b'This Agreement will become effective when: (1) you sign the MasterCard or VISA credit card\nissued in connection with your Account (the \xe2\x80\x9cCard\xe2\x80\x9d); (2) you use (or someone you authorize\nuses) the Card; (3) 30 days pass after the Card is issued to you; or (4) you call and activate the\nCard, whichever occurs first. HOWEVER, YOU MAY STILL REJECT THIS\nAGREEMENT, PROVIDED THAT YOU HAVE NOT YET USED THE ACCOUNT OR\nPAID A FEE AFTER RECEIVING A BILLING STATEMENT. IF YOU DO REJECT THE\nAGREEMENT, YOU ARE NOT RESPONSIBLE FOR ANY FEES OR CHARGES. TO\nREJECT, SEE SECTION A.\nBERKSHIRE BANK, KINGSTON, NEW JERSEY\nCREDIT CARD AGREEMENT\nFOR SECURED CARDS\nTHIS AGREEMENT INCLUDES A BINDING ARBITRATION PROVISION (SECTION\nHH) WHICH, IF NOT REJECTED TIMELY AND PROPERLY BY YOU (SEE\nSECTION HH(13)), MAY REPLACE YOUR RIGHT TO GO TO COURT AS WELL AS\nOTHER RIGHTS YOU MAY HAVE, INCLUDING THE RIGHT TO A JURY AND THE\nRIGHT TO PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING IN\nCOURT OR ARBITRATION. YOUR REJECTION OF ARBITRATION WILL NOT\nHAVE ANY IMPACT ON YOUR RIGHT TO CREDIT OR THE TERMS OF THIS\nAGREEMENT.\nTable of Contents\nA. Definitions and General Terms; Right to Reject Agreement .......................................................\nB. Other Defined Terms ....................................................................................................................\nC. Using Your Account to Obtain Credit..........................................................................................\nD. Credit Limit for Your Account; Credit Limit for Cash Advances; Security Limitations on\nYour Use of Your Account ................................................................................................................\nE. Credit Availability ........................................................................................................................\nF. Promise to Pay, Accord and Satisfaction, and Electronic Check Conversion ..............................\nG. Statements ....................................................................................................................................\nH. Our Charges .................................................................................................................................\n1. Annual Fee ..............................................................................................................................\n2. Late Fee ...................................................................................................................................\n3. Returned Payment Fee ............................................................................................................\n4. Interest Charges ......................................................................................................................\n5. Cash Advance Fees .................................................................................................................\n6. Optional Expedited Payment Fee............................................................................................\n7. Copying Charges .....................................................................................................................\n8. Reinstatement Fee ...................................................................................................................\n9. Stop Payment Fee ...................................................................................................................\n10. Additional Card Fee ..............................................................................................................\n11. Replacement Card Fee ..........................................................................................................\n\n\x0c12. Automated Account Information Fee ...................................................................................\n13. Credit Limit Increase Fee \xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6\xe2\x80\xa6.\n14. Upgrade Fee ..........................................................................................................................\n15. Foreign Transaction Fee .......................................................................................................\n16. Optional Expedited Card Delivery Fee .................................................................................\n17. Miscellaneous Fees ...............................................................................................................\nI. Limit on Charges Imposed During First Year ...............................................................................\nJ. Currency Conversion .....................................................................................................................\nK. Minimum Payments .....................................................................................................................\nL. Applying Your Payments .............................................................................................................\nM. Savings Account ..........................................................................................................................\nN. Interest on Your Savings Account ...............................................................................................\nO. Closing Your Account and Terminating Credit Privileges ..........................................................\nP. Default ..........................................................................................................................................\nQ. If Your Card Is Refused ...............................................................................................................\nR. Lost or Stolen Cards .....................................................................................................................\nS. Transfer of Rights .........................................................................................................................\nT. Privacy ..........................................................................................................................................\nU. No Return of Cash Advance Checks ...........................................................................................\nV. Credit Information .......................................................................................................................\nW. Integrated Agreement; Severability ............................................................................................\nX. Changing this Agreement.............................................................................................................\nY. Governing Law ............................................................................................................................\nZ. No Waiver ....................................................................................................................................\nAA. Our Property ..............................................................................................................................\nBB. Binding Effect............................................................................................................................\nCC. Change of Address.....................................................................................................................\nDD. Illegal Transactions ...................................................................................................................\nEE. Telephone Monitoring, Recording and Contacts .......................................................................\nFF. Notice and Cure ..........................................................................................................................\nGG. Waiver of Right to Trial by Jury ...............................................................................................\nHH. Arbitration Provision .................................................................................................................\n1. General ....................................................................................................................................\n2. Definitions...............................................................................................................................\n3. Starting Arbitration .................................................................................................................\n4. No Class Actions.....................................................................................................................\n5. Location and Costs ..................................................................................................................\n6. Arbitrator Selection .................................................................................................................\n7. Discovery; Getting Information ..............................................................................................\n8. Effect of Arbitration Award ....................................................................................................\n9. Governing Law .......................................................................................................................\n10. Survival; Severability; Primacy ............................................................................................\n11. Amendment/Termination ......................................................................................................