�
     Credit Card Agreement for Saks Retail Cards in Capital One,  N.A. 
     There are two parts to this Credit Card Agreement: Capital One Pricing Information and the Capital One Customer
     Agreement. The Pricing Information shows a range of terms that includes both mail and online offers for new accounts 
    available under this Agreement as of March 31, 2016. The combination of terms that could apply to you may differ depending 
    on the speci?c card offer and on your creditworthiness at the time of application. The Customer Agreement contains 
     important information related to consumer credit cards issued by Capital One, N.A. If you are a current Capital One
     cardholder, please log in to your account if you would like to request the Credit Card Agreement for your account(s). 
      CAPITAL ONE PRICING INFORMATION 
      Annual Percentage Rate    24.24%. 
      (APR) for Purchases 
                        This APR will vary with the market based on the Prime Rate. 
      Penalty APR and   27.24%. 
      When It Applies 
                        This APR will vary with the market based on the Prime Rate. 
                        This APR may be applied to your account if you make a late payment. 
                        How Long Will the Penalty APR Apply?: If your APRs are increased for this reason, the 
                       Penalty APR may apply inde?nitely. 
      How to Avoid Paying   Your due date is at least 25 days after the close of each billing cycle. We will not charge you 
      Interest on Purchases:   interest on purchases if you pay your entire balance by the due date each month. 
      Minimum Interest Charge  A minimum Interest Charge of $1.00 will be assessed for each billing cycle in which an Interest 
                        Charge is payable. 
      Transaction Charges  None. 
      Annual Fee  $0. 
      Transaction Fees 
      � Balance Transfer Fee None. 
      � Cash Advance Fee None. 
      � Foreign Transaction Fee None. 
      Penalty Fees 
      � Late Payment    Up to $35.
      � Over the Credit Limit Fee  None. 
      � Returned Payment Up to $25. 
     Balance Computation Method: Average Daily Balance (including new purchases)
     The �Daily Balance� of a Credit Plan is determined by taking the opening balance of the Credit Plan for that day, and adding 1) 
     any new purchase made on the Credit Plan that day, 2) the previous day�s Interest Charges, 3) any credit insurance premiums 
     or debt cancellation fees (if applicable) incurred on that day and 4) any late fees, over the credit limit fees, returned payment
     fees or other fees incurred on that day and subtracting any payments or credit applied to the Credit Plan that day. If your 
     Account is subject to a grace period during the billing cycle, payments made during that cycle will be subtracted from all Daily
     Balances in the current cycle. 
     Required Insurance, Debt Cancellation or Debt Suspension Coverage: None. 
     Disclosure of Rates: The Daily Periodic Rate which is used to determine your Interest Charges and the corresponding  
     Annual Percentage Rate, will be variable rates which may change monthly. The Daily Periodic Rate will be one-three hundred 
    sixty ?fth of the sum of the U.S. prime rate published in Money Rates table of The Wall Street Journal that is in effect on the 
    last day of the month. (�Prime Rate�), plus a �Spread� of 20.74 percentage points for the Standard Rate and a �Spread� of
    23.74 percentage points for the Penalty Rate. Any changes in the Prime Rate will take effect on the ?rst day of your billing 
     cycle beginning in the next month. 
              � 
                 Capital One Customer Agreement 
     Welcome to Capital One                  (3) You must return the Card to us or destroy it if we ask you   
     This credit card is issued by Capital One, N.A. and may be  to. 
     used at participating retail locations that accept the Card.   (4) You must take reasonable steps to prevent the   
     This Customer Agreement, including any changes to it   unauthorized use of your Card and Account. 
     (�Agreement�), contains the terms of your agreement with  (5) We may decline to authorize a transaction for any reason.   
     Capital One.                              This may occur even if the transaction would not cause
                                               you to go over your credit limit or your Account is not in 
    De?nitions 
                                               default. 
