b'Cardmember Agreement\nHere is your new Cardmember Agreement (the "Agreement"). It is the contract between you and us\nregarding your credit card account (the "Account"). This Agreement is being sent to you and each\nAuthorized User so that each of you is aware of the terms that apply to use of the Account and Cards.\nThis agreement is effective as soon as you, or any of your Authorized Users, activate the Card or use the\nAccount. It also applies if you have not closed your Account within 30 days after we issue the card(s).\nDefinitions:\nWe have provided a glossary containing definitions of the terms used in this Agreement. Our definitions\nrely heavily on, but deviate slightly from, the definitions used by the Consumer Financial Protection\nBureau (CFPB) in connection with its December 2011 prototype credit card agreement.\nRates and Fees Table:\nThis agreement references a separate document entitled Rates and Fees Table that explains the different\nAPR\'s and fees that apply to your account. Such Rates and Fees Table is made a part of this Agreement\nbetween us.\n1. ACCESSING AND USING YOUR ACCOUNT\nGenerally. Your Account can be accessed by a Card issued to you or issued to any Authorized User.\nYour Account may only be used for personal, family or household purposes. Your Account may not be\nused for illegal purposes, and it may not be used for internet gambling, or marijuana Purchases even if\nlegal. You are responsible for any use of and Charges to your Account by you and/or your Authorized\nUser(s), even if the use or Charge is prohibited by this Agreement.\nAuthorized User: Notify Us if you want to add or remove an Authorized User on your Account. We will\nask you certain identifying information about the Authorized User before adding them to the Account. We\nreserve the right to remove any Authorized User at any time. Any Authorized User you add must follow all\nof the terms of use of this Account which apply to you, and a failure by any Authorized User to follow such\nprovisions, will be deemed a failure by you to adhere to such provisions.\nCommunications with an Authorized User: You agree we may share certain information with an\nAuthorized User regarding your Account in order to effectively administer your Account, including\ntransaction verifications, digital wallet verifications, fraud disputes, and similar security type verifications\ninvolving use of your Account by the Authorized User. We will not share information beyond what we\nbelieve is necessary.\nJoint Accounts. If more than one person applied for or is liable on the Account, we may send any\ncommunications to either of you, we may disclose information about the Account to either of you, and we\nmay accept instructions from either of you (even if you have a disagreement).\nConvenience Checks. From time to time we may provide you Convenience Checks to access your\nAccount. By using a Convenience Check, you agree to follow any special terms we send you with such\nConvenience Check. The amount of your Convenience Check will be added to either a separate Balance\non your Bill (if special terms apply), or the Purchase Balance (if no special terms apply). Additionally the\nConvenience Check Advance Fee (as set forth in the Rates and Fees Table) will be added to the Cash\nAdvance Balance. NOTE: there is no Grace Period for Charges related to Convenience Checks.\nLimitations on Convenience Checks. We have the right not to pay a Convenience Check for any\nreason. You may not use a Convenience Check to make a payment on your Account or any other\naccount with us. You must inform any person to whom you provide a Convenience Check that they must\ndeposit the Convenience Check at their own depository institution as we will not cash a Convenience\nCheck at our branches for non-KeyBank customers.\n2. CREDIT LIMITS AND CASH ADVANCE LIMITS\nGenerally. All Cards accessing your Account are subject to your Account\'s credit and cash advance\nlimits. Your initial credit limit and cash advance limit are located on the card carrier that was sent to you\nwith your Card.\n\n\x0cCredit Limit. Your credit limit is the maximum amount that you can have outstanding on your Account at\nany time. You agree not to initiate any Charges that would cause your Account balance to exceed the\ncredit limit. At our discretion, we may approve a Charge that causes your Account balance to exceed the\ncredit limit, but we do not treat such a Charge as a request for an increase to your credit limit. You are\nresponsible for paying all Charges in excess of your credit limit immediately. All Charges in excess of your\ncredit limit will be included as part of your Minimum Payment.\nCash Advance Limit. Your Cash Advance limit is only a portion of your total available unused credit limit.\nIf no separate Cash Advance limit is listed on your Bill, then your credit limit and your Cash Advance limit\nare the same.\nChanges to Your Credit Limit and Cash Advance Limit. Without advance notice, we may change your\ncredit limit at any time (which may also affect your Cash Advance limit). We will notify you of any changes\nthrough your Bill or by sending you a separate notice, which may be after the change occurs.\n3. USING YOUR CARD FOR CHARGES\nGenerally. You may use your Account for Purchases, Cash Advances, or Balance Transfers. Each type\nof Charge will have its own Balance. Each Balance may have a separate APR. Certain Charges will also\nincur a transaction fee (as set forth in the Rates and Fees Table) (e.g. a Balance Transfer will incur a\nBalance Transfer Fee). You must refer to the Rates and Fees Table for a complete listing of transaction\nfees specific to your Account. Other non-transaction based fees may apply to your Account. Please see\nSection 7 below for an explanation of such fees.\nAuthorization of Charges. We do not guarantee this Card will be accepted by any merchant. We may\nrefuse to authorize any Charge at our sole discretion, even if there is sufficient available credit. We are\nnot responsible for any losses associated with a declined Charge.\nBalance Transfers. You can transfer balances to your Account by Notifying Us. We will charge a\nBalance Transfer fee on the amount of each Balance Transfer. We permit Balance Transfers from most\naccounts issued by other banks. We do not permit Balance Transfers from other accounts or loans with\nus or any of our affiliates. Note however, that if you transfer a balance by using a Convenience Check,\nsuch Charge will be treated like any other Charge completed by a Convenience Check. (See Section 1\nregarding Convenience Checks).\nRecurring Charges. Cardholders may authorize a third-party to bill Charges on a recurring basis to your\nAccount. If you want to stop these Charges, you must contact the third-party and direct the third-party that\nit is no longer authorized to make Charges to your Account. Recurring Charges may not process if your\ncard number, expiration date or security code changes. You agree that we may, but are not required to,\ntransfer recurring Charges to any replacement Card or Account. If your Account is closed or suspended\nor we suspend making certain recurring Charges on your Account, you are responsible for making\nalternate payment arrangements with the affected third-party.