\n12. Special Payment ....................................................................................................................\n13. RIGHT TO REJECT ARBITRATION .................................................................................\nII. Your Billing Rights .......................................................................................................................\n\n\x0cJJ. Your Liability for Unauthorized Use of Your Account ................................................................\nTerms and Conditions\nA. Definitions and General Terms. In this Secured Credit Card Agreement (\xe2\x80\x9cAgreement\xe2\x80\x9d), "we,"\n"us," "our" and "Bank" refers to Berkshire Bank and its assignees. You are the person or persons who\napplied to us for a secured VISA or MasterCard credit card account (\xe2\x80\x9cAccount\xe2\x80\x9d). We have approved\nyour Application and received your initial deposit (the \xe2\x80\x9cInitial Deposit\xe2\x80\x9d) for your savings account (the\n"Savings Account"). We have opened an Account for you with an initial Credit Limit equal to the\namount of the Initial Deposit. The Initial Deposit plus any amounts you may later add to the Savings\nAccount secures payment of your Account obligations. You must maintain the Savings Account with\nus at all times in connection with your Account and you may not allow the amount of the Savings\nAccount to decline below the greater of $200 or the full amount of principal, Interest Charges and Fees\noutstanding under the Account. The Account will be considered to be separate from any other credit\ncard account you may have with us. This Agreement will become effective when: (1) you sign the\nMasterCard or VISA credit card issued in connection with your Account (the \xe2\x80\x9cCard\xe2\x80\x9d); (2) you use (or\nsomeone you authorize uses) the Card; (3) 30 days pass after the Card is issued to you; or (4) you call\nand activate the Card, whichever occurs first. You agree to sign your Card as soon as you receive\nit. HOWEVER, YOU MAY STILL REJECT THIS AGREEMENT, PROVIDED THAT\nYOU HAVE NOT YET USED THE ACCOUNT OR PAID A FEE AFTER RECEIVING A\nBILLING STATEMENT. IF YOU DO REJECT THIS AGREEMENT, YOU ARE NOT\nRESPONSIBLE FOR ANY FEES OR CHARGES. TO REJECT THIS AGREEMENT\nCALL US AT 800-768-9897 OR WRITE TO US AT BERKSHIRE BANK, CREDIT CARD\nDEPARTMENT, P.O. BOX 9201, OLD BETHPAGE, NY 11804.\nB. Other Defined Terms. In addition to the terms defined above, the following terms have the\nfollowing meanings:\n1. \xe2\x80\x9cApplicant\xe2\x80\x9d means anyone applying for credit as the Applicant.\n2. \xe2\x80\x9cAvailable Credit\xe2\x80\x9d is the amount of credit you may use without exceeding your Credit Limit. As\nprovided in this Agreement, this amount will change from time to time as you use your Card for\nPurchases and Cash Advances and as you make payments on your Account or additions to the\nSavings Account. Subject to Section E, captioned "Credit Availability, your Available Credit\ngenerally equals your Credit Limit minus the outstanding balance under your Account.\n3. \xe2\x80\x9cBilling Cycle\xe2\x80\x9d means a monthly billing period which begins on or about the same day of each\nmonth.\n4. \xe2\x80\x9cCash Advances\xe2\x80\x9d means credit you obtain on your Account in any of the following ways:\na.\n\nby presenting the Card (or any credit device we supply to you) to us or to any other\nparticipating MasterCard or VISA financial institution, to obtain cash or to make a transfer\nfrom your Account to any deposit or loan account or to make any other transactions that\ninvolve the purchase of items that are readily convertible to cash or similar transactions\nincluding, but not limited, to money orders, stamps, travelers checks, bail bonds, tax\npayments and lawful gaming transactions (you agree that you will only engage in gaming\ntransactions where lawful),\n\n\x0cb.\n\nby using the Card at an Automated Teller Machine (\xe2\x80\x9cATM\xe2\x80\x9d) or other device available for\nthis purpose, to obtain cash or to make a transfer from your Account to any deposit or other\nloan account you have with us,\n\nc.\n\nby drawing a Cash Advance Check on your Account.\n\n5. \xe2\x80\x9cCash Advance Check\xe2\x80\x9d means a Visa Check, MasterCard Check or any other checks, drafts or\nwritten instruments we supply to you to obtain a Cash Advance on your Account.\n6. \xe2\x80\x9cCredit Limit\xe2\x80\x9d means the amount of credit we have approved for you on your Account. Your\nCredit Limit cannot exceed $5,000.00 and cannot be less than $200.00. Your initial Credit Limit\nis equal to the amount of your Initial Deposit but not less than $200.00 or more than\n$5,000.00. As provided in Section M, captioned \xe2\x80\x9cSavings Account,\xe2\x80\x9d you can increase your\nCredit Limit at any time by adding to the Savings Account, in $50 increments, so long as the\namount you add does not cause the balance in the Savings Account to exceed $5,000.00 and so\nlong as we reasonably determine that you should be able to make the minimum payments that\nmay be required at your new higher Credit Limit. As provided in Section M, captioned \xe2\x80\x9cSavings\nAccount,\xe2\x80\x9d so long as you do not cause your balance to exceed your Credit Limit, with our consent\nyou can decrease your Credit Limit at any time to an amount not less than $200.00 by withdrawing\nsums from your Savings Account. Your Credit Limit for Cash Advances is limited to a portion of\nyour total Credit Limit.\n7. \xe2\x80\x9cNew Balance\xe2\x80\x9d means the outstanding balance in your Account at the end of any Billing Cycle,\nas shown on your Statement. The New Balance is the sum of the Previous Balance shown on\nyour Statement, less payments and credits, plus new Cash Advances, Purchases, Interest\nCharges and Fees posted during the Billing Cycle.\n8. \xe2\x80\x9cPIN\xe2\x80\x9d means the personal identification number assigned to your Account.\n9. \xe2\x80\x9cPurchase\xe2\x80\x9d means credit obtained on your Account when you present the Card or Card\nnumber to a merchant honoring the Card to purchase goods and/or services.\n10. \xe2\x80\x9cStatement\xe2\x80\x9d means a statement of your Account which we send at the end of any Billing\nCycle in which we owe you or you owe us more than $1.00, or we impose any charge, or any\npayment, credit, Cash Advance or Purchase is posted to your Account.\n11. \xe2\x80\x9cStatement Closing Date\xe2\x80\x9d means the last day of any Billing Cycle.\nC. Using Your Account to Obtain Credit. Subject to Section D, captioned \xe2\x80\x9cCredit Limit,\xe2\x80\x9d and Section\nE, captioned "Credit Availability," you can use the Card and your Account to make Purchases and\nobtain Cash Advances at any time, so long as you are not in default of this Agreement. When you\nreceive the Card, you may be assigned a PIN. If a PIN is assigned to you, you can obtain a Cash Advance\nat any authorized ATM by using the Card and the PIN.\nD. Credit Limit for Your Account; Credit Limit for Cash Advances; Security Limitations on\nYour Use of Your Account. The initial Credit Limit for your Account will appear on the Card carrier\nfor your Card and subsequently the Credit Limit for your Account will appear on your Statement. Your\nAccount balance, including Interest Charges and Fees, together with any transactions we have\nauthorized but have not yet processed, may not exceed your Credit Limit at any time. However, if we\nchoose to permit (or inadvertently permit) you to obtain credit in excess of your Credit Limit, we\nmay require that you pay us any excess immediately on demand. Your Credit Limit for Cash\nAdvances is half of the Credit Limit for your Account. For example, if your account Credit\n\n\x0cLimit is $200, your Cash Advance Credit Limit is $100. If your account Credit Limit is $350,\nyour Cash Advance Credit Limit is $175. If your account Credit Limit is $5,000, your Cash\nAdvance Credit Limit is $2,500. Your available Cash Advance Credit is determined by\nsubtracting from your Cash Advance Credit Limit your total outstanding Cash Advances. Your\ntotal outstanding Cash Advances is determined by adding all unpaid Cash Advances from prior\nstatements, the Cash Advances on your last statement, and any Cash Advances you took after the\ndate your last statement was issued. This total includes Fees that are treated as Cash Advances as\nset forth in Section H.4.f. below. We may offer or accept requests for credit limit increases,\nwhich may be subject to a fee as set forth in the section of this Agreement entitled, \xe2\x80\x9cOur\nCharges.\xe2\x80\x9d\nFor security reasons, there may be limits on your use of your Account, even if your account\nbalance is under your credit limit. They may apply on a daily basis, a monthly basis, or an\nannual basis. They may include limits on: (1) the total number of all transactions; (2) the total\nnumber of the type of transaction (such as purchases or cash advances); (3) the total number of\ntransactions at a particular type of merchant (such as a jewelry store); (4) the total number of\ntransactions at a particular merchant (such as ABC Discount Store); (5) the total dollar amount of\nthe transactions; (6) the dollar amount of any particular transaction; and (7) the nature of the\ntransaction (such as an online purchase or a cash advance at an ATM). They may also be based\non your past use of your Account. These limits may also change from time to time.