AGREEMENT FOR ONLINE ACCESS  Pacific Direct Web®

 

This is the agreement between Pacific National Bank, a U.S. national banking association, with Head Office at 1390 Brickell Avenue, Miami, Florida 33131 (“PNB”) and the undersigned customer regarding “Pacific National Bank Online Services”, which are further described below.  This agreement also contains certain disclosures by PNB about the rights and responsibilities, of both PNB and you, regarding electronic funds transfers.

 

1.  Definitions:

 

a) “Account” means any debtor or creditor relationship between you and PNB including:  a demand deposit or checking account; a savings account; a Time Deposit where under PNB owes you a stated sum plus accrued interest at the expiration of a fixed period; an agreement under where PNB provides you with a credit card; an agreement under where PNB agrees to pay any overdraft checks you may written on an account at PNB; and a consumer loan in which only a natural person may be the borrower.  The owner of an Account may be one or more natural persons, juridical persons or a combination of natural and juridical persons.

 

b) Pacific National Bank Online Services “the “PNB-Pacific Direct Web®”) means the information, communications and transactions that PNB will provide you through the medium of any remote channel including PNB’s Web Site which is www.pnb.com (the “PNB Web Site”).  PNB Pacific Direct Web® includes, but is not limited to: information about your Accounts at PNB; funds transfers; the payment of bills that you authorize; stop payment orders on your checks written on any Account that you maintain at PNB; inquiries about the status of checks you have written on any Account that you maintain at PNB; ordering of new checks for any Account that you maintain at PNB; and such other products and services that PNB may determine to offer, in the future, as part of the PNB Pacific Direct Web®

 

c)  “You” and “Your” means the undersigned person who has an interest in the Account at PNB that is identified on the last page of this Agreement and for whom the PNB Pacific Direct Web® is to be provided, together with those other persons who are specifically authorized to use the PNB Pacific Direct Web® regarding the such Account.

 

2.  Access to PNB Pacific Direct Web® and Your Authorization: 

            When you use PNB Pacific Direct Web® or you permit any other person to use PNB Pacific Direct Web®, you agree to the terms and conditions set out in this agreement and any instructional material which PNB has provided regarding the PNB Pacific Direct Web®.  Use of the PNB Pacific Direct Web®  is initiated by your use of certain numbers, codes or other means of establishing your identity, as detailed in Section 5 hereof, and acceptance of the electronic communications by PNB.

3.Equipment and Software. You need one of the following devices (“Equipment”) to access the PNB Pacific Direct Web®:

 

1.            Personal computer that is capable of accessing the Internet; or

            2.            Touch tone telephone, for inquiries to PNB’s Call Center.

 

If you access the PNB Pacific Direct Web® by use of a personal computer, you must additionally have an Internet Services provider and software products.  These software products necessary to connect to the PNB Pacific Direct Web®  are a Web Browser and certain standard plug-ins. The software, and any future upgrades, must be loaded and operational on your personal computer and you must use a modem to access the PNB Pacific Direct Web® through interface equipment and software that meet PNB’s specifications.  You will receive electronic transmission of a visual display of the Account Information on your personal computer.  Any software used by you in the future to access the PNB Pacific Direct Web® system will be provided and maintained by you at your expense.

 

4. Account Access. To have access to the PNB Pacific Direct Web®, you must be an authorized user of the software you select for use with the Equipment. You must also have at least one Account at PNB.  PNB will notify you which Accounts will be available for your access through the PNB Pacific Direct Web®.  PNB will make available for access, all Accounts, whether personal or corporate, provided:  (i) PNB’s records establish that you are the common owner of all such personal and corporate Accounts; and (ii) you are the sole authorized signer on all of the Accounts.  Any Account that requires more than one authorized signer to utilize the Account is not available for access through the PNB Pacific Direct Web®.  Corporate Accounts cannot be accessed by using your personal access code, unless you are the sole authorized signer on the Corporate Account. PNB will make all Accounts that can properly be availed for the PNB Pacific Direct Web®, in accordance with this Section 4 accessible to you, via the PNB Pacific Direct Web®.  All Accounts that PNB establishes as being accessible  via the PNB Pacific Direct Web® are referred to as the “Accessed Accounts”.