     The meanings of the terms you see in italics appear in the (6) We are not responsible for any losses you incur if we do  ? 
     Glossary section at the end of this Agreement.   not authorize a transaction. 
     As used here, �you� and �your� mean each applicant and co-  (7) We are not responsible for any losses you incur if anyone   
     applicant for the Account; any person responsible for paying    refuses to accept your Card for any reason.
     the Account; and any person responsible for complying with    (8) You must not use, or try to use, the Card for any illegal  
     this Agreement. �We�, �us�, �our� and �Capital One� mean    activity. You are responsible for any charges if you do.
     Capital One, National Association and its agents, authorized    (9) We are not liable for any losses that may result when our   
     representatives, successors and assignees.   services are unavailable due to reasons beyond  
                                               our control. 
     Account Documents 
                                             Promotional Credit Plans 
     The following documents govern your Account with us: 
                                             From time to time, we may offer one or more promotional 
     (1)     this  Agreement;
                                             Credit Plans prior to or at the time of your purchase. 
     (2)     all  Statements; 
     (3) any privacy notices;                Only certain purchases may be eligible for promotional Credit 
     (4) all disclosures and materials provided to you before or    Plans. These plans may have special repayment terms 
       when you opened your Account;         and are conditioned on your timely payment of at least the
     (5) any other documents and disclosures relating to your    required payment amount each Billing Cycle: 
       Account, including those provided online; and  (1) Waived Interest Charge Credit Plan - With this plan,  
    (6) any future changes we make to any of the above.  ?   there are no Interest Charges on your purchase for a
     Please read these carefully and keep them for   speci?ed period. 
     future reference.                       (2) Same As Cash / Monthly Payment Credit Plan - With    
     New Offers                                this plan, there are no Interest Charges on your purchase
                                               if you repay the full cash price of the purchase before the
     In the future, we may provide you with new offers that we 
                                               promotional expiration date shown on your Statement. 
     think may interest you. The terms of these offers may differ 
                                               If you do not repay in full by the promotional expiration
     from the standard terms on your Account. This Agreement 
                                               date, Interest Charges will be imposed on the promotional
     will still apply. 
                                               purchase from the purchase date. 
     Account Information 
                                             (3) Reduced Rate Credit Plan - With this plan, you will   
     We need information about you to manage your Account. 
                                               receive a reduced Annual Percentage Rate (APR) on your 
     This includes: 
                                              purchase for a speci?ed period. 
     (1) your legal name,  
                                             Authorized Users 
    (2) a valid U.S. mailing address and residential address ?  
       (if different),                       If you ask us to issue a Card to any other person, they are an
     (3) your date of birth,                 Authorized User. We may require certain information about 
    (4) your Social Security number or other government ?   them. We may limit their ability to use your Card. They may 
      identi?cation number,                  have access to certain information about your Account. You 
     (5) your telephone number(s), and       will be responsible for their use of the Account and anyone
    (6) your employment and income information.  ?   else they allow to use your Account, even if you did not want,
                                             or agree to, that use. 
     You must tell us when this information changes. We may 
     ask you for additional documents to verify any changes. We   Removing an Authorized User
     may restrict or close your Account if we cannot verify your  If you want to remove an Authorized User from your Account, 
     information, or if you do not provide it as requested.  you must contact Customer Service and request their
                                             removal. You also must immediately destroy all Cards in their 
     Credit Limits 
                                             possession and cancel any arrangements they may have set 
     When you open your Account, we will tell you your credit
                                             up on your Account. They will be able to use your Account    
     limit. We may also refer to your credit limit as your credit line. 
                                            until you have noti?ed us that you are removing them from 
     You are responsible for keeping track of your balance and your    your Account. During this time, you will still be responsible
     available credit. You must manage your Account to remain     for all amounts they charge to your Account. You will be 
     below your credit limit. We may honor transactions above your    responsible even if these amounts do not appear on your
     credit limit, but if we do, these transactions will not increase     Account until later. 
     your credit limit. You are responsible for paying for any  
                                             Authorized Users may remove themselves from your Account   
     transaction you make above your credit limit. 
