Details of Rate, Fee and Other Cost Information
Account terms are not guaranteed for any period of time. All terms, including fees and APRs for new transactions, may
change in accordance with the Cardholder Agreement and applicable law based on information in your credit report, market
conditions, business strategies, or for any reason. Please review all of these materials so that you are fully informed about
the terms of this credit card offer.

Interest Rates and Interest Charges

Annual Percentage Rate
(APR) for Purchases

7.24% - 10.24%*

APR for Balance
Transfers

7.24% - 10.24%*

When you open your account, based on creditworthiness and
number of relationships with Northwest Bank.

A relationship shall be defined as a product group appearing on
the Customer Information File record (i.e. Checking CK, Savings
SV, Loan LN, Internet Banking IB, etc). NOTE: Multiple accounts
of the same product group count only as one relationship.

APR for Cash Advances 7.24% - 10.24%*

After that, these APRs will vary with the market based on the
Prime Rate.

Penalty APR and When It
Applies

21.99%

This  APR  may  be  applied  to  your  account  if  you:  Are  late  paying  your
account  at  least  60  Days.
How long will the Penalty APR apply?: If your APRs are increased for any
reason, the Penalty APR may apply indefinitely.

Paying Interest

Your due date is at least 25 days after the close of each billing cycle. We will not charge you
any interest on purchases If you pay your entire balance by the due date each month. We will
begin charging interest on cash advances and balance transfers on the transaction date.

Minimum Interest Charge If you are charged interest, the charge will be no less than $0.50.

For Credit Card Tips from
the Consumer Financial
Protection Bureau

To learn more about factors to consider when applying for or using a credit card, visit
the website of the Consumer Financial Protection Bureau at
http://www.consumerfinance.gov/learnmore.

Fees

Annual Fee

Transaction Fees:

None

 Balance Transfer Fee
 Cash Advance Fee
 Foreign Transaction Fee

Either $10.00 or 3% of the amount of each transfer, whichever is greater
Either $10.00 or 3% of the amount of each cash advance, whichever is greater
1% of each transaction in U.S. dollars

Penalty Fees:

 Late Payment Fee
 Over Limit Fee
 Returned Payment Fee
 Stop Payment Fee

Up to $35.00
None
Up to $25.00
Up to $25.00

Other Fees:

 Telephone Payment Fee

$10.00 when payment is made using a Customer Service Representative

How We Will Calculate Your Balance: We use a method called "Average Daily Balance (including new purchases)."
Prime Rate: Variable APRs are based on the 4.25% Prime Rate as of 7/3/2017.
* We add 2.99% - 5.99% (depending on creditworthiness and number of Northwest relationships) to the Prime Rate to
determine the Purchase, Balance Transfer, and Cash Advance APR.

19565.14

Page       of 

1

14IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT
To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial
institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for
you: when you open an account, we will ask for your name, address, date of birth, and other information that will allow us to
identify you. We may ask to see your driver's license or other identifying documents or ask you questions to further confirm
your identity.

CURRENT ACCOUNT INFORMATION

Current Account information is available by mailing us at Northwest Bank, Credit Card Programs, PO Box 788, Warren,
Pennsylvania 16365 or call toll free: 1.877.300.5768.

19565.14

2
Page       of      

141. Finance Charge Calculation Method

INITIAL DISCLOSURES

Cash Advances: The Finance Charge on Cash Advances is calculated in accordance with Method A - Average Daily
Balance (including current transactions) which is described as follows: The Finance Charge on cash advances begins from
the date you obtained the cash advance, or the first day of the billing cycle in which it is posted to your account, whichever is
later. There is no grace period.
The Finance Charges for a billing cycle are computed by applying the monthly Periodic Rate to the "average daily balance" of
your account. To get the average daily balance, we take the beginning balance of your account each day, add any new
purchases or cash advances, and subtract any payments, credits, non-accruing fees, and unpaid finance charges. This gives
us the 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. We do this calculation separately for each feature such as Purchases, Cash Advances, Balance Transfers or
Promotional Balances.

