KEYBANK SMALL BUSINESS CARDMEMBER AGREEMENT |
Please take the time to review the following important information about the Account and retain it for future reference. This document, including the accompanying Rates and Fees Table and the Additional Terms of Your Cardmember Agreement above, is the agreement that covers the KeyBank Business Card. It is an agreement between the Company, each Cardholder, and KeyBank National Association, and is referred throughout this document as the "Cardmember Agreement" or "Agreement". If you have any questions, please call us using the number on the back of your Card or on your billing statement.
Company's Agreement and Promise to Pay: Company, by requesting issuance of a card, agrees to the terms of this Agreement. Company agrees to pay us all amounts that we lend on the Account, together with Interest Charges and fees as provided in this Agreement. Company assumes full and complete responsibility to us for performance by all Cardholders of any obligations under this Agreement.
Joint and Several Liability of the Primary Applicant/Accountholder: If the Account has a Primary Applicant/Accountholder, then the Primary Applicant/Accountholder is jointly and severally liable with Company on this Account.
ACCOUNT TERMS
| IMPORTANT TERMS | WHAT IT MEANS | HOW IT AFFECTS THE ACCOUNT |
| Company | The individual, business firm, partnership, corporation or other entity that requested issuance of Cards and is named on the credit card carrier or billing statement, and any Primary Applicant/Accountholder. | A Primary Applicant/Accountholder is an individual who has agreed to be responsible for Company's obligations. |
| Cardholder, You and your | The person to whom a Card is issued, or who is authorized to use a Card. | The Company may from time to time request that we issue Cards bearing the names of Cardholders designated by Company. Each Card relates to a separate Account, but all Cards are issued pursuant to the overall agreement between Company and us. |
| We, us, our and KeyBank | KeyBank National Association | We are the creditor of your Account and the issuer of your Card. |
| Credit Lines | We assign a maximum Credit Line to the Company when each Account is opened, which is the aggregate indebtedness the Company may have outstanding at any one time. The total Credit Line and the individual Card spending limits may be adjusted at any time, upon request of Company or at our election. You agree not to request any transactions that would exceed the Credit Line. | Each individual Cardholder will be assigned a monthly spending limit, and the full amount will be available at the beginning of each billing period. Your Cash Advance limit is only a portion of the total available (unused) spending limit. The total spending limit and Cash Advance limit may change from time to time. We will notify you of any such changes through your billing statement or by sending you a separate notice, which may be after the change occurs. If no separate Cash Advance limit is listed on our billing statement, then the amount of your spending limit available for Cash Advances is your total spending limit. We may cancel, change, or rescind your credit availability at any time. We may approve a transaction that causes your Account balance to exceed the spending limit, but we do not treat such a transaction as a request for an increase in your spending limit or the Company's Credit Line. |
| IMPORTANT DEFINITIONS |
| Cash Advance | The following transactions will be treated as Cash Advances: all advances to get cash over the counter, through an ATM, or other "cash-like" transactions (such as purchasing a money order, traveler's check, casino betting chip, or a lottery ticket) as determined by us. We sometimes call these Cash Equivalents. |
| Daily Periodic Rate (DPR) | The daily periodic rate for a given balance is equal to the APR for that balance divided by 365. It is a daily interest rate. |
| Payment Due Date | This is the date by which we must receive the minimum payment in order for it to be on time. Your monthly billing statement will list the Payment Due Date. |
| Default | An Account will be in default if:
1) a minimum payment is not paid when due; 2) you or Company violates any other provision of this Agreement; 3) we believe Company may be unwilling or unable to pay its debts on time; 4) Company files for bankruptcy; 5) Company ceases to operate as a going concern, and/or the business assets of Company are sold, assigned, or transferred, and/or Company makes a general assignment for the benefit of creditors or makes or sends notice of any intended bulk sale; 6) a judgment is entered against you or Company, other than a judgment that is fully insured, if ten (10) days thereafter such judgment is not satisfied, vacated, bonded or stayed pending appeal; 7) Company is reorganized, merged or consolidated (or any agreement is entered into therefore) without prior written consent from us; or 8) an event described in items 1) through 7) takes place with respect to any guarantor or other entity liable under this Agreement, or the occurrence of any such event to the partners in Company. If the Account is in default, we may close the Account or terminate or suspend credit privileges without notice and require full payment of the outstanding balance immediately. Interest will continue to accrue at the rate provided for in this Agreement. We can also begin collection activities. To the extent permitted by law, if Company is in default because it has failed to pay us, we will require Company to pay our collection costs, attorneys' fees, court costs and all other expenses of enforcing our rights under this Agreement. |
USING THE ACCOUNT
You may use the Account only for business and commercial purposes. You may not use the Account for personal, family, or household purposes. You may not use the Account for illegal purposes, and you may not use the Account for Internet gambling (even if legal). However, Company is still responsible for any transactions that you enter into in violation of this Agreement.