                                             upon request. We reserve the right to remove them from   
     We may also increase, decrease, restrict or cancel your credit    your Account for any reason. To remove them from your 
     limit at any time. This will not affect your obligation to pay us.   Account, we may close your existing Account and issue a 
                                             new Card with a new Account number. 
     Using Your Account
     (1) This Agreement applies whether or not you use your     Your Promise to Pay
       Card or Account. It will continue to apply even after your  You promise to pay us all amounts due on your Account. 
       Account is closed, as long as you have a balance.  This includes amounts where you did not sign a purchase
     (2) You must sign the Card immediately when you receive it.     slip or other documents for the transaction. We will treat 
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     transactions made without presenting your actual Card (such We will generally treat Fees as purchase transactions
     as for mail, telephone, Internet or mobile device purchases) unless otherwise speci?ed below. These Fees apply to your
     the same as if you used the Card in person. If you let  Account only if your Truth-in-Lending Disclosures provide for
     someone else use your Card, you are responsible for all  them. We may increase your Interest Charges and Fees as 
     transactions that person makes.         described in the Changes to Your Agreement section or in 
                                             your Truth-in-Lending Disclosures. 
     Statements 
     We will generally send or make available to you one   Late Payment Fee
     Statement for all Cards on your Account at the end of each   We may charge you this Fee if we do not receive your
     Billing Cycle. Under certain circumstances, the law may not  payment as instructed on your Statement by the payment due
     require us to send or make available to you a Statement, or   date. 
     may prohibit us from doing so. 
                                             Returned Payment Fee
     Disputed Transactions                   We may charge you this Fee each time your ?nancial ? 
     You must inspect each Statement you receive. Tell us about   institution for any reason rejects a payment you make to us. 
     any errors, or questions you have, as described in the �Billing
                                             Minimum Payment
    Rights Summary� on your Statement and other Truth-in-
                                             You must pay us at least the minimum payment due by the 
     Lending Disclosures. If you do not notify us of an error, we 
                                             payment due date. The minimum payment for your Account 
     will assume that all information on the Statement is correct. 
                                             includes the minimum payment due on each Credit Plan. 
     If we credit your Account for all or part of a disputed  Your Statement will tell you: 
     transaction, you give us all of your rights against others
                                             (1) the minimum payment due,  
     regarding that transaction. You will also: 
                                             (2) your new balance,  
     (1) give us any information about the disputed transaction, if    (3) the payment due date and  
       we ask;                               (4) an explanation of when the payment must reach us for us  
     (2) not pursue any claim or reimbursement of the transaction    to consider it received as of that date. 
       amount from the merchant or any other person; and
                                             Returns and other credits to your Account will reduce your
     (3) help us get reimbursement from others.   
                                             Account balance, but they will not change your minimum 
     No Warranties                           payment amount. 
     We are not responsible for any claim you may have regarding 
                                             In addition to the minimum payment, you may pay all or part  
     the purchase of goods or services made with your Card   
                                             of the total balance on your Account. But, you must still pay at  
    beyond your rights described in the �Billing Rights Summary� 
                                             least the minimum payment amount each month, even if you  
     on your Statement. 
                                             paid more than the minimum payment due on the previous  
     Lost or Stolen Card                     Statement. We will continue to charge Interest Charges during  
     If your Card is lost or stolen or if you think someone else  Billing Cycles when you carry a balance regardless of whether   
     may be using your Card or Account number without your  your Statement includes a minimum payment that is due. If   
    permission, you must contact Customer Service immediately.   your Account is 180 days past due, is part of a bankruptcy  
     You will not be responsible for transactions on your Account     proceeding, or is otherwise charged off, the total balance is  
    that we ?nd are unauthorized.            immediately due and payable. 