\n4. INTEREST CHARGES\nYour APR\'s are on the Rates and Fees Table. Variable Rates are calculated by adding together an\nindex and a margin. The index is the Prime Rate as published in the "Money Rates\' section of The Wall\nStreet Journal. At the end of your billing period, we look at the Prime Rate as published on the last\nbusiness day of the previous calendar month to determine your index. An increase or decrease in the\nindex will cause a corresponding increase or decrease in your variable rates effective as of the first day of\nyour billing cycle that begins in the same month in which such change in the index is published. Your\nRates and Fees Table will indicate the "margin" applicable to your Account. If the APR increases you will\npay a higher interest Charge and may have a higher Minimum Payment. If The Wall Street Journal\nceases to publish the Prime Rate, or if it changes the definition of the U.S. Prime Rate, we may in our\nsole discretion, substitute another index.\nMinimum Interest Charge. If the interest calculation for the Billing Period (using the formula explained in\nsection 5 below) renders an amount greater than zero, but less than the "Minimum Interest Charge" (as\nset forth in the Rates and Fees Table), we will add the Minimum Interest Charge to your Account in lieu of\nthe interest amount from the interest calculation. The Minimum Interest Charge is labeled as a fee on\nyour Bill (rather than interest), and is added to the Purchase Balance.\n5. INTEREST CALCULATION\n\n\x0cGenerally. Even though your Account may be accruing interest Charges during the entire Billing Period,\nwe only post interest Charges to your Account once, at the end of each Billing Period. (See formula below\nfor how we do this.) Because we do not post interest Charges until the end of the Billing Period, if you\nmake a payment mid-Billing Period intending to pay off the entire Account, be aware that you may not\nhave taken into account interest accruing on Balances not entitled to a Grace Period.\nInterest Charge Calculation Formula. We charge interest on your Account using the Average Daily\nBalance Method With Compounding (including new transactions). Note: the Glossary also contains a\ndefinition of Daily Periodic Rate (referred to as DPR in the formula below) and Average Daily Balance\n(ADB in the formula below). For each balance that makes up your Account we use the formula below :\n(DPR) x (ADB) x (# of days in billing period) = Interest Charges\nTo arrive at the ADB used in the formula above, we perform the following calculation during the Billing\nPeriod for each specific Balance to come up with a Daily Balance:\nBeginning balance (i.e. the previous day\xe2\x80\x99s Daily Balance)\n+ New transactions\n+ Fees specific to a particular transaction\n+ Interest applicable to the previous day\xe2\x80\x99s Daily Balance\xe2\x80\xa1 using the DPR to calculate the interest\n- Payments or credits\n= Daily Balance\n\xe2\x80\xa1We treat any credit balance as a zero balance\nWe add together all of the Daily Balances for the Billing Period and then divide by the number of days in\nthe Billing Period to arrive at the ADB. The ADB amount can then be used in the formula above to\ndetermine the actual interest Charges that will be added to (i.e. posted to) your Account.\nYou will be able to see the Interest Charges for each of the balances on your Bill under the section\nentitled "Interest Charge Calculation". We then add up all of the interest Charges for each Balance to get\nthe total interest Charges for the Billing Period, which total can be found on the first page of your Bill in\nthe box labeled "Summary of Card Activity" under the heading of "Interest Charged".\nInterest Charges and Fees Are Added to the Balances to Which They Apply. We add the applicable\ninterest Charges to the Balances to which they apply (for example, we add interest Charges on\nPurchases to the Purchase Balance). Likewise, we add the particular fees to the Balances to which they\napply (for example, we add the Balance Transfer Fee to the Balance Transfer Balance). Note that Cash\nAdvance Fees, Overdraft Protection Transfer Fees and Convenience Check Fees are added to the Cash\nAdvance Balance. Fees that do not apply to a particular Balance are added to the Purchase Balance.\nGrace Period Only Applies to Purchases. Only the portion of the Purchase Balance attributable to\nPurchases will be provided a Grace Period. Other Charges in the Purchase Balance (such as\nConvenience Checks) will be charged interest from the date of the transaction at the disclosed APR. (For\nmore information, see Section 1 regarding Convenience Checks). Also, there is no Grace Period for\nBalance Transfers or Cash Advances.\nHow the Grace Period Works to Avoid Interest on Purchases. In order to receive a Grace Period on\nyour Purchases, you will need to pay in full on or before the Due Date the "New Balance" on your Bill. As\nlong as you continue to pay the entire "New Balance" on your Bill on or before the Due Date each\nconsecutive Billing Period, your Purchases will receive a Grace Period. If you do not pay your Bill in full\n(including the amount of any special promotions, Convenience Check offers, etc.), you will lose your\nGrace Period. If you lose your Grace Period by making only a partial payment that is at least equal to the\nMinimum Payment due on or before the Due Date, then in the next Billing Period, we will apply your\npartial payment as of the first day of that next Billing Period. If you lose your Grace Period, you may earn\nit back by paying the entire "New Balance" listed on any subsequent Bill Once you have paid the New\nBalance on your Bill in full on or before its Due Date, you will receive a Grace Period for any Purchases\nmade in the next Billing Period (subject to loss as set forth above). Note: in this section, the "next" Billing\nPeriod means the Billing Period which started immediately following the Billing Period for which you paid\n\n\x0cyour Bill in full on or before the Due Date, which Due Date falls in the Billing Period identified in this\nsection as the "next" Billing Period.\nWhen We Begin to Charge Interest. Except as set forth in the previous section entitled "How the Grace\nPeriod Works to Avoid Interest on Purchases", all Charges begin to accrue interest from the date of the\ntransaction (which may be earlier than the posting date). Such Charges will continue to accrue interest\nuntil paid in full.\nWhen We Add Charges. We add Charges to your Account no earlier than the date of the transaction.\nGenerally the date of the transaction will be the sale date for Purchases, the date you request a Balance\nTransfer or a Cash Advance, or the date the payee deposits a Convenience Check. There may be delays\nin posting Charges to your Account. Although we generally add the fees associated with a specific\nCharge on the same date that we add the Charge, for non-transaction related fees, we post them when\nthe service is requested (e.g. when a statement reprint is requested) or when the assessment occurs\n(e.g. late fees at the end of the Billing Period). Note that any Balance may be subdivided to accommodate\nfor special terms Convenience Checks or other promotional Balances.\n6. OVERDRAFT PROTECTION ADVANCES ("OD ADVANCES")\nGenerally. You may elect to set up this Account to cover overdrafts on your KeyBank checking account\nby Notifying Us. Only one OD Advance will be made each day. Additionally we will charge an Overdraft\nProtection Transfer Fee (as set forth in the Rates and Fees Table) to this Account each day an OD\nAdvance occurs. OD Advances will be treated as Cash Advances. The terms of this Agreement and your\nchecking account agreement will apply.\nOverdraft Protection Set up. Overdraft protection is typically available within ten business days of\nreceipt of the request. To confirm your request for overdraft protection has been processed and is\navailable:\n1. Call or visit your local branch.\n2. Check your account at Key.com on the financial details tab.\n3. Call our Client Satisfaction Center at 1-800-KEY2YOU (1-800-539-2968) or for our hearing impaired\nclients TDD/TTY 1-800-539-8336.