b'Key Secured Credit Card Cardmember Agreement\n\xc2\xae\n\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 so that you are\naware of the terms that apply to use of the Account and Cards. This agreement is effective as soon as\nyou activate the Card or use the Account. It also applies if you have not closed your Account within 30\ndays 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. Your Account may only be used for\npersonal, family or household purposes. Your Account may not be used for illegal purposes, and it may\nnot be used for internet gambling, bitcoin or other cryptocurrency Purchases or marijuana Purchases\neven if legal. You are responsible for any use of and Charges to your Account by you, even if the use or\nCharge is prohibited by this Agreement.\nAuthorized Users: You are not permitted to add Authorized Users to your Account. If you do allow\nsomeone to use your Account in violation of these terms and conditions, you will still be responsible for\nany such use of your Account. A failure by any Authorized User to follow the terms and conditions of this\nAccount, 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.\n2. CREDIT LIMITS\nGenerally. All Cards accessing your Account are subject to your Account\'s credit limit. Your initial credit\nlimit is located on the card carrier that was sent to you with your Card.\nCredit 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.\nChanges to Your Credit Limit. Without advance notice, we may change your credit limit at any time. We\nwill notify you of any changes through your Bill or by sending you a separate notice, which may be after\nthe change occurs.\n3. USING YOUR CARD FOR CHARGES\nGenerally. You may use your Account for Purchases. We may provide you promotional offers from time\nto time at our discretion. Each type of Charge will have its own Balance. Each Balance may have a\nseparate APR. Certain Charges will also incur a transaction fee (as set forth in the Rates and Fees Table)\n(e.g. a Foreign Transaction will incur a Foreign Transaction Fee). You must refer to the Rates and Fees\nTable for a complete listing of transaction fees specific to your Account. Other non-transaction based fees\nmay apply to your Account. Please see Section 7 below for an explanation of such fees.\n\n\x0cAuthorization 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.\nProhibited Charges. On this Account we do not offer cash advances, convenience checks, or balance\ntransfers (regardless of whether the transfer originates from a credit card account at this or another\nfinancial institution). We will not permit the following transactions which we have designated as cash\nadvances: (i) obtaining cash from an automated teller machine (ATM), (ii) obtaining cash from any other\nsource, (iii) making a wire transfer, (iv) buying foreign currency, (v) buying traveler\'s checks, (vi) buying\nmoney orders, (vii) buying lottery tickets, or (viii) buying gambling chips and wagers.\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\nGenerally. 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\n\x0c= 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 Foreign Transaction Fee to the Purchase Balance). Fees that do not\napply 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.\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), you will lose your Grace Period. If you lose your Grace\nPeriod by making only a partial payment that is at least equal to the Minimum Payment due on or before\nthe Due Date, then in the next Billing Period, we will apply your partial payment as of the first day of that\nnext Billing Period. If you lose your Grace Period, you may earn it back by paying the entire "New\nBalance" listed on any subsequent Bill Once you have paid the New Balance on your Bill in full on or\nbefore its Due Date, you will receive a Grace Period for any Purchases made in the next Billing Period\n(subject to loss as set forth above). Note: in this section, the "next" Billing Period means the Billing Period\nwhich started immediately following the Billing Period for which you paid your Bill in full on or before the\nDue Date, which Due Date falls in the Billing Period identified in this section 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. There may be delays in posting\nCharges to your Account. Although we generally add the fees associated with a specific Charge on the\nsame date that we add the Charge, for non-transaction related fees, we post them when the service is\nrequested (e.g. when a statement reprint is requested) or when the assessment occurs (e.g. late fees at\nthe end of the Billing Period). Note that any Balance may be subdivided to accommodate for special\nterms or other promotional Balances.\n6. OVERDRAFT PROTECTION ADVANCES\nThis Account is not permitted to be used as overdraft protection for a checking account.\n7. FEES\nTransaction Fees. We charge fees in connection with specific Charges you have initiated. Please see\nthe Rates and Fees Table for a full listing of all of our transaction fees. The fees for Foreign Currency\nTransactions (as set forth on the Rates and Fees Table) are calculated as set forth in the definition in the\nGlossary.\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.\n\n\x0c8. 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\nmay 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\n\n\x0censure 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 or other Charges initiated by you, but your Account Balances will\ncontinue to accrue interest Charges and fees and remain subject to all other terms of this Agreement. As\nlong as your Account is not in Default, you will be permitted to pay your Bill monthly until your Account is\npaid in full. If your Account is in Default when it is closed please refer to Section 10 of this Agreement\nregarding Default and Enforcement for further information as to payment 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.