are open.
B. Longer Delays May Apply. In some cases, we will not make all of the funds that you deposit via Personal Mobile RDC available to
you on the first Business Day after the day of your deposit. Depending on the type of check that you deposit, funds may not be available
until the second Business Day after the day of your deposit. The first $200 of your Personal Mobile RDC Services deposits, however,
will be available on the first Business Day. If we are not going to make all of the funds from your Personal Mobile RDC available on the
first Business Day, we will notify you at the time you make your deposit. We will also tell you when the funds will be available.
In addition, funds you deposit by check may be delayed for a longer period under the following circumstances:
• We believe a check you deposit will not be paid
• You deposit checks totaling more than $3,000.00 on any one day
• You redeposit a check that has been returned unpaid
• You have overdrawn your Account repeatedly in the last six months
• There is an emergency, such as failure of computer or communications equipment
The availability of Funds you deposit via Personal Mobile RDC Services may also be delayed for a variety of additional reasons as
determined in Bank’s sole discretion, including, but not limited to:
• We believe a check you deposit is a duplicate image
• You deposit checks totaling more than any applicable per item limit, daily dollar amount limit, monthly item limit or any
other limitations on your Personal Mobile RDC Services that Bank may impose
• We exercise our rights to investigate any unusual or suspicious Personal Mobile RDC items as determined
in Bank’s sole discretion
We will generally notify you if we delay your ability to withdraw funds for any of these or other reasons, and we will attempt to tell you
when such funds will be available. If you will need the funds from a deposit via Personal Mobile RDC, you should contact us to inquire
when the funds will be available.
8. Security Procedures
You agree to the security procedures ("Security Procedures") used by the Bank in connection with the Personal Mobile RDC Services.
Such Security Procedures offered by the Bank are described herein and in the Documentation applicable to such services. As part
of the Security Procedures, Bank may employ various authentication technologies, including, but are not limited to, use of User IDs,
passwords and other "Additional Authentication Information" ("AAI") that Bank may require you to provide at Bank’s sole discretion.
Bank employs various security and authentication technologies to ensure that you are communicating directly with the Bank, and also
to ensure that your mobile device is communicating with a legitimate Bank computer. You are responsible for the establishment and
maintenance of your internal procedures reasonably adapted to insure the confidentiality and security of Security Procedures. YOU
UNDERSTAND AND AGREE THAT YOU WILL BE RESPONSIBLE FOR MAINTAINING SECURITY AND CONTROL OVER YOUR USER
ID AND PASSWORD PROVIDED BY BANK, AND SHALL USE SECURITY FOR SUCH ITEMS COMPARABLE TO THE SECURITY
AND CONTROL YOU WOULD USE FOR CASH, BUT IN NO EVENT LESS THAN REASONABLE SECURITY AND CONTROL IN THE
If you have reason to believe that any Security Procedure has or may have become known by unauthorized persons, you shall
immediately notify the Bank by telephone and confirm such oral notification in writing to the Bank within twenty-four (24) hours of the
oral notification. The Bank will replace the Security Procedures in accordance with the Bank’s standard security requirements related to
Personal Mobile RDC. To the maximum extent permitted by applicable law, you will be solely liable for all transactions initiated before
the Bank has received such notification and has had a reasonable opportunity to act on such notification. The Bank reserves the right
to change any or all of the Security Procedures offered and/or used at any time by giving oral or written notice to you. You agree that
your use of the Personal Mobile RDC Services after the Bank provides notice of such changes constitutes your acceptance of the new
Security Procedures. You acknowledge that the purpose of Security Procedures is to authenticate the identity of the person initiating
the action, not to detect errors in any transmission or content. The Bank is not agreeing to any Security Procedures or other procedure
for the detection of errors. You represent that for Personal Mobile RDC, you consider the Security Procedures to be commercially
reasonable with respect to the size, type, and frequency of deposits you anticipate submitting.