\nLimitations on Eligibility. In order to link this Account to your checking account, all persons who applied\nfor this Account or who are liable on this Account must be owners of the checking account. If at any time\nfor any reason the persons who applied for this Account or who are liable on this Account and the owners\nof the checking account are different, your right to take OD Advances will terminate.\nOD Advances: Once you activate this feature we will link this Account to your KeyBank checking\naccount. When specified below, a Charge will be made to this Account (here an "Overdraft Protection\nAdvance" or "OD Advance") and the funds represented by such Charge will be transferred to your linked\nchecking account. You request and agree that these automatic OD Advances be made.\nTiming of OD Advances. At the end of each business day, an automatic OD Advance will be made on\nthis Account when the total amount of withdrawals from your linked checking account made during the\nday and service charges we post to your linked checking account for the day, exceed the amount of funds\nin such checking account that is available for withdrawal.\nAmount of OD Advances. You agree that the amount of the OD Advances will be advanced from this\nAccount up to the amount that is available under your Cash Advance limit. The Cash Advance limit\namount used for authorization of OD Advances is calculated as of the end of the prior business day and\nmay be updated with current day information if available. Cash Advances occurring during the day will\nreduce the amount of the Cash Advance limit available for OD Advances. The automatic OD Advance will\nequal the lesser of the amount needed to cover the unpaid amount of withdrawals and service charges in\nyour Checking Account, or the amount of available funds under your Cash Advance limit, rounded up to\nthe nearest $50.00 increment.\nOur Reservation of Rights. We may pay items into overdraft, at our discretion, and charge an overdraft\nfee on your Checking Account if you do not have available funds under your Cash Advance limit for an\nOD Advance of the total overdraft amount. If you fail to properly maintain your accounts, in addition to\nother rights and remedies we have, we may terminate your Overdraft Protection.\n\n\x0cCancellation of OD Protection. You may cancel the Overdraft Protection services at any time by giving\nus written notice at the address printed on your Bill. We may cancel your Overdraft Protection and stop\nmaking OD Advances at any time.\n7. FEES\nTransaction Fees. We charge fees in connection with specific Charges you have initiated. For example,\nwe charge a Balance Transfer Fee, when you request a balance transfer. Please see the Rates and Fees\nTable for a full listing of all of our transaction fees. The fees for Foreign Currency Transactions (as set\nforth on the Rates and Fees Table) are calculated as set forth in the definition in the Glossary.\nLate Payment Fee: If you make a Late Payment, we may charge you a Late Payment fee. For a detailed\nexplanation of this fee, please see the Rates and Fees Table (particularly the additional language\nfollowing such table which contains additional terms of your Cardmember Agreement). The Late Payment\nFee will not exceed the Minimum Payment amount.\n8. PAYING US\nYour Bill. You agree to pay us all amounts that we lend you on your Account, together with the interest\nCharges and fees as provided in this Agreement. Additionally, you may pay all or part of your Account\nbalance at any time. For each Billing Period, you agree to pay at least the Minimum Payment on or before\nthe Due Date in accordance with our Standard Payment Instructions. If you don\'t receive a Bill by the date\nwhen you usually receive it, Notify Us at once.\nMinimum Payment. If you do not pay the Minimum Payment by the Due Date, we may charge you a Late\nFee and you will be in Default.\nYour Minimum Payment will include any amount in excess of your credit limit plus the greater of:\n\xe2\x80\xa2\n\xe2\x80\xa2\n\n$30.00, or\n1% of the outstanding balance on the Account (inclusive of all fees other than the late fee) plus\ninterest charges, late fees and any past due amount.\n\nIn any case, your Minimum Payment will not exceed the New Balance on your Bill.\nPayments made by check. You authorize us to either use information from your check to make a onetime electronic fund transfer from your account or to process the payment as a check transaction.\nPayments by phone.. If you call us to make a payment to us over the phone, you authorize us to make\nsuch payment in accordance with your instructions. You agree that we may either record your oral\nauthorization during the call or send you notice by mail or e-mail of the authorization.\nWhen is a Payment Received? When you schedule a payment with us through our online banking\nwebsite or our mobile site before our cut-off times, we consider the payment received by us on such date,\neven though the funds associated with such payment have not been collected by us. When you send us a\ncheck that satisfies our Standard Payment Instructions and the physical check arrives before our cut off\ntimes, we consider it received upon arrival. However, if you initiate a payment to us through another\ninstitution or third party, we will not credit it to your Account until we receive the funds associated with\nsuch payment. If a payment you send us is reversed for any reason, you may be charged a late fee and\nlose your Grace Period.\nCut off times, Weekends and Holidays. You must follow the payment instructions (including cut off\ntimes) provided on your Bill, as well as the Standard Payment Instructions defined in the Glossary. To be\ncredited on day of receipt, payments must be received by the cut off time. We are not required to, but we\nmay extend the cut-off time at our discretion for certain electronic payment channels. If your Due Date\nfalls on a weekend or holiday, we will treat mailed payments received by us by the cut off time on our next\nbusiness day as being received by us on the Due Date.\n9. HOW WE APPLY YOUR PAYMENTS\nCrediting Payments to Your Account. As long we receive your Minimum Payment on or before the Due\nDate in accordance with our Standard Payment Instructions and before our cut off times, you will not be\ncharged late fees. We will credit your payment as of the day it is received, even though there may be\ndelays in posting the payment to your Account. If we post a payment after the Due Date that was received\nby us before the Due Date, we will adjust your Account for late fees and interest accrual, if applicable. We\n\n\x0cmay accept and process late, partial and payments marked as "paid in full" without losing our rights under\nthis Agreement. Any such payments must be sent to the special address identified on your Bill.\nPayments in Excess of the Minimum Payment. If you make more than the Minimum Payment when\ndue, the excess above the Minimum Payment is applied to Balances with the highest APRs first, unless\notherwise required by law.\nPayments Less Than or Equal to the Minimum Payment. We may apply the amount of your payment\nless than or equal to your Minimum Payment and any credits to your Account in any way we choose. We\ngenerally apply these payments to lower APR balances first, which means you may pay higher interest\nCharges.\nHow Payments Affect Your Credit Limit. We do not immediately increase the amount of total available\ncredit under your Credit Limit upon receipt of your payment. Depending upon your payment amount and\nother factors you may not be able to reborrow the payment amount for a reasonable amount of time to\nensure your payment has cleared, depending upon the payment method you chose. This allows us a\nreasonable amount of time to collect the funds associated with your payment and help you manage your\nCredit Limit to avoid over limit situations. When you make a payment to us from an account that is not\ncontrolled by us, you should reference the disclosures provided in connection with such payment channel\nto determine the approximate amount of time that it takes such payment to reach us.