     If we reimburse you for unauthorized transactions, you will  Making Payments
     help us investigate, pursue and get reimbursement from the Your payment must be made in U.S. dollars from a U.S. 
     wrongdoer. Your help includes giving us documents in a form   deposit account in a form acceptable to us. We do not 
     that we request.                        accept cash payments through the mail. You may not make 
                                             payments with funds from your Account or any other credit
     Interest Charges and Fees
                                             account with us or any other company in the Capital One
     We will charge Interest Charges and Fees to your Account   
                                             organization. You must send mailed payments to us as 
     as disclosed on your Statement and other Truth-in-Lending 
                                             instructed on your Statement, unless we tell you otherwise.    
     Disclosures. In general, Interest Charges begin to accrue
     from the date of a purchase. However, we will not charge you     Other Payment Services
     interest on any new purchases posted to your Account if you  We may make services available that allow you to make 
     paid the total balance of your Account in full by the due date   faster or recurring payments online or by telephone. We 
     on your Statement each month.           will describe the terms for using these services and any
                                             applicable Fee before you use them. You do not have to use 
    If you have a Same as Cash, Waived Interest Charge or 
                                             these other payment services. 
     Reduced Rate Credit Plan balance and the promotional
     period does not expire before your payment due date, we We are not responsible if your ?nancial institution rejects a 
     will exclude that promotional plan balance from the amount  payment made using our payment services. 
     you must pay in full to avoid Interest Charges on new non-
                                             If you ask someone else to make a payment for you, we
     promotional purchases. However, you must still make any 
                                             may provide that person with limited Account information 
     required payment on that excluded promotional balance.
                                             necessary to set up and process that payment. We may also 
     Additionally, during the last two full Billing Cycles prior to
                                             refuse to accept that payment. If we do accept it, you will be
    expiration of any Same as Cash Credit Plan, in order to 
                                            responsible for that payment even if a ?nancial institution
     continue to avoid interest on new non-promotional purchases
                                             rejects it. 
     you must also add payment in full of any such remaining
    Same as Cash Credit Plan balance.        Payment Processing
                                             We may accept and process payments without losing any  
    For Same as Cash plans, we will not charge you interest on ? 
                                             of our rights. We may delay the availability of credit until we  
     your promotional purchase if you repay the full amount of the  
                                            con?rm that your payment has cleared. This may happen even ? 
     purchase before the expiration date shown on your Statement. 
                                             if we credit your payment to your Account. We may resubmit  
     If you do not repay the promotional purchase in full by the  
                                             and collect returned payments electronically. If necessary, we  
     expiration date, Interest Charges will be imposed on the  
                                             may adjust your Account to correct errors, process returned  
     promotional purchase from the date of the purchase. 
                                             and reversed payments and handle similar issues. 
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     When you send us an Item as payment, you authorize us to  If you are in default, we may take certain actions with respect 
     make a one-time electronic fund transfer from your deposit  to your Account. For example, depending on the default, we
     account. You also authorize us to process the payment as an   may take the following actions, without notifying you, unless
     Item. We may withdraw the funds from your deposit account   the law says that we must give you notice: 
     as early as the same day we receive your payment. You will 
                                             (1) charge you Fees, or change the APRs and Fees on your  
     not receive your Item back from your bank. We will provide 
                                               Account, if provided in your Truth-in-Lending Disclosures; 
     additional information about this process on your Statement. 
                                             (2) close or suspend your Account;   
     We may use the information from an Item to create an   (3) lower your credit limit(s);  
     electronic image. We may collect and return the image   (4) demand that you immediately pay the total balance owing   
     electronically. This electronic image may also be converted   on your Account; 
     to a substitute check and may be processed in the same way  (5) continue to charge you Interest Charges and Fees as long  
     we would process an Item. We will not be responsible if an   as your balance remains outstanding; and/or
     Item you provide has physical features that when imaged (6) ?le a lawsuit against you, or pursue another action that is ? 
     result in it not being processed as you intended.  not prohibited by law. If we ?le a lawsuit, you agree to pay 
                                               our court costs, expenses and attorney fees, unless the
     How We Apply Your Payments
                                               law does not allow us to collect these amounts. 