9. Bank Responsibilities
A. Bank will provide access to the processing equipment and software for Personal Mobile RDC Services through the Bank’s
Mobile App. Bank will also provide maintenance and support for the Personal Mobile RDC Services to ensure the accurate
processing of checks, including but not limited to:
1. Corrections, contingent or alternate work methods, and repairs to any known system bugs or errors.
2. Modifications, enhancements, or updates that City Bank elects to make generally available to its customers.
3. Telephone and email support during City Bank’s normal business hours.
B. Bank will provide the required User ID and password to Customer in order to engage in Personal Mobile RDC Services
C. Bank will provide Documentation as well as training materials and support reasonably required for Customer’s use of
Personal Mobile RDC Services.
D. Bank will accept for deposit and collection to the Customer’s designated account(s) the Electronic Images of Original
Checks that are transmitted to Bank in compliance with this Agreement and all applicable laws, rules and regulations. Personal
Mobile RDC deposits are deemed to have been received upon confirmation by Bank of successful receipt of the transmission of
Electronic Images that are complete, usable, and adhere to the data specifications set forth in this Agreement. If the Electronic
Images are not complete, are not usable, or do not adhere to data specifications, the images may not be processed by Bank. In
such event, your deposit will be adjusted and notification will be provided to you.
E. Bank will process your Electronic Images that are Sufficient Image Copies after it has received your transmission of
Electronic Images. Bank will use commercially reasonable efforts to present the Sufficient Image Copies for collection under
the Check 21 framework. Unless Bank notifies you otherwise, Bank will provide same day ledger credit to your deposit account
for all Sufficient Image Copies transmitted by you and received by Bank in accordance with the requirements of this Service and
within the timelines established by Bank. However, Bank shall not be responsible for providing ledger credit on the same day
a file has begun to be transmitted to Bank by you unless the file containing the Electronic Image is fully received by Bank prior to
the cut-off time of 5 p.m. CST.
F. If a Drawee Financial Institution returns an image representing an item to Bank unpaid, Bank may charge your applicable
account for such returned item, whether or not the return is timely and properly made, and may either (i) return the item
to you, or (ii) re-present it to the Drawee Financial Institution before returning it to you. Items may be returned as Image
Exchange Items, rather than Substitute Checks. If a Drawee Financial Institution or other third party makes a claim against
Bank or seeks re-credit with respect to any electronic item, Bank may provisionally freeze or hold aside a like amount in your
applicable account pending investigation and resolution of the claim.
G. Bank will provide information detailing Items processed, return items, deposit adjustments, and other related information in
your applicable account statement. Bank will also retain any Electronic Images contained in Bank’s cash letter file for a period
of up to five (5) years
H. Bank may refuse to process any non-conforming items, including without limitation, any items that do not meet the
definition of a “check”.
10. Customer Responsibilities
A. Customer will maintain at least one or more checking accounts at Bank eligible for the receipt of Personal Mobile RDC
B. Customer will inspect and verify the quality of Electronic Images, ensuring that the Electronic Images of the front and back
of the Original Checks are legible for all posting and clearing purposes by Bank. Specifically, the Customer is warranting that:
1. The Electronic Image is an accurate representation of all information on the front and back of the Original Check
at the time the check was converted to an Electronic Image, and the Electronic Image contains all endorsements
from the Original Check.
2. Each Electronic Image (or related electronic data file) contains a record of all MICR line information required for
a Substitute Check and satisfies all the requirements of Check 21 and Regulation CC for the creation and/or
transferring of a Substitute Check.
3. The Original Check, a duplicate Electronic Image, or any copy of the Original Check or Electronic Image will not
be deposited by the Customer with Bank (unless Bank instructs the you to do so) or under any circumstance with
any other bank or financial institution.
4. The Original Check, a duplicate Electronic Image, or any copy of the Original Check or Electronic Image will not
be presented, transferred, or returned such that Bank or any other person will be asked to make payment based on
an Original Check or Electronic Image that Bank or the other person has already paid.
C. The Customer’s applicable account will be charged for any deposited check that is later returned to Bank owing to an actual
or alleged breach of any such warranty above or otherwise made in this Agreement.