\nCredit Balances. You may request a refund of credit balances at any time. If no refund is requested, we\nwill apply credit balances to new Charges, unless prohibited by law.\n10. DEFAULT AND ENFORCEMENT\nGenerally. If your Account is in Default, we may close your Account or terminate or suspend your credit\nprivileges without notice and require full payment of your outstanding balance immediately. We can also\nbegin collection activities. To the extent permitted by law, if you are in Default because you have failed to\npay us, we will require you to pay our collection costs, attorneys\' fees, court costs and all other expenses\nof enforcing our rights under this Agreement.\nEnforcement. We may choose to delay enforcing or waive any of our rights under this Agreement. We\ncan delay enforcing or waive any of our rights without affecting our other rights. If we waive a right, we do\nnot thereby waive the same right in other situations.\n11. CLOSING YOUR ACCOUNT\nClosing your Account. You may close your Account at any time by Notifying Us. We may close or\nsuspend your Account at any time for any reason without telling you first. If there are any unpaid amounts\non your Account when it is closed, you remain responsible for paying all unpaid amounts. After closure,\nwe will no longer authorize Purchases, Balance Transfers, Cash Advances or other Charges initiated by\nyou, but your Account Balances will continue to accrue interest Charges and fees and remain subject to\nall other terms of this Agreement. As long as your Account is not in Default, you will be permitted to pay\nyour Bill monthly until your Account is paid in full. If your Account is in Default when it is closed please\nrefer to Section 10 of this Agreement regarding Default and Enforcement for further information as to\npayment responsibilities.\n12. LOST, STOLEN OR COMPROMISED CARDS/ACCOUNT\nNotify Us. You must Notify Us immediately and stop using your Account.\nLiability. You will not be liable for any unauthorized use that occurs after you Notify Us. You may,\nhowever, be liable for unauthorized use that occurs before you Notify Us. In any case, your liability will not\nexceed $50. A charge that falls into the definition of an Authorized Charge will not be considered\nunauthorized use.\n13. COMMUNICATIONS\nMailings. We will send Bills and other Account related communications to your Address On File, which\nmay also include an alternate address you have provided us for specific purposes we agree upon. We will\nnot send a new or replacement Card to a post office box or to your Address On File if it has recently\nchanged.\n\n\x0cMobile Communications. You expressly authorize KeyBank National Association and its service\nproviders, affiliates, agents, successors, assigns, and third party debt collectors to contact you on any of\nyour mobile phone numbers, whether you provide those numbers to KeyBank (now or in the future) or\nwhether KeyBank identifies those mobile numbers via other sources including, but not limited to, those\nobtained via skip tracing or those provided by third parties. This consent applies to all calls including text\nmessages or telephone calls made via or using an automatic telephone dialing system, autodialer, and/or\nan automated or prerecorded voice. This consent applies to any and all accounts including, but not limited\nto, depository accounts, loans, lines of credit, credit cards, or other relationships you have with KeyBank\n(including business accounts upon which you are identified as a point of contact or an authorized user),\nincluding those you already have or any that you may obtain in the future, and this consent permits calls\nregardless of their purpose. These calls and messages may incur access fees from your cellular provider.\nE-mail Communications. We may also send an email to any e-mail address you have provided us or\nany e-mail address where we reasonably believe we can contact you.\nChanges to Your Information. You are required to Notify Us any time you move or otherwise want to\nchange your Address On File. Notify Us immediately of any changes to your phone numbers, e-mail\naddress, Address On File or other contact information. Please see definition of "Notify Us" for methods of\ncontacting us.\nTelephone Monitoring. We may listen to and record your telephone calls with us.\nAuthenticating Your Identity. When you call us, we may ask you certain information to be comfortable it\nis you we are talking to. We may also ask for such information when you are writing to us via mail or\nsigning on to our online banking site or our mobile site. We will not ask you via e-mail to provide us any\nidentifying information so be aware not to respond to any phishing e-mails.\n14. Credit Information\nCredit Information We Receive about You. We may obtain and review your credit history from credit\nreporting agencies and others, including in connection with the servicing and collection of your Account.\nAs a part of servicing, we will review your Account on a regular basis to determine if you are eligible for\ncertain promotional offers related to your Account and you authorize us to do so.\nCredit Reporting We Do on Your Account: We provide information about this Account to consumer\nreporting agencies and others for you as well as for any Authorized User. As Authorized Users are not\nliable for repayment of this Account, an Authorized User may request that we cease reporting this\nAccount for him or her. If an Authorized User makes such a request, we will remove the Authorized User\nfrom the Account.\nDisputes. If you think we provided incorrect information, write to us at the address provided in the section\nof your Bill labeled "What To Do If You Think You Find A Mistake On Your Statement" and we will\ninvestigate.\n15. Other Provisions\nApplicable Law. This Agreement and the Account will be governed by federal law, and to the extent\nstate law is applicable, the laws of the state of Ohio, and these laws will apply no matter where you live or\nuse this Account.\nAmendments. We may change or terminate all or any part of this Agreement, including without limitation\nAPRs and fees, at any time. We may also add new terms or delete terms. Any changes will be in\naccordance with applicable law, and we will provide notice as required by law.\nAssignment. We may sell, Assign or transfer the Agreement and the Account or any portion thereof\nwithout notice to you, and the purchaser, assignee, or transferee shall have the same rights as we do\nunder this Agreement. You may not sell Assign, or transfer the Account.\nSeverability. Except as specifically provided in the arbitration section below, if any provision of this\nAgreement is finally determined to be void or unenforceable under any law, rule or regulation, all other\nprovisions of this Agreement will remain valid and enforceable.\n\n\x0cRestrictions on Use. KeyBank may restrict use of your Card in any jurisdiction or country where such\nuse would be contrary to U.S. law or regulation, or which is identified as presenting a high risk of fraud.\nPlease call 1-800-KEY2YOU for the current list of countries where Charges are restricted.\n16. ARBITRATION PROVISION\nThis Arbitration Provision will not apply to new accounts opened on or after October 3, 2017 by\nCovered Borrowers as such term "Covered Borrower" is defined by the Military Lending Act, 10\nU.S.C. 987 e. seq. and its implementing regulations.