\nE. Credit Availability. Payments on your Account and deposits you make to your Savings Account to\nincrease your credit limit will change the amount of credit you have available. When payments on your\naccount are made electronically by 5PM by Moneygrams, debit cards or credit cards, your credit will\nbe available on the next business day after your payment is credited. When deposits you make to your\nSavings Account to increase your credit limit are made by 4PM by mail by money orders or cashiers\xe2\x80\x99\nchecks, or electronically by Moneygrams, debit cards or credit cards, your credit will be available on\nthe next business day after your deposit is reflected in your Savings Account. Payments are credited as\nset forth in Section L. below. Deposits are reflected in your Savings Account and earn interest as set\nforth in Section N. below. All other deposits or payments may not increase your credit availability until\nwe are assured that the payment has not been dishonored. This could take up to 14 calendar days.\nF. Promise to Pay, Accord and Satisfaction, and Electronic Check Conversion. The Applicant\nand any Co-Applicant are jointly and severally liable for the Account. You promise to pay to us\nall sums you owe on your Account, together with Interest Charges and Fees, in U.S. dollars, and\npayable through a financial institution in the United States, and in accordance with this\nAgreement and any payment instructions that appear on your Statement. Any payment check\nthat you send to us for less than the full balance due that is marked "paid in full" or with a\nsimilar notation or that you otherwise attempt to tender in full satisfaction of a disputed\namount must be sent to our Credit Card Department at P.O. Box 472, Kingston, NJ 08528 with\na letter identifying the dispute and that the payment is tendered in satisfaction of the disputed\nAccount balance. No payments shall operate as an accord and satisfaction without prior\nwritten approval of a Senior Officer of ours. We will apply your payments in any lawful\nmanner that we choose. You agree that we may convert any payment check or other payment\ninstrument into an electronic debit transaction that will be processed through the Automated Clearing\nHouse system ("ACH") and electronically debited from the account on which the check was drawn.\nFunds may be withdrawn from that account as soon as the same day we receive your payment check.\n\n\x0cYour payment check or other payment instrument will not be physically presented to your financial\ninstitution or returned to you. This is called check truncation or check conversion. However, should\nyou need a copy of a check you may contact us and we will provide it to you. You may be charged a\nfee for such copy request as allowed by law and as set forth in the section of this Agreement entitled\n"Our Charges."\nG. Statements. The Statements we send you will reflect the activity and our charges on your\nAccount during each Billing Cycle. They will also show your Minimum Payment and the Payment\nDue Date by which we must receive it. In general, the information contained on the Statement will be\ndeemed to be correct unless you advise us in writing of any error within 60 days of the Statement\nClosing Date. If there is more than one of you, we need send the Statements only to the person\nnamed as the \xe2\x80\x9cApplicant\xe2\x80\x9d on the application you signed. We will send a Statement at the end of any\nBilling Cycle in which we owe you or you owe us more than $1, or we impose any charge (including\nInterest Charges), or any payment, credit, Cash Advance or Purchase is posted to your account.\nH. Our Charges. You agree to pay the following charges to the extent permitted by applicable\nlaw, including without limitation Regulation Z:\n1. Annual Fee. We charge an Annual Fee on your Account at or about the time your Account is\nopened and at or about the same time each following year. The annual fee for Gold Accounts is\n$49. The annual fee for Classic Accounts is $39.\n2. Late Fee. We charge a Late Fee of up to $29.00 for any Minimum Payment which remains unpaid\nafter the Payment Due Date shown on your Statement. We charge a $25 Late Fee unless you\nwere assessed a Late Fee within the previous six billing cycles, in which case we charge a $29\nLate Fee. However, the Late Fee will never be greater than the Minimum Payment due.\n3. Returned Payment Fee. We charge a Returned Payment Fee of up to $29.00 each time any\npayment you provide is returned to us \xe2\x80\x9cunpaid\xe2\x80\x9d for any reason. We charge a $25 Returned Payment\nFee unless you were assessed a Returned Payment Fee within the previous six billing cycles, in which\ncase we charge a $29 Returned Payment Fee. However, the Returned Payment Fee will never be\ngreater than the Minimum Payment due and we will not charge a Returned Payment Fee if we charge\na Late Fee as the result of the fact that the payment was returned.\n4. Interest Charges.\na.\n\nGeneral; Rates; Minimum Interest Charge. To compute Interest Charges each Billing\nCycle, we use a method called the \xe2\x80\x9caverage daily balance (including new transactions)\xe2\x80\x9d\nmethod. Each Billing Cycle, we compute Interest Charges as follows:\n(i)\n\nTo get the total Interest Charges for Purchases, we multiply the average daily\nbalance for Purchases by the daily Periodic Rate for Purchases and then we multiply\nthe result by the number of days in the Billing Cycle.\nGold Accounts: The daily Periodic Rate for Purchases for is 0.02737% (which\ncorresponds to an ANNUAL PERCENTAGE RATE of 9.99%).\nClassic Accounts: The daily Periodic Rate for Purchases for is 0.03833% (which\ncorresponds to an ANNUAL PERCENTAGE RATE of 13.99%).\n\n\x0c(ii)\n\nTo get the total Interest Charges for Cash Advances, we multiply the average daily\nbalance for Cash Advances by the daily Periodic Rate for Cash Advances and then\nwe multiply the result by the number of days in the Billing Cycle. The daily\nPeriodic Rate for Cash Advances is 0.05203% (which corresponds to an ANNUAL\nPERCENTAGE RATE of 18.99%).\n\n(iii) To get the total Interest Charges, we add the total Interest Charges for Purchases to\nthe total Interest Charges for Cash Advances. However, if the total Interest Charges\nwould otherwise be between $0.01 and $0.99, we will instead charge you a\nMinimum INTEREST CHARGE of $1.00.\nb. Grace Period on Purchases.\n(iv) If your Account balance is $0 at the beginning of a Billing Cycle or you pay the\nentire Account balance as of the beginning of the Billing Cycle by the Payment Due\nDate that falls in such Billing Cycle, you get a \xe2\x80\x9cGrace Period\xe2\x80\x9d for the Billing Cycle\nand during the Billing Cycle you will not be charged any Interest Charges on\nPurchases.\n(v)\n\nIf you do not get a Grace Period for a Billing Cycle but you got a Grace Period for\nthe immediately preceding Billing Cycle, we will not charge Interest Charges on\nPurchases that were outstanding during the preceding Billing Cycle to the extent\nsuch Purchases are paid by the Payment Due Date that falls in the current Billing\nCycle.\n\n(vi) If you get a Grace Period on Purchases for a Billing Cycle on account of a payment\ncheck that is dishonored in the next Billing Cycle or a credit that is reversed in the\nnext Billing Cycle due to the resolution of a billing dispute as described in Section\nGG, we will charge you in the next Billing Cycle the Interest Charges you avoided\nin the prior Billing Cycle due to the dishonored or reversed payment or credit.\nc.\n\nDaily Balances and Average Daily Balance on Purchases. We use the Average Daily\nBalance Method (including new Purchases). How we compute daily Purchases balances\nfor a Billing Cycle depends upon whether or not you get a Grace Period on Purchases\nduring the Billing Cycle, as provided in Section H(5)(b)(i) above. If Purchases posted\nduring the Billing Cycle get a Grace Period, the Purchases balance is $0 for each day in\nthe Billing Cycle and the average daily balance of Purchases is $0. On the other hand, if\nPurchases posted during the Billing Cycle do not get a Grace Period (because there was a\nPurchases balance at the beginning of the Billing Cycle that was not paid in full by the\nPayment Due Date that falls in such Billing Cycle):\n(vii) For each day (including the first day of the Billing Cycle), we start with the prior\nday\xe2\x80\x99s closing balance of Purchases, if any. However, for the first day of the Billing\nCycle, if Purchases posted during the prior Billing Cycle are getting a Grace Period,\ninstead of starting with the prior day\xe2\x80\x99s closing balance of Purchases, we start with\nthe dollar amount of Purchases from the prior Billing Cycle to the extent they are\nnot repaid by the Payment Due Date that falls within the current Billing Cycle.\n(viii) For the first day of the Billing Cycle, we add any unpaid Interest Charges on\nPurchases that accrued during the prior Billing Cycle. (This results in the monthly\ncompounding of Interest Charges.)\n\n\x0c(ix) For each day in the Billing Cycle, we add any new Purchases posted to your\nAccount and we subtract any payments or credits applied to Purchases. However,\nwe do not subtract a second time any payments or credits that have already been\nsubtracted in step (i) above because they have been applied to Purchases from the\nprior Billing Cycle that are getting a Grace Period.\n(x)\n\nNotwithstanding the foregoing, any negative daily Purchases balance is treated as a\n$0 balance. The average daily balance of Purchases equals the sum of the daily\nPurchases balances during the Billing Cycle divided by the number of days in the\nBilling Cycle.