D. Customer will assist in the installation and implementation of any changes and upgrades to the Personal Mobile RDC
Services as required by Bank to ensure compliance with regulatory changes and developments, or to protect the integrity and
security of such Services.
E. Customer will use the Personal Mobile RDC Services to enter, process, and transmit Original Checks in accordance with
procedures and transmission deadlines outlined in this Agreement.
F. Customer will verify Bank’s receipt of its Personal Mobile RDC deposits by reviewing deposits that have been posted to
the designated accounts, in addition to cooperating with Bank in any investigation and resolving any unsuccessful or lost
G. Customer will comply with all Security Procedures outlined in this Agreement and any Documentation and agrees not to
bypass, override or disable any security mechanisms in the processing software or processing equipment.
H. Customer will retain each Original Check for the time frame specified in this Agreement after an Electronic Image of the
check has been created and will promptly provide any related Original Check (or Sufficient Copy of the front & back of the
Original Check) to Bank as requested to aid in the clearing and collection process or to resolve claims by third parties with
respect to any check. Customer understands that in all cases it is solely responsible for safeguarding all such images from
destruction, alteration or theft in accordance with the provisions of this Agreement.
I. Customer will use commercially reasonable methods to destroy the Original Checks after the required retention time has
expired to render them unusable or otherwise unreadable.
J. Customer will cooperate with Bank in providing information and access to Customer records in the event of lost, mistaken,
incomplete, or unusable Electronic Images, or in the event of claims of fraud, alteration, counterfeit or otherwise.
K. Customer may not perform Personal Mobile RDC Services for any third party, and any attempt to do so shall automatically
terminate this Agreement, except for any provisions of this Agreement that are expressly to survive such termination.
11. Representations And Warranties
By depositing Electronic Images with the Bank via the Personal Mobile RDC Services, you give us the same warranties and indemnities
that we, as a reconverting bank, would give under applicable law or regulation. You understand and acknowledge that all of the
warranties deemed given by a depositor of a check to a bank under the Uniform Commercial Code (“UCC”), as applicable from time
to time in the State of Texas, shall also apply to any Electronic Image of an Original Check the same as if such Electronic Image or
Substitute Check were a paper check within the meaning of the UCC as adopted by the State of Texas (“Texas UCC”). Accordingly,
except to the extent that any warranties deemed given under the Texas UCC are expressly superseded by the Check 21 Act or the Check
21 regulations, you understand that you are deemed to give us all the same warranties you would have given under the Texas UCC for
the deposit of an Original Check by transferring to us: (a) any Substitute Check; (b) an IRD or other item purporting to be a Substitute
Check; or (c) any Electronic Image that purports to contain a Sufficient Copy of an Original Check or a Substitute Check.
Such warranties also include the following two (2) specific warranties regarding transfer and presentment:
• You warrant that the Electronic Image that we convert to a Substitute Check meets the
requirements described in § 229.51(a)(1) – (2) of the Check 21 Regulation (found at 12 CFR §229.51(a)(1) – (2)) for legal equivalence
• And your warranty given above is deemed given to us and any other person, company or bank to which we transfer, present or return
the Substitute Check or a paper or electronic representation of the Substitute Check
The above warranties are deemed given to Bank and any person, company or bank to which Bank transfers, presents or returns any of
the Images included in such electronic file as a Sufficient Image Copy or that purports to be a Sufficient Image Copy created by Bank
or any subsequent bank receiving a copy of such image. Customer represents that it shall permit no third parties to use the Personal
Mobile RDC Services to deposit Original Checks to Customer’s Account.
With respect to each and every Personal Mobile RDC deposit initiated by you, you represent and warrant to, Bank and agrees, that you
shall perform your obligations under this Agreement in accordance with all applicable laws and regulations, including the sanctions laws
administered by OFAC and the Bank Secrecy Act.