Purchases: The Finance Charge on Credit Purchases is calculated in accordance with Method G - Average Daily Balance
(including current transactions) which is described as follows: To avoid incurring an additional Finance Charge on Purchases
reflected on your monthly statement and, on any new Purchases appearing on your next monthly statement, you must pay
the New Balance, shown on your monthly statement, on or before the Payment Due Date. The grace period for the New
Balance of Purchases extends to the Payment Due Date.
The Finance Charges for a billing cycle are computed by applying the monthly Periodic Rate to the "average daily balance" of
your account. To get the average daily balance, we take the beginning balance of your account each day, add any new
purchases or cash advances, and subtract any payments, credits, non-accruing fees, and unpaid finance charges. This gives
us the 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. We do this calculation separately for each feature such as Purchases, Cash Advances, Balance Transfers or
Promotional Balances.

2a. Periodic Rate:

Annual Percentage Rate: 7.24% - 10.24% (depending on creditworthiness and number of Northwest relationships) as
of 07/03/2017

Variable Interest Rate: The interest rate on a variable rate Cardholder account is determined by adding 2.99% to 5.99%
(depending on creditworthiness and number of Northwest relationships) to the current Prime Rate. The APR will be updated
on the Northwest Bank Loyalty Visa Account on the first day of your Billing Cycle that ends in the calendar month following
the Index Date. The rate is divided by 12, the number of months in a year, to determine the periodic rate. Purchases: The
Periodic  Rate  used  to  compute  the  FINANCE  CHARGE  for  Purchases  is  0.60333%  to  0.85333%  per  month.  The
corresponding Annual Percentage Rate is 7.24% to 10.24%. Cash Advances: The Periodic Rate used to compute the
FINANCE CHARGE for Cash Advances is 0.60333% to 0.85333% per month. The corresponding Annual Percentage Rate is
7.24% to 10.24%.

2b. Non-Standard Default Interest Rate

An account is considered in default should you fail to comply with any of the terms of this Agreement. In the event of
bankruptcy, insolvency, incompetency, fraud or any other default event listed in the Agreement, we may close your account
and if your payment becomes 60 days late in part or in full, we may raise your interest rate to the legal maximum allowed.
The maximum Annual Percentage Rate would be 21.99%. Your former interest rate will be reinstated if your total minimum
monthly payment is paid on time for six (6) consecutive months.

3. Minimum Periodic Payment

You may pay your total outstanding balance at any time. Each billing cycle, you must pay at least the Total Minimum
Payment Due shown on your monthly statement by its Payment Due Date. The Total Minimum Payment Due will always
equal at least $25.00. Subject to this limitation, your Total Minimum Payment Due is calculated as the sum of the following,
rounded up to the nearest dollar: (1) 2.0% of the New Balance (2) any Over Limit Amount (3) any Past Due Amount. The
Total Minimum Payment Due will not be greater than your New Balance Total. If a payment is credited to your account but is
returned unpaid in a later billing cycle, we will recalculate the Total Minimum Payment Due for the billing cycle in which the
payment was originally credited.

4. Other Charges:

19565.14

Page       of      
3

14Returned Payment Fee: If any check or other instrument given for payment on the Card account is dishonored for any 
reason, a processing fee of up to $25.00 may be imposed.

Stop Payment Fee: A fee of up to $25.00 will be charged to your account for any request to stop payment on a check issued 
against your account.

Copy Charge: A request for a copy of any of your account records will result in a fee of $3.00 per copy being assessed 
against your account unless it is a disputed item.

Research Fee: A fee of  $25.00 per hour will be assessed for time spent in researching something requested on your 
account. The minimum Research Fee assessed will be $25.00.

Telephone Transfer Fee: Telephone payments made with a customer service representative will incur a fee of $10.00.

Express Mail Fee: Requests for a rush delivery of cards will incur a fee of $35.00 for express delivery service. Cards sent 
express mail will be received within one to two business days. This fee will be added to your account balance.

International  Service  (ISA)  Fee:  An  ISA  fee  of  1%  of  the  transaction  amount  may  be  assessed  on  all  international 
transactions. A third party processor retains this 1% as compensation for performing the currency conversion service. The 
currency conversion rate in effect on the processing date may differ from the rate in effect on the transaction date or posting 
date.