\n\nd. Daily Balances and Average Daily Balance on Cash Advances. We use the Average\nDaily Balance Method (including new Cash Advances). To get the daily balance of Cash\nAdvances each day: (i) we take the previous day\xe2\x80\x99s balance of Cash Advances (if any); (ii) we\nadd any new Cash Advances posted to your Account; and (iii) we subtract any new\npayments or credits applied to Cash Advances. For the first day of each Billing Cycle, we\nalso add any unpaid Interest Charges on Cash Advances that accrued during the prior\nBilling Cycle. (This results in the monthly compounding of Interest Charges.) Any negative\ndaily balance is treated as a $0 balance. This gives us the daily balance of Cash Advances for\neach day during the Billing Cycle. The average daily balance of Cash Advances equals the\nsum of the daily Cash Advances balances during the Billing Cycle divided by the number\nof days in the Billing Cycle.\ne.\n\nInterest Accrual Period for Cash Advances and Purchases. We charge Interest\nCharges over the following periods:\n(xi) On each Cash Advance, we charge Interest Charges from the date the Cash\nAdvance is posted to your Account until the day the Cash Advance is repaid in full.\n(xii) On each Purchase:\n(1)\n\nIf you get a Grace Period for the Billing Cycle in which the Purchase is posted\nto the Account (the \xe2\x80\x9cInitial Cycle\xe2\x80\x9d) and also for the next Billing Cycle (the\n\xe2\x80\x9cSecond Cycle\xe2\x80\x9d), we charge no Interest Charges at all.\n\n(2)\n\nIf you get a Grace Period for the Initial Cycle but not for the Second Cycle,\nwe start charging Interest Charges on the first day of the Second Cycle.\n\n(3)\n\nIf you do not get a Grace Period for the Initial Cycle, we start charging\nInterest Charges on the day the Purchase is posted to the Account.\n\n(4)\n\nIf we start charging Interest Charges on a Purchase (because you do not get a\nGrace Period in the Initial Cycle), we stop charging Interest Charges on the\nPurchase on the date it is repaid. However, we do not charge any Interest\nCharges on the Purchase during any Billing Cycle in which you repay by the\nPayment Due Date all Purchases outstanding as of the beginning of the Billing\nCycle.\n\n\x0cf.\n\nTreatment of Fees. For purposes of computing Interest Charges, all fees discussed in\nthis Agreement, with the exception of the Annual Fees, are treated as Cash Advances.\nAnnual Fees are treated as Purchases.\n\ng.\n\nPayment Due Date. The Payment Due Date that falls within a Billing Cycle will be at\nleast 25 days after the Statement Closing Date for the prior Billing Cycle.\n\n5. Cash Advance Fees. For each Cash Advance you take there will be a Cash Advance Fee of\n5% of the amount of the Cash Advance but not less than $5.00.\n6. Optional Expedited Payment Fee. You agree to pay an Optional Expedited Payment Fee of\n$10.00 for each expedited payment by phone you initiate with the assistance of a live\nrepresentative or agent of ours. This fee will be charged at the time the payment is initiated\nand is in addition to the amount you wish to have applied to your Account. Your payment\nwill be credited to your account the same day, if received on or before or 5:00 p.m. Eastern\nTime on a business day and otherwise on the next business day.\n7. Copying Charges. Except in connection with a proper written notice of a billing error, if you\nrequest duplicates of any Statement or other document, we will charge you $5.00 for each copy we\nprovide.\n8. Reinstatement Fee. If you or we terminate credit privileges on your Account for any reason, at\nyour request and in our sole discretion we may reinstate your Account privileges. To be eligible\nfor reinstatement you must resolve any Default to our satisfaction. If we reinstate your Account,\nwe will charge you a $29 Reinstatement Fee on the date that your request is processed, which\nmay be different from the date the credit privileges on the Account are fully reinstated.\n9. Stop Payment Fee. If you request us to stop payment on any Cash Advance Check, we will\ncharge a $29 Stop Payment Fee on the date that your request is processed. Subject to applicable\nlaw, you may request that we stop payment on any Cash Advance Check that has not posted to\nyour Account as long as we receive your request in time to give us a reasonable opportunity to\nact on it. To request a stop payment, you must provide us with the check number, the date of the\nCash Advance Check, the exact amount of the Cash Advance Check, and the payee. However, at\nour option, and to the extent that we are able, we may honor Stop Payment requests that do not\nidentify the Cash Advance Check in this detail. Only the person who initiated the Stop Payment\nmay make a release of the Stop Payment request. Oral Stop Payment requests are binding for\nfourteen (14) days only, unless you confirm the request in writing and we receive that\nconfirmation within the fourteen-day period. Written Stop Payment requests and timely written\nconfirmations of oral requests are effective for six (6) months after the latest date the written\nform is received, accepted, and recorded on your Account, at which time it will automatically\nexpire unless renewed in writing. We will not be liable for any reasonable delay in accepting and\nrecording a Stop Payment to your Account.\n10. Additional Card Fee. After your Account is opened, and Cards are issued to the person or\npersons who applied for the Account, you may request an Additional Card for anyone else who\nagrees to be jointly and severally liable for the Account. We will charge a $29 Additional Card\nFee for the approval of your request and the issuance of another Card on your Account. This fee\nwill be charged to your Account on the date that your request is processed, which may be\ndifferent from the date the Additional Card is sent to you or to the person added to the Account.\n\n\x0c11. Replacement Card Fee. After a Card has been issued in your name, if you request and we agree\nto provide a replacement Card, we will charge a $29 Replacement Card Fee for the Card\'s\nreplacement. This fee will be charged to your Account on the date that your request is processed,\nwhich may be different from the date the Replacement Card is sent to you.\n12. Automated Account Information Fee. We will charge you to access our automated account\ninformation system through our toll free telephone number. The first two inquiries per Billing\nCycle will not incur a charge. Thereafter, a $0.50 fee for each separate Account inquiry you\nmake through our automated account information system will be assessed. This fee(s) will be\ncharged to your Account on the same day that you make your inquires. You will be charged for\neach separate inquiry you make even if you make more than one inquiry during the same call.\nThis fee may be listed on your Statement as an "excessive pinpoint transaction."\n13. Credit Limit Increase Fee. We may offer or accept requests for credit limit increases, which\nmay be subject to a Credit Limit Increase Fee of up to $49.\n14. Upgrade Fee. We may charge you an upgrade fee of up to $49 on the same date we approve any\nproduct upgrade you request, for example, from a Classic Account to a Gold Account, which\nmay be different from the date your new Cards are sent to you.\n15. Foreign Transaction Fee. We may charge you a Foreign Transaction Fee equal to 3% of the\namount of the foreign transaction after it is converted into a U.S. dollar amount as described\nbelow in Section J.\n16. Optional Expedited Card Delivery Fee. We will charge you an Expedited Card Delivery Fee of\nup to $40 to send your Cards to you by overnight mail or by another overnight delivery service.\n17. Miscellaneous Fees. To the extent permitted by applicable law, we may charge you any\nreasonable fees for services rendered or for reimbursement of expenses, incurred in good faith by us\nor our agents in connection with your Account, or other reasonable fees in connection with our\nadministering, terminating or reinstating your Account. For example, if you continue to use the\nAccount after we advise you that your credit privileges have been terminated, we may charge you for\nour costs in listing your Account as ineligible for credit and for any fee imposed on recapture of the\nCard(s) or Cash Advance Checks.\nI. Limit on Charges Imposed During First Year. Notwithstanding any language in this Agreement\nto the contrary, unless otherwise permitted by applicable law, the total amount of the Annual Fee,\nCredit Limit Increase Fee, Cash Advance Fees, Foreign Transaction Fees, and Minimum Interest\nCharges imposed during the first year after the Account is opened will not exceed 25 percent of the\nlowest Credit Limit in effect during the first year after the Account is opened. If a charge is imposed\nthat would otherwise exceed this limit, then, in accordance with applicable law, we will make the\nnecessary corrections within a reasonable amount of time but no later than the end of the Billing Cycle\nfollowing the Billing Cycle during which the limit was exceeded.\nJ. Currency Conversion. If you use your Card to make a Purchase or obtain a Cash Advance in a\ncurrency other than U.S. dollars, MasterCard International Incorporated or VISA U.S.A. will convert\nthe charge into a U.S. dollar amount. The currency conversion rate used by MasterCard International or\nVISA U.S.A. is either a government mandated rate or a wholesale rate determined by MasterCard\nInternational or VISA, U.S.A. for the date on which the transaction is processed. The currency\nconversion rate used by MasterCard International or VISA U.S.A. on the processing date may differ from\n\n\x0cthe rate that would have been used on the purchase date or statement posting date. We do not determine\nthe currency conversion rate that is used. You agree to pay the converted amount.