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                FIFTH THIRD BANK CARD AGREEMENT for World Elite MasterCard  Credit Card
    WRLDTERM 653412                   August 18, 2010
    This Agreement governs the terms and conditions of your Account. You should retain   International Transaction Fee: A fee imposed for each Transaction outside of the U.S. 
    and carefully review this entire Agreement. You and we agree as follows: or in a foreign currency.
                                            MasterCard: MasterCard International.
    We give this Agreement to our customers when they are approved for an Account, or when they  Minimum Amount Due: The minimum amount you must pay by the Payment Due Date 
    request it. By opening an Account and making Transactions, you agree to use this Account only  shown on the front of your Account Statement.
    for personal, family or household purposes and to comply with this entire Agreement. Unless  Monthly Periodic Rate: The periodic rate that applies to certain Transactions calculated 
    otherwise speci?ed, the words you, your and yours mean anyone who applied to us for  on a monthly basis.
    an Account and whose application we have approved, and who uses the Account with your 
                                            New Balance: The new balance on your Account shown on the front of your 
    permission. The words we, our, us and Fifth Third mean Fifth Third Bank and its 
                                              Account Statement.
    successors and assigns.
                                            Non-Revolving Credit Line: The amount of your credit line over your Revolving 
                                              Credit Line.
    DEFINITIONS
                                            Payment Address: The remittance address indicated on the front of your 
    AAA: The American Arbitration Association. Account Statement.
    AAA Rules: The AAA Rules and Procedures. Payment Due Date: The date shown on the front of your Account Statement by which 
    Account: Unless the context provides otherwise, your credit card account that  we must receive payment for the Billing Cycle.
      you can access with your Card.        PIN: Personal identi?cation number.
    Account Statement: The periodic statement we mail to you in connection  POS: Point of sale.
      with your Account.
                                            Purchase: A purchase or lease of goods or services made with your Card or your Account.
    Agreement: This Fifth Third Bank Card Agreement for World Elite MasterCard Credit Card.
                                            Ready Reserve: An optional feature of your Account whereby you may link a checking 
    Applicable Law: At any time, any applicable (a) federal, state or local statutes, regulations,  account to your Account to cover overdrafts on the checking account.
      licensing requirements, regulatory bulletins or guidance, regulatory examinations, 
                                            Revolving Credit Line: The amount of your Account balance that you are permitted 
      agreements or orders, (b) rule, regulation, restriction, requirement or contractual term  
                                              to pay over time.
      of MasterCard or other card network, and (c) judicial or administrative interpretations  
      of any of the foregoing.              Total Amount of Extended Credit: Your Revolving Credit Line and your Non-Revolving 
                                              Credit Line.
    APR: Annual percentage rate.
                                            Transaction: A Purchase or a Cash Advance.
    ATM: Automated teller machine.
                                            U.S.: United States.
    Bank Account: If you use your Card as an ATM card, your savings or checking account 
      that you maintain with us primarily for personal, household or family purposes and designate  Visa: Visa International.
      for use with your Card.               WSJ Prime Rate: The highest prime rate published in the �Money Rates� section of the 
    Billing Cycle: Time periods we use to manage your Account; each Billing Cycle  online version of The Wall Street Journal.
      is approximately one month long.
    Business Day: Monday through Friday, excluding holidays. HOW TO USE YOUR CARD AND ACCESS YOUR ACCOUNT
    Card: Unless the context provides otherwise, each World Elite MasterCard credit card that  1. Card Transactions, Purchases and Cash Advances.  
      we issue on your Account.
                                            You may use your Account and your Card to make a Purchase or obtain a Cash  
    Cash Advance: A transaction in which you (a) use your Card to get cash from an ATM;  Advance by presenting your Card or your Account number to participating merchants  
      (b) present your Card to any bank or other person that accepts the Card to get cash   and establishments where the Card is honored. We will also treat as a Cash Advance any 
      or cash-like equivalents (for example, money orders, traveler�s checks or other payment  transaction using Ready Reserve.  
      instruments) from your Account; (c) use a Convenience Check or access Ready Reserve,  
      or (d) use your Card or your Account number to make a person-to-person transfer  
      conducted through the Internet or otherwise.  You may also use your Card to transfer balances from other creditors, to make other 
                                            transactions by means of balance transfer coupons or checks, or for any other transactions  
    Claim: Any claim, dispute or controversy between you and us arising from or relating 
                                            that we encourage you to make through an introductory or promotional offer, in accordance 
      to this Agreement, any prior agreement that you may have had with us or the relationships 
                                            with the additional terms and conditions that we may offer from time to time. Unless we tell 
      resulting from the Agreement or any prior agreement, including the validity, enforceability  
                                            you otherwise, we will also treat any such balance transfer or other transaction as a Purchase. 
      or scope of this provision, the Agreement or any prior agreement. Claim includes claims  
      of every kind and nature, including but not limited to initial claims, counterclaims,  
      cross-claims and third-party claims and claims based upon contract, tort, fraud and   You agree that any debt incurred using your Account or your Card is valid, regardless  
      other intentional torts, statute, common law and equity. The term Claim is to be given   of the purpose of the Transaction.
      the broadest possible meaning and includes, by way of example and without limitation,  
      any claim, dispute or controversy that arises from or relates to (a) the Account created  
                                            Purchases from a merchant that are directly convertible to cash (sometimes called �quasi-cash� 
      by the Agreement or any prior agreement or any balances on the Account,  
                                            transactions), such as purchases of casino gaming chips, money orders, wire transfer services, 
      (b) advertisements, promotions or oral or written statements related to the Account  
                                            travelers cheques or foreign currency, may not be permitted with your Card. You may not use 
      or the terms of ?nancing, and (c) your use of the Account.
                                            your Card or your Account for any illegal transaction or any gambling transaction. We reserve  
    Convenience Check: A check that may be used to access your Account.
                                            the right to decline any such transaction without notice.
    Credit Insurance/Debt Protection Plan: An optional credit insurance and/or debt 
      protection product that may be made available to you for purchase.
                                            Unless prohibited by Applicable Law, we may, from time to time, limit the type, number  
    Current Billing Cycle: A Billing Cycle that just ended.
                                            and dollar amounts of any Transactions, even if you have suf?cient available credit. We may 
    EFT: Electronic funds transfer.         also terminate or suspend your use of your Account and Card and access to your Account 
    FAA: Federal Arbitration Act.           without notice unless prohibited by Applicable Law.
    Foreign Transaction: A Transaction that occurs or is submitted to us from outside the 
      United States or in a foreign currency.
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    2. Credit Limit.                        business �Debit MasterCard BusinessCard�, �MasterCard BusinessCard�, �Debit MasterCard 
    Your Card allows you to pay your Account balance in full each month or pay a portion   Professional Card� and �MasterCard Professional Card�; outside the U.S. region; or if a PIN 
    of your Account balance over time. There is no preset spending limit on your Account. No   is used as the cardholder veri?cation method for the unauthorized transaction(s). Cardholder 
    preset spending limit does not mean unlimited spending. Your Revolving Credit Line will be  must meet these three conditions: 1. The cardholder must have exercised reasonable care in 
    disclosed in the document that accompanies your Card and on your Account Statements.  safeguarding his or her card from risk of loss or theft; 2. The cardholder must not have reported 
                                            two or more incidents of unauthorized use within the preceding 12 months; 3. The account 
                                            must be in good standing. Visit MasterCard�s Zero Liability link at www.mastercard.com.
    We will not disclose your Non-Revolving Credit Line; rather, we will evaluate each charge  
    that causes your Account balance to exceed your Revolving Credit Line based on a variety  
    of factors, including your Account spending and history, your experience with us and other  6. Third-Party Claims or Defenses. We are not responsible if a third party refuses 
    creditors and information we obtain from credit bureaus. Subject to Applicable Law, we may  to accept or honor your Card or Account, even if you have suf?cient available credit. Except  
    refuse to authorize or accept any Transaction on your Account or Card at any time as described  as required by Applicable Law, we will not be responsible for any claim or defense you may 
    in this Agreement. We may also from time to time and in our sole discretion change your  have against any third party that arises out of or in connection with any Transaction with your 
    Revolving Credit Line, reduce your Revolving Credit Line to $0 and close your Account; limit   Account or Card or any services or goods or other property purchased or leased using your 
    the number or amount of Transactions on your Account based on an evaluation of various  Account or Card.
    factors; or refuse or limit your access to your Non-Revolving Credit Line. We will promptly  
    notify you in the event we decide to reduce your Revolving Credit Line. 