5. Security Interests

If you have executed a written agreement granting a security interest in a deposit account (savings or certificate of deposit) or 
other funds held by issuer to secure your obligations under this credit card plan, such accounts and/or funds are additional 
security for your obligations to issuer arising from the use of your Card.

6. Billing Errors/Cardholder's Rights

See separate statement enclosed entitled "Your Billing Rights" for important information regarding your rights to dispute 
billing errors.

7. Military Lending Act

Federal  law  provides  important  protections  to  members  of  the  Armed  Forces  and  their  dependents  relating  to 
extensions of consumer credit. In general, the cost of consumer credit to a member of the Armed Forces and his or her 
dependent may not exceed an annual percentage rate of 36 percent. This rate must include, as applicable to the credit 
transaction  or  account:  the  costs  associated  with  credit  insurance  premiums;  fees  for  ancillary  products  sold  in 
connection  with  the  credit  transaction;  any  application  fee  charged  (other  than  certain  application  fees  for  specified 
credit transactions or accounts); and any participation fee charged (other than certain participation fees for a credit card 
account).

If you wish to be provided an oral disclosure, this may be obtained by contacting us, toll free, at:(888)784-6313. 

19565.14

Page       of      
4

14Northwest Bank Cardholder Agreement

SECTION 1: INTRODUCTORY CONTRACT PROVISIONS

Your Contract: This document, and any future changes to it, is your contract with us and will govern your "Account". We will
refer to this document as your "Cardholder Agreement" or "Agreement." It consists of this document, "Initial Disclosures"
(which will be received with your card carrier) and other documents that we may refer to as part of this Agreement. These
terms also include any changes we may make to this document from time to time.

Parties to Agreement: "We," "us," and "our" refer to Northwest Bank. "You," "your," and "yours" refer to any person (a)
whose name appears on a Card or Statement or who uses this Account, or (b) who otherwise agrees to be liable on the
Account.

Changes in Terms: We reserve the right to amend this Agreement at any time, by adding, deleting, or changing
provisions of this Agreement. All amendments will comply with the applicable notice requirements of federal and state law
that are in effect at that time.

The reasons we may amend this Agreement include the following:

1. Changes in regulation or legislation, or a change in the interpretation of a regulation or legislation.
2. Changes related to your individual credit history, such as: your risk profile, your payment or transaction patterns,
balance patterns, the utilization levels of this and other accounts, credit bureau information including the age, history
and type of other accounts, and the measure of risk associated with each.

3. Changes to overall economic and market trends, product design, and business needs.

If an amendment gives you the opportunity to reject the change, and if you reject the change in the manner provided in such
amendment, we may terminate your right to receive credit and may ask you to return all credit devices as a condition of your
rejection. We may replace your card with another card at any time.

Definitions: In addition to other terms defined throughout the Agreement, the following terms have the meaning indicated in
this Section:

means Annual Percentage Rate.
means a period of about one (1) month ending on a billing date.
means a Northwest Bank credit card issued on your Account.
means a check drawn on your Account.

APR
Billing Cycle
Card
Check
Unauthorized Charge means a transaction made on your Account by a person, other than any one of you, who
does not have actual, implied or apparent authority to make such transaction, and from
which none of you receive any benefit.
means an Account billing statement.

Statement

SECTION 2: USE OF YOUR ACCOUNT

Consumer Account: In addition to any other contractual or legal restrictions, the use of your Account is a Consumer
Account and is not permitted to be used for business purposes.

Legal Transactions and Other Account Limitations: You may not use this account to make a payment on this or any other
credit account with us or our affiliates. You may not use or permit your account to be used to make any illegal transaction.
You will only use your account for transactions that are legal where you conduct them. For example, Internet gambling
transactions may be illegal in your state. Display of a payment card logo by an online merchant does not mean that an
Internet transaction is legal where you conduct it. We may charge your account for such transactions. We will not be liable if
you engage in an illegal transaction. We may deny authorization of any transactions identified as Internet gambling. You may
not use your account to conduct transactions in any country or territory, or with any individual or entity that is subject to
economic sanctions administered and enforced by the U.S. Department of the Treasury's Office of Foreign Assets Control
(OFAC). Use of your account in those countries will be blocked.