     In each Billing Cycle, we generally apply payments up to your
     minimum payment amount to satisfy the minimum payment  Communications 
     due on each Credit Plan, ?rst to the lowest APR Credit Plan     You agree that we may communicate with you by mail, 
     balance and then to higher APR Credit Plan balances. We   telephone, email, fax, prerecorded message, automated
     apply any part of your payment exceeding your minimum  voice, text message or other means allowed by law regarding 
     payment to the balance with the highest APR and then to   your Account.   
     balances with lower APRs. We do this based on the APRs in 
                                             You agree that we may contact you at any telephone number  
     effect and balances owed on the day your preceding Billing
                                             (including a mobile telephone number that you provide us),  
     Cycle ended. 
                                             and use an automated telephone dialing system or similar  
     If your Account has a Same as Cash Credit Plan balance, we   device to do so.  You agree that we may monitor or record any    
     will treat that balance as having a 0% APR for this purpose,   conversation or other communication with you. 
     until the last two Billing Cycles of the promotional period.
                                             Credit Reports
     During the last two full Billing Cycles of the promotional
                                             We may report information about your Account to credit 
     period, we will apply payments exceeding the minimum
                                             bureaus and others. Late payments, missed payments or
    payment to the Same as Cash Credit Plan(s) that is expiring,
                                             other defaults on your Account may be re?ected in your credit
     in the order of expiration date. 
                                             report. Information we provide may appear on your and the
     Items with Restrictive Words, Conditions,     Authorized Users� credit reports. 
     or Instructions 
                                             If you believe that we have reported inaccurate information
     You must mail all Items bearing restrictive words, conditions,
                                             about your Account to a credit bureau or other consumer 
     limitations or special instructions to: 
                                             reporting agency, notify us in writing at Attn: Credit Bureau 
     Capital One                            Disputes, 3455 Hwy 80 West, Jackson, MS 39209. When 
     PO Box 1330                            you write, tell us the speci?c information that you believe is
     Charlotte, NC 28201-1330                incorrect and why you believe it is incorrect. 
     This includes Items marked �Paid in Full� or similar language.  We may obtain and use credit, income and other information 
     This also includes all accompanying communications.   about you from credit bureaus and others as the law allows. 
     If you make such a payment or send any accompanying  Closing or Suspending Your Account
     communications to any other address, we may reject it and You may contact Customer Service to ask us to close   
     return it to you. We may also accept it and process it without     your Account. 
     losing any of our rights. 
                                             We may close or suspend your Account at any time and for  
     Credit Balances                         any reason permitted by law, even if you are not in default. 
     We may reject and return any payment that creates or adds 
                                             If we close or suspend your Account for any reason,   
     to a credit balance on your Account. Any credit balance we 
                                             you must stop using your Card. You must also cancel all 
    allow will not be available until we con?rm that your payment
                                             billing arrangements set up on the Account. If we close or 
     has cleared. We may reduce the amount of any credit 
                                             permanently suspend your Account, you must return or
     balance by any new charges. You may write to the address 
                                             destroy all Cards. You must still pay us all amounts you owe 
     provided on your Statement or call Customer Service to 
                                             on the Account. 
     request a refund of any available credit balance.    