                                            PAYING YOUR BILLS
                                            7. Periodic Account Statements. Except as otherwise stated in this Agreement, we will 
    Your Account Statement may also show that only a portion of your Revolving Credit Line   send you an Account Statement. Unless you make other arrangements with us, your Account 
    may be used for Cash Advances. Cash Advances, including Convenience Checks and Ready  Statement will be mailed to you by regular mail to your address as it appears on our records.
    Reserve transactions, are charged against the cash portion of your Revolving Credit Line.  
    Unless we inform you otherwise, your Cash Advance credit limit will be up to 50% of your 
                                            We will send your Account Statement for each Billing Cycle at the end of which your Account 
    Revolving Credit Line.
                                            has a debit or credit balance in excess of $1.00 or on which a ?nance charge has been 
                                            imposed. Generally, you will receive 12 Account Statements each year your Account is open.  
    3. Convenience Checks. We may issue Convenience Checks to you, which may be used  We will not send your Account Statement if (a) we deem your Account uncollectible,  
    to access your Account. We will treat any Convenience Check issued to you that we pay as   (b) delinquency collection proceedings have been instituted, or (c) for any other reason 
    a Cash Advance (except for a Convenience Check issued to you as part of a promotional offer  permitted by Applicable Law.
    which, unless we tell you otherwise, will be treated as a Purchase), and we will deduct  
                                            8. Payments. Your payment is due on or before the Payment Due Date shown on your 
    the amount of the Convenience Check from your Cash Advance credit limit. Each Convenience 
                                            Account Statement. You must pay at least the Minimum Amount Due shown on your Account 
    Check must be denominated in U.S. dollars and completed and signed by you in the same 
                                            Statement on a monthly basis, which will be the greatest of (a) 2% of the New Balance, 
    manner as a personal check. If we provide you with Convenience Checks for your Account,  
                                            (b) 0.5% of the New Balance plus total billed ?nance charges and any fees, or (c) $25.00. 
    you may not use them to pay any amount you owe on your Account. You may not request,  
                                            Any New Balance less than $25 is payable in full. The Minimum Amount Due shown on your 
    and we will not honor, a stop payment on any Convenience Check. We reserve the right to 
                                            Account Statement will also include any amount past due and any amount by which your 
    return any Convenience Check unpaid if (a) the amount of the Convenience Check exceeds 
                                            Account exceeds its credit limit. You agree to make all payments by check or other negotiable 
    your Cash Advance credit limit; (b) your Account is not in good standing or you are otherwise 
                                            instrument drawn on a U.S. branch of a ?nancial institution located in the U.S. or by money 
    in default of this Agreement; (c) your Card or Convenience Checks have been reported lost or 
                                            order. Payments must be denominated in U.S. dollars.
    stolen or your Account may have been subject to unauthorized use; (d) you use a Convenience 
    Check to pay any amount you owe on your Account; or (e) for any other reason. We will not  
    be liable if we choose to return any Convenience Check unpaid. All payments submitted by mail, except disputed payments, must be mailed or delivered to  
                                            us at the Payment Address. Any payments received after 5:00 p.m. Eastern Time on any 
                                            Business Day will be credited on the next Business Day. Credit to your Account may be delayed 
    LOST CARDS, UNAUTHORIZED USE OF ACCOUNT OR CARD AND OTHER 
                                            for up to 5 days if the payment is (a) not received at the Payment Address, (b) not made in 
    CONCERNS
                                            U.S. dollars drawn on a U.S. branch of a ?nancial institution located in the U.S. or by money 
    4. Unauthorized Use of Your Account or Card. If you notice the loss or theft of your  order, or (c) not accompanied by the top portion of your Account Statement. Delayed crediting 
    Card or a possible unauthorized use of your Card or Account, you should write to us immediately  may cause you to incur additional fees and ?nance charges. (You understand that payments 
    at: Fifth Third Bank, MD 1MOC2G, 38 Fountain Square Plaza, Cincinnati, Ohio 45263 or call   submitted by mail may not be made, and may not be deemed received by us, at any location 
    us at: 1-800-782-0279. We may still require you to provide notice in writing. other than the Payment Address.) All credits for payments to your Account are subject to ?nal 
                                            payment by the institution on which the item of payment was drawn.
    YOU SHOULD NEVER WRITE YOUR PIN ON YOUR CARD OR KEEP ANY WRITTEN RECORD 
    OF YOUR PIN ON ANY MATERIAL THAT IS KEPT WITH YOUR CARD. If there is any loss, theft  Although we may post payments as of the date we receive them, your Revolving Credit  
    or possible unauthorized use of your Account or Card, we may require you to provide us  Line may not be restored for up to 7 days after we receive your payment. If the Minimum 
    information in writing or other assistance to help us ?nd out what happened. We may also  Amount Due is to be automatically deducted from your checking or savings account with us, you 
    require you to comply with certain procedures in connection with our investigation. Unless  agree to have on deposit in that account on the Payment Due Date available funds equal  
    prohibited by Applicable Law, we will deem any such use as having been authorized by you,  to the Minimum Amount Due.
    and you will be liable for the amount of any Transactions plus ?nance charges and fees and 
    other charges incurred with any such use, if you fail to provide us with any such information 
                                            Payments on your Account that exceed the Minimum Amount Due will be allocated ?rst  
    or assistance or to comply with such procedures. Unauthorized Card or Account use does not 
                                            to the Account balance with the highest APR, and then to each consecutive Account balance 
    include use of your Card or your Account by any person you have authorized to use your  
                                            bearing the next highest APR, at the time payment is posted to your Account. Payments  
    Card or Account. 
                                            on your Account that do not exceed the Minimum Amount Due will be applied in the following 
                                            order: ?nance charges, fees, any applicable installment balance minimum amount due that  
    5. Limitation of Your Liability. You will not be liable for any unauthorized use that  is calculated separately from the Minimum Amount Due, the Account balance with the lowest 
    occurs after you notify us. You may, however, be liable for unauthorized use that occurs before  APR, then to each consecutive Account balance bearing the next lowest APR at the time 
    your notice to us. In any case, your liability will not exceed $50. You will have no liability  payment is posted to your Account.
    for unauthorized use of your Card for transactions if (a) you have exercised reasonable care 
    in safeguarding the Card from risk of loss or theft; (b) you have not reported two or more 
                                            We may, in our sole discretion, offer you the ability to make your payments on an expedited 
    incidents of unauthorized use to us in the preceding 12 months; and (c) your Account is in good 
                                            basis. When you authorize us to process an expedited payment to your Account, we may 
    standing. This section does not apply when a PIN is used as your identi?cation method.
                                            charge you a fee. The amount of the fee will be disclosed to you at the time of the payment. 
                                            We are not responsible if your ?nancial institution dishonors an expedited payment for any 
    Zero liability does not apply to MasterCard-branded cards issued to an entity other than a  reason, and we will retain the fee in those circumstances. 
    natural person; primarily for business, commercial or agricultural purposes, except small 
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    9. Prepayment. You may pay without penalty any portion of the entire New Balance  (e) Penalty APR for Other Default. Subject to Applicable Law, we reserve the right to increase 
    or more than your Minimum Amount Due before the Payment Due Date. You understand that  the APR to 24.99% (corresponding Monthly Periodic Rate of 2.0825%) on all new 
    by making a prepayment, the total amount you owe us will be reduced but that you must pay  Transactions on your Account that occur more than 14 days after we send you notice of the 
    the Minimum Payment Due in successive Billing Cycles as re?ected in your Account Statement.  increased APR each time (i) we receive a Minimum Amount Due after its Payment Due Date but 
                                            before 60 days after its Payment Due Date; or (ii) (A) a check, similar instrument or electronic 
                                            payment order that you have used for payment on your Account has been returned to us unpaid 
    DETERMINATION OF FINANCE CHARGES
                                            for any reason, (B) we must return a check or other instrument because it is not signed  
    10. Monthly Periodic Rate. We determine the Monthly Periodic Rate by dividing  or is otherwise incomplete, or (C) a Convenience Check used to access your Account is not 
    the applicable APR by 12.               honored for any reason. Once you become subject to this penalty APR, we may change your 
                                            APR back to the respective APRs in effect for your Account (not including any promotional APR), 
                                            but only if you bring your Account current, and then for six (6) consecutive Billing Cycles, you 
    11. Minimum Finance Charge. If you incur ?nance charges in any Billing Cycle that total 
                                            pay at least the Minimum Amount Due by the Payment Due Date. Any other variable or ?xed 
    less than $1.00, the ?nance charge that will be charged to your Account is $1.00. 