| USE | WHAT IT MEANS | HOW IT AFFECTS THE ACCOUNT |
| Purchases | You may use the Account to buy goods and services. | We authorize charges to the Account in accordance with the terms of this Agreement. |
| Balance Transfers and Fees | You can transfer balances to
your Account by contacting us.
We will charge a Balance Transfer fee on the amount of each Balance Transfer, as set forth in the Rates and Fees table. | We permit Balance Transfers from most accounts issued by other banks. We do not permit Balance Transfers from other accounts or loans with us or any of our affiliates. |
| Cash Advances and Fees | You may obtain cash from ATMs or at
banks.
We will charge a Cash Advance fee or Cash Equivalent fee on the amount of each Cash Advance, as set forth in the Rates and Fees table. | We treat certain transactions as Cash Advances. See the Cash Advance section under Your Account Terms, above. |
| Checks and Fees | You may use checks provided by us to
access your Account (sometimes referred to as "convenience checks"). Checks
will be added to your Purchase balance (but there is no grace period to avoid
interest charges).
We will charge a Convenience Check Advance Fee on the amount of each Convenience Check Advance, as set forth in the Rates and Fees table. | We may provide checks
for your use; we have the right not to pay a check for any reason.
You may not use a convenience check to make a payment on the Account or any other account with us. |
| Overdraft Protection Advances and Fees | You
may set up this Account to cover overdrafts on your checking account at KeyBank
("Checking Account"). Overdraft Protection Advances ("OD Advances") will be
treated as Cash Advances.
Overdraft protection is typically available
within ten business days of receipt of the request. To confirm your request for
overdraft protection has been processed and is available: We may charge an Overdraft Protection Transfer Fee to your Card Account each day an Overdraft Protection Advance occurs as set forth in the Rates and Fees Table. | We allow your Card
Account to be linked to a KeyBank Checking Account. Only one OD Advance will be
made each day. The terms of this Agreement and your checking account agreement
will apply. In order to link your Card Account to your Checking Account, all
persons who applied for the Card Account or who are liable on the Card Account
must be owners of the Checking Account. If at any time for any reason the
persons who applied for the Card Account or who are liable on the Card Account
and the owners of the Checking Account are different, your right to take OD
Advances will terminate.
At the end of each business day, an automatic OD Advance will be made on your Card Account when the total balance in your Checking Account is not enough to cover posted debit transactions. You request that these automatic OD Advances be made and agree that the amount of the OD Advances will be advanced from your Card Account up to the amount that is available under your Cash Advance limit. The Cash Advance limit amount used for authorization of OD Advances is calculated as of the end of the prior business day and may be updated with current day information if available. Cash Advances occurring during the day will reduce the amount of the Cash Advance limit available for OD Advances. The automatic OD Advance will equal the lesser of the amount needed to cover the unpaid amount of posted debit transactions in your Checking Account, or the amount of available funds under your Cash Advance limit, rounded up to the nearest $50.00 increment. Please note that we may pay items into overdraft, at our discretion, and charge an overdraft fee on your Checking Account if you do not have available funds under your Cash Advance limit for an OD Advance of the total overdraft amount. If you fail to properly maintain your accounts, in addition to other rights and remedies we have, we may terminate your Overdraft Protection. You may cancel the Overdraft Protection services at any time by giving us written notice at the address printed on your Card Account monthly statement. We may cancel your Overdraft Protection and stop making OD Advances at any time. |
| Promotions | You may receive special offers related to your Account. | Any special offer is subject to this Agreement, unless specified otherwise. |
| Rewards | If your Account provides you with the
opportunity to earn cash rewards, you can redeem those rewards either as a
statement credit to your Account or as an electronic deposit into any eligible
checking or savings account at KeyBank.