                                             Changes to Your Agreement
     Account Default 
                                             At any time, we may add, delete or change any term of this
     You will be in default if: 
                                             Agreement, unless the law prohibits us from doing so. We 
     (1) you do not make any payment when it is due;    will give you notice of any changes as required by law. We 
     (2) any payment you make is rejected, not paid or cannot be    may notify you of changes on your Statement or in a separate
       processed;                            notice. Our notice will tell you when and how the changes will
     (3) you exceed a credit limit;          take effect. The notice will describe any rights you have in 
    (4) you ?le or become the subject of a bankruptcy or ?   connection with the changes. 
       insolvency proceeding;
                                             Your variable APRs (if applicable) can go up or down as the 
     (5) you are unable or unwilling to repay your obligations,  
                                             index for the rate goes up or down. If we increase your APRs 
       including upon death or legally declared incapacity;
                                             for any other reason, or if we change your Fees or other 
    (6) we determine that you made a false, incomplete or ? 
                                             terms of your Account, we will notify you as required by law. 
       misleading statement to us, or you otherwise tried to
       defraud us; or                        The Law That Applies to Your Agreement
     (7) you do not comply with any term of this Agreement or any     We make decisions to grant credit and issue you a Card   
       other agreement with us.             from our of?ces in Virginia. This Agreement is governed by 
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    applicable federal law and by Virginia law. If any part of this   � �Card� means any Capital One credit card associated with  
     Agreement is unenforceable, the remaining parts will remain  your Account. This includes all renewals and substitutions. It
     in effect.                               also means any  
                                              other access device for your Account we give you that
     Waiver 
                                              allows you to obtain credit, including any Account number.
     We will not lose any of our rights if we delay or choose not 
     to take any action for any reason. We may waive our right   � �Credit Plans� mean the different parts of your Account we  
     without notifying you. For example, we may waive your  may establish that are subject to unique APRs, pricing or
     Interest Charges or Fees without notifying you and without  other terms. The sum of your Credit Plan balances equals
     losing our right to charge them in the future.   your total Account balance.
     Assignment                              � �Fees� mean charges imposed on your Account not based  
    This Agreement will be binding on, and bene?t, any of your   on the Annual Percentage Rates.
     and our successors and assigns. You may not sell, assign   � �Interest Charges� mean any charges to your Account   
     or transfer your Account or this Agreement to someone else   based on the application of Annual Percentage Rates.
     without our written permission. 
                                             � �Item� means a check, draft, money order or other  
     We may sell, assign or transfer your Account and this   negotiable instrument you use to pay your Account. This
     Agreement without your permission and without prior notice  includes any image of these instruments. This does not
     to you. Any assignee or assignees will take our place under   include an Access Check.
     this Agreement. You must pay them and perform all of your 
                                             � �Statement� means a document showing important  
     obligations to them and not us. If you pay us after we notify
                                              Account information, including all transactions billed to your
     you that we have transferred your Account or this Agreement, 
                                              Account during a Billing Cycle and information about what
     we can return the payment to you, forward the payment to the
                                              you must pay. We may also refer to your Statement as a
     assignee or handle it in another way that is reasonable. 
                                              �Periodic Statement� or a �Billing Statement�.
     Glossary
                                             � �Truth-in-Lending Disclosures� means disclosures that  
     � �Account� means your Card Account with us.   
                                              the federal Truth in Lending Act and Regulation Z require for
     � �Authorized User� means a person who may use the Card     any Account. This includes your application and solicitation
      but is not responsible for the repayment of the Account.  disclosures, Account opening disclosures, subsequent
                                              disclosures, Statements and change in terms notices.
     �  �Billing Cycle� means the period of time re?ected   ? 
      on a Statement. This period may vary in length, but is  
      approximately 30 days. You will have a Billing Cycle even if a  
      Statement is not required. We will often specify a Billing Cycle   
      by the month in which its closing date occurs. For example,  
     a �March Billing Cycle� will have a closing date in March. We ? 
      may also refer to a Billing Cycle as a �Billing Period�. If your  
      Account balance has charged off, we may switch to quarterly  
      Billing Cycles for your Account.
                                       � 2015 Capital One
 
                                 Capital One is a federally registered service mark.
   
     BR262480  M-111184                     4