                                            APR that would otherwise apply to new Account balances will change to this penalty APR.
    12. APR. 
                                            13. Balance Subject to Finance Charge and Finance Charges.
    (a) Purchases and Cash Advances. 
                                            (a) Balance Subject to Finance Charge. We will treat all fees (including Credit Insurance/
    APR for Purchases. Documents accompanying your Card, which are incorporated  Debt Protection Plan fees but excluding Cash Advance fees) as Purchases for the purpose of 
    by reference into this Agreement, disclose the APR for Purchases in effect when your Account   computing the average daily balance for Purchases. We will treat Cash Advance fees as Cash 
    is opened.                              Advances for the purpose of computing the average daily balance for Cash Advances. We 
    Variable APR for Purchases. If the APR for Purchases is a variable rate based  calculate the balances of Purchases that are subject to a ?nance charge separately, based on 
    on the WSJ Prime Rate plus a margin, we will calculate the rate monthly by adding  the average daily balance of those Purchases in the Current Billing Cycle. We calculate the 
    the applicable margin for those Transactions to the WSJ Prime Rate. (A �margin�  balance of Cash Advances that is subject to a ?nance charge separately, based on the average 
    is the percentage we add to the WSJ Prime Rate to calculate the APR.) This APR may vary  daily balance of those Cash Advances in the Current Billing Cycle. To determine the average 
    (increase and decrease), but will not exceed 24.99% (corresponding Monthly Periodic Rate  daily balance for each type of Transaction (that is, Purchases and Cash Advances) during the 
    of 2.0825%). Any increase or decrease in the WSJ Prime Rate will result in an increase  Current Billing Cycle, we take the beginning balance of each type of Transaction each day, add 
    or decrease in your Monthly Periodic Rate and the APR, and as a result, the ?nance charge   any new Transactions of that type, and subtract any payments or credits applied to that type 
    and the Minimum Amount Due will change and may result in a smaller part of your payment  of Transaction that day. This gives us the daily balance for that type of Transaction. The daily 
    being applied to reduce principal. We determine the WSJ Prime Rate two days prior to the  balance for each type of Transaction is considered to be $0 for any day on which those portions 
    closing date of your Billing Cycle. Changes to the Monthly Periodic Rate and corresponding APR  of your Account have a credit balance. Then, we add all of the daily balances for the Current 
    for Purchases will be applied to your existing Account balance and to subsequent Transactions  Billing Cycle and divide the total by the number of days in the Current Billing Cycle. This gives 
    effective as of the ?rst day of the Billing Cycle in which we determine the interest rate. If The  us an average daily balance of each type of Transaction for your Current Billing Cycle. 
    Wall Street Journal does not publish the prime rate, or if it changes the de?nition of prime rate,  (b) Finance Charges. No ?nance charges (other than International Transaction Fees) 
    we may, at our sole discretion, substitute another index. will be imposed on Purchases if you pay in full the New Balance shown on the Account 
                                            Statement for your Current Billing Cycle by the Payment Due Date. If you have not done  
                                            so, a ?nance charge will accrue from the transaction date on Purchases at the applicable APR  
    APR for Cash Advances. The APR for Cash Advances will be 24.99% (corresponding 
                                            for Purchases until the date payment in full is posted to your Account.
    Monthly Periodic Rate of 2.0825%).
                                            A ?nance charge will be imposed on Cash Advances from the Transaction date and included  
    (b) Changes to Rates. Subject to Applicable Law, we may change the Monthly Periodic Rate 
                                            in the average daily balance of Cash Advances at the applicable APR for Cash Advances until  
    and corresponding APR for Purchases and Cash Advances if you are in default of this Agreement, 
                                            the date payment in full is posted to your Account. There is no grace period or time period 
    or if we, in our sole discretion and from time to time, decide to take such action. (Please see 
                                            within which to pay and avoid a ?nance charge on Cash Advances.
    the sections of this Agreement entitled �Penalty APR for Payments Late by 60 Days or More,� 
    �Penalty APR for Other Default,� �Changes to this Agreement� and �Default.�)
    (c) Introductory Purchase, Balance Transfer and Promotional APR Offers. At our discretion,  The total ?nance charge for a Billing Cycle is the sum of the ?nance charges for Purchases  
    we may offer you an introductory or promotional APR for all or a part of your Transactions.   and Cash Advances. To compute the periodic rate portion of ?nance charges for your  
    For example, we may offer you a promotional APR to encourage speci?c transactions, such   Current Billing Cycle, we multiply the average daily balance of each type of your Transactions  
    as transferring balances from accounts you have with others, or an introductory APR   in the Current Billing Cycle by the applicable Monthly Periodic Rates for that cycle. Fees for Cash 
    for Purchases when you open an Account. The period of time for which the introductory   Advances and International Transactions, if any, are added to and included in the total ?nance 
    or promotional APR applies may be limited. Any introductory or promotional APR offer will   charges for your Current Billing Cycle.
    be subject to the terms of the offer and this Agreement. 
    If applicable, we will disclose information regarding any introductory or promotional APRs   14. Fees.
    and the period of time during which they are in effect in the document that accompanies your 
                                            Balance Transfer Fee. Unless your offer indicates otherwise, we will assess a ?nance 
    Card or in materials we send you about the offer after you obtain your Card. If (i) we receive 
                                            charge in the form of a balance transfer fee equal to the greater of $5.00 or 4% of the 
    a Minimum Amount Due after its Payment Due Date; or (ii) (A) a check, similar instrument or 
                                            total dollar amount of the balance you are transferring from another account to your Account.
    electronic payment order that you have used for payment on your Account has been returned 
    to us unpaid for any reason, (B) we must return a check or other instrument because it is not  Annual Fee. Your Card has an annual fee of $300. The annual fee is waived 
    signed or is otherwise incomplete, or (C) a Convenience Check used to access your Account is  if you are a Fifth Third Private Bank client.
    not honored for any reason, we may adjust the APR to the APR then in effect or the penalty  Cash Advance Fee. We will assess a ?nance charge in the form of a Cash Advance fee 
    APR, as applicable.                     equal to the greater of $5 or 4% of the total dollar amount advanced for each Cash Advance 
    (d) Penalty APR for Payments Late by 60 Days or More. Subject to Applicable Law, we  on your Account.
    reserve the right to increase the APR to 24.99% (corresponding Monthly Periodic Rate of  Late Payment Fee. If we do not receive the Minimum Amount Due by the Payment Due 
    2.0825%) on all new and outstanding Account balances each time we do not receive at least  Date, there is a late payment fee of $25. Any subsequent late fees will be $35 until you make 
    the Minimum Amount Due within 60 days of its Payment Due Date, including when we do not  your required Minimum Amount Due by the Payment Due Date for six consecutive Billing Cycles.  
    receive the Minimum Amount Due because a check, similar instrument or electronic payment  In any event, the late payment fee will not be greater than your Minimum Amount Due for the 
    order that we receive as payment on your Account has been returned to us unpaid for any  Billing Cycle for which your payment was late.
    reason, or we must return a check or other instrument because it is not signed or is otherwise 
                                            International Transaction Fee. There is a ?nance charge in the form of a transaction 
    incomplete. Once you become subject to this penalty APR, we may change your APR for 
                                            fee equal to 3% of the U.S. dollar amount of each Foreign Transaction. This fee will be in 
    outstanding balances back to the respective APRs in effect for your Account (not including any 
                                            addition to any other applicable transaction fees.
    promotional APR), but only if you bring your Account current and then, for six (6) consecutive 
    Billing Cycles, you pay at least the Minimum Amount Due by the Payment Due Date. Any other  Expedited Card Delivery Fee. There is a delivery fee of $30 per Account if delivery 
    variable or ?xed APR that would otherwise apply to new and outstanding Account balances will  of your Card is expedited.
    change to this penalty APR.
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    Replacement Card Fee. We will assess a replacement card fee of $10 if we replace your  If we do not follow all of the rules above, you do not have to pay the ?rst $50 of the amount 
    Card at your request.                   you question, even if your bill is correct.