If your Account provides you with the opportunity to earn points rewards, those points may be redeemed for brand named merchandise, gift cards, travel rewards, or other redemption items as we determine from time to time. | We will provide you with all information and terms about your rewards separately. We will include on your billing statement all rewards you have earned. |
| Foreign Transaction Fee and Exchange Rate | A Foreign Transaction is a
Purchase and/or Cash Advance that you either (i) make in a foreign currency or
(ii) make outside of the United States or its territories, even if made in U.S.
dollars. Regardless of the above language, Key will not treat as a Foreign
Transaction any transaction that is both (i) made in Canadian dollars or U.S.
dollars, and (ii) made with a merchant whose business is located in Canada
and/or the United States or the territories of the United States.
• Foreign Transactions may be assessed a Foreign Transaction Fee as set forth in the Rates and Fees Table. |
Transactions you initiate in the
United States through the internet may be considered made outside the United
States if the merchant is located outside of the United States, and therefore
may be considered a Foreign Transaction and subject to a Foreign Transaction
Fee. • Mastercard International ("Mastercard") will convert foreign currency transactions using a government-mandated or wholesale rate in effect on the processing date (which may differ from the rate on the date of your transaction or the posting date). The rate used may differ from the rate that Mastercard actually receives. |
| Authorization of Transactions/Closing the Account | Company may close the Account at any time by notifying us either in writing at the address shown on the billing statement, or by phone at the number provided on the billing statement. We will not honor any check or authorize any transactions after the Account is closed. | We may refuse
to authorize any transactions at our sole discretion, even if there is
sufficient available credit. We are not responsible for any losses associated
with a declined transaction.
We may close the Account or terminate credit privileges at any time for any reason, subject to applicable law. The Account balance will continue to accrue Interest Charges and fees and remain subject to all terms of this Agreement. If we do so, you may not use your Card or any checks we have issued. |
MAKING PAYMENTS
We will send a billing statement each month to Company. The statement will reflect subaccount transactions.
| IMPORTANT INFORMATION | WHAT IT MEANS | HOW IT AFFECTS THE ACCOUNT |
| Payment Instructions | You must follow the payment instructions provided on your monthly billing statement. All payments made by check must be drawn on a U.S. financial institution in U.S. Dollars. You and Company authorize us to either use information from any check to make a one-time electronic fund transfer from the account or to process the payment as a check transaction. | As long as a payment is made in accordance with the instructions on the billing statement by the date and time payments are due, we will credit the payment as of the day it is received. We may accept and process late, partial and payments marked as "paid in full" without losing our rights under this Agreement. Any such payments must be sent to the special address identified on the statement. |
| Minimum Payment | At least the minimum payment must be paid when due. Any past due amounts and any amounts in excess of the Credit Line must also be paid when billed on the monthly billing statements or sooner if we ask. | We will calculate the minimum payment based on the method described in the Additional Terms of Your Cardmember Agreement. The minimum payment will appear on the monthly billing statement, and may include any past due amounts and any amounts in excess of the Credit Line. |
| How to Avoid Paying Interest on Purchases, and When We Begin to Charge Interest | • You need to pay
in full on or before the Due Date the "New Balance" on your Bill in order to
receive a Grace Period on your Purchases. As long as you continue to pay the
entire "New Balance" on your Bill on or before the Due Date each consecutive
Billing Period, your Purchases will receive a Grace Period. If you do not pay
your Bill in full (including the amount of any special promotions, Convenience
Check offers, etc.), you will lose your Grace Period.