\nAgreement to Arbitrate. ALL CLAIMS (OTHER THAN THOSE SET FORTH IN THE EXCLUSIONS\nSECTION BELOW) WILL BE RESOLVED BY BINDING ARBITRATION WHICH REPLACES (1) THE\nRIGHT TO GO TO COURT, (2) HAVE A JURY TRIAL, AND/OR (3) INITIATE OR PARTICIPATE IN A\nCLASS ACTION. THIS ARBITRATION PROVISION SUPERSEDES AND REPLACES ANY EXISTING\nARBITRATION PROVISION BETWEEN YOU AND US.\nOpt-Out and Rejection Notice. You have a limited right to opt-out of this Arbitration Provision. If you do\nnot follow the opt-out procedures set forth in this section exactly, the Arbitration Provision section will\napply. This Arbitration Provision will apply to this Account unless you notify us in writing that you\nreject the Arbitration Provision within 60 days of opening this Account. Send your rejection notice\nto KeyBank N.A., PO Box 93752, Cleveland, Ohio 44101-5752. Your notice must be legible and\ninclude your name, the names of any joint Account holders and the Account number(s), the last\nfour digits of your card number, the date of your notice, your address (street, city, state and zip\ncode), your daytime telephone number, and must be signed by at least one of the joint Account\nholders. Your rejection notice should not include any other correspondence. Calling us to reject\nthe Arbitration Provision or providing notice by any other manner or format than as described\nabove will not operate as a rejection of this Arbitration Provision and consequently this\nArbitration Provision will become part of this Agreement. Rejection of this Arbitration Provision\ndoes not serve as a rejection of any other term or condition of the Agreement with us governing\nyour Account(s).\nExclusions from Mandatory Arbitration.. You and we agree that the following Claims may be resolved\nby means other than arbitration:\n1. Small Claims. Individual Claims filed in a small claims court are not subject to arbitration, as long as\nthe matter stays in small claims court.\n2. Collection Actions Initiated by Us .Collection actions are not subject to arbitration unless either (i)\nyou request that we switch to arbitration, or (ii) you assert a Claim against us during a collection\naction and we then request a switch to arbitration.\n3. Prior Claims. Claims previously asserted, or which are later asserted, in lawsuits filed before the\neffective date of this Arbitration Provision or any prior arbitration provisions between you and us,\nwhichever is earlier, are not subject to arbitration.\n4. Claims by Consent .By consent of both parties, any Claim may be excluded from mandatory\narbitration.\nDefinition of Claim. As used in this Arbitration Provision, the word "Claim" means any claim, dispute, or\ncontroversy between you and us arising from or relating to this Agreement or the Account, including\nwithout limitation, the validity, enforceability, or scope of the Arbitration Provision or this Agreement.\n"Claim" or "Claims" include claims of every kind and nature, whether pre-existing, present or future,\nincluding without limitation, initial claims, counterclaims, cross-claims, and third-party claims, and claims\nbased upon contract, tort, fraud, and other intentional torts, constitutions, statutes, regulation, common\nlaw, and equity (including, without limitation, any claim for injunctive or declaratory relief). The word\n"Claim" or "Claims" is to be given the broadest possible meaning and includes, by way of example, and\nwithout limitation, any claim, dispute, or controversy that arises from or relates to (a) any Account subject\nto the terms of this Agreement (b) any electronic funds transfer from or to any Account (c)\nadvertisements, promotions, or oral and written statements related to this Agreement or the Account, (d)\nyour application for the Account; and (e) the collection of amounts owed by you to us. Notwithstanding\nthis arbitration provision, if you have a Claim that is within the jurisdiction of the small claims court or your\nstate\'s equivalent court, you may file your Claim there. If that Claim is transferred, removed or appealed\nto a different court, then we have the right to choose arbitration.\n\n\x0cArbitration Process Generally. Any Claim subject to arbitration by the terms of the Arbitration Provision\nshall be resolved by binding arbitration pursuant to this Arbitration Provision and the applicable rules of\neither the American Arbitration Association or J.A.M.S/Endispute in effect at the time the Claim is filed\n(the "Arbitration Rules"). You may select one of these organizations to serve as the arbitration\nadministrator if you initiate an arbitration against us or if either you or we compel arbitration of a Claim\nthat the other party has brought in court. In addition, if we intend to initiate an arbitration against you, we\nwill notify you in writing and give you twenty (20) days to select one of these organizations to serve as the\narbitration administrator. If you fail to select an administrator within that twenty (20)-day period, we will\nselect one. In all cases, the arbitrator(s) should be a lawyer with more than ten (10) years of experience\nor a retired judge. If for any reason the selected organization is unable or unwilling or ceases to serve as\nthe arbitration administrator, you will have twenty (20) days to select a different administrator from the\nabove list; if you fail to select a different administrator within the twenty (20)-day period, we will select\none. In all cases, a party who has asserted a Claim in a lawsuit in court may elect arbitration with respect\nto any Claim(s) subsequently asserted in that lawsuit by any other party or parties.\nIF ARBITRATION IS CHOSEN BY ANY PARTY WITH RESPECT TO A CLAIM, NEITHER YOU NOR\nWE WILL HAVE THE RIGHT TO LITIGATE THAT CLAIM IN COURT OR HAVE A JURY TRIAL ON\nTHAT CLAIM, OR TO ENGAGE IN PRE-ARBITRATION DISCOVERY EXCEPT AS PROVIDED FOR IN\nTHE APPLICABLE ARBITRATION RULES. FURTHER, YOU WILL NOT HAVE THE RIGHT TO\nPARTICPATE AS A REPRESENTATIVE OR MEMBER OF ANY CLASS OF CLAIMANTS\nPERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION EXCEPT AS SET FORTH BELOW. THE\nARBITRATOR\'S DECISION WILL BE FINAL AND BINDING. YOU UNDERSTAND THAT OTHER\nRIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO NOT BE AVAILABLE IN\nARBITRATION. THE FEES CHARGED BY THE ARBITRATION ADMINISTRATOR MAY BE GREATER\nTHAN THE FEES CHARGED BY A COURT.\nThere shall be no authority for any Claims to be arbitrated on a class action or private attorney general\nbasis. Furthermore, arbitration can only decide your or our Claim(s) and may not consolidate or join the\nclaims of other persons that may have similar claims. There shall be no pre-arbitration discovery except\nas provided for in the applicable Arbitration Rules. Any arbitration hearing that you attend shall take place\nin the federal judicial district of your residence.\nArbitration Fees. At your written request, we will pay all fees charged by the arbitration administrator for\nany Claim(s) asserted by you in the arbitration, after you have paid an amount equivalent to the fee, if\nany, for filing such Claim(s) in state or federal court (whichever is less) in the judicial district in which you\nreside. (If you have already paid a filing fee for asserting the Claim(s) in court, you will not be required to\npay that amount again.) If the arbitrator issues an award in our favor, you will not be required to reimburse\nus for any of the fees we have previously paid to the administrator or for which we are responsible.\nAttorney Fees. Each party shall bear the expense of that party\'s attorneys\', experts\', and witness fees,\nregardless of which party prevails in the arbitration, unless applicable law and/or this Agreement gives\nyou the right to recover any of those fees from us. In the event you do not prevail in the arbitration, we will\nnot seek to recover our attorneys\', experts\' or witness fees from you.