    Convenience Check Fee. Unless your offer indicates otherwise, we will assess a ?nance  Your Rights If You Are Dissatis?ed With Your Card Purchase. If you are dissatis?ed with 
    charge in the form of a convenience check fee equal to the greater of $5 or 4% of the total  the goods or services that you have purchased with your Card, and you have tried in good faith 
    dollar amount of each convenience check used. to correct the problem with the merchant, you may have the right not to pay the remaining 
                                            amount due on the Purchase. To use this right, all of the following must be true:
    We may institute a standard charge or charges for the issuance, reissuance or use  of the Card  1. The Purchase must have been made in your home state or within 100 miles of your current 
    or for the reinstatement of any Card or Account privileges which have been suspended, as well  mailing address, and the Purchase price must have been more than $50. (Note: Neither  
    as an annual fee and per item fee for each Transaction, and you agree  to pay us such charges  of these are necessary if your purchase was based on an advertisement we mailed to you,  
    and fees.                                 or if we own the company that sold you the goods or services.)
                                            2. You must have used your Card for the Purchase. Purchases made with Cash Advances from 
                                              an ATM do not qualify.
    15. Foreign Currency Transactions. If a Transaction is made in a foreign currency, we 
    and MasterCard will convert the Transaction into a U.S. dollar amount. MasterCard will act in  3. You must not yet have fully paid for the Purchase.
    accordance with its operating regulations or conversion procedures in effect at the time the  If all of the criteria above are met and you are still dissatis?ed with the Purchase, contact us in 
    Transaction is processed. Currently, its regulations and procedures provide that the currency  writing at: Fifth Third Bank, MD 1MOC2G, 38 Fountain Square Plaza, Cincinnati, Ohio 45263. 
    conversion rate used is either: (1) a wholesale market rate, or (2) a government-mandated  While we investigate, the same rules apply to the disputed amount as discussed above. After 
    rate in effect one day prior to the processing date. The currency conversion rate calculated in  we ?nish our investigation, we will tell you our decision. At that point, if we think you owe us 
    this manner that is in effect on the processing date may differ from the rate in effect on the  an amount and you do not pay, we may report you as delinquent.
    transaction date or the posting date.
                                            GENERAL PROVISIONS
    16. Billing Errors. A statement of your right to dispute billing errors appears below.
                                            17. Accepting this Agreement. This Agreement will be effective on either the date you 
                                            sign or otherwise submit an application for the Account that we approve or the date you use, 
    YOUR BILLING RIGHTS � KEEP THIS NOTICE FOR FUTURE USE or someone you authorized uses, the Card or the Account, whichever is earlier. You agree that 
    This notice tells you about your rights and our responsibilities under the Fair Credit Billing Act.  by using the Account or the Card, signing an Account application or other Account document 
                                            or otherwise accepting the Account or the Card, you accept the terms and conditions of this 
    What To Do If You Find a Mistake on Your Statement. If you think there is an error on your 
                                            Agreement.
    statement, write to us at: Fifth Third Bank, MD 1MOC2G, 38 Fountain Square Plaza,  
    Cincinnati, Ohio 45263.
    In your letter, give us the following information: 18. Promise to Pay. By using your Card or your Account, you promise to pay us for all 
                                            Transactions made on your Account, as well as any fees, ?nance charges or other charges. If 
    �  Account Information: Your name and Account number.
                                            this is a joint Account, each of you, together and individually, is responsible for all amounts 
    �  Dollar amount: The dollar amount of the suspected error. owed, even if only one of you uses the Account.
    �  Description of Problem: If you think there is an error on your bill, describe what you believe 
      is wrong and why you believe it is a mistake.
                                            19. Your Responsibility. You are responsible for all Transactions and other amounts posted 
    You must contact us:                    to your Account arising from the authorized use of your Account or Card. If you have authorized 
    �  Within 60 days after the error appeared on your statement. another person to use your Account or Card in any way, we will deem your authorization to 
                                            include the authorization to make Transactions of any kind using your Account or Card and 
    �  At least 3 Business Days before an automated payment is scheduled, if you want to stop 
                                            to incur related fees and charges. We will also deem your authorization to continue until you 
      payment on the amount you think is wrong.
                                            revoke it by preventing that person from using your Account or Card. We are not responsible 
    You must notify us of any potential errors in writing. You may call us, but if you do, we are not  for controlling any person whom you have asked us to add to your Account or someone you 
    required to investigate any potential errors and you may have to pay the amount in question. let use your Account or Card. You should think carefully before allowing anyone to become an 
    What Will Happen After We Receive Your Letter.  authorized user on your Account because you are allowing that person to use the Account as 
                                            you can.  If you wish to remove that person�s ability to use your Account or Card, you must 
    When we receive your letter, we must do two things:
                                            notify us in writing. This notice will not be effective until we receive and have had a reasonable 
    1.  Within 30 days of receiving your letter, we must tell you that we received your letter.  
                                            opportunity to act on it.
     We will also tell you if we have already corrected the error.
    2. Within 90 days of receiving your letter, we must either correct the error or explain  
                                            OUR RIGHTS AND HOW THEY AFFECT YOU
      to you why we believe the bill is correct.
                                            20. Delays in Enforcement. We can delay enforcing or not enforce any of our rights under 
    While we investigate whether or not there has been an error:
                                            this Agreement without losing our right to enforce them in the future. For example, we may 
    �  We cannot try to collect the amount in question, or report you as delinquent on that amount.
                                            accept late payments or payments that are marked �payment in full� or with other restrictive 
    �  The charge in question may remain on your statement, and we may continue to charge   endorsements without losing any of our rights under this Agreement.
      you interest on that amount.
    �  While you do not have to pay the amount in question, you are responsible for the remainder 
                                            21. Termination. Subject to Applicable Law, we may terminate this Agreement or revoke 
      of your balance.
                                            your right to use your Account or Card, along with your right to make future Transactions, at 
    �  We can apply any unpaid amount against your Total Amount of Extended Credit. any time and for any reason without notice to you. You or anyone you authorized to use the 
    After we ?nish our investigation, one of two things will happen: Card or Account may terminate your Account and use of your Card at any time by calling us 
                                            at 1-866-488-0017, or writing to us at Fifth Third Bank, MD 1MOC2G, 38 Fountain Square 
    �  If we made a mistake:  You will not have to pay the amount in question or any interest 
                                            Plaza, Cincinnati, Ohio 45263. Any request to terminate your Account will be effective after we 
      or other fees related to that amount.
                                            have had a reasonable opportunity to act on such request. The termination of this Agreement, 
    �  If we do not believe there was a mistake: You will have to pay the amount in question,  whether initiated by us or you, will not affect any of your or our rights and obligations under 
      along with applicable interest and fees. We will send you a statement of the amount you  this Agreement. If this Agreement is terminated, you must still repay any amounts you owe us, 
      owe and the date payment is due. We may then report you as delinquent if you do not pay  even if we allow a Transaction to be completed with your Account or Card after this Agreement 
      the amount we think you owe.          has been terminated. You agree to give to us or to destroy all of the Cards issued on your 
    If you receive our explanation but still believe your bill is wrong, you must write to us within  Account when we ask you to or when this Agreement is terminated. If someone attempts to 
    10 days telling us that you still refuse to pay. If you do so, we cannot report you as delinquent  use a Card after this Agreement is terminated, the Card may be retained. A Card also may be 
    without also reporting that you are questioning your bill. We must tell you the name of anyone  retained when you try to use it when certain other events occur.
    to whom we reported you as delinquent, and we must let those organizations know when  
    the matter has been settled between us.
                                           4
    22. Default. Subject to Applicable Law, your Account will be in default under this  The AAA Rules and forms of the AAA may be obtained by calling 1-800-778-7879 or by visiting 
    Agreement if any one of the following occurs: (a) you become generally unable to pay   the AAA�s Web site at www.adr.org. All Claims must be ?led at any AAA of?ce.
    your debts, (b) you die or are declared legally incompetent, (c) you use a check or instrument 
    for payment that is dishonored, (d) you fail to pay the Minimum Amount Due on or before your 
                                            There will be no authority for any Claims to be arbitrated on a class action basis. Any arbitration 
    Payment Due Date, (e) any other creditor tries by legal process to take money of yours in our 
                                            hearing that you attend will take place in the federal judicial district in which you reside.  
    possession, (f) a petition is ?led or other proceeding is commenced by or against you under  
                                            At your written request, we will temporarily advance up to $500 towards the ?ling, 
    the federal bankruptcy act or any other applicable federal or state insolvency laws,  
                                            administrative and/or hearing fees for any Claim that you may ?le against us after you have 
    (g) you provide us with any false or misleading information, (h) you breach any of your  
                                            paid an amount equivalent to the fee, if any, for ?ling such a Claim in state or federal court 
    other obligations under this Agreement, (i) you are in default of any other credit agreement  
                                            (whichever is less) in the judicial district in which you reside. At the conclusion of the arbitration, 
    you have with us or any of our af?liates, or (j) we believe in good faith that you may not pay 
                                            the arbitrator will decide who will ultimately be responsible for paying the ?ling, administrative 
    or perform your obligations under this Agreement. The payment of any fee charged by us will 
                                            and/or hearing fees in connection with the arbitration. Unless inconsistent with Applicable 
    not cure the default that caused the fee.