Credit Line and Cash Limit: Your Account has a credit line "Line" shown on your card carrier or Statement. You will not
allow your Account balance to exceed the amount of this Line. We may change your Line or Cash Limit at any time. We may,
but are not required to, approve transactions that exceed your available Credit Limit.

19565.14

Page       of      
5

14Authorizations: Some transactions require our prior authorization. We may limit the number of authorizations we give in a
day. We may deny authorizations if you are in default (as defined under the Default Section), if we suspect fraudulent activity,
or for other reasons. We are not liable for any failure to authorize a transaction. You are liable for any transaction we
authorize even if we should not have authorized it because you are or would be in default as a result of the transaction. We
are not liable for any retention of your card by us, any other financial institution, or any provider of goods or services.

Transactions with Merchants Return Policy: If a merchant discloses a policy such as "no returns", "no refund", "no return
or credit without receipt", "as is", "store credit only", or "all sales final", you will be bound by that policy when you use your
Account to buy goods or services from that merchant.

Recurring Transactions: Recurring preauthorized transactions occur when you authorize a merchant to automatically
initiate a transaction using your account on a recurring basis. If you authorize a merchant to charge your Account for repeat
transactions without your Card, you must notify the merchant when you want to discontinue the repeat transactions or if your
Account is closed or if you are issued a new Account number. If we issue a new credit card with a different number or
expiration date to you, we may (but are not obligated to) provide your new card number and expiration date to a merchant
with  whom  you  have  set  up  a  recurring  preauthorized  transaction  in  order  to  continue  your  recurring  preauthorized
transactions.

Use of Your Credit Card Account with a Mobile Phone or Other Mobile Device: Smart phones, some tablets or other
mobile devices "mobile device" can download, store, and/or access account information, for instance through a mobile wallet,
that may enable you to use the mobile device to purchase goods or services, make a balance transfer, or make a cash
advance.

In certain instances, those transactions will replicate using your card to make a transaction on the internet with your
computer. In other instances, the phone or mobile device will act as if it were a credit card itself. Applications that enable your
mobile device will have unique terms governing those applications. Read them carefully. Transactions made through those
applications are governed by this Agreement.

When your credit card Account information is accessible by your mobile device, it is important that you treat your mobile
device  with  the  same  care  you  would  your  credit  card.  For  example,  you  should  secure  your  mobile  device  against
unauthorized access. Keep in mind, if you give someone your phone, or other mobile device, that can be the same as giving
that person your credit card.

Transactions Made in Foreign Currencies: If you make a transaction in a foreign currency (including, for example, online
purchases from foreign merchants), the transaction will be converted by Visa International into a U.S. dollar amount in
accordance with the operating regulations or conversion procedures in effect at the time the transaction is processed.
Currently, those regulations and procedures provide that the currency conversion rate to be used is either (1) a wholesale
market rate or (2) a government-mandated rate in effect one day prior to the processing date. The currency conversion rate in
effect on the processing date may differ from the rate in effect on the transaction date or posting date. Transactions made in
foreign currencies may be subject to an International Transaction Fee.

SECTION 3: TYPES OF TRANSACTIONS

You may obtain credit in the form of Purchases, Balance Transfers, and Cash Advances, by using cards, access checks,
an account number, or other credit devices. Cards are all the credit cards we issue to you and to any other person with
authorization for use on this account pursuant to this Cardholder Agreement. An access check is a check we provide to you
to obtain credit on this account. All access checks include an expiration date printed at the top. We will honor access checks
received for payment before the expiration date printed on the check, provided your account is open and in good standing,
with available credit. Access checks without a printed expiration date will not be honored. You must sign your card before
using it to help protect your Account from unauthorized use. However, your liability under Section 6 does not depend on
whether you sign your card.