• If you lose your Grace Period by making only a partial payment that is at least equal to the Minimum Payment due on or before the Due Date, then in the next Billing Period, we will apply your partial payment as of the first day of that next Billing Period. • If you lose your Grace Period, you may earn it back by paying the entire "New Balance" listed on any subsequent Bill. Once you have paid the New Balance on your Bill in full on or before its Due Date, you will receive a Grace Period for any Purchases made in the next Billing Period (subject to loss as set forth above). Note: in this section, the "next" Billing Period means the Billing Period which started immediately following the Billing Period for which you paid your Bill in full on or before the Due Date, which Due Date falls in the Billing Period identified in this section as the "next" Billing Period. |
Except as described in the column on the left, we add new Purchases to the Account, and they begin to accrue Interest Charges, on the date of the transaction. There is no grace period for Cash Advances, Balance Transfers or Checks. We add new Balance Transfers, Overdraft Protection Advances or Cash Advances to your Account no earlier than the date of the transaction (for Checks, the date the payee deposits the Check). We may choose to add fees to the Account on the date of the related transaction, the date they are posted, or the last day of the billing period. Amounts added to the account remain subject to Interest Charges until paid in full. |
| Application of Payments | We may apply the amount of any payment to the Account in any way we choose. | We generally apply payments to lower APR balances first, which means Interest Charges may be higher. |
| Credit Balances | Company may request a refund of credit balances at any time. | We will apply credit balances to new transactions, unless prohibited by law. |
INTEREST CHARGES
| CALCULATION | HOW WE DO THIS |
| We calculate the Daily Balance for each day | by taking the beginning balance for each type of transaction every day, adding any new transactions, any previous day's periodic Interest Charges, and subtracting any payments and/or credits and other adjustments. We treat any daily balance that is a credit balance as a zero balance. |
| We calculate the Average Daily Balance | by adding all of the Daily Balances for each day in the billing period and then dividing by the total number of days in the billing period. |
| We calculate the Interest Charges for each balance | by applying the daily periodic rate (DPR) for that balance to the "average daily balance" for that balance. We multiply the result by the number of days in the billing cycle. That gives us the total Interest Charges for that balance for that billing period. |
| We add the Interest Charged to the Account | by adding the Interest Charges to the balance to which it applies (for example, we add Interest Charges on the Purchases balance to the Purchases balance). Cash Advance, Overdraft Protection Transfer, and convenience check fees are added to the Cash Advance balance and Balance Transfer fees are added to the Balance Transfer balances, as applicable, and all other fees are added to the Purchases balance. |
| We add the Minimum Interest Charge | by adding the amount set forth in the Rates and Fees table to one or more of the categories of transactions in which there are balances. We apply the Minimum Interest Charge for any month where Interest Charges are due but are calculated as less than the Minimum Interest Charge. |
FEES & OTHER ACTIONS
There may be times when circumstances result in a fee or other action being assessed on the Account. The Rates and Fees Table list the amounts of these fees. All such fees will be added to the Purchase balance, unless otherwise indicated. Additional fees for special services you request may apply. You will be advised of the amount of such fees at the time of your request.
| TO AVOID | ACTIONS TO TAKE | WHAT WE WILL CHARGE |
| Late Payment Fee | Ensure that we receive at least the minimum payment by the Payment Due Date shown on the monthly billing statement. | If any payment is late, we may charge a late payment fee. If the current balance is $0-$99, the late payment fee is $19. If the current balance is $100-$249, the late payment fee is $29. If the current balance is $250 or greater, the late payment fee is $39. |
| Over Limit Fee | Do not allow your Account balance to exceed the Credit Line. | We may charge an OverLimit Fee if your Account balance exceeds your Credit Line. See the Rates and Fees Table for the fee applicable to the Account. |
| Stop Payment Fee | Do not stop payment on Checks. | We may charge a stop payment fee of $34 if we stop payment on a Check at your or Company's request. |
| Collections | Do not default. | If the Account is in default, we may take the actions described above in the Default section under Important Definitions, above. |
| Rush Order Fee - Card Replacement | You can request that a new or replacement card be sent to you on an expedited basis. | We will add a Rush Order fee of $25 to your Purchase balance if you request that a new or replacement card be sent to you on an expedited basis. |
| Penalty APR | Do not fail to make any minimum payment by the date and time due for two consecutive billing periods. | We can impose a penalty APR, which is higher than the rate you would otherwise pay, if we do not receive any minimum payment within 60 days of the date and time due. The penalty APR will apply to all outstanding balances, as well as to future transactions. The penalty APR will stop being applied if we receive six consecutive minimum payments when due. |