\nK. Minimum Payments. You may pay your entire balance at any time, without penalty or\npremium. Whenever a balance is due, however, each Billing Cycle you must pay us at least the\nMinimum Payment Due, which we must receive on or before the Payment Due Date shown on the\nStatement for the prior Billing Cycle. The Payment Due Date will be on the same day of each\ncalendar month (although if the Payment Due Date is not a business day, we will treat any payments\nmade by 5:00 p.m. on the next business day as having been made on the Payment Due Date). The\nMinimum Payment Due in any monthly Billing Cycle will be equal to the sum of (1) 2% of your\nNew Balance plus the total of all Periodic Rate Interest Charges that have accrued in the Billing\nCycle for which the Minimum Payment is being calculated (rounded up to the next dollar) or\n$25, whichever is more (or your entire New Balance if less than $25); plus (2) all past due amounts;\nplus (3) the amount of any Late Fee charged in the Billing Cycle for which the Minimum Payment is\nbeing calculated; plus (4) any amount by which you have exceeded your Credit Limit..\nL. Applying Your Payments. All payments will be credited promptly, as required by applicable law.\nPayments received with the return portion of your Statement by 5:00 p.m. Eastern Time at the payment\naddress indicated on the Statement, as well as payments made by 5:00 p.m. Eastern Time either\nelectronically by Moneygram or online by using our web site or by any other means that we promote,\nwill be posted to your Account as of that date. Payments received at the payment address after 5:00 p.m.\nEastern Time, as well as payments made after 5:00 p.m. Eastern Time either by using our web site or by\nany other means that we promote, will be posted to your Account as of our next business day. All other\npayments will be credited within five days of receipt. Subject to applicable law, we will apply and\nallocate payment up to the Minimum Payment Due and any credits on your Account among balances\nand Charges in any order and manner determined by us in our sole discretion. You agree that we have\nthe unconditional right to exercise this discretion in a way that is most favorable or convenient to us.\nGenerally, the amount of payments credited to your Account during a Billing Cycle will be applied first\nto the balance bearing the lowest APR and then to balances bearing the higher APR, until the Minimum\nPayment Due payable in the Billing Cycle is credited to your Account. After that, the amount of\npayments remaining will be applied to the balance bearing the highest APR and then to balances bearing\nthe lower APR in descending order. In most cases, credits will be applied first to the balance from which\nthe corresponding debit originated.\nM. Savings Account. You grant us a security interest and pledge and assign to us any and all sums now\nor later in any Savings Account established by you to secure payment of all of your future and existing\nobligations under this Agreement and your Account. The Savings Account must be maintained by us\nunencumbered at all times. You may not assign it to anyone else and it may not be subject to any lien,\njudgment, attachment, or execution. You may add to the Savings Account at any time; however, to\nassure proper crediting, do not include any deposits to your Savings Account in the same envelope you\nuse to send us a payment on your Account.\nWith our consent, you may make withdrawals from the Savings Account, so long as the withdrawal does\nnot cause the outstanding balance in the Account (plus any transactions we have authorized but have not\nyet settled) to exceed your new, lower Credit Limit that would result from the withdrawal. You may be\nrequired by us to give written notice of an intended withdrawal not less than seven days before a\nwithdrawal is made. You agree that we may restrict your right to obtain withdrawals from the Savings\nAccount for up to eight weeks, in order to allow sufficient time for all outstanding transactions we have\nauthorized to post to your Account.\n\n\x0cTo the extent permitted by applicable law, upon a default and without notice to you, we may apply any\nsums then in the Savings Account, including any interest earned, against what you then owe on your\nAccount. We may retain the Savings Account or any sums remaining in the Savings Account until the\nlatest of the following events: (1) 10 business days after the time all sums owed to us on your Account\nare paid in full, (2) 8 weeks from the time we receive from you all of the unexpired Cards and Cash\nAdvance Checks, cut in half, or (3) 8 weeks from the time of termination of your Account. We expressly\ndisclaim any security interest in your other property in connection with your Account.\nYou must provide at least $200.00 in funds to open your Savings Account. Thereafter, you may add\nfunds to the Savings Account in $50 increments at any time, provided that the Savings Account may\nnever exceed $5,000.00. We will increase your Credit Limit as high as the new Savings Account balance,\nand your Available Credit will increase as set forth in Section E. above, provided that, as required by\nfederal law, your Credit Limit may not exceed the level that we reasonably determine will allow you to\nmake Minimum Payments if you borrow your entire Credit Limit. We may request information about\nyour income, assets and/or current obligations to make this determination. In addition, we may offer to\nincrease your Credit Limit, or agree to your request to increase your Credit Limit, without requiring you\nto add to the Savings Account; if you accept our offer, or we agree to your request, we may charge you a\nCredit Limit Increase Fee as set forth in this Agreement.\nYour Savings Account will be closed if your Account is closed, in which case we will refund the balance\nremaining in the Savings Account after payment of all Purchases we have authorized that have not settled\nand all amounts you owe us. However, we may retain the Savings Account or any sums remaining in the\nSavings Account until the latest of the following events: (1) ten business days after the time all sums\nowed to us on your Account are paid in full; or (2) eight weeks from the time of termination of your\naccount. Should the balance remaining in your Savings Account be $1.00 or less, no refund will be\nissued unless you request it in writing. Savings Accounts are not held in trust for you.\nYou have a joint Account if we have issued a Card to more than one person; if you have a joint\nAccount, then the Savings Account will be a joint account with the right of survivorship. Each\nof you will be deemed to have an equal share and each of you will have the right to make\ndeposits and withdrawals. Upon the death of one of you, the Savings Account will become the\nproperty of the survivor(s).\nN. Interest on Your Savings Account. Your Savings Account will earn interest at a rate of 0.15%\nAnnual Percentage Yield (APY). You will be paid this rate for the first year after your Savings\nAccount is opened. Your Savings Account will be opened as soon as: (1) we have verified your name,\naddress, Social Security Number (or Taxpayer Identification Number), and date of birth; (2) we have\nconfirmed that you have at least $100 of disposable income: and (3) we have actually received the\nfunds you sent to open your Savings Account from your bank or from the bank used by any other\ninstitution you used to send money to us. After the first year, at our discretion, we may change the\ninterest rate on your Savings Account at any time. Interest will be credited monthly but will not be\ncompounded. If you close your Savings Account before interest is credited, you will not receive the\naccrued interest. You will also forfeit accrued interest and any interest earned and previously credited to\nyour Savings Account if your Account is closed less than one year from the date it was opened. To\nobtain the disclosed APY, you must maintain at all times a balance at least equal to $200 or, if your\ncredit limit exceeds $200, your credit limit. We use the average daily balance method to calculate\ninterest on your Savings Account. The average daily balance is calculated by adding the principal in\nthe account for each day of the month and dividing that figure by the number of days in the month.\nInterest begins to accrue on the date your Savings Account is opened. If you add funds thereafter,\n\n\x0cinterest will begin to accrue no later than the business day we receive credit for the deposit. You may\nmake deposits in your Savings Account in $50 increments at any time but as specified in Section M,\ncaptioned \xe2\x80\x9cSavings Account,\xe2\x80\x9d you may not make withdrawals without our consent while your Account\nis secured.\nO. Closing Your Account and Terminating Credit Privileges. You may close your Account\nand terminate your credit privileges at any time by notifying us, in writing, of your intention to do\nso. If you advise us that you do not want to be responsible or do not want to further obligate the\nSavings Account for credit obtained or to be obtained on your Account by you or anyone else, we\nwill treat this as your notice of termination. We can close your Account and terminate your credit\nprivileges at any time and for any reason. If you or we close your Account and terminate your\ncredit privileges, you agree to cut in half and immediately return to us your Cards.