Purchases: A purchase is use of your card or account number (including online, by phone, or through the use of an enabled
mobile device) to:

1. buy or lease goods or services;
2. buy wire transfers from a non-financial institution "Wire Transfer Purchase";
3. make a transaction that is not otherwise a Cash Advance.

Purchases  include  Account  Fees,  as  well  as  Transaction  Fees  and  adjustments  associated  with  any  Purchase.  This

19565.14

Page       of      
6

14Agreement does not grant us a security interest in Purchases you charge to your Account.

Balance Transfers: A balance transfer is a transfer of funds to another creditor initiated by us at your request. A Balance
Transfer does not include a transaction that is otherwise a Cash Advance. Balance Transfers include Transaction Fees and
adjustments associated with any Balance Transfer.

Cash Advances: A cash advance is the use of your account for a loan in the following ways:

1. Check Cash Advance: by an access check "Check" you sign as drawer.

a. We may reject and return unpaid a Check you write because:

i. Your available Line or Cash Limit has been or would be exceeded by paying the Check at the time it is

presented to us;

ii. The date of your Check has passed the expiration date or is more than six (6) months old;
iii. Your Check is post-dated. If a post-dated Check is paid, resulting in another Check being returned or not paid,

we are not responsible;

iv. Your Account is blocked, closed or suspended;
v. Your Account is not activated;
vi. You are in default or would be if we paid the Check;
vii. Your signature or the payee's name or endorsement is missing on the Check; or
viii. The Check appears altered.

2. Bank Cash Advance: by loans accessed in the following manner:

a. ATM Cash Advance: at an automated teller machine;
b. Over the Counter "OTC" Cash Advance: at any financial institution (i.e., to obtain cash, money orders, wire

transfers, or travelers checks), or at any non-financial institution (i.e., to obtain cash);

3. Overdraft Protection: by funds transfer to cover an overdraft on a deposit account which you have enrolled in this

service.
a. We may choose not to cover an overdraft because:

i. Your available Line or Cash Limit has been or would be exceeded by the transfer of funds at the time the

account is overdrafted;

ii. Your Account is blocked, closed or suspended;
iii. Your Account is not activated; or
iv. You are in default or would be if we completed the transfer of funds.

Cash Advances include Transaction Fees and adjustments associated with any Cash Advance.

All Bank Cash Advances are subject to the Credit Line. For more information on credit lines, please refer to the section titled
Credit Line and Cash Limit within this Agreement.

SECTION 4: FINANCE CHARGES

Grace Period: We do not charge any periodic Finance Charges on your new Purchases if:

1. You pay your New Balance in full by your Payment Due Date; or
2. Your previous New Balance was zero or a credit balance.

There is no grace period for Cash Advances and Balance Transfers.

Paying Interest: Your due date is at least 25 days after the close of each billing cycle. We will not charge you any interest on
purchases if you pay your entire balance by the due date each month. We will begin charging interest on cash advances and
balance transfers on the transaction date.

Billing Cycle: A billing cycle is a time period that ends on a Statement Closing Date "Closing Date" determined by us and
begins on the day after the Closing Date of the previous billing cycle. Each monthly statement reflects a single billing cycle.

Calculation and Billing of Interest Charges: The Interest Charges for a billing cycle are computed by applying the Periodic
Rate to the "average daily balance" of your account. To get the average daily balance, we take the beginning balance of your
account each day, add any new purchases or cash advances, and subtract any payments, credits, non-accruing fees and
unpaid interest charges. This gives us the 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 cycle. We do this calculation separately for each feature such as Purchases, Cash
Advances, Balance Transfers or Promotional Balances.

19565.14

7
Page       of      

14Periodic Rates and Annual Percentage Rates: The Periodic Rates and the corresponding Annual Percentage Rates for
your Account are listed on your Initial Disclosures. The Periodic Rate is the corresponding Annual Percentage Rate divided
by twelve (12), rounded to the next highest hundred-thousandth of a percentage point.