| FAQ | WHAT YOU MUST DO | HOW IT AFFECTS THE ACCOUNT |
| My Card is lost or stolen, or the Account has been compromised? | Contact us immediately and stop using the Account. Contact us at the address or telephone number listed on your billing statement or Card. | You will not be liable for any unauthorized use that occurs after you notify us. You may, however, be liable for unauthorized use that occurs before your notice to us. In any case, your liability will not exceed $50. |
| My name, address, telephone number of other information has changed? | Notify us of any change. | We may also ask you or Company to provide us updated financial information, and you and Company agree to do so. |
| ARBITRATION AND WAIVER OF JURY TRIAL RIGHTS |
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Arbitration Provision. This Arbitration Provision sets forth the circumstances and procedures under which a Claim or Claims (as defined below) may be arbitrated instead of litigated in court. This Arbitration Provision supersedes and replaces any existing arbitration provision between you and us. This Arbitration Provision will apply to the Account(s) unless you notify us in writing that you reject the Arbitration Provision within 60 days of opening the Account(s). Send your rejection notice to KeyBank N.A., PO Box 93752, Cleveland, Ohio 44101-5752. Your notice must be legible and include your name, the names of any joint account holders and the Account number(s), the last four digits of your card number, the date of your notice, your address (street, city, state and zip code), your daytime telephone number, and must be signed by at least one of the joint account holders. Your rejection notice should not include any other correspondence. Calling us to reject the Arbitration Provision or providing notice by any other manner or format than as described above will not operate as a rejection of this Arbitration Provision and consequently this Arbitration Provision will become part of this Agreement. Rejection of this Arbitration Provision does not serve as rejection of any other term or condition of the Agreement with us governing your Account(s). As used in this Arbitration Provision, the word "Claim" or "Claims" means any claim, dispute, or controversy between you or Company, on the one hand, and us, on the other hand, arising from or relating to this Agreement or the Account(s), including, without limitation, the validity, enforceability, or scope of this Arbitration Provision or this Agreement. "Claim" or "Claims" includes claims of every kind and nature, whether pre-existing, present, or future, including, without limitation, initial claims, counterclaims, cross-claims, and third-party claims, and claims based upon contract, tort, fraud and other intentional torts, constitutions, statute, regulation, common law, and equity (including, without limitation, any claim for injunctive or declaratory relief). The word "Claim" or "Claims" is to be given the broadest possible meaning and includes, by way of example and without limitation, any claim, dispute, or controversy that arises from or relates to (a) any Account subject to the terms of this Agreement (b) any electronic funds transfer from or to any account, (c) advertisements, promotions, or oral or written statements related to this Agreement or the Account, (d) your application for the Account, and (e) the collection of amounts owed by you or Company to us. This Arbitration Provision will not apply to Claims previously asserted, or which are later asserted, in lawsuits filed before the effective date of this Arbitration Provision or any prior arbitration provision between you (or Company) and us, whichever is earlier. However, this Arbitration Provision will apply to all other Claims, even if the facts and circumstances giving rise to the Claims existed before the effective date of this Arbitration Provision. Any Claim shall be resolved, upon the election of you (or Company) or us, by binding arbitration pursuant to this Arbitration Provision and the applicable rules of either the American Arbitration Association or J.A.M.S/Endispute in effect at the time the Claim is filed (the "Arbitration Rules"). You (or Company) may select one of these organizations to serve as the arbitration administrator if you (or Company) initiate an arbitration against us or if either you (or Company) or we compel arbitration of a Claim that the other party has brought in court. In addition, if we intend to initiate an arbitration against you or Company, we will notify you in writing and give you twenty (20) days to select one of these organizations to serve as the arbitration administrator; if you (or Company) fail to select an administrator within that twenty (20)-day period, we will select one. In all cases, the arbitrator(s) should be a lawyer with more than ten (10) years of experience or a retired judge. If for any reason the selected organization is unable or unwilling or ceases to serve as the arbitration administrator, you (or Company) will have twenty (20) days to select a different administrator from the above list; if you (or Company) fail to select a different administrator within the twenty (20)-day period, we will select one. In all cases, a party who has asserted a Claim in a lawsuit in court may elect arbitration with respect to any Claim(s) subsequently asserted in that lawsuit by any other party or parties. IF ARBITRATION IS CHOSEN BY ANY PARTY WITH RESPECT TO A CLAIM, NEITHER YOU, COMPANY NOR WE WILL HAVE THE RIGHT TO LITIGATE THAT CLAIM IN COURT OR HAVE A JURY TRIAL ON THAT CLAIM, OR TO ENGAGE IN PRE-ARBITRATION