 

5. Access Codes. In order to use the PNB Pacific Direct Web® for the Accessed Accounts, you must select a Customer Access Number (CAN) and a Personal Identification Number (PIN). Additional numbers and words may be required depending on the Equipment and software you use.  The CAN and PIN that have been communicated to PNB in accordance with the preceding sentence are your “Access Code”.  Use of the Access Code is the agreed security procedure to access the PNB Pacific Direct Web® through any of the Equipment. You agree to keep your Access Code confidential to prevent unauthorized access to the Accessed Accounts and to prevent unauthorized use of the PNB Pacific Direct Web®. For security purposes, PNB recommends that you do not use the same Access Codes you use on other bank products. You agree that all electronic communications to PNB that are made with your Access Code are deemed valid and authentic.  You agree that such electronic communications will have the same binding legal effect as if they were written communications, bearing your signature.  You also agree that you will not contest the validity of electronic communications, whether copies or originals, absent proof of altered data or tampering.

 

6. Available PNB Online Services. Depending upon the particular features and the Equipment you select, PNB Pacific Direct Web® provides  access to all of the following services, by first entering your Access Code:

 

(i) Account Information.  You may obtain an account activity summary, interim statements, last deposits, last checks, last Automatic Teller Machine transaction, and certain other information about any Accessed Account.

            (ii) Funds Transfers. You may transfer funds to and from any Accessed Account. Transfers of funds between any two or more Accessed Accounts made after 4:00 pm (Miami time) on a banking day will be processed on the next banking day.

            (iii)  PNB Online Bill Payment. You may make current, future and recurring payments from any Accessed Account that is a personal checking account or Corporate checking accounts which satisfies the requirements already set on paragraph 4 of this agreement. Bill Payments from your Accessed Account  that are received after 4:00 pm (Miami time) on a banking day will be processed on the next banking day.

 

7.  Maximum Number of Transfer Among Accessed Accounts.  During each statement period, which normally is a single calendar month, the maximum number of transfers is limited only by U.S. laws and regulations that govern the particular type of Account from which the transfers are made.

 

8.  Setting Up PNB Online Bill Payment. A request to schedule bill payment for a new payee must be received at PNB at least 5 days in advance of the payment date.   You will need to notify PNB of: the name of the payee; the payee’s address; the amount of the payment to be made; and any reference that identifies you to your payee.  Using the bill payment service, you may only pay payees with United States addresses. While payments to most payees can be made using the bill payment service, PNB reserves the right to decline to make payments to certain payees.

            When you have entered and transmitted a payment instruction, you authorize PNB to reduce the balance in the particular Accessed Account, accordingly. If there are insufficient funds the particular Accessed Account to make payments you have authorized, PNB may either: refuse to pay the item; or make the payment and thereby overdraw the particular Accessed Account. In either event, you are responsible for any non-sufficient funds and overdraft charges PNB may impose, as stated in your Depositor Agreement.

9. Stopping Bill Payments.  If you wish to stop payment on a bill payment you previously authorized and it is too late to cancel or change the payment, you must   follow these instructions:  Contact PNB in time for PNB to receive your request three (3) or more banking days before the next payment is scheduled to be made. Contact PNB at 1-350-539-7500 or e-mail PNB. If you call, PNB requires you to confirm your request in writing and deliver it to PNB within 14 days after you call. Requests for stopping bill payments that PNB receives after 2:00 pm (Miami time) on a banking day will be processed on the next banking day. If you tell PNB to stop a payment three (3) business days or more before a payment date and PNB fails to stop the payment, PNB will be liable for your losses or damages.

Using the bill payment service, you may stop payment on a bill payment you previously authorized, up until 2:00 pm (Miami time) on the day the payment is to be sent to your payee. Stop payment requests received after 2:00 pm (Miami time), on the day the payment is sent to your payee, will not be processed.

10. Inactivity. If you do not log on or have outstanding scheduled bill payments for 90 days, PNB may cancel your access to PNB Pacific Direct Web®.