\nYou promise that any amounts which you owe us at the time of termination, plus any additional\nInterest Charges and Fees that will continue to be imposed as specified in this Agreement, will\nbe repaid according to this Agreement.\nP. Default. You will be in default of this Agreement if any of the following occur:\n1. You do not make any Minimum Payment on your Account in full on or before the Payment\nDue Date;\n2. Any of you dies or becomes legally incompetent;\n3. Any of you becomes insolvent or bankrupt;\n4. You exceed or attempt to exceed the Credit Limit;\n5. You provide us with false or misleading information or signatures at any time;\n6. You fail to comply with this Agreement;\n7. You fail to make any payment or perform any promise in any other agreement or obligation\nyou have with us;\n8. Any judgment, lien, attachment or execution is issued against you, the Savings Account or\nyour other property;\n9. You use your Account in any fraudulent or unlawful manner;\n10. You fail to supply us with any information we reasonably request;\n11. We receive information that you are unwilling or unable to perform the terms or conditions\nof this Agreement;\n12. You no longer reside in the U.S. or at a U.S. military location or you provide us with a\nmailing address that is not an address in the U.S. or an address for a U.S. military location;\n13. You make a payment with a remittance that is returned to us \xe2\x80\x9cunpaid\xe2\x80\x9d for any reason; or\n14. You close the Savings Account, or without our consent, withdraw or attempt to withdraw any\nsum from the Savings Account.\nIf you are in default, we may immediately terminate credit privileges on your Account. We need\nnot give you notice of termination. We may also demand that you immediately pay us all sums\nowing on your Account, including all unpaid Interest Charges and Fees. To the extent permitted\nby applicable law, without notice to you, we may also apply all or any part of the Savings Account\n\n\x0c(or any other deposit you have with us) against what you owe on your Account. We may also\ndemand that you cut the Cards in half and immediately return them to us. Although we may have\ndeclared your Account to be in default, you agree to pay us Interest Charges at the rates provided\nin this Agreement until all sums you owe us are paid in full, even if we have demanded that you\nmake immediate payment in full.\nIf we waive a default, we do not waive the right to declare the same or any other event\noccurring later as a default of your Account. If you default and we refer your Account for\ncollection to a collection agency or an attorney who is not a salaried employee of ours, then to\nthe extent permitted by law you agree to pay a reasonable attorney\xe2\x80\x99s or collection agency\xe2\x80\x99s\nfee. In addition, to the extent permitted by law, you agree to pay all court or other\ncollection costs actually incurred by us if we start collection proceedings to recover\namounts you owe us on this Agreement.\nQ. If Your Card Is Refused. We are not responsible if a merchant, bank or ATM refuses to honor\nyour Card or if we are unable to authorize credit for a particular transaction due to operational\ndifficulties. Transactions made above a certain dollar amount may require authorization before the\ntransaction is approved. The number of transactions you make in one day may be limited. These\nrestrictions are for security reasons. As a result, we cannot explain the details of how our authorization\nsystem works. Neither we nor our agents will be responsible if authorization for a transaction is not\ngiven. If your Account is overlimit or delinquent, authorization of credit for transactions may be\ndeclined.\nR. Lost or Stolen Cards. You agree to notify us immediately if any Cards are lost or stolen, or if you\nsuspect that they have been used, or may be used, without your permission. You may notify us by\ncalling 800-768-9897. You will not be liable for the unauthorized use of any of your Cards or of your\nAccount, as set forth in Section JJ below.\nS. Transfer of Rights. We may sell or otherwise transfer your Account, your Savings Account, and\nany accounts and amounts owed by you to another creditor at any time. If we do, this Agreement will\nremain in effect. You may not transfer your rights under your Account and under this Agreement. Any\nattempt to do so will be void.\nT. Privacy. Your account is subject to our privacy practices as set forth in our privacy notice.\nYou have received, and you agree to, the privacy notice we provided.\nU. No Return of Cash Advance Checks. If we issue Cash Advance Checks or drafts to you for\nuse with your Account, you agree that we need not return to you those that you use. If you need\nevidence of any payment made to a merchant or other person by a Cash Advance Check or draft, you\nagree that a photocopy or similar reproduction we provide to you will be satisfactory for such\npurposes. Such copies are subject to the Copying Charges listed in the Our Charges section of this\nAgreement.\nV. Credit Information. In addition to our right to exchange information about you with certain\nother parties, as set forth elsewhere in this Agreement, you also authorize us to obtain reports from\nothers (such as lenders, stores and credit reporting agencies) from time to time bearing on your credit\nstatus, and you authorize such other persons to provide such information. To the extent permitted by\nlaw, you also authorize us to disclose information about you and your performance under this\nAgreement: (1) to credit reporting agencies; (2) to other persons that we believe have a legitimate\nreason to request such information; (3) to our servicing representatives and marketing companies; (4)\n\n\x0cwhere we reasonably believe disclosure is useful to ensure your compliance with your agreements and;\n(5) where you give us your written permission. You also agree, if and when asked, to furnish us with\nfinancial information about yourself.\nW. Integrated Agreement; Severability. The Account Opening Disclosure that was sent to you\nwith this Agreement is incorporated into and an integrated part of this Agreement. If there is any\nconflict between any provision of the Account Opening Disclosure and any other provision of this\nAgreement, the provision of the Account Opening Disclosure will apply, not the other provision. If\nany provision of this Agreement is invalid or unenforceable under any law, rule or regulation, it shall\nnot affect the validity or enforceability of any other provision of this Agreement.\nX. Changing This Agreement. We may amend this Agreement from time to time in accordance\nwith applicable law. For example, we may change your Account number or the Minimum Payment,\nincrease the Annual Percentage Rates on your Account, add new charges or fees or change the\nmethod of computing the balances upon which we impose our charges. We may also make other\nchanges, such as changes to the terms that apply to your Savings Account. When we amend your\nAgreement, we will send you prior notice of the change to the extent required by applicable law. Unless\nyou advise us in writing of your intention to terminate the credit privileges on your Account during the\nnotice period or unless the notice or applicable law provides otherwise, the change will automatically\noccur at the end of that period to the extent set forth in the notice. The change in terms will apply to\nexisting balances and new transactions on your Account, of, if applicable, on your Savings Account,\nunless the notice or applicable law provides otherwise.\nY. Governing Law. This Agreement is entered into between you and us in New Jersey. We make\ndecisions about granting credit to you and extending credit to you under this Agreement in New\nJersey. Consequently, with the exception of the Arbitration Provision below, which is subject to its\nown governing law clause, this Agreement and your Account will be governed by federal law and\nthe laws of New Jersey, to the extent not preempted, without regard to conflict of laws rules.\nZ. No Waiver. If we do not exercise any right we may have against you, we do not waive that right. We\ncan exercise it against you in the future.\nAA. Our Property. Each Card we issue on your Account must be signed by the person named on it,\nbut the Card is and remains only our property. You must surrender each Card to us or anyone\ndesignated by us upon demand.\nBB. Binding Effect. If we pay a participating merchant for a Purchase or post a Cash Advance to your\nAccount before we receive actual written notice of your death or legal incompetency, that transaction will\nbe a valid and binding Account obligation upon you, your estate and your personal representatives.\nCC. Your Information. You agree to provide us with accurate and updated information necessary\nto communicate with you and to send you information about your Account. Your Cards, Statements\nand any other notices will be sent to you at the address in our files. If you change your name, address,\ntelephone numbers or e-mail address, you must notify us promptly. We may at our option accept\ncorrections or updates to your personal information from the United States Postal Service and others.\nYou agree that in the event that we do not have valid personal information on file we may obtain\nsuch information from a third party. You agree that we may send information to you about your\nAccount by e-mail and that such information may include, among other things, its delinquency or\noverlimit status. If you do not want us to send account information by e-mail, please send a written\nrequest to our customer service address asking us not to do so.\n\n\x0cDD. Illegal Transactions. Your Card may not be used for any illegal or gambling transactions.