\nFAA. This Arbitration Provision is made pursuant to a transaction involving interstate commerce, and\nshall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. Sections 1 et. seq. The arbitrator shall\napply applicable substantive law consistent with the FAA and applicable statutes of limitations and shall\nhonor claims of privilege recognized at law, and at the timely request of any party, shall provide a brief\nwritten explanation of the basis for the award. In conducting the arbitration proceeding, the arbitrator shall\nnot apply the federal or any state rules of civil procedure or rules of evidence. Judgment upon the award\nrendered by the arbitrator may be entered in any court having jurisdiction. The arbitrator\'s decision will be\nfinal and binding, except for any right of appeal provided by the FAA and except that, if the amount in\ncontroversy exceeds $10,000.00 any party can appeal to a three-arbitrator panel administered by the\narbitration administrator which shall reconsider de novo (i.e. without regard to the original arbitrator\'s\nfindings) any aspect of the initial award requested by the appealing party. The decision of the panel shall\nbe by majority vote. The costs of such an appeal will be borne by the appealing party regardless of the\noutcome of the appeal.\nSurvival. This Arbitration Provision shall survive termination of all Accounts subject to this Agreement. If\nany portion of this Arbitration Provision is deemed invalid or unenforceable under any law or statute\n\n\x0cconsisted with the FAA, it shall not invalidate the remaining portions of this arbitration provision or the\nAgreement. In the event of a conflict or inconsistency between the applicable Arbitration Rules and this\nArbitration Provision, this Arbitration Provision shall govern.\nContacting Arbitration Administrators. If you have a question about the arbitration administrators\nmentioned in this Arbitration Provision or would like to obtain a copy of their Arbitration Rules or fee\nschedules, you can contact them as follows: American Arbitration Association, 1633 Broadway, 10th\nFloor, New York, New York 10019, www.adr.org, (800) 778-7879. Commercial or Consumer\nRules, J.A.M.S./Endispute, 222 South Riverside Plaza, Suite 1850, Chicago, IL 60606;\nwww.jamsadr.com (800) 352-5267, Financial Services Arbitration Rules and Procedures.\n17. YOUR BILLING RIGHTS\nKeep this document for future use\nThis notice tells you about your rights and our responsibilities under the Fair Credit Billing Act.\nWhat to Do If You Find A Mistake On Your Statement\nIf you think there is an error on your statement, write us at the address shown on your billing statement. In\nyour letter, give us the following information.\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nAccount information: Your name and Account number.\nDollar amount: The dollar amount of the suspected error.\nDescription of the problem: If you think there is an error on your bill, describe what you believe is\nwrong and why you believe it is a mistake.\n\nYou must contact us:\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nWithin 60 days after the error appeared on your statement.\nAt least 3 business days before an automated payment is scheduled, if you want to stop payment on\nthe amount you think is wrong.\n\nYou must notify us of any potential errors in writing, You may call us, but if you do we are not required to\ninvestigate any potential errors and you may have to pay the amount in question.\nWhat Will Happen After We Receive Your Letter\nWhen we receive your letter, we must do two things:\n1. Within 30 days of receiving your letter, we must tell you that we received your letter. We will also tell\nyou if we have already corrected the error.\n2. Within 90 days of receiving your letter, we must either correct the error or explain to you why we\nbelieve the bill is correct.\nWhile we investigate whether or not there has been an error:\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nWe cannot try to collect the amount in question, or report you as delinquent on that amount.\nThe charge in question may remain on your statement, and we may continue to charge you interest\non that amount.\nWhile you do not have to pay the amount in question, you are responsible for the remainder of your\nbalance.\nWe can apply any unpaid amount against your credit limit.\n\nAfter we finish our investigation, one of two things will happen:\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nIf we made a mistake: You will not have to pay the amount in question or any interest or other fees\nrelated to that amount.\nIf we do not believe there was a mistake: You have to pay the amount in question, along with\napplicable interest and fees. We will send you a statement of the amount you owe and the date\npayment is due. We may then report you as delinquent if you do not pay the amount we think you\nowe.\n\nIf you receive our explanation but still believe your bill is wrong, you must write to us within 10 days telling\nus that you still refuse to pay. If you do so, we cannot report you as delinquent without also reporting you\nare questioning your bill. We must tell you the name of anyone to whom we reported you as delinquent,\nand we must let those organizations know when the matter has been settled between us.\n\n\x0cIf we do not follow all of these rules above, you do not have to pay the first $50 of the amount you\nquestion even if your bill is correct.\nYour Rights If You Are Dissatisfied With Your Credit Card Purchases\nIf you are dissatisfied with the goods or services that you have purchased with your credit card, and you\nhave tried in good faith to correct the problem with the merchant, you may have the right not to pay the\nremaining amount due on the purchase.\nTo use this right, all of the following must be true:\n1. The purchase must have been made in your home state or within 100 miles of your current mailing\naddress, and the purchase price must be have been more than $50. (Note: Neither of these are\nnecessary if your purchase was based on an advertisement we mailed to you, or if we own the\ncompany that sold the good or services.)\n2. You must have used your credit card for the purchase. Purchases made with cash advances from an\nATM or with a check that accesses your credit card Account do not qualify.\n3. You must not yet have fully paid for the purchase.\nIf all of the criteria above are met and you are still dissatisfied with the purchase, contact us in writing at\nthe address shown on your billing statement.\nWhile we investigate, the same rules apply to the disputed amount as discussed above. After we finish\nour investigation, we will tell you our decision. At that point, if we think you owe an amount and you do not\npay, we may report you as delinquent.\n18. Additional Disclosures for Residents of Specific States\nNew York and Vermont Residents: You agree to give us permission to obtain one or more credit reports\nfrom consumer reporting agencies in connection with this application, any transaction or extension of\ncredit that may result from this application, and on an ongoing basis, for the purposes of performing a\nroutine and occasional verification of credit on the Account, updating or renewing the Account, adjusting\nthe credit limit on the Account, taking collection action on the Account, or for any other legitimate\npurposes associated with the Account. Upon your request, you will be informed of whether or not a\nconsumer credit report was ordered, and if it was, you will be given the name and address of the\nconsumer reporting agency that furnished the report.