11. E-Mail. Through the use of certain equipment and/or software, you can use electronic mail (e-mail) to contact PNB about inquiries, maintenance and/or problem resolution issues. E-mail is not a secure method of communication over the Internet. PNB recommends that you do not send confidential information by e-mail. If you would like a secure way to contact PNB, use the electronic forms provided with certain equipment and software.

12. Fees for Use of Pacific Direct Web®.  There is no additional PNB charge when you conduct your banking business by using Pacific Direct Web®  over PNB’s regular charges that would apply if you conducted the same banking business in person at PNB’s Head Office or by mail. All PNB customary charges for banking services that are used are stated in PNB’s Products and Services brochure. If you would like to receive this brochure, you can call:

           

                                                            305-539-7500

            Or you can write to: 1390 Brickell Avenue, Miami, Florida 33131;

                                                Or fax PNB at 305-539-7600

                                                Or e-mail at pacific@pnb.com

 

You authorize PNB automatically to deduct all applicable PNB customary charges for the banking services you use, from any Accessed Account that PNB selects. PNB reserves the right in the future to charge fees for use of the Pacific Direct Web®  service. PNB will notify you not less than thirty (30) days before it imposes any fees for the Pacific Direct Web®  service.

 

13. Reporting Unauthorized Transactions. If you believe that an unauthorized transaction has been or may be conducted from any Accessed Account without your permission, you must call:

     1-305-539-7500

and ask for PNB’s Banking Department or directly speak with your customary Banking Officer.

Or write to: 1390 Brickell Avenue, Miami, FL 33131;           

Or fax at: (305) 539-7600              

Or e-mail at pacific@pnb.com

 

PNB will promptly investigate the matter.

 

You are responsible for all PNB Online transfers and bill payments you authorize using the PNB Pacific Direct Web®. If you permit other persons to use the PNB Online Services or your Access Codes, you are responsible for any transactions they authorize from your Accessed Accounts. You must notify PNB immediately at 1-305-539-7500 and ask for PNB’s Banking Department or directly speak with your customary Banking Officer or write to: 1390 Brickell Avenue, Miami, FL 33131 if you believe any of your Accessed Accounts have been accessed or your Access Codes have been taken or used without your permission. To the extent a transaction is an electronic funds transfer, you can lose no more than $50, if you notify PNB within two banking days of discovering any unauthorized use of the PNB Pacific Direct Web® or your Access Codes. However, you can lose as much as $500, if you do not notify PNB within two banking days of discovering the unauthorized use and PNB can prove that PNB could have stopped the unauthorized use had PNB been notified.

 

14. Periodic Statements. You will be mailed periodic statements for all Accessed Accounts with the regularity provided for in the respective PNB agreement. In addition to reflecting your other account activity, your statements will include any transfers or bill payments you authorize using the Pacific Direct Web®.  You may experience inconsistent or delayed balance information depending on the equipment used to access the PNB services.

 

15. Banking Days and Hours of Operation. PNB’s banking days are Monday through Friday; except bank holidays for U.S. national banks. A service representative will be available to assist you between the hours of 9:00 am to 5:00 pm (Miami time) on all banking days. Although electronic bill payment transactions can be processed only on banking days, you can use your equipment to reach PNB 24 hours a day, seven days a week, except during any scheduled maintenance periods.

16. PNB Responsibility. PNB and/or a third party acting as PNB’s agent, are responsible, for completing fund transfers and bill payments from the Accessed Accounts in a timely manner, according to your properly entered and transmitted instructions. PNB will not be liable to you, however:

_    If you do not have adequate funds in the particular Accessed Account to complete a transaction from the Accessed Account, or if that particular Accessed Account has been closed.