\nRestricted transactions are prohibited from being processed through your account with us as\nrequired by the Unlawful Internet Gambling Enforcement Act of 2006 and Regulation GG. A\nrestricted transaction is a transaction or transmittal involving any credit, funds, instrument, or\nproceeds in connection with the participation of another person in unlawful internet gambling.\nEE. Telephone Communications, Monitoring, and Recording. You agree that we and our\nagents, affiliates, contractors, subcontractors and assignees may call or contact you at any\ntelephone number obtained by any reasonable means, including without limitation, a caller\nidentification system that captures your number when you call us or from a third party such as\none of your creditors.\nTo the extent permitted by applicable law, you expressly consent to receiving calls, text\nmessages and other communications from us, our agents, affiliates, contractors, subcontractors,\nand assignees on any number that is assigned to a cellular telephone service, wired telephone\nservice (land line), paging service, facsimile machine, specialized mobile radio service or other\nradio common carrier service, placed through use of an autodialer, artificial voice or prerecorded message, or any other technology, even if you incur a cost when we contact you.\nYou further agree that we may monitor, record, retain and reproduce your telephone calls and\nany other communications you provide to us, regardless of how transmitted to us, for training,\nquality control, evidentiary and other purposes. However, we are not under any obligation to\nmonitor, record, retain or reproduce such items, unless required to do so by applicable law.\nFF. Notice and Cure. Prior to initiating a lawsuit or arbitration regarding a legal dispute or\nclaim relating in any way to this Agreement or the Account (as more fully defined in the\nArbitration Provision set forth in Section GG, a \xe2\x80\x9cClaim\xe2\x80\x9d), the party asserting the Claim (the\n\xe2\x80\x9cClaimant\xe2\x80\x9d) shall give the other party (the \xe2\x80\x9cDefending Party\xe2\x80\x9d) written notice of the Claim (a\n\xe2\x80\x9cClaim Notice\xe2\x80\x9d) and a reasonable opportunity, not less than 30 days, to resolve the Claim on an\nindividual basis. Any Claim Notice to you shall be sent in writing by mail to the address for you\nmaintained in our records. Any Claim Notice to us shall be sent by mail, attention General\nCounsel, to Berkshire Bank, Kingston, New Jersey, P.O. Box 472, Kingston, New Jersey 08528\n(or such other address as we subsequently provide you). Any Claim Notice you send must\nprovide your Account Number and telephone number. Any Claim Notice must explain the nature\nof the Claim and the relief that is demanded. The Claimant must reasonably cooperate in\nproviding any information about the Claim that the Defending Party reasonably requests.\nGG. Waiver of Right to Trial by Jury. YOU AND WE ACKNOWLEDGE THAT THE\nRIGHT TO TRIAL BY JURY IS A CONSTITUTIONAL RIGHT BUT MAY BE\nWAIVED IN CERTAIN CIRCUMSTANCES. TO THE EXTENT PERMITTED BY\nLAW, YOU AND WE KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO\nTRIAL BY JURY IN THE EVENT OF LITIGATION ARISING OUT OF OR RELATED\nTO THIS AGREEMENT. THIS JURY TRIAL WAIVER SHALL NOT AFFECT OR BE\nINTERPRETED AS MODIFYING IN ANY FASHION THE ARBITRATION\nPROVISION SET FORTH IN SECTION FF, IF APPLICABLE, WHICH CONTAINS ITS\nOWN SEPARATE JURY TRIAL WAIVER.\nHH. Arbitration Provision. Unless you have exercised your right to reject arbitration\nunder subsection (13) below, subject to applicable federal law, the following Arbitration\nProvision will apply:\n\n\x0c1. General: Either you or we may elect to arbitrate - and require the other party to arbitrate\n- any Claim (as defined below) under the following terms and conditions. If you or we elect to\narbitrate a Claim, neither you nor we will have the right to: (a) have a court or a jury decide\nthe Claim; (b) participate in a class action in court or in arbitration, either as a class\nrepresentative or a class member; (c) act as a private attorney general in court or in\narbitration; or (d) join or consolidate your Claim(s) with claims of any other person. The right\nto appeal and the right to pre-arbitration discovery are more limited in arbitration than in\ncourt. Other rights that you would have if you went to court may also not be available in\narbitration.\n2. Definitions: The following definitions apply to this Arbitration Provision, even if terms\ndefined in this Arbitration Provision are defined differently elsewhere in this Agreement:\na.\n\n\xe2\x80\x9cWe,\xe2\x80\x9d \xe2\x80\x9cus\xe2\x80\x9d and \xe2\x80\x9cour\xe2\x80\x9d mean Berkshire Bank, Kingston, New Jersey, together with any\nsubsequent holder of this Agreement. Also, these terms include the parents, subsidiaries,\naffiliates and successors of such companies, as well as the officers, directors, agents and\nemployees of any of the foregoing. These terms also include any party named as a codefendant with us in a Claim asserted by you, such as marketing companies, credit\nbureaus, credit insurance companies, credit card servicers, and debt collectors. \xe2\x80\x9cYou,\xe2\x80\x9d\n\xe2\x80\x9cyour\xe2\x80\x9d and \xe2\x80\x9cyours\xe2\x80\x9d mean each and every person who uses a Card and each and every\nperson who applied for the Account.\n\nb. \xe2\x80\x9cAdministrator\xe2\x80\x9d means the American Arbitration Association (\xe2\x80\x9cAAA\xe2\x80\x9d), 1633 Broadway,\n10th Floor, New York, NY 10019, www.adr.org, 800-778-7879; JAMS, 620 Eighth\nAvenue, 34th Floor, New York, NY 10018, www.jamsadr.com, 212-751-2700; or any\nother company selected by mutual agreement of the parties. If both AAA and JAMS\ncannot or will not serve and the parties are unable to select an Administrator by mutual\nconsent, the Administrator will be selected by a court. You get to select the Administrator\nif you give us written notice of your selection with your notice that you are electing to\narbitrate any Claim or within 20 days after we give you notice that we are electing to\narbitrate any Claim (or, if you dispute our right to require arbitration of the Claim, within\n20 days after that dispute is finally resolved). If you do not select the Administrator on\ntime, we may do it. Notwithstanding any language in this Arbitration Provision to the\ncontrary, no arbitration may be administered, without the consent of all parties to the\narbitration, by any Administrator that has in place a formal or informal policy that is\ninconsistent with subsection (4) below captioned \xe2\x80\x9cNo Class Actions\xe2\x80\x9d (the \xe2\x80\x9cClass Action\nWaiver\xe2\x80\x9d).\nc.\n\n\xe2\x80\x9cClaim\xe2\x80\x9d means any claim, dispute or controversy between you and us that in any way\narises from or relates to this Agreement or the Account, including disputes arising from\nactions or omissions prior to the date of this Agreement. \xe2\x80\x9cClaim\xe2\x80\x9d has the broadest\nreasonable meaning, and includes initial claims, counterclaims, cross-claims and thirdparty claims. It includes disputes based upon contract, tort, consumer rights, fraud and\nother intentional torts, constitution, statute, regulation, ordinance, common law and\nequity (including any claim for injunctive or declaratory relief). However,\nnotwithstanding any language in this Arbitration Provision to the contrary, the term\n\xe2\x80\x9cClaim\xe2\x80\x9d does not include any dispute about the validity, enforceability, coverage or scope\nof this Arbitration Agreement or any part thereof (including, without limitation, the Class\n\n\x0cAction Waiver, the final sentence in subsection (10) under the caption \xe2\x80\x9cSurvival,\nSeverability, Primacy\xe2\x80\x9d and/or this sentence); all such disputes are for a court and not an\narbitrator to decide.\n3. Starting Arbitration: To start an arbitration, you or we must give written notice of an\nelection to arbitrate. This notice may be given after a lawsuit has been filed and may be given\nin papers or motions in the lawsuit. If such a notice is given, the Claim shall be resolved by\narbitration under this Arbitration Provision and the applicable rules of the Administrator then\nin effect. We will not elect to arbitrate any individual action brought by you in small claims\ncourt or your state\xe2\x80\x99s equivalent court, when such action is transferred, removed, or appealed\nto a different court\n4. No Class Actions: Notwithstanding any language herein to the contrary, if you or we\nelect to arbitrate a Claim, neither you nor we will have the right to: (a) participate in a\nclass action in court or in arbitration, either as a class representative, class member or\nclass opponent; (b) act as a private attorney general in court or in arbitration; or (c)\njoin or consolidate your Claims with claims of any other person, and the arbitrator\nshall have no authority to conduct any such class, private attorney general or multipleparty proceeding.\n5. Location and Costs: Any arbitration hearing that you attend will take place in a location that\nis reasonably convenient for you. If you cannot obtain a waiver of the Administrator\xe2\x80\x99s or\narbitrator\xe2\x80\x99s filing, administrative, hearing and/or other fees, we will consider in good faith\nany request by you for us to bear such fees. We will pay for our own attorneys, experts and\nwitnesses and will pay the reasonable fees and charges of your attorneys, experts and\nwitnesses if you win the arbitration. We will pay any of the Administrator\xe2\x80\x99s or arbitrator\xe2\x80\x99s\nfiling, administrative, hearing and/or other fees, and the fees and charges of your attorneys,\nexperts and witnesses, if and to the extent we are required to pay such fees and charges by\nlaw or in order to make this Arbitration Provision enforceable.