Variable Rate Information: If you have a variable rate account, the variable rates listed in your Initial Disclosures are
determined by adding a Margin listed in your Initial Disclosures to an Index. The Index is the highest prime rate published in
the Money Rates Section of The Wall Street Journal in effect on the first day of each calendar month "the Index Date(s)". The
variable Periodic Rates and corresponding Annual Percentage Rates will increase if the Index increases or decrease if the
Index decreases. The changes to these variable rates will become effective on the first day of your Billing Cycle that ends in
the calendar month following the Index Date. An increase to your periodic Rate and corresponding Annual Percentage Rate
will increase the amount of Finance Charges on your Account and may increase your Minimum Payment Due.

Fixed Rate Information: If you have a fixed rate account, the periodic rate used to compute the finance charge for Credit
Purchases and Cash Advances and the corresponding "Annual Percentage Rate" are outlined in your Initial Disclosures.

Changes in Rates: Your APR may be reviewed from time to time and we may, at any time, choose to modify your rate. If we
modify your rate, we will provide you with written notice at least forty-five (45) days in advance. Any changes in these terms,
including, changes in the Annual Percentage Rate and the periodic rate shall be effective with respect to any balances then
outstanding as well as to future Credit Purchases and Cash Advances.

Promotional Rates and Fees: Promotional or Introductory Offers are temporary APRs "Promotional or Introductory Rates"
or transaction fees "Promotional or Introductory Fees" that are offered on certain qualifying new transactions for a specified
period of time. Each Offer will appear on your credit card statement after the first qualified new transaction for that Offer. If
you revolve your balance to take advantage of a Promotional or Introductory Offer, all transactions and balances, including
purchases, will be charged interest.

Rates for Protected Balances: When an interest rate change for new transactions is applied to your account, any existing
balances of that type will be identified as Protected Balances on your statement. These Protected Balances generally are
kept at their current APR until the balances are paid in full.

Minimum Purchase Finance Charge: Whenever the Purchase balance is subject to a periodic Finance Charge, we will
charge the greater of that periodic Finance Charge or the Minimum Finance Charge for Purchases shown in your Initial
Disclosures.

Cash Advance and Balance Transfer Fees: For each Cash Advance, we will charge the Cash Advance Fees shown on
your Initial Disclosures, rounded to the next highest cent, and add the fee to the Cash Advance balance on the transaction
date. Balance Transfers and Promotional Balances will also incur these Cash Advance Fees unless we state otherwise in our
offer.

SECTION 5: FEES AND OTHER CHARGES

We may charge the following fees and other charges on your account. These fees may or may not be applicable. See your
Initial Disclosures for specific fee amounts for your account.

1. Balance Transfer Fee: A Balance Transfer Fee will be assessed for each creditor that we pay off with this account.
2. Annual Fee: If an Annual Fee applies to your Account, it will be assessed each year in the month of account opening.
If this fee applies to your account, it will be assessed if your account is open or if you maintain a balance, whether or
not you have active charging privileges.

3. Late Fee: A Late Fee will be assessed if the Total Minimum Payment Due shown on your monthly statement is not
received by us on or before its Payment Due Date. The Late Fee will not exceed the Total Minimum Payment Due
immediately prior to assessment of the fee.

4. Over limit Fee: Each time you attempt to make a charge which results in your outstanding balance (including pending
authorizations) exceeding your credit line, Northwest Bank may choose to approve or deny the transaction at our own
discretion. An Over Limit fee may apply if these transactions are approved. The Over Limit Fee will not exceed the
Total Minimum Payment Due immediately prior to assessment of the fee.

5. Returned Payment Fee: A Returned Payment Fee will be assessed for any payment on your Account that is returned
unpaid. The Returned Payment Fee will not exceed the Total Minimum Payment Due immediately prior to assessment
of the fee, and will never exceed the amount of the payment being returned.

6. Stop Payment Fee: A Stop Payment Fee will be assessed for any request made to stop payment on a Check unless

we have posted the Check to your Account before your request.

19565.14

Page       of      
8

147. Copy Charge: A Copy Charge will be assessed if you request a copy of a Statement, sales draft, Check, or other
record of your Account, other than a request related to a billing dispute you may assert against us, pursuant to
applicable law.

8. Research Fee: A Research Fee will be assessed for our time researching something requested on your Account,

other than for a billing dispute you may assert against us, pursuant to applicable law.