12. Liability; Limitations On Liability; Indemnity.
A. In the performance of this Agreement, Bank shall be entitled to rely solely on the information, representations, and
warranties provided by Customer pursuant to this Agreement and the use of the Personal Mobile RDC Services, and shall not
be responsible for the accuracy or completeness thereof. Bank shall be responsible only for performing the services expressly
provided for in this Agreement, and shall be liable only for its gross negligence or willful misconduct in performing those
Bank shall not be responsible for Customer’s acts or omissions (including without limitation the amount, accuracy, timeliness
of transmittal, or authorization of any deposit received from Customer) or those of any other person, including, without
limitation, any Federal Reserve Bank, or transmission or communications facility, and no such person shall be deemed Bank’s
Bank makes no warranty of any kind, expressed or implied, including any implied warranty of merchantability or fitness for a
particular purpose, the existence of any latent or patent defects, viruses, or the accuracy or freedom from error, of the data
or the program used by or furnished to the Bank or to you by licenser or others, in connection with any software or Service(s)
provided to you under this Agreement. Without limiting the generality of the foregoing, the Bank makes no representation
or warranty, expressed or implied, against any infringement of any proprietary rights of any other party. You assume the entire
risk as to the quality and performance of the software provided, the suitability of the Personal Mobile RDC Services, and with
respect to any documentation. This paragraph shall survive the termination of this Agreement by either you or the Bank,
and also limits the liability of any agent, employee, or affiliate of the Bank. We do not and cannot warrant that the software
provided will operate without errors, or that any or all Personal Mobile RDC Services will be available and operational at all
You agree to indemnify Bank against any loss, liability, or expense (including attorney’s fees and expenses) resulting from or
arising out of any claim of any person that the Bank is responsible for any act or omission of Customer or any other person
described in this Section 11.
B. Bank shall be liable only for Customer’s actual damages; in no event shall Bank be liable for any consequential, special,
incidental, punitive, or indirect loss or damage which Customer may incur or suffer in connection with this Agreement, whether
or not the likelihood of such damages was known or contemplated by the Bank and regardless of the legal or equitable theory
of liability which Customer may assert, including, without limitation, loss or damage from subsequent wrongful dishonor
resulting from Bank’s acts or omissions pursuant to this Agreement.
Liability shall not exceed the sum of the amount of any loss suffered by the Customer as a result of a breach of warranties
under Regulation CC (12 CFR Part 229) up to the amount of any Substitute Check, interest and expenses (including cost and
reasonable attorney fees and other expenses of presentation) related to the Substitute Check reduced by any amount that
the Customer receives and retains as a re-credit. Furthermore, such liability shall be further reduced by the amount of any
damages incurred as a result of the negligence or bad faith of the Customer.
C. Without limiting the generality of the foregoing provisions, Bank shall be excused from failing to act or delay in acting if such
failure or delay is caused by legal constraint, interruption of transmission of communication facilities, equipment failure, war,
adverse weather, terrorism, emergency conditions, or other circumstances beyond Bank’s control.
In addition, Bank shall be excused from failing to transmit or delay in transmitting a deposit if such transmittal would result in
Bank’s having exceeded any limitation upon its intra-day net funds position established pursuant to present or future Federal
Reserve guidelines or in Bank’s reasonable judgment otherwise violating any provision of any present or future risk control
program of the Federal Reserve or any rule or regulation of any other U.S. governmental regulatory authority. In such event,
Customer shall be responsible for having a contingency plan in place including temporarily depositing original, paper items at
any branch facility of the Bank.
D. Subject to the foregoing limitations, Bank’s liability for loss of interest resulting from its error or delay shall be calculated
by using a rate equal to the average Federal Funds rate at the Federal Reserve Bank of Dallas for the period involved. At Bank’s
option, payment of such interest may be made by crediting the account resulting from or arising out of any claim of any person
that Bank is responsible for any act or omission of Customer or any other person described in Section 11.