\n6. Arbitrator Selection: The arbitrator will be appointed by the Administrator in accordance\nwith the rules of the Administrator. However, unless the parties agree otherwise, the\narbitrator must be a retired or former judge or a lawyer with at least 10 years of experience.\n7. Discovery; Getting Information: In addition to the parties\xe2\x80\x99 rights under the Administrator\xe2\x80\x99s\nrules to obtain information prior to the hearing, either party may ask the arbitrator for more\ninformation from the other party. The arbitrator will decide the issue in his or her sole\ndiscretion, after allowing the other party the opportunity to object.\n8. Effect of Arbitration Award: Any court with jurisdiction may enter judgment upon the\narbitrator\xe2\x80\x99s award. The arbitrator\xe2\x80\x99s award will be final and binding, except for: (a) any appeal\nright under the Federal Arbitration Act, 9 U.S.C. \xc2\xa71 et seq. (the \xe2\x80\x9cFAA\xe2\x80\x9d); and (b) Claims\ninvolving more than $50,000. For Claims involving more than $50,000, any party may\nappeal the award to a three-arbitrator panel appointed by the Administrator, which will\nreconsider anew any aspect of the initial award that is appealed. The panel\xe2\x80\x99s decision will be\nfinal and binding, except for any appeal right under the FAA. The costs of any appeal will be\nborne in accordance with subsection (5) above captioned \xe2\x80\x9cLocation and Costs.\xe2\x80\x9d\n9. Governing Law: This Agreement governs transactions involving interstate commerce and\naccordingly this Arbitration Provision shall be governed by the FAA and not by any state law\n\n\x0cconcerning arbitration. However, the law of the state where you reside will apply to the\nextent (and only to the extent) that state law would be relevant under the FAA in determining\nthe applicability or enforceability of this Arbitration Provision. The arbitrator shall follow\napplicable substantive law to the extent consistent with the FAA, applicable statutes of\nlimitation and applicable privilege rules, and shall be authorized to award all remedies\navailable in an individual lawsuit under applicable substantive law, including, without\nlimitation, compensatory, statutory and punitive damages (which shall be governed by the\nconstitutional standards applicable in judicial proceedings), declaratory, injunctive and other\nequitable relief, and attorneys\xe2\x80\x99 fees and costs. Upon the timely request of either party, the\narbitrator shall write a brief explanation of the basis of his or her award. The arbitrator will\nfollow rules of procedure and evidence consistent with the FAA, this Arbitration Provision\nand the Administrator\xe2\x80\x99s rules.\n10. Survival, Severability, Primacy: This Arbitration Provision shall survive the termination of\nthis Agreement, your fulfillment or default of your obligations under this Agreement and/or\nyour or our bankruptcy (to the extent permitted by applicable law). In the event of any\nconflict or inconsistency between this Arbitration Provision and the Administrator\xe2\x80\x99s rules or\nthis Agreement, this Arbitration Provision will govern. If any portion of this Arbitration\nProvision, other than the Class Action Waiver, is deemed invalid or unenforceable, the\nremaining portions shall nevertheless remain in force. If a determination is made that the\nClass Action Waiver is unenforceable, only this sentence of the Arbitration Provision will\nremain in force and the remaining provisions shall be null and void, provided that the\ndetermination concerning the Class Action Waiver shall be subject to appeal.\n11. Amendment/Termination: Notwithstanding any provision of this Agreement to the contrary,\nwe will not amend this Arbitration Provision in a manner that adversely affects your rights or\nresponsibilities in a material manner unless we give you a right to reject the amendment\nand/or the Arbitration Provision in its entirety.\n12. Special Payment: If (a) you submit a Claim Notice on your own behalf (and not on behalf of\nany other party) in accordance with subsection (GG), captioned " Notice and Cure"\n(including the timing requirements thereof); (b) we refuse to provide you with the relief you\nrequest; and (c) an arbitrator subsequently determines that you were entitled to such relief (or\ngreater relief), the arbitrator shall award you at least $7,500 in addition to the attorney,\nwitness and expert fees and costs to which you are entitled.\n13. RIGHT TO REJECT ARBITRATION. You may reject this Arbitration Provision by\nsending us a written rejection notice in accordance with this subsection (13). We must\nreceive the rejection notice within 45 days after we mail you a Card. You may not reject\narbitration by phone or by any method other than the method described in this\nsubsection (13). In order for a rejection notice to be valid and effective, it must: (a) state\nthat you (or both or all of you, if more than one) wish to reject the Arbitration\nProvision; (b) state your name, address and Account number; (c) be signed by you (or\nboth or all of you, if more than one); and (d) be sent by certified mail, return receipt\nrequested, to Berkshire Bank, Kingston, New Jersey, Attn: Arbitration Rejection, P.O.\nBox 472, Kingston, NJ 08528. Upon receipt of this notice, we will credit your Account\nfor the standard cost of a certified letter.\nII. Your Billing Rights.\n\n\x0cYour Billing Rights: Keep 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 Monthly Statement\nIf you think there is an error on your statement, write to us at: Berkshire Bank, Attn: Customer\nService. PO Box 9201, Old Bethpage, NY 11804.\nIn your letter, give us the following information:\n\xef\x82\xb7\n\xef\x82\xb7\n\xef\x82\xb7\n\nAccount information: Your name and account number.\nDollar amount: The dollar amount of the suspected error.\nDescription of problem: If you think there is an error on your bill, describe what you\nbelieve is wrong and why you believe it is a mistake.\n\nYou must contact us:\n\xef\x82\xb7\n\xef\x82\xb7\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\npayment on the 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\nrequired to investigate 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\nwill also tell you 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\nwhy we believe the bill is correct.\nWhile we investigate whether or not there has been an error (and until we have complied\nwith our obligations above):\n\xef\x82\xb7\n\xef\x82\xb7\n\xef\x82\xb7\n\xef\x82\xb7\n\nWe cannot try to collect the amount in question, or report you as delinquent on that\namount.\nThe charge in question may remain on your statement, and we may continue to charge\nyou interest on that amount.\nWhile you do not have to pay the amount in question, you are responsible for the\nremainder of your balance.\nWe can apply any unpaid amount against your credit limit.\n\n\x0cAfter we finish our investigation, one of two things will happen:\n\xef\x82\xb7\n\xef\x82\xb7\n\nIf we made a mistake: You will not have to pay the amount in question or any interest or\nother fees related to that amount.\nIf we do not believe there was a mistake: You will have to pay the amount in question,\nalong with the applicable interest and fees. We will send you a statement of the amount\nyou owe and the date payment is due. We may then report you as delinquent if you do not\npay the amount we think you owe.\n\nIf you receive our explanation but still believe your bill is wrong, you must write to us within 10\ndays telling us that you still refuse to pay. If you do so, we cannot report you as delinquent\nwithout also reporting that you are questioning your bill. We must tell you the name of anyone to\nwhom we reported you as delinquent, and we must let those organizations know when the matter\nhas been settled between us.\nIf we do not follow all of the 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,\nand you have tried in good faith to correct the problem with the merchant, you may have the\nright not to pay the remaining 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\nmailing address, and the purchase price must have been more than $50. (Note: Neither of these\nare necessary if your purchase was based on an advertisement we mailed to you, or if we own the\ncompany that sold you the goods or services.)\n2. You must have used your credit card for the purchase. Purchases made with cash advances\nfrom an ATM 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\nwriting at Berkshire Bank, Kingston, New Jersey, Attn: Customer Service. P.O. Box 9201, Old\nBethpage, NY 11804.\nWhile we investigate, the same rules apply to the disputed amount as discussed above. After we\nfinish our investigation, we will tell you our decision. At that point, if we think you owe an\namount and you do not pay, we may report you as delinquent.\nJJ. Your Liability for Unauthorized Use of Your Account\n\n\x0cYou will not be liable for any unauthorized use of your credit card or account. However, if you\nnotice the loss or theft of your credit card or a possible unauthorized use of your card, you should\nwrite to us immediately at: Berkshire Bank, Credit Card Department, P.O. Box 9201, Old\nBethpage, NY 11804, or call us at: 800-768-9897.\n\nBerkshire Bank\nKingston, NJ\nMember FDIC\nBerkshire Bank is a Massachusetts Chartered bank\n\n\x0c'