\nOhio Residents: The Ohio laws against discrimination require that all creditors make credit equally\navailable to all creditworthy customers and that credit reporting agencies maintain separate credit\nhistories on each individual upon request. The Ohio Civil Rights Commission administers compliance with\nthe law.\nUtah Residents: As required by Utah law, you are hereby notified that a negative credit report reflecting\non your credit record may be submitted to a credit reporting agency if you fail to fulfill the terms of your\ncredit obligations.\nGlossary of Definitions.\nEach term that is capitalized in this glossary is defined by us, except that we do not capitalize the words\n"you, your, yours, we, us, our", but such terms will have the meanings set forth in the definitions below. All\nof the definitions in this Glossary are a part of the Agreement between us.\nTerms:\n\nDefinitions\n\nAccount\n\nDefined in the first paragraph of the Agreement.\n\nAddress On File\n\nYour Address On File is the address that you provided on your application to\nopen this credit card Account, unless (1) we have received and processed\nyour written notice of a change of address provided in accordance with the\nterms disclosed on the back of your Bill, in which case that new address is\nthe address of record; or (2) in the event that your address changes before\nwe have sent out your first Bill, we have received and processed your written\nnotice of a change of address sent to us at the address for mailing payments.\n\n\x0cAgreement\n\nDefined in the first paragraph of the Agreement.\n\nAPR or Annual\nPercentage Rate\n\nAPR or "annual percentage rate" is an annualized interest rate. Different\nAPRs may apply to different balances on your Account, such as your\nPurchase Balance or your Cash Advance Balance. We use the APR that\napplies to each Balance to calculate the interest that you owe us on the\nAccount.\n\nAssign\n\nWe Assign your Agreement if we sell or pass to a third party any or all of our\nrights or obligations under the Agreement, including any amount that you\nowe under the Agreement. Subject to the extent of the assignment, any party\nto whom we Assign your Agreement will enjoy all our rights under the\nAgreement, including contractual rights to collect amounts that you owe on\nthe Account.\n\nAuthorized Charge\n\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nAn Authorized Charge is any Charge that you or any Authorized User\nmakes on the Account, and any fees and interest charges owing on the\nAccount.\nAny Charge made by an Authorized User is an Authorized Charge. This\nis true even if you told the Authorized User not to make that specific\nCharge.\nA Charge will still be authorized even if it is an illegal transaction (like\nillegal gambling charges), or it puts you over your credit limit, or it is\nmade after your Account has closed.\nAn Authorized Charge can be made over the telephone, in person, on\nthe Internet, or in any other way that your Account can be used.\n\nAuthorized User\n\nIf you ask us to issue a credit Card on this Account to another person, he or\nshe is an Authorized User. In addition, if you give your Card or Card number\nto another person, he or she is an Authorized User.\n\nAverage Daily Balance\nMethod With\nCompounding\n\nAccording to this method, we calculate the interest Charges for each Balance\nby applying the "daily periodic rate" for that Balance to the "average daily\nbalance" for that Balance. We multiply the result by the number of days in the\nBilling Period. That gives us the total interest charges for that Balance for that\nBilling Period.\nThe "daily periodic rate" is a daily interest rate. The daily periodic rate for a\ngiven Balance is equal to the APR for that Balance divided by 365.\nWe calculate the "average daily balance" for each balance. We do this by\nstarting with the beginning amount of that Balance for each day. We add any\nnew Charges for that day, add any interest on the previous daily balance if\nthere is one in that Billing Period, and subtract any payments or credits. This\ngives us the "daily balance." We calculate the "average daily balance" for\neach Balance by adding all the daily balances for each day in the Billing\nPeriod and then dividing by the total number of days in the Billing Period. The\naddition of the prior day\'s interest to the daily balance calculation causes\ninterest to compound daily.\nWe add fees that are specific to a particular Charge to the same daily\nbalance as that particular Charge. We add all other applicable fees to your\nPurchase Balance as of the first day of a Billing Period.\n\nBalance\n\n1. We put each Charge on your Account, including interest or fees, into a\nBalance category.\n2. We use the different Balances to calculate the correct interest Charges\non your Account. If any type of Charge has a separate interest rate, we\n\n\x0cwill put it into a separate Balance. This means that your Account may\nhave separate Balances for Purchases, Cash Advances, and Balance\nTransfers. It also means that if any Charges are subject to an\nintroductory or other promotional interest rate for a period, we will place\nsuch Charges into a separate Balance for the time period that you\nqualify for the special rate.\n3. We place interest Charges into the Balance that generated those\nCharges. For example, we place interest Charges on Purchases into\nyour Purchase Balance.\n4. We place fees that result from a specific Charge into the same Balance\nas that specific Charge. For example, we place a Foreign Transaction\nFee that we assess on a Cash Advance into your Cash Advance\nBalance. We place fees that do not result from a specific Charge, such\nas a Late Payment fee, into your Purchase Balance.\nBalance Transfer\nBilling Period (also\nreferred to by us as the\nBilling Cycle)\n\nYou make a Balance Transfer when you contact us to transfer a balance\nelectronically or by phone.\n\xe2\x80\xa2\n\n\xe2\x80\xa2\n\nBill\n\n\xe2\x80\xa2\n\n(also referred to by us\nas your Monthly\nStatement)\n\n\xe2\x80\xa2\n\n\xe2\x80\xa2\nCash Advance\n\nThe Billing Period is the fixed period of time covered by the Bill we send\nyou. The bill will show your new Charges, including interest and fees,\nand any payments that posted to your Account during that period. Each\nBill that we send will identify the Billing Period that it covers.\nIf you have a credit or debit on the Account of $1 or more at the end of\nany Billing Period, we will send you a Bill, showing what you owe us as\nof the end of that Billing Period.\nYour Bill is the statement of your Account. Your Bill will tell you the total\namount that you owe us as of the end of the last Billing Period. It will\nalso tell you the Minimum Payment that you must make to us by the\nstated Due Date.\nWe will send you a Bill at the end of each Billing Period if at that point\nyou have a credit or debit on the Account equal to or more than $1. We\nmay not send you a Bill, however, if we have decided your Account is\nuncollectible or if we have sent the Account for collection proceedings\nagainst you.\nIn our discretion, we may choose to send you a Bill even if you do not\nhave a credit or debit of $1 or more.\n\nYou receive a Cash Advance when you use your Card or Account to do any\nof the following:\n1.\n2.\n3.\n4.\n5.\n6.\n7.\n8.\n\nobtain cash from an automated teller machine (ATM); or\nobtain cash from any other source; or\nmake a wire transfer; or\nbuy foreign currency; or\nbuy traveler\'s checks; or\nbuy money orders; or\nbuy Lottery tickets; or\nbuy gambling chips and wagers.\n\nCard\n\nYour Card is the physical Card, the Account number, or any device (including\na Convenience Check) that can be used to access your credit card Account.\n\nCardholder(s)\n\nyou and/or any Authorized User.