                                            Law, each party will bear the expense of that party�s attorneys�, experts� and witness fees, 
                                            regardless of which party prevails in the arbitration.
    23. Our Additional Rights When You Are in Default. If your Account is in default 
    under this Agreement, we may, subject to Applicable Law, (a) require you to pay any portion  
                                            This provision is made pursuant to a transaction involving interstate commerce and will be 
    of your outstanding Account balance immediately, (b) allow you to repay your Account subject 
                                            governed by the FAA, 9 U. S. C. �� 1 et seq., as amended. The arbitrator will apply applicable 
    to the terms and conditions of this Agreement, (c) immediately terminate your Account and 
                                            substantive law consistent with the FAA and applicable statutes of limitations and will honor 
    cancel all Cards, (d) reduce your Account Total Amount of Extended Credit or otherwise limit 
                                            claims of privilege recognized at law. Judgment upon the award rendered by the arbitrator may 
    your ability to make Transactions as discussed in this Agreement, (e) commence a legal 
                                            be entered in any court having jurisdiction. The arbitrator�s decision will be ?nal and binding, 
    proceeding against you to collect all amounts owed in connection with this Agreement, or 
                                            except for any right of appeal provided by the FAA and except that, if the amount in controversy 
    (f) increase the APR for Purchases and Cash Advances. We also may charge you court costs 
                                            exceeds $100,000, any party can appeal the award to a three-arbitrator panel administered 
    and reasonable attorneys� fees that we actually incur, as permitted by Applicable Law, if your 
                                            by the AAA, which will reconsider de novo any aspect of the initial award requested by the 
    Account is sent for collection to an attorney who is not our salaried employee. We will not 
                                            appealing party. The decision of the panel will be by majority vote. The costs of such an appeal 
    be obligated to honor any attempted use of your Card or your Account if your Account is in 
                                            will be borne by the appealing party regardless of the outcome of the appeal.
    default, or we have decided to terminate your Account or limit your ability to make Transactions 
    as discussed in this Agreement. Except as otherwise provided for in this Agreement, ?nance 
    charges will continue to accrue at the APR in effect at the time of default until your total Account  As solely used in this provision, the terms we and us will for all purposes mean Fifth Third Bank, 
    balance, including such accrued ?nance charges, is paid in full. You agree that, subject to  all of its parents, wholly- or majority-owned subsidiaries, af?liates, predecessors, successors 
    Applicable Law, if your Account is in default under this Agreement, you will accept calls from us  and assigns, and all of their independent contractors, agents, employees, directors and 
    at your home and your place of business regarding collection of your Account. You understand  representatives.
    and agree that the calls to your home may be automatically dialed and a recorded message 
    may be played. You agree such calls will not be considered �unsolicited� calls or telemarketing 
    calls for purposes of state or federal law. This provision will survive termination of your Account, as well as the repayment of all 
                                            outstanding amounts incurred in connection with this Agreement. If any portion of this provision 
                                            is deemed invalid or unenforceable under any law or statute consistent with the FAA, it will not 
    24. Re-evaluation of Financial Condition and Credit History. We may reevaluate  invalidate the remaining portions of this arbitration provision or the Agreement. In the event of 
    your ?nancial condition and investigate any information you provided on your Account  a con?ict or inconsistency between the AAA Rules and this arbitration provision, this provision 
    application at any time. In the course of doing so, we may obtain a current credit report and  will govern.
    ask you for additional information about your ?nancial condition by completing a Personal 
    Financial Statement or such other form that we request from time to time. You give us your 
    permission to obtain any information about you that we believe would be bene?cial to facilitate  27. Changes to this Agreement. Subject to Applicable Law, we can change this 
    our determination of your eligibility for the Account and the Card, including credit reports from  Agreement at any time, regardless of whether you have access to your Account, by adding, 
    consumer reporting agencies. We may, as a result of any such re-evaluation, deem your Account  deleting or modifying any provision (including increasing any rate of ?nance charge, increasing 
    to be in default.                       or adding fees or charges (including annual fees), changing the method of computing balances 
                                            subject to ?nance charge, changing your Total Amount of Extended Credit, changing the date 
                                            upon which ?nance charges begin to accrue, changing the Minimum Amount Due or limiting 
    25. Telephone Monitoring and Recording. You acknowledge that your telephone calls  the number or amount of Transactions on your Account). Any such changes will generally be 
    and other communications you provide to us may be monitored and recorded for training and  effective immediately unless we are required by Applicable Law to provide you with advance 
    quality control purposes. You agree that we may monitor, record, retain and reproduce your  written notice of the proposed changes. If this is the case, those changes will be effective 
    telephone calls and any other communications you provide to us, regardless of how transmitted  immediately following the effective date stated in the notice. Subject to Applicable Law, any 
    to us, as evidence of your authorization to act in connection with any Transaction, your  such changes will apply to your outstanding Account balance on the effective date of the change 
    Account or other service contemplated by this Agreement. We will not be liable for any losses  and to any future balances created after that date. If we give you the right to reject a change 
    or damages that are incurred as a result of these actions. We are not, however, under any  (whether because it is required by Applicable Law or otherwise), and you do not notify us by 
    obligation to monitor, record, retain or reproduce such items, unless required   the date stated in a notice, or if you notify us but then use your Account after the date stated 
    to do so by Applicable Law.             in the notice, you will be deemed to accept all changes in the notice and to accept and con?rm 
                                            all terms of your Agreement and all changes in prior notices we have sent you, regardless of 
                                            whether you have access to your Account. If you reject a change that we make, we will close 
    26. Arbitration. You and we each agree that any Claim will be arbitrated instead of litigated 
                                            your Account. No change to any term of this Agreement will affect your obligation to pay all 
    in court under the circumstances and procedures set forth below. Any Claim will be resolved 
                                            amounts you owe under this Agreement.
    upon the election of arbitration by you or us pursuant to this provision and the AAA Rules in 
    effect at the time the Claim is ?led. (If for any reason the AAA is unable or unwilling or ceases 
    to serve as arbitration administrator, another nationally recognized arbitration organization  28. Waiver of Rights. Except as may be prohibited by Applicable Law, you agree to waive 
    utilizing similar rules and procedures will be substituted by us.) With respect to Claims covered  any right you may have for us to act promptly in bringing any action(s) against you (known as 
    by this provision, a party who has asserted a Claim in a lawsuit in court may elect arbitration  diligence); to demand payments of amounts due (known as presentment); to obtain an of?cial 
    with respect to any Claim subsequently asserted in that lawsuit by any other party or parties.  certi?cation of non-payment (known as protest); and to give notice that amounts due will not 
    IF ARBITRATION IS CHOSEN BY ANY PARTY WITH RESPECT TO A CLAIM, NEITHER YOU NOR  be paid (known as notice of dishonor or notice of default and non-payment).
    WE WILL HAVE THE RIGHT TO LITIGATE THAT CLAIM IN COURT OR HAVE A JURY TRIAL ON THAT 
    CLAIM, OR TO ENGAGE IN PREARBITRATION DISCOVERY EXCEPT AS PROVIDED FOR IN THE AAA 
    RULES. FURTHER, YOU WILL NOT HAVE THE RIGHT TO PARTICIPATE AS A REPRESENTATIVE OR  29. Change of Address. We will rely on the address we have for you in our records for 
    MEMBER OF ANY CLASS OF CLAIMANTS PERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION.  any Account communications we send to you unless and until either you or the U.S. Postal 
    EXCEPT AS SET FORTH BELOW, THE ARBITRATOR�S DECISION WILL BE FINAL AND BINDING.  Service noti?es us of a change of address and we have had a reasonable opportunity to act on 
    NOTE THAT OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO NOT  such notice. If your Account is a joint Account, each of you appoints the other as your agent 
    BE AVAILABLE IN ARBITRATION.            to designate the address to which any and all Account communications, including the Account 
                                            Statement, may be sent to you.