_    If you have not properly followed software or bill payment service instructions on how to make a transfer or bill payment;

_    If you have not given complete, correct and current instructions so that a transfer or bill payment can be made;

_    If you do not authorize a bill payment soon enough for your payment to be made and properly credited by the payee by the time it is due;

_    If a timely bill payment is made but the payee nevertheless does not credit your payment promptly after receipt;

_    If withdrawals from any  Accessed Accounts have been prohibited by a court order, such as a garnishment or other legal process;

_    If PNB reasonably believes that a transaction may be unauthorized and; based thereon; the transaction is not completed;

_    If your Equipment and/or the software were not working properly and this problem should have been apparent to you when you attempted to authorize a transfer or bill payment;

_    If circumstances beyond PNB’s control prevent making a transfer or payment, despite reasonable precautions that PNB has taken. Such circumstances include, but are not limited to, computer failure, telecommunication outages, postal strikes and other labor unrest, delays caused by payees, fires, floods, and other natural disasters.

There may be other exceptions to PNB’s liability as stated in your Depositor Agreement.

 

17. Disclosure of Account Information to Others. PNB may disclose information to third parties about your Accessed Accounts if:

_    PNB has entered into an agreement to have another party provide the bill payment service or to receive information about your Accessed Accounts. PNB will provide the third party with information about your Accessed Accounts, your PNB Pacific Direct Web® transactions, and your electronic mail messages in order to carry out your instructions;

_    It is necessary for completing transfers and bill payments;

_    It is necessary to verify the existence and condition of a payment account for a payee or holder of a check issued by use of the bill payment services;

_    In order for PNB to comply with laws, rules, or court orders, subpoenas or other legal process;

_    If you do not notify PNB that you do not want the information disclosed.

 

18. Credit Information. You acknowledge and agree that PNB, or a third party acting as PNB’s agent, may obtain and use information from credit bureaus and consumer reporting agencies in connection with any Accounts, products and services offered by PNB for purposes of investigating or reinvestigating any information that you have provided to PNB. PNB may also verify your employment, salary, assets, debts and the references that you have given PNB.

19. Electronic Fund Transfer Error Resolution. In case of errors or questions about any bill payment service transaction or other electronic transfer initiated from your Accessed Accounts under the PNB Pacific Direct Web®, you must contact PNB immediately. Telephone PNB at:

      1-305-539-7500

      and ask for PNB’s Banking Department or directly speak with your customary Banking Officer.

 

      or write to: 1390 Brickell Avenue, Miami, FL 33131;

      Or fax at: (305) 539-7600

      Or e-mail at pacific@pnb.com

 

      Except for securities transaction, if you think your statement is wrong or if you need more information about a transaction listed on the statement, PNB must receive notice no later than 60 days after PNB sent you the first statement on which the problem or error appeared. To report an error, you must provide PNB with the following information:

_    Your name and account number(s).

_            Describe the suspected error or the nature of the problem, or describe what information you need.

_    State the dollar amount of the suspected error.

If you notify PNB orally, PNB requires that you send us your complaint or question in writing within 10 banking days. PNB will tell you the results of its investigation within 10 banking days after PNB receives your complaint and will correct any error promptly. If PNB needs more time, it may take up to 45 days to investigate your complaint or question.  PNB will re-credit your Accessed 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 PNB to complete our investigation. If PNB does not receive your complaint or question  within 10 banking days after your oral notification, PNB may determine not recredit your account during the investigation.

If PNB decides that there was no error, PNB will send you a written explanation within 3 banking days after PNB completes its investigation. You may ask for copies of the documents that PNB used in the investigation.

The loss, theft or unauthorized use of your Access Codes could cause you to lose all of the money in the Access Accounts, plus any amount available under your overdraft protection credit line. Your use of the PNB Online Services for a corporate Account is your agreement to assume all risks and losses associated with the disclosure of the Access Codes to your employees or other persons. You agree to limit disclosure of the Access Codes to those employees and other persons you authorize to use the PNB Pacific Direct Web®.

20. Liability for Loss or Erroneous Data. Each party will bear the liability or the risk of any error or loss of data, information, transactions or other losses, which may be due to the failure of their respective computer system or third party communications provider on which each party may rely. PNB has no liability to you for any damage or other loss, direct or consequential, which you may incur by reason of your use of your computer system.