9. Telephone Transfer Fee: A Telephone Transfer Fee will be assessed for Telephone Payments processed by a

Customer Service Representative.

10. Express Mail Fee: An Express Mail Fee will be assessed if you request rush delivery of a card.

Fee Amounts: The amount of applicable Fees on your Account are listed on you Initial Disclosures and added to the
Purchase balance of the Account on the date they are assessed.

SECTION 6: YOUR LIABILITY

Liable Parties: All persons who initially or subsequently request, are granted, accept, guarantee or use the account are
individually and together responsible for any total outstanding balance. You will be liable for the full balance due on the
Account whether or not your name appears on the Statement. If you are responsible to pay any total outstanding balance, we
may refuse to release you from liability until all of the cards, access checks, and other credit devices outstanding under the
account have been returned to us and you repay us the total outstanding balance owed to us under the terms of this
Agreement.

Other Users of the Account: If a non-Liable party uses this Account, You are liable for each such transaction plus any
Finance Charges, Other Fees and Charges and expenses provided in this Agreement and related to such transactions. If the
user of this Account is an Authorized User (as defined in Section 8), Your liability does not relieve any Liable Party under this
Agreement from liability for the Authorized User's transactions until paid.

SECTION 7: YOUR PAYMENTS

Promise to Pay: You promise to pay us the amounts of all Transactions on your Account for which you are liable under
Section 6 or by law, which includes all Purchases, Balance Transfers, and Cash Advances. You also promise to pay us all
the amounts of interest charges, fees, and any other transactions charged to your account.

Payments to Your Account: You must pay each month at least the Total Minimum Payment Due shown on your monthly
statement by its Payment Due Date. Payments must conform to the requirements set out on that monthly statement; these
requirements may vary without prior notice. You may pay the entire amount you owe us at any time. Payments made in any
billing cycle that are greater than the Total Minimum Payment Due will not affect your obligation to make the next Total
Minimum Payment Due. If you overpay or if there is a credit balance on your account, we will not pay interest on such
amounts. We may reject payments that are not drawn in U.S. dollars and those drawn on a financial institution located
outside of the United States. If we choose to accept payments made in foreign currency or checks drawn on non-U.S.
financial institutions, we may impose service and collection charges. Our determination of service and collection charges will
be final. We are not required to accept any payment that we deem to require special handling. Generally, credits to your
account, such as those generated by merchants or by person-to-person money transfers, are not treated as payments and
will not reduce your Total Minimum Payment Due.

Total Minimum Payment Due: You may pay your total outstanding balance at any time. Each billing cycle, you must pay at
least the Total Minimum Payment Due shown on your monthly statement by its Payment Due Date. The Total Minimum
Payment Due will always equal at least $25.00. The calculation method for you Total Minimum Payment Due is found on your
Initial Disclosures. The Total Minimum Payment Due will not be greater than your New Balance Total. If a payment is credited
to your account but is returned unpaid in a later billing cycle, we will recalculate the Total Minimum Payment Due for the
billing cycle in which the payment was originally credited.

When Your Payment Will Be Credited to Your Account: Payments may be made using various methods. The guidelines
for posting your payments are as follows:

1. Payment Sent Via U.S. Mail

a. Payments will be posted on the date they are received if they meet all of the following criteria:

i. Payment is received by 5 p.m. local time at the address shown on the remittance slip on the front of your

monthly statement;

ii. Payment is paid with a check drawn in U.S. dollars on a U.S. financial institution or a U.S. dollar money order;

and

iii. Payment is sent in the return envelope with only the bottom portion of your statement accompanying it.

19565.14

9
Page       of      

14b. Payments received after 5 p.m. local time at the remittance address on any day including the Payment Due Date,

but that otherwise meet the above requirements, will be posted on the following business day.

c. Payments that do not meet the above criteria may be delayed up to five days.

2. Payments Made in Any of Our Branch Locations

a. The posting date for payments made in any of our branch locations will be the date they are received when they

are made prior to closing.
3. Payments Made Online or by Phone

a. Payments made directly on our website or by phone before 5 p.m. will be posted on the date they are made.
b. Payments made directly on our website or by phone after 5 p.m. will be posted on the following business day.