                                           5
    30. Correspondence. To the extent permitted by Applicable Law, any communication you  39. ATM Transaction Charges. Your checking, savings, credit card or line of credit 
    send to us will not be effective until we receive it and have had a reasonable opportunity to  account with us may be subject to charges when using an ATM that does not display both our 
    act on it. Any communication we send to you will, however, be effective and deemed delivered  logo and the Jeanie logo. Details about these charges are disclosed elsewhere in this Agreement 
    when mailed to you at your address as it appears on our records. and in our �Checking Brochure� and �Savings Brochure.� Also, if you use an ATM that does 
                                            not display both our logo and the Jeanie logo, you may be charged a fee by the ATM owner or 
                                            operator, as well as by any network used (and you may be charged a fee for a balance inquiry 
    31. Assignment. You may not sell, assign or transfer your Account or Card or any of your 
                                            even if you do not complete an EFT).
    rights and obligations under this Agreement. We may, however, sell, assign or transfer your 
    Account, or any balance due thereunder, and our rights and obligations under this Agreement  
    to another entity without your consent and without prior notice. That entity will take our place  40. Types of EFTs. If you use your Card and your PIN, you may:
    in this Agreement.                      (a) withdraw cash from your Bank Account;
                                            (b) obtain a Cash Advance;
    32. Severability. If any provision of this Agreement is deemed to be void or unenforceable  (c) make deposits to your Bank Account (Note: Money Station ATMs will not accept deposits 
    by a court of competent jurisdiction, or any governmental agency, that provision will continue  greater than $10,000. We reserve the right to reject deposits in excess of $10,000 at any 
    to be enforceable to the extent permitted by that court or agency, and the remainder of that  ATM displaying the Jeanie logo);
    provision will no longer be considered as part of this Agreement. All other provisions of this 
                                            (d) transfer funds between your checking, savings, Visa or line of credit accounts;
    Agreement will, however, remain in full force and effect.
                                            (e) pay bills directly from your Bank Account to parties that have been identi?ed and have 
                                            agreed to accept your payments, provided that your Bank Account is a checking account  
    33. Governing Law. This Agreement is entered into between you and us in the State  and the payment is made in accordance with our procedures; and
    of Ohio, and your Account and this Agreement, and any claim, dispute or controversy arising 
                                            (f) pay for purchases from your Bank Account at places that have agreed to accept your Card, 
    from or relating to your Account or this Agreement, whether based in contract, tort, fraud 
                                            provided that your Bank Account is a checking account.
    or otherwise and regardless of the place where you live, is governed by, and construed in 
    accordance with, the laws of the State of Ohio, without regard to Ohio�s con?ict of laws 
    principles, and applicable federal laws and regulations. The legality, enforceability and  If you use your Card and your PIN to pay for a Purchase from a merchant or to withdraw 
    interpretation of this Agreement and the amounts contracted for under this Agreement also are  cash from an ATM, you authorize us to debit your Bank Account for the total amount of the 
    governed by Ohio law and applicable provisions of federal law, and all amounts granted under  Transaction as shown on any sales draft or withdrawal order originated by use of your Card, 
    this Agreement are extended from the State of Ohio. regardless of whether you signed it. We will handle such sales drafts or withdrawal orders in the 
                                            same way we handle checks and other items drawn on your Bank Account, with the exception 
                                            that you will have no right to stop payment. Some of these services may not be available at 
    34. Entire Agreement. You acknowledge that this Agreement, as amended from time 
                                            all terminals, may be limited by third parties and are subject to the limitations described in this 
    to time, and the documents accompanying your Card that apply to your Account, which are 
                                            Agreement and other rules, regulations and agreements that apply to your Bank Account or your 
    incorporated by reference into this Agreement, make up the entire agreement between you and 
                                            Account. You may perform other transfers as we expand the types of available transfers  
    us and supersedes and may not be contradicted by evidence of any prior or contemporaneous 
                                            in the future. We will notify you as to the nature and frequency of those transfers. 
    written or oral communications and understandings between you and us concerning the Account 
    and the Card. Neither you nor we intend that anything in this Agreement should result in the 
    assessment of fees or charges in excess of those permitted by Applicable Law. If any fee or  41. Limitations on Types and Frequency of Electronic Banking Transfers.  
    charge assessed under this Agreement is ?nally determined to be in excess of that permitted  Electronic banking services, including Card Transactions, and payments are subject  
    by Applicable Law, the excess amount will be applied to reduce the outstanding balance in  to the following limitations in this section and elsewhere in this Agreement:
    your Account or, if there is no outstanding balance, will be refunded to you. You agree that any 
                                            (a) Due to certain state banking laws currently in effect, you may not be able to make deposits 
    documentation provided to you that indicates that a Transaction was made shall be admissible 
                                            at all Jeanie or Money Station locations.
    as evidence of such Transaction and shall be proof that such transaction or transfer was made.
                                            (b) The immediate use of deposited funds is restricted by our rules, regulations and agreements 
                                            governing Bank Accounts.
    35. Questions. If you have any questions about this Agreement or your Card, please 
                                            (c) Cash withdrawals from Jeanie, Money Station or other ATM terminals may be made only 
    contact us at 1-800-972-3030.
                                            from individual or joint personal Bank Accounts and not from any other accounts.
                                            (d) You are not permitted to make bill payments or transfers or pay for Purchases from any 
    36. Section Headings. The Section headings used in this Agreement are only  Bank Account that is a savings account using a Jeanie or Money Station terminal, Fifth Third 
    meant to organize this Agreement, and do not in any way limit or de?ne your or our rights   Internet Banking and Bill Payment or Fifth Third Bank Telephone Banking, except as provided in 
    or obligations hereunder.               subparagraph (e) below.
                                            (e) Fifth Third savings accounts allow up to six of the following transfers  
    READY RESERVE AND EFT SERVICES          or withdrawals on the account per month: pre-authorized or automatic transfers/withdrawals,  
                                            or transfers/withdrawals made by check, debit card, or similar order payable to a third party. 
    37. Ready Reserve. If you have applied and been approved for the Ready Reserve feature 
                                            Examples of preauthorized or automatic transfers include automatic transfers from savings to 
    of your Account, you can authorize automatic transfers from your Account into any checking 
                                            checking to cover an overdraft or a transfer of funds or bill payment from your savings account 
    account you maintain with us in order to cover an overdraft on such account and any applicable 
                                            using Fifth Third Internet Banking and Bill Payment, Fifth Third Bank Telephone Banking, or any 
    service charge. If you overdraw your checking account with us on any day, we may charge your 
                                            money management payment from your savings account. You may, however, make as many 
    Account for a Cash Advance in an amount equal to the overdrawn amount or $50, whichever is 
                                            payments as you wish from your Fifth Third savings account to your installment, mortgage  
    greater, in order to eliminate the overdraft, together with any applicable ?nance charges  
                                            or credit card accounts with us.
    and service charges. If you have applied and been approved for Ready Reserve, you may  
    use your Card as an ATM card by entering your PIN. (f) You may not use your Card at a POS terminal.
                                            (g) For security reasons, there are limits on the amount of cash withdrawals from your Bank 
                                            Account that may be made from Jeanie, Money Station or other electronic banking terminals  
    38. Use of Card for EFT Services. If you use your Card as an ATM card, the following 
                                            or systems.
    additional terms and conditions apply to your use of your Card to access your Bank Account  
                                  �  �
    for the EFT services we make available (for example, (a) use of the Jeanie , Pulse , Plus  (h) There are limits on the amount of cash you may withdraw or transfer immediately after  
       �     �
    System , Visa, Cirrus , or other electronic banking terminals or systems; (b) use of our  you make a deposit.
    telephone bill payment service; (c) use of Fifth Third Bank Telephone Banking to transfer  (i) You may place a stop payment order on a preauthorized EFT from your Account by notifying 
    money; (d) use of Fifth Third Internet Banking and Bill Payment to transfer money or pay  us orally or in writing at least three (3) Business Days before the scheduled date of the transfer. 
    bills; (e) electronic direct deposits of government payments such as Social Security and payroll  Once you have placed a stop payment order on a preauthorized transfer, we will not make any 
    payments; (f) preauthorized bill payments; and (g) electronic check conversion) and are  more preauthorized transfers to the person or company that you were going to pay until  
    provided to you in accordance with the requirements of federal law. we receive a new written authorization from you.