\n\n\x0cCharge\n\nAny transaction (i.e. a Purchase, Balance Transfer, or Cash Advance),\ninterest, or fee, regardless of how such Charge is made (by Card,\nConvenience Check, automatic posting or otherwise).\n\nConvenience Check\n\nThe terms checks or Convenience Checks are access devices used to make\na Charge to your Account and are collectively referred to in this Agreement\nas a Convenience Check. Although Convenience Checks may be used to\nmake Purchases, Cash Advances and Balance Transfers, the Charges\nresulting from the use of a Convenience Check may be posted to the\nPurchase Balance or a special promotional Balance, but they will begin to\naccrue interest immediately and will not be entitled to a Grace Period.\n\nDaily Periodic Rate or\nDPR\n\nDPR stands for "Daily Periodic Rate." This is a daily interest rate. The daily\nperiodic rate or DPR for a given Balance is equal to the APR on that Balance\ndivided by 365.\n\nDefault\n\nYou are in Default on the Account if:\n\nDue Date\n\n1.\n2.\n3.\n4.\n5.\n6.\n7.\n8.\n9.\n\nYou do not make at least the Minimum Payment when it is due; or\nYou have exceeded one or more of your credit limits; or\nA payment you make is rejected or cannot be processed; or\nYou provide us false, misleading, or fraudulent information; or\nYou fail to comply with any term of the Agreement; or\nYou are bankrupt or insolvency proceedings are filed against you; or\nWe believe you may be unwilling or unable to pay your debts on time; or\nYou die or are legally declared incompetent or incapacitated; or\nWe become aware that you are using your Card for illegal or fraudulent\npurposes.\n\n\xe2\x80\xa2\n\nThe Due Date is the date by which we must receive your payment in\norder for it to be on time. Your Bill lists the Due Date.\nYour Due Date will always fall on the same calendar day of the month. It\nwill be at least 21 days from the date that we send you the Bill, and at\nleast 25 days from the end of your most recently ended Billing Period.\nTo be on time, we must receive your payment on or before the Due Date\nand by the time stated on your Bill.\nIf we do not receive or accept payments by mail on the Due Date, your\npayment will be on time if it is received by the next day that we accept or\nreceive payments by mail.\n\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nForeign Transaction\n\n\xe2\x80\xa2\n\xe2\x80\xa2\n\n\xe2\x80\xa2\n\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nA Foreign Transaction is a Purchase and/or Cash Advance that you\neither (i) make in a foreign currency, or (ii) make outside of the United\nStates or its territories, even if made in U.S. dollars.\nTransactions you initiate in the United States through the internet may\nbe considered made outside the United Sates if the merchant is located\noutside of the United Sates, and therefore may be considered a Foreign\nTransaction.\nRegardless of the above language, Key will not treat as a Foreign\nTransaction any transaction that is both (i) made in Canadian dollars or\nU.S. dollars, and (ii) made with a merchant whose business is located in\nCanada and/or the United States or the territories of the United States.\nForeign Transactions may be assessed a Foreign Transaction Fee as\nset forth in the Rates and Fees Table.\nMastercard International ("Mastercard") will convert foreign currency\ntransactions using a government-mandated or wholesale rate in effect\non the processing date (which may differ from the rate on the date of\n\n\x0cyour transaction or the posting date). The rate used may differ from the\nrate that Mastercard actually receives.\nGrace Period\n\n\xe2\x80\xa2\n\nA Grace Period exists with respect to Purchases when you do not have\nto pay interest on those Purchases. See Section 5 of the Agreement\nwhich explains how a Grace Period may apply to your Account.\n\nLate Payment\n\nA Late Payment is your failure to make at least the Minimum Payment so that\nit reaches us by or before the time and Due Date on your Bill.\n\nMinimum Payment\n\nRefer to Section 8 of the Agreement for the definition and calculation of the\nMinimum Payment. We also list your Minimum Payment amount on your Bill.\n\n(also referred to by us\nas the Minimum Monthly\nPayment)\nNotify Us\n\nCall us at the phone number provided on your Bill or the back of your Card,\nor write to us at the appropriate address indicated on your Bill (note there are\nmultiple addresses on your Bill and you must choose the address appropriate\nto your reason for contacting us).\n\nOD Advances\n\nSee definition for OD Advances set forth in Section 6 of the Agreement.\n\nPrime Rate\n\nThis is the U.S. Prime Rate published in the Wall Street Journal. If the Wall\nStreet Journal no longer publishes a prime rate, we will use a similar\npublished rate that we choose.\n\nProtected Balances\n\nProtected Balances are amounts owing on the Account that under law are\nnot subject to an increase in interest rates or fees. In general, a protected\nbalance includes any charge incurred before or within 14 days after we send\nnotice of such an increase. If you receive notice of an increase in an interest\nrate, the notice will tell you the Charges to which the new rate will apply.\n\nPurchases\n\nA Purchase is the use of your Card to buy or lease products or services. The\npurchase of cash or cash equivalents, like casino chips or lottery tickets, is a\nCash Advance, not a Purchase.\n\nReturned Payment\n\n\xe2\x80\xa2\n\xe2\x80\xa2\n\xe2\x80\xa2\n\nStandard Payment\nInstructions\n\nThis is a payment that you make to us that is not honored by your\nfinancial institution.\nAlthough we do not charge a Returned Payment fee, your financial\ninstitution may impose fees on you for the Returned Payment.\nAt our discretion, we may re-submit a Returned Payment to your\nfinancial institution.\n\nYou must pay your credit card Bill in a manner that meets all the following\nconditions:\n1. You must pay in U.S. Dollars; and\n2. You must not pay in cash, unless you pay at one of our branches; and\n3. Except for payments made pursuant to (2) above, your payment must be\ndrawn on a U.S. deposit account, or by a cashier\'s check drawn on a\nU.S. bank or a foreign bank branch in the U.S.; and\n4. You must not attach any restrictive language to your payment; and\n5. You must not pay from a credit account that we provide you, such as a\ncheck drawn on any credit card account that you have with us; and\n6. If you make payment in a paper form (like a check, money order, or\ncashier\'s check), you must include the payment coupon from your\nstatement OR write your credit card Account number on the payment.\n\n\x0cIn addition:\n7. If we decide in our discretion to accept a form of payment that does not\nmeet these Standard Payment Instructions, we do not waive our rights to\ncontinue to require payments that comply with these instructions; and\n8. If we decide in our discretion to accept a payment that you make to us in a\nforeign currency, we will choose the conversion rate.\nwe, us, and our\n\nKeyBank National Association, the issuer of your Account and Cards.\n\nWorkout Arrangement\n\nThis is a special arrangement between us and you in which we agree to a\ntemporary reduction in applicable interest rates or fees in return for your\nagreement to follow a defined payment schedule. Any such agreement will\nbe in writing. It may provide that upon completion of the workout arrangement\nor upon your failure to comply with the terms of the workout arrangement,\ninterest rates and fees may increase up to the same terms as were in effect\nbefore the workout arrangement.\n\nyou, your and yours\n\nAny person who applied for the Account and any other person liable on the\nAccount by any other means.\n\n(ID 2010-512)\n\n\x0c'