DISCOVERY EXCEPT AS PROVIDED FOR IN THE APPLICABLE ARBITRATION RULES. FURTHER, YOU AND COMPANY WILL NOT HAVE THE RIGHT TO PARTICIPATE AS A REPRESENTATIVE OR MEMBER OF ANY CLASS OF CLAIMANTS PERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION. EXCEPT AS SET FORTH BELOW, THE ARBITRATOR'S DECISION WILL BE FINAL AND BINDING. YOU AND COMPANY UNDERSTAND THAT OTHER RIGHTS THAT YOU AND COMPANY WOULD HAVE IF YOU WENT TO COURT MAY ALSO NOT BE AVAILABLE IN ARBITRATION. THE FEES CHARGED BY THE ARBITRATION ADMINISTRATOR MAY BE GREATER THAN THE FEES CHARGED BY A COURT. There shall be no authority for any Claims to be arbitrated on a class action or private attorney general basis. Furthermore, arbitration can only decide your, Company's or our Claim(s) and may not consolidate or join the claims of other persons that may have similar claims. There shall be no pre-arbitration discovery except as provided for in the applicable Arbitration Rules. Any arbitration hearing that you or Company attend shall take place in the federal judicial district of your residence. At your written request, we will pay all fees charged by the arbitration administrator for any Claim(s) asserted by you or Company in the arbitration, after you have paid an amount equivalent to the fee, if any, for filing such Claim(s) in state or federal court (whichever is less) in the judicial district in which you reside. (If you or Company have already paid a filing fee for asserting the Claim(s) in court, you and Company will not be required to pay that amount again.) If the arbitrator issues an award in our favor, you and Company will not be required to reimburse us for any of the fees we have previously paid to the administrator or for which we are responsible. Each party shall bear the expense of that party's attorneys', experts', and witness fees, regardless of which party prevails in the arbitration, unless applicable law and/or this Agreement gives you or Company the right to recover any of those fees from us. In the event you or Company do not prevail in the arbitration, we will not seek to recover our attorneys', experts' or witness fees from you or Company. This Arbitration Provision is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. Sections 1 et seq. The arbitrator shall apply applicable substantive law consistent with the FAA and applicable statutes of limitations and shall honor claims of privilege recognized at law and, at the timely request of any party, shall provide a brief written explanation of the basis for the award. In conducting the arbitration proceeding, the arbitrator shall not apply the federal or any state rules of civil procedure or rules of evidence. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. The arbitrator's decision will be final and binding, except for any right of appeal provided by the FAA and except that, if the amount in controversy exceeds $10,000.00, any party can appeal the award to a three-arbitrator panel administered by the arbitration administrator which shall reconsider de novo (i.e., without regard to the original arbitrator's findings) any aspect of the initial award requested by the appealing party. The decision of the panel shall be by majority vote. The costs of such an appeal will be borne by the appealing party regardless of the outcome of the appeal. This Arbitration Provision shall survive termination of all of Accounts subject to this Agreement. If any portion of this Arbitration Provision is deemed invalid or unenforceable under any law or statute consistent with the FAA, it shall not invalidate the remaining portions of this Arbitration Provision or the Agreement. In the event of a conflict or inconsistency between the applicable Arbitration Rules and this Arbitration Provision, this Arbitration Provision shall govern. Contacting Arbitration Administrators If you have a question about the arbitration administrators mentioned in this Arbitration Provision or would like to obtain a copy of their Arbitration Rules or fee schedules, you can contact them as follows: American Arbitration Association, 120 Broadway, Floor 21, New York, New York 10271, www.adr.org, Commercial or Consumer Rules, J.A.M.S./Endispute, 222 South Riverside Plaza, Suite 1850, Chicago, IL 60606; www.jamsadr.com (800) 352-5267, Financial Services Arbitration Rules and Procedures. |
| OTHER TERMS OF THE RELATIONSHIP |
| Communications |
We may send Cards, statements and other communications to you or Company at any mailing or email address in our records. You expressly authorize KeyBank National Association and its service providers, affiliates, agents, successors, assigns, and third party debt collectors to contact you on any of your mobile phone numbers, whether you provide those numbers to KeyBank (now or in the future) or whether KeyBank identifies those mobile numbers via other sources including, but not limited to, those obtained via skip tracing or those provided by third parties. This consent applies to all calls including text messages or telephone calls made via or using an automatic telephone dialing system, autodialer, and/or an automated or prerecorded voice. This consent applies to any and all accounts including, but not limited to, depository accounts, loans, lines of credit, credit cards, or other relationships you have with KeyBank (including business accounts upon which you are identified as a point of contact or an authorized user), including those you already have or any that you may obtain in the future, and this consent permits calls regardless of their purpose. These calls and messages may incur access fees from your cellular provider. We may also send an email to any address where we reasonably believe we can contact you. Some of the legal purposes for calls and messages include: suspected fraud or identity theft, obtaining information; transaction on or servicing of the Account; collecting on the Account, and providing you information about product and services. Notify us immediately of any changes to your contact information using the address or phone number shown on your billing statement. |