                                           6
    (j) No deposits or withdrawals may be made to or from a dormant Bank Account through  46. Your Liability. Tell us AT ONCE if you believe your Card or PIN, or both, have been 
    Jeanie, Money Station or other electronic banking terminal or system. lost, stolen or used (or may be used) or that a transfer has been or may be made with your 
    (k) We may, from time to time, limit the type, number and dollar amounts of any checks,  Card or PIN without your permission. Telephoning is the best way of keeping your possible  
    drafts, withdrawals or transfers, that may be made from your Bank Account using the Card,  losses down. You could lose all the money in your Bank Account if you have a checking  
    even if you have suf?cient available funds in your Bank Account, and to terminate or suspend  account with the overdraft protection feature. If you tell us within two (2) Business Days,  
    the operation of any or all EFT devices, including your Card, without notice, unless required   you can lose no more than $50 if someone used your Card or PIN without your permission. 
    by Applicable Law.                      If you do NOT tell us within two (2) Business Days, and we can prove that we could have 
                                            stopped someone from using your Card or PIN without your permission if you had told us,  
    (l) For security reasons, there may be other limits on the number and amount of transactions 
                                            you could lose as much as $500.
    you can make using the Jeanie system.
                                            Also, if your statement shows transfers that you did not make, tell us at once. If you do not tell 
    42. Error Resolution Process. IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR 
                                            us within sixty (60) days after the statement was mailed to you, you may not get back any 
    ELECTRONIC TRANSFERS, telephone us at 1-866-488-0017 or write us at Fifth Third Bank,  
                                            money you lost after the sixty (60) days if we can prove that we could have stopped someone 
    MD 1MOC2G, 38 Fountain Square Plaza, Cincinnati, Ohio 45263 as soon as you can if you 
                                            from taking the money if you had told us in time.
    think your statement or receipt is wrong or if you need more information about a transfer listed 
    on the statement or receipt. We must hear from you no later than sixty (60) days after  
    we sent the FIRST statement on which the error or problem appeared. If a good reason (such as a long trip or hospital stay) kept you from telling us, we will extend 
    (a) Tell us your name and Bank Account number (if any). the time period for a reasonable time.
    (b) Describe the error or the transfer you are unsure about, and explain as clearly  
    as you can why you believe it is an error or why you need more information. 47. Business Days. For purposes of the section of this Agreement entitled Ready Reserve 
    (c) Tell us the dollar amount of the suspected error. and EFT Services, our Business Days are Monday through Friday. Holidays are not included.
    If you tell us orally, we may require that you send us your complaint or question in writing  48. Contacts in the Event of Unauthorized Card Transfers. If you believe that 
    within ten (10) Business Days. We will determine whether an error occurred within ten (10)  your Card or PIN, or both, has been lost or stolen or that someone has authorized or may 
    Business Days following the date you noti?ed us, and we will correct any error promptly. If  authorize a transfer from your Bank Account without your permission, you can call  
    we need more time, however, we may take up to forty-?ve (45) calendar days to investigate  us at 1-800-782-0279.
    your complaint or question following the date you noti?ed us. If we decide to do this, we will  49. Authorized Use. You agree that, if you authorize another person to use your Account, 
    provisionally recredit your Bank Account within ten (10) Business Days following the date you  Bank Account, Card or PIN in any manner, your authorization will be deemed to include the 
    noti?ed us for the amount you think is in error, so that you will have the use of the money  authorization to perform electronic banking services of any kind using your Account, Bank 
    during the time it takes us to complete our investigation. If we ask you to put your complaint  Account, Card or PIN and to incur related fees and charges, even if that person exceeds your 
    or question in writing and we do not receive it within ten (10) Business Days, we may not  authorization. Your authorization will be deemed to continue until you have taken all steps 
    provisionally recredit your Bank Account. necessary to revoke it by preventing such use by that person.
    For errors involving new Bank Accounts, POS or foreign-initiated transactions, we may take up  50. Service. If you use the Card for Fifth Third Bank Telephone Banking or other telephone 
    to ninety (90) calendar days to investigate your complaint or question. For new Bank Accounts,  banking or Fifth Third Internet Banking and Bill Payment, and we approve such use of the Card, 
    we may take up to twenty (20) Business Days to credit your Bank Account for the amount that  we will transfer money in your Bank Accounts with us or accounts over which you have the 
    you think is in error.                  authority to withdraw or transfer funds to the accounts of designated merchants. Such transfer 
                                            will be made upon your instructions by use of a telephone, or by other means acceptable to us. 
                                            You agree to allow a reasonable period of time (at least ?ve (5) Business Days) for a merchant 
    We will tell you the results within three (3) Business Days after completing our investigation. 
                                            to receive the payment. We will not be responsible for any delays caused by mail service or 
    If we decide that there was no error, we will send you a written explanation. You may ask for 
                                            others. In no case will we be liable for any interest or late payment charges assessed by a 
    copies of the documents that we used in our investigation.
                                            merchant or termination of service caused by a delay in a merchant�s receipt of the payment. 
                                            You agree to notify us of any change in your address or account with a merchant, including 
    43. Fees. You agree that we may charge and deduct from your Bank Account (or any other  change of account number.
    account that you maintain with us primarily for personal, family or household purposes, as 
    necessary) any charges associated with or incurred in connection with the use of your Card.
                                            51. Card Cancellation, Revocation or Limitation. Your Card may be cancelled, 
                                            revoked or limited in its use at any time by us or our agent.
    44. Disclosure of Bank Account Information to Third Parties. We take our 
    responsibility to protect the con?dentiality of your ?nancial information very seriously. It is our 
                                            Fifth Third Bank, Member FDIC.
    policy never to share information about you, your Bank Account or the transfers made using 
    your Card with third parties, including marketing companies, except in the situations noted 
    below. Speci?cally, we will disclose such information:
    (a) where it is necessary for completing transfers;
    (b) in order to verify the existence and condition of your Bank Account for a third party,  
    such as a credit bureau or a merchant;
    (c) in order to comply with government agency or court orders, such as a lawful subpoena;
    (d) if you give us your written permission;
    (e) in the investigation or prosecution of alleged fraudulent activity concerning your Bank 
    Account; or
    (f) as otherwise provided in the Fifth Third privacy policy.
    You authorize the disclosure to any merchant or other payee of the information relating to your 
    accounts as is reasonably necessary to perform our electronic banking services.
    45. Documentation of Terminal Transfers. For transactions of more than $15, 
    you can get a receipt at the time you make any transfer to or from your Bank Accounts using  
    a Jeanie machine, Money Station, Plus System, VISA, MasterCard or any other electronic 
    banking terminal, unless, for some reason, the machine or terminal is not working properly. 
                                           7
                                                                              Rev. 08/1 1
    FACTS     WHAT DOES FIFTH THIRD DO WITH YOUR PERSONAL INFORMATION?
    WHY?      Financial companies choose how they share your personal information. Federal law gives consumers the right 
              to limit some, but not all, sharing. Federal law also requires us to tell you how we collect, share, and protect your 
              personal information. Please read this notice carefully to understand what we do.
    WHAT?     The types of personal information we collect and share depend on the product or service you have with us. 
              This information can include:
              � Social Security number, name, address, email address, income, and assets
              � Payment history and account balances
              � Credit history and credit worthiness
    HOW?      All ?nancial companies need to share customers� personal information to run their everyday business. In the 
              section below, we list the reasons ?nancial companies can share their customers� personal information; the 
              reasons Fifth Third chooses to share; and whether you can limit this sharing.
    REASONS WE CAN SHARE YOUR PERSONAL INFORMATION DOES FIFTH THIRD SHARE? CAN YOU LIMIT THIS SHARING?
    For our everyday business purposes� such as to process
    your transactions, maintain your account(s), respond to court Yes  No
    orders and legal investigations, or report to credit bureaus
    For our marketing purposes� to o�er our products and
                                                   Yes                 No
    services to you
    For joint marketing with other ?nancial companies Yes              No
    For our a�liates� everyday business purposes�
                                                   Yes                 No
    information about your transactions and experiences
    For our a�liates� everyday business purposes�
                                                   Yes                 Yes
    information about your creditworthiness
    For our a�liates to market to you              Yes                 Yes
    For nona�liates to market to you               No                  N/A
    TO LIMIT  � Call 1-800-889-5269�our menu will prompt you through your choice(s); or
    OUR      � Write to us at Fifth Third, Customer Service, Privacy Administration, Post O�ce Box 4444, Cincinnati, OH 45263-4444. 