21. Changes/Interruptions in Services. On a regular basis, PNB performs   maintenance on PNB’s equipment, which may result in interrupted service or errors in the PNB Pacific Direct Web®. PNB may also change the scope of the PNB Pacific Direct Web®, from time to time. PNB will attempt to provide prior notice of such interruptions and changes, but cannot guarantee that such notice will be provided.

22. Harm to Computer Systems/Data. You agree that PNB’s liability for viruses, worms, Trojan horses, or other similar harmful components that may enter your computer system by downloading information, software, or other materials from the PNB Pacific Direct Web® shall be limited to replacing, or the reasonable cost of replacing, the lost information, software or other material. PNB will not be responsible or liable for any indirect, incidental or consequential damages which may result from such harmful components.

23. Performance of Software and Electronic Service. In no event will PNB or its officers, directors, employees or agents be liable to you for any consequential, incidental or indirect damages arising out of the use, misuse or inability to use the PNB Pacific Direct Web®, or for any loss of any data, even if PNB have been informed of the possibility of such damages. PNB MAKES NO WARRANTY TO YOU REGARDING YOUR EQUIPMENT OR THE SOFTWARE, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

24. Security. In order to maintain secure communications and reduce fraud, you agree to protect the security of your Access Codes. PNB reserves the right to block access to the PNB Pacific Direct Web®, to maintain or restore security to PNB’s Web Site and systems, if PNB reasonably believe your Access Codes have been or may be obtained or are being used or may be used by an unauthorized person(s).

25. Ownership of Materials. The content and information on the PNB Web Site is subject to PNB copyright. The unauthorized reproduction or distribution of any portions is prohibited.

26. Severability. If any provision of this agreement is void or unenforceable in any jurisdiction, such ineffectiveness or unenforceability shall not affect the validity or enforceability of such provision in another jurisdiction or any other provision in that or any other jurisdiction.

27. Choice of Laws. This Agreement is  governed by  Florida and United States laws.

28. Arbitration of Disputes. If either you or PNB has any irresolvable dispute or claim concerning the PNB Pacific Direct Web®, you and PNB agree that such dispute or claim will exclusively be decided by binding arbitration under the expedited procedures of the Commercial Financial Disputes Arbitration Rules of the American Arbitration Association (AAA) and Title 9 of the US Code. Arbitration hearings will be held in Miami, Florida. A single arbitrator will be appointed by the AAA and will be a retired judge or attorney with experience or knowledge in banking transactions. The arbitrator will award the filing and arbitrator fees to the prevailing party. A judgment on the award of the arbitrator may be entered by a court.

29. No Signature Required. When any payment or other online service generates items to be charged to any Accessed Account, you agree that PNB may debit your designated Accessed Account or the Accessed Account on which the item is drawn, without requiring your signature on the item and without prior notice to you.

30. Amendment of this Agreement. PNB may amend this agreement by giving notice to you at least 30 days before the effective date of the amendment, unless law or applicable regulation otherwise requires such change or amendment to take effect earlier. Your continued use of the PNB Pacific Direct Web® is your agreement to the amendment(s).

31. Waiver. PNB may waive any term or provision of this agreement at any time or from time to time, but any such waiver shall not be deemed a waiver of the term or provision in the future.

32. Assignment. PNB may assign the rights and delegate the duties under this agreement to a company affiliated with PNB or to any other party.

33. Termination. Except as provided in Paragraph 10 of this Agreement  either PNB or you may terminate this Agreement and any service provided hereunder at any time upon giving at least ten (10) banking days prior written notice of termination to the other party. If you terminate a bill payment service, you authorize PNB to continue making fund transfers, bill payments or other transactions you have previously authorized until PNB has had a reasonable opportunity to act upon your termination notice. Once PNB has acted upon your termination notice, PNB will make no further transfers, payments or other transactions from your Accessed Accounts, including any fund transfers, bill payments  you have previously authorized. PNB reserves the right to terminate or to discontinue support of any software or equipment without written notice.

 

34 . Entire Agreement. This Agreement is the entire agreement between you and PNB and it supersedes any marketing or other similar material pertaining to the Services delivered to you in writing, verbally or obtained at our site or the site of a Internet service provider

 

PACIFIC NATIONAL BANK