| Telephone Monitoring | We may listen to and record your telephone calls with us. |
| Credit Information | We may obtain and review the credit history of Company (including any Primary Applicant/Accountholder) from credit reporting agencies and others, including in connection with the servicing and collection of the Account. |
| Enforcement | We may choose to delay enforcing or waive any of our rights under this Agreement. We can delay enforcing or waive any of our rights without affecting our other rights. If we waive a right, we do not thereby waive the same right in other situations. |
| Our Right to Set-Off | Company acknowledges that if Company fails to pay when due any amount due by Company to KeyBank (including payment in full of each monthly billing statement) then we are entitled to exercise our right of set-off in any and all deposit accounts of Company maintained at KeyBank together with any other sums at any time credited by or due from KeyBank to Company and any cash, securities, instruments or other property of Company’s in possession of KeyBank, whether for safekeeping or otherwise, or in transit to or from KeyBank whether or not demand has been made and whether or not other collateral is then available. Additionally, Company agrees that it shall not be deemed a waiver of KeyBank’s set-off rights should KeyBank choose not to exercise its set-off rights from time to time. |
| Applicable Law | This Agreement and the Account will be governed by federal law, and to the extent state law is applicable, the laws of the state of Ohio, and these laws will apply no matter where you live or use this Account. |
| Amendments | We may change or terminate all or any part of this Agreement, including APRs and fees, at any time. We may also add new terms or delete terms. Any changes will be in accordance with applicable law, and we will provide notice as required by law. |
| Assignment | We may sell, assign or transfer the Agreement and the Account or any portion thereof without notice to you or Company, and the purchaser, assignee or transferee shall have the same rights as we do under this Agreement. You and Company may not sell, assign, or transfer the Account. |
| Severability | Except as specifically provided in the arbitration section above, if any provision of this Agreement is finally determined to be void or unenforceable under any law, rule or regulation, all other provisions of this Agreement will remain valid and enforceable. |
| Financial/Management Information | Company will: (a) deliver to us financial information in such form and detail and at such time as satisfactory to us, including, without limitation: (i) the most recent annual financial statements within 30 days of our request, to be accompanied by the individual financial statements of each guarantor, partner or other person/entity liable for payment of any of the Company's indebtedness to us; and (ii) if requested, provide us with the Company's most recent quarterly financial statements within 30 days after such request; and (b) promptly inform us of any changes in key management personnel, ownership, name of the entity or any materially adverse change in the Company's financial condition. |
| Restrictions on Use | KeyBank may restrict use of your Card in any jurisdiction or country where such use would be contrary to U.S. law or regulation, or which is identified as presenting a high risk of fraud. Please call 1-888-KEY4BIZ for the current list of countries where transactions are restricted. |
| BILLING ERRORS |
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What to Do If You Find A Mistake On Your Statement - We may be able to help If you think there is an error on your statement, write us at the address shown on your billing statement. In your letter, give us the following information.
You must contact us within 60 days after the error appeared on your statement.
We will attempt to research and respond to your letter. However, if we conclude that there was no error, then you or Company will remain responsible for the amount on your statement. |
| Additional Disclosures for Residents of Specific States |
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Ohio Residents: The Ohio laws against discrimination require that all creditors make credit equally available to all credit worthy customers and that credit reporting agencies maintain separate credit histories on each individual upon request. The Ohio Civil Rights Commission administers compliance with this law. New York and Maine Residents: You agree to give us permission to obtain one or more credit reports from consumer reporting agencies in connection with the application, any transaction or extension of credit that may result from this application, and on an ongoing basis, for the purposes of performing a routine and occasional verification of credit on the Account, taking collection action on the Account, or for any other legitimate purposes associated with the Account. Upon your request, you will be informed of whether or not a consumer credit report was ordered, and if it was, you will be given the name and address of the consumer reporting agency that furnished the report. New York