Bank reserves the right to terminate this Agreement immediately upon providing written notice to you of such termination. We may
also, in our sole discretion, terminate your Personal Mobile RDC effective immediately if: (i) there is an occurrence of a material change
in your account activity or other risk analysis criteria as determined by us in our sole and absolute discretion; (ii) we at any time
determine that you do not meet our risk or other qualification requirements; (iii) we discover any willful misconduct (including but not
limited to types of fraudulent activity) on your part or any other party with respect to Electronic Images submitted for deposit by you;
(iv) you are in default of any terms of this Agreement where such default gives us the right to terminate, immediately or otherwise, or
close your account; (v) you have not used Personal Mobile RDC Services for a period of time deemed to constitute an inactive service
by us (in our sole discretion); or (vi) you are in default of any terms of the Agreement or any other agreement with us. In any of these
events, you agree that our sole obligation shall be to provide notice of our termination of Personal Mobile RDC Services to you, and that
such notification will be reasonable if it is mailed to your statement mailing address immediately upon termination.
Either you or Bank may terminate Personal Mobile RDC Services, with or without cause, upon thirty (30) calendar days’ written notice
to the other of its intent to do so, sent to you at your statement address and sent to us at the address provided herein. In the event of
termination of Personal Mobile RCD Services, your rights and responsibilities as well as ours, shall continue through any applicable
settlement period, including your responsibility to pay us for Personal Mobile RCD Services and with respect to transactions processed
prior to the effective date of termination. If Personal Mobile RCD Services are terminated by us, we may accelerate all amounts due and
to become due, and you agree to promptly make full payment to us of all amounts due and amounts incurred by you through your use
of our Personal Mobile RDC Services.
Any termination of this Supplemental Agreement shall not affect any of the Bank’s rights and Customer’s obligations with respect to
deposits initiated by you prior to such termination, or the payment obligations of Customer with respect to services performed by Bank
prior to termination, or any other obligations that survive termination of this Agreement.
From time to time, Bank may amend any of the terms and conditions contained in this Agreement, including, without limitation, any cut- off time or any Business Day. Such amendments shall become effective upon receipt of notice by Customer or such later date as may be stated in Bank’s notice to Customer. You agree that your use of the Personal Mobile RDC Services after the Bank provides notice of such changes constitutes your acceptance of the changes.
15. Entire Agreement
This Agreement (including the Documentation) together with the Deposit Agreement, Mobile App Agreement and other applicable agreement between Customer and Bank is the complete and exclusive statement of the agreement between Bank and Customer with respect to the subject matter hereof and supersedes any prior agreement(s) between Bank and Customer with respect to such subject matter.
In the event of a conflict or inconsistency between the terms of the Deposit Agreement, or any other agreement between you and Bank and the terms of this Agreement, with respect solely to the Personal Mobile RDC Services, the terms of this Agreement shall control, but only to the extent of such conflict or inconsistency. In the event performance of the services provided herein in accordance with the terms of this Agreement would result in a violation of any present or future statute, regulation, or government policy to which Bank is subject, and which governs or affects the transactions contemplated by this Agreement, then this Agreement shall be deemed amended to the extent necessary to comply with such statute, regulation, or policy, and Bank shall incur no liability to Customer as a result of such violation or amendment. No course of dealing between Bank and Customer will constitute a modification of this Agreement or the Security Procedures or constitute an agreement between the Bank and Customer regardless of whatever practices and procedures Bank and Customer may use.
Customer may not assign this Agreement or any of the rights or duties hereunder to any person.
Bank may waive enforcement of any provision of this Agreement. Any such waiver shall not affect Bank’s rights with respect to any other transaction or modify the terms of this Agreement.
18. Binding Agreement; Benefit
This Agreement shall be binding upon and solely for the benefit of the parties hereto and their respective legal representatives, successors, and assignees. This Agreement is not for the benefit of any other person, and no other person shall have any right against Bank or Customer hereunder.
Headings are used for reference purposes only and shall not be deemed a part of this Agreement.
In the event that any provision of this Agreement shall be determined to be invalid, illegal, or unenforceable to any extent, the remainder of this Agreement shall not be impaired or otherwise affected and shall continue to be valid and enforceable to the fullest extent permitted by law.
21. Governing Law/ Venue/ Jurisdiction
This Agreement shall be construed in accordance with and governed by the laws of the State of Texas. This Agreement is performable in Lubbock County, Texas, and venue shall be proper in such County for all purposes. Customer consents to jurisdiction over Customer in any state or federal court in the State of Texas.