    SHARING    Requests must include your name, address, telephone number, and Social Security number (or taxpayer 
               identi?cation number). Incomplete information will delay or possibly prevent our ability to honor your request; or
             � Visit any Fifth Third Banking Center.
              Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent 
              this notice. When you are no longer our customer, we continue to share your information as described in this 
              notice. However, you can contact us at any time to limit our sharing.
    QUESTIONS? Call 1-800-889-5269 or go to www.53.com.
    WHO WE ARE
    Who is providing this notice? Fifth Third Bank and its a�liates (please see next page for List of A�liates).
    WHAT WE DO
    How does Fifth Third protect my  To protect your personal information from unauthorized access and use, we use 
    personal information?     security measures that comply with federal law. These measures include computer 
                              safeguards and secured ?les and buildings.
    How does Fifth Third collect my  We collect your personal information, for example, when you: 
    personal information?     � Open an account or apply for a loan
                              � Pay your bills or make a deposit
                              � Use your credit or debit card
                              We also collect your personal information from others, such as credit bureaus, 
                              a�liates, or other companies. 
                                           8
    Why can�t I limit all sharing? Federal law gives you the right to limit only:
                              � sharing for a�liates� everyday business purposes�information about your creditworthiness
                              � a�liates from using your information to market to you
                              � sharing for nona�liates to market to you
                              State laws and individual companies may give you additional rights to limit sharing. 
                              See below for more information on state laws. 
    What happens when I limit sharing Your choices will apply to everyone on your account.
    for an account I hold jointly with
    someone else?
    DEFINITIONS
    A�liates                  Companies related by common ownership or control. They can be ?nancial and 
                              non?nancial companies.
                              � Our a�liates include companies with a Fifth Third name; ?nancial companies such as an 
                                insurance agency or a leasing company.
    Nona�liates               Companies not related by common ownership or control. They can be ?nancial and 
                              non?nancial companies.
                              � Fifth Third does not share information with nona�liates so they can market to you.
    Joint marketing           A formal agreement between nona�liated ?nancial companies that together market 
                              ?nancial products or services to you.
                              � Our joint marketing partners include but may not be limited to insurance companies 
                                and credit card companies.
    OTHER IMPORTANT INFORMATION
    Nevada law requires that we provide you with the following contact information: 
    Fifth Third, Customer Service Bureau of Consumer Protection, O�ce of the Nevada Attorney General
    Privacy Administration 555 East Washington Street, Suite 3900
    P.O. Box 4444         Las Vegas, NV 89101
    Cincinnati, OH 45263-4444 Phone: (702) 486-3132, Email: BCFINFO@ag.state.nv.us
    CA, ND and VT residents: Accounts with mailing addresses in these states will be treated as if they have selected for us to not share 
    your credit and personal ?nancial information with other Fifth Third companies. 
    CUSTOMER IDENTIFICATION PROGRAM
    In accordance with the USA PATRIOT Act, Federal law requires all ?nancial institutions to obtain, verify, and record information that identi?es each individual or entity 
    opening an account. This includes all personal and commercial accounts, including loan and deposit accounts, as well as trust, brokerage, insurance, and investment 
    management accounts.
    What This Means To Our Customers
    When you open an account, you will be asked for your name, address, Social Security or tax identi?cation number, date of birth (if applicable), and other information that 
    will allow  Fifth Third to identify you. You will also be asked to furnish your driver�s license or other identifying documents. We are required to follow this procedure each 
    time an account is opened, even if you are a current customer of Fifth Third.
    LIST OF AFFILIATES
    Fifth Third Bank, an Ohio Banking Corporation Fifth Third Real Estate Capital Markets, Inc. Fifth Third Holdings, LLC
    Fifth Third Insurance Agency, Inc. The Fifth Third Leasing Company Home Equity of America, Inc.
    Fifth Third Mortgage Company Fifth Third Asset Management, Inc. Fifth Third Mortgage, MI, LLC
    Fifth Third Securities, Inc. Member FINRA/SIPC Vantiv   The Fifth Third Auto Leasing Trust
    Vista Settlement Services, LLC SLK Global BPO Services Pvt. Ltd. Transactive Ecommerce Solutions, Inc. 
    Fifth Third Bank, Member FDIC.
    Important Information About Credit Reporting
    We may report information about your accounts to credit bureaus. Late payments, missed payments, or other defaults on your account may be re?ected in your credit report.
    Fifth Third Securities is the trade name used by Fifth Third Securities, Inc., member FINRA/SIPC, a registered broker-dealer. Securities and investments o�ered through 
    Fifth Third Securities, Inc.
     Are Not FDIC Insured O�er No Bank Guarantee   May Lose Value
     Are Not Insured By Any Federal Government Agency Are Not A Deposit
     Insurance products made available through Fifth Third Insurance Agency, Inc. 08/1 1
                                           9
       Fifth Third Private Bank World Elite MasterCard Fees  
                and Credit Disclosures
    Interest Rates and Interest Charges
                                              How We Will Calculate Your Balance: We use a method called �average daily 
     Annual 
              Your APR will be 9.24%. This APR will vary with the market  balance (including new purchases).�
     Percentage 
              based on the WSJ Prime Rate.
     Rate (APR) 
                                              The APR for Purchases and Balance Transfers is 9.24%. The APR for Cash Advances and 
     for Purchases 
                                              Penalty is 24.99%.
     and Balance 
     Transfers:
                                              The Monthly Periodic Rate for Purchases and Balance Transfers is 0.77%. The Monthly 
     APR for Cash  24.99%                     Periodic Rate for Cash Advances and Penalty is 2.0825%. 
     Advances
                                              The margin added to the WSJ Prime Rate for the APR for Purchases and Balance Transfers 
     Penalty APR  24.99%                      is 5.99%. Your margin is the portion of your interest rate added to the Index value (WSJ 
     and When it  This APR may be applied to your Account if you: Prime Rate) used to determine your APRs.  
     Applies   1) Make a late payment; 
               2) Make a payment that is returned;  Information contained in this Fifth Third Bank Disclosure is accurate as of 8/18/10 and is 
               3) Use a Convenience Check that is not honored.  subject to change thereafter. 
              How Long Will the Penalty APR Apply? If your APRs 
              are increased because you are 60 days late, the Penalty APR   The WSJ Prime Rate means the prime rate published in the �Money Rates� section 
              will apply until you make six consecutive minimum payments   of the online version of The Wall Street Journal. We determine the WSJ Prime Rate two 
              when due. If your APRs are increased for other reasons listed  days prior to the closing date of your Billing Cycle. Changes to the Monthly Periodic Rate 
              above, the Penalty APR will apply for an inde?nite period of time.  and corresponding APR for Purchases will be applied to your existing Account balance and 
                                              to subsequent transactions effective the ?rst day of the Billing Cycle in which we determine 
     How to   Your due date is at least 21 days after the close of each Billing  the interest rate. Any increase or decrease in the WSJ Prime Rate will result in an increase 
     Avoid Paying  Cycle. We will not charge you interest on Purchases if you pay  or decrease in your Monthly Periodic Rate and the APR, and as a result, the ?nance charge 
     Interest on  your entire balance by the due date each month. and the Minimum Amount Due will change and may result in a smaller part of your payment 
     Purchases                                being applied to reduce principal.
     Minimum  If you are charged interest, the charge will be no less than $1.00. Explanation of Balance Subject to Interest Charges: We ?gure the interest 
     Interest                                 charge on your account by applying the periodic rate to the �average daily balance� of your 
     Charge                                   account. To get the �average daily balance� we take the beginning balance of your account 
                                              each day, add any new purchases, and subtract any payments or credits. This gives us the 
    FEES                                      daily balance. Then, we add up all the daily balances for the billing cycle and divide the total 
                                              by the number of days in the billing cycle. This gives us the �average daily balance.�
     Annual Fees
     � Annual Fee $300 (Waived for clients of Fifth Third Private Bank).
     Transaction Fees
     �  Balance  Either $5 or 4% of the amount of each transfer, whichever is 
      Transfer greater.
     �  Cash  Either $5 or 4% of the amount of each Cash Advance, 
      Advance whichever is greater.
     �  International   3% of each transaction in U.S. dollars.
      Transaction
     Penalty Fees
     �  Late  
              Up to $35
      Payment
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