Residents: New York residents may contact the New York State Department of Financial Services by telephone at 1-800-342-3736 or visit its website (www.dfs.ny.gov/consumer/creditdebt.htm) for free information on comparative credit card rates, fees and grace periods. Vermont Residents: You consent to KeyBank obtaining and verifying information about you (which may include a consumer credit report) that we deem necessary in evaluating your loan application, including information about your employment, banking, and credit relationships. If your application is approved and the loan is made, you also authorize us to obtain additional credit reports or other information about you in connection with reviewing the account, increasing the credit line on the account, for the purpose of taking collection action on the account, or for other legitimate purposes associated with the account. Utah Residents: As required by Utah law, you are hereby notified that a negative credit report reflecting on your credit record may be submitted to a credit reporting agency if you fail to fulfill the terms of your credit obligations. |
| Interest Rates and Interest Charges |
| Annual Percentage Rate (APR) for Purchases |
00.00 % Introductory APR for the first 6 monthly billing cycles. After that, your APR will be 15.24 % to 25.24 % based on your creditworthiness. This APR will vary with the market based on Prime Rate. |
| APR for Cash Advances |
28.24 %.This APR will vary with the market based on Prime Rate. |
| APR for Balance Transfers |
00.00 % Introductory APR for the first 6 monthly billing cycles following account opening when balance is transferred within the first 60 days following account opening. After that, your APR will be 15.24 % to 25.24 % based on your creditworthiness. This APR will vary with the market based on Prime Rate. |
| Penalty APR and When it Applies |
26.74 % + Prime Rate, with a maximum of 29.99%. This APR will vary with the market based on the Prime Rate. The Penalty APR may be applied to your account if you are 2 consecutive billing cycles past due. How Long Will the Penalty APR Apply? If your APRs are increased, the Penalty APR will apply until you make six consecutive minimum payments when due. |
| Paying Interest | Your payment due date is at least 25 days after the close of each billing cycle. We will not charge you any interest on purchases if you pay your entire balance by the due date of each month. We will begin charging interest on cash advances, convenience check advances and balance transfers on the transaction date. |
| Minimum Interest Charge |
If you are charged interest, the charge will be no less than $0.50 . |
| Fees |
| Annual Fee | None |
| Transaction Fees: |
| Balance Transfer Fee | Either $10.00 or 4% of the amount of each transaction, whichever is greater. |
| Cash Advance Fee | Either $10.00 or 5% of the amount of each transaction, whichever is greater. |
| Convenience Check Advance Fee | Either $10.00 or 4% of the amount of each transaction, whichever is greater. |
| Cash Equivalent Fee | Either $10.00 or 5% of the amount of each transaction, whichever is greater. |
| Overdraft Protection Transfer Fee | $00.00 |
| Foreign Transaction Fee | 3% of the amount of each foreign transaction after its conversion into U.S. dollars. Transactions originating in Canada are excluded from this fee. Refer to Terms & Conditions. |
| Penalty Fees: |
|
Late Payment Fee |
Up to $39.00 See Cardmember Agreement for details. |
|
Over Limit Fee |
$39.00 per cycle |
Billing Rights: Information on your rights to dispute transactions and how to exercise those rights is provided in your Cardmember Agreement.
How We Calculate Your Balance: We use a method called the average daily balance method (including new purchases).
Loss of Introductory APR: We may end the availability of any introductory APR on new purchases and balance transfers and apply the Penalty APR to those transactions if you make a late payment.
| ADDITIONAL TERMS OF YOUR CARDMEMBER AGREEMENT |
| Your Interest Rates | Your
APRs are variable rates that will be calculated by adding a
“spread” or “margin” to an index. The index is the
Prime Rate as published in the “Money Rates” section of
The Wall Street Journal. At the end of your billing period, we look
at the Prime Rate as published on the last business day of the previous
calendar month to determine your index. An increase or decrease in the index
will cause a corresponding increase or decrease in your variable rates
effective as of the first day of your billing cycle that begins in the same
month in which such change in the index is published. If the APR increases, you
will pay a higher interest Charge and may have a higher Minimum Payment. If
The Wall Street Journal ceases to publish the Prime Rate, or if it
changes the definition of the U.S. Prime Rate, we may in our sole discretion,
substitute another index. Once any introductory APR period has expired, to determine the APR for Purchases, we add 7.74% - 17.74% to the Prime Rate, to determine the APR for Balance Transfers, we add 7.74% - 17.74% to the Prime Rate and to determine the APR for Cash Advances, we add 20.74% to the Prime Rate. All rates are determined based on creditworthiness. |
| Minimum Monthly Payment | Your Minimum Monthly Payment will equal the greater of $30.00 or 1% of the outstanding balance on the Account (inclusive of all fees other than the late fee) plus interest charges, late fees, and any past due amount. |
| Rush Order Fee - Card Replacement | $25.00 each |
| Stop Payment Fee on Convenience Check | $34.00 |
Version Effective May 17, 2024
CFMA Number: 240508-2591235
(ID 2309-512)