\nMobile 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.\nKeyBank Fraud Alerts Program. KeyBank may send you text messages at no charge to you to notify\nyou of possible fraudulent transactions on your Account. KeyBank will use your response to such\nmessages to help determine whether a particular transaction is fraudulent. Message frequency depends\non account activity. You may opt out at any time by texting STOP to any such message. By sending a\n\n\x0cSTOP reply, you agree to one additional confirmation message stating that you\'ve opted out and will no\nlonger receive messages from KeyBank with respect to this Account for this particular Fraud Alerts\nprogram. If you need help with a particular text message, you may text HELP in reply to any such\nmessage, or you may call 1-800-KEY2YOU\xc2\xae (1-800-539-2968). Carriers are not responsible for any\ndelayed or undelivered messages. Messages may be delayed or not delivered due to factors outside of\nthe carrier\'s control. Participating wireless carriers may change from time to time and may include without\nlimitation: AT&T, Boost Mobile, Metro PCS, Sprint, T-Mobile\xc2\xae, Verizon Wireless, Virgin Mobile USA.\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.\nRestrictions 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\n\n\x0cThis 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.\nArbitration 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\n\n\x0cthat 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\nconsisted 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.\n\n\x0cContacting 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.\nIf 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.\n\n\x0cYour 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\nAgreement\n\nDefined in the first paragraph of the Agreement.\n\n\x0cAPR 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. 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\nAssignment\n\nThis is the Assignment of Deposit Account Agreement you signed granting us\na security interest in a certain deposit account maintained with us and in\nwhich you agreed, in addition to other things, to maintain a balance in such\ndeposit account (also known as the "Pledged Account") in amount that\nequals or exceeds your Credit Limit.\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 makes on the\nAccount, and any fees and interest charges owing on the Account.\nAny Charge made by an Authorized User is an Authorized Charge. This is true even if you\ntold the Authorized User not to make that specific Charge.\nA Charge will still be authorized even if it is an illegal transaction (like illegal gambling\ncharges), or it puts you over your credit limit, or it is made after your Account has closed.\nAn Authorized Charge can be made over the telephone, in person, on the Internet, or in\nany other way that your Account can be used.\n\nAuthorized User\n\nIf you give your Card or Card number to another person, he or she is an\nAuthorized 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\nwill put it into a separate Balance. This means that your Account may\nhave separate Balances for Purchases and Promotions. It also means\n\n\x0cthat if any Charges are subject to an introductory or other promotional\ninterest rate for a period, we will place such Charges into a separate\nBalance for the time period that you qualify 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. We place fees that do not result from a specific\nCharge, such as a Late Payment fee, into your Purchase Balance.\nBilling Period (also\nreferred to by us as the\nBilling Cycle)\n\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\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\nCard\n\nYour Card is the physical Card, the Account number, or any device that can\nbe used to access your credit card Account.\n\nCardholder(s)\n\nyou and/or any Authorized User.\n\nCharge\n\nAny transaction, interest, or fee, regardless of how such Charge is made (by\nCard, automatic posting or otherwise).\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:\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\n10. You violate any terms of the Assignment, including without limitation to keep the Pledged\nAccount open with a balance greater than or equal to the Hold Amount, as the terms\n"Pledged Account" and "Hold Amount" are defined in the Assignment.\n\n\x0cDue Date\n\n\xe2\x80\xa2\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\nGrace Period\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.\nA Foreign Transaction is a Purchase that you either (i) make in a foreign\ncurrency, or (ii) make outside of the United States or its territories, even\nif made in U.S. dollars.\nTransactions you initiate in the United States through the internet may\nbe considered made outside the United States if the merchant is located\noutside of the United States, 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\nyour transaction or the posting date). The rate used may differ from the\nrate that Mastercard actually receives.\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\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\nPromotions and\nPromotional Offers\n\nThese are offers we may choose to extend to you from time to time that carry\ndifferent APRS and fees depending upon certain parameters set forth in such\noffer.\n\n\x0cProtected 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. See\nSection 3 and its subsection entitled "Prohibited Charges" for additional\ninformation as to Charges we do not consider Purchases.\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.\nIn 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.\n\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 2003-512)\n\n\x0c'