4. Payments Made via a Third Party Bill Payer Service

a. Payments made using a third party Bill Payer Service may be received via ACH or physical check. These will be
posted accordingly. NOTE: That physical checks mailed by a Bill Payer do not meet all of the above criteria for
Mail Payments and will be treated as a nonconforming payment.

ACH Payments: We process most payment checks electronically. We use the information on your check to create an
electronic funds transfer. Each time you send a check, you authorize a one-time electronic funds transfer. You also authorize
us to process your check as a check or paper draft, as necessary. Funds may be withdrawn from your account as soon as
the same day we receive your payment. You will not receive your cancelled check because we are required to destroy it. We
will retain an electronic copy.

How We Allocate Your Payments: Payments are allocated to posted balances. Your Minimum Payment will be applied first
to any unpaid fees or finance charges. After that, if your account has balances with different APRs, we will allocate the
amount of your payment up to the Total Minimum Payment Due to the lowest APR balances first. Payment amounts in
excess of your Total Minimum Payment Due will be applied to balances with higher APRs before balances with lower APRs.

Other Payment Terms: We can accept late payments, partial payments, or payments with any restrictive writing without
losing any of our rights under this Agreement. This means that no payment, including those marked with paid in full or with
any other restrictive words, shall operate as an accord and satisfaction without the prior written approval of one of our senior
officers. You may not use a postdated check to make a payment. If you do postdate a payment check, we may elect to honor
it upon presentment or return it uncredited to the person that presented it, without in either case waiting for the date shown on
the check. We are not liable to you for any loss or expense arising out of the action we elect to take.

Default: Your Account is in default if you fail to comply with any of the terms of this Agreement including, incompetency,
bankruptcy, insolvency, fraud, misrepresentation and in the event of your death. If you are in default, we may close your
Account without notice, and you must immediately pay your unpaid balance. To the extent not prohibited by law, if you are in
default, you will pay our collection costs, attorney fees (including allocated costs for attorneys who are employed by us), court
costs and all other expenses of enforcing our rights under this Agreement.

SECTION 8: OTHER IMPORTANT INFORMATION

Change of Personal Information: You will notify us in writing immediately if you change your name, address or home or
business telephone number. If you need to do so, please write to: Northwest Bank, Credit Card Programs, PO Box 788,
Warren, PA 16365. We may also change your address if so notified by the U.S. Post Office.

Authorized Users: If you permit any person to use your card, access checks, account number, or other credit device with the
authorization to obtain credit on your account, you will be liable for all transactions made by that person including transactions
for which you may not have intended to be liable, even if the amount of those transactions causes a credit line to be
exceeded. Authorized users of this account may have the same access to information about the account and its users as the
account holders. We may send account materials (cards, statements and notices) to any liable party, and that person will be
responsible for delivering those materials to the other liable parties and authorized users. Notice to any of you will be
considered notice to all of you. You may allow authorized users on your account in the following ways: (1) by notifying us that
you want someone added to your account as an authorized user; (2) by lending or otherwise intentionally making your card,
account number, or credit device accessible to another; or (3) by any other ways in which you would be legally considered to
have allowed another to use your account or to be legally prevented from denying that you did so. You must think carefully
before you allow anyone to become an authorized user. By doing so, you authorize the person to use your account to the
same extent you can, including but not limited to making any Purchases, Balance Transfers, Cash Advances, and allowing
others to use your account. Your account does not permit you to limit the nature or amount of authority you give to any
authorized user and you will not attempt to do so. An authorized user's authority will continue until you notify us that you are
terminating the authority and you physically retrieve the card or other credit device.

19565.14

10
Page       of      

14Credit Information: We may periodically review your credit standing by obtaining information from credit reporting agencies
and others concerning your accounts. You will provide updated financial information upon our request. In addition, we may
report information about you to credit reporting agencies. You have the right to dispute the accuracy of information we have
reported. If you believe we have furnished inaccurate or incomplete information about you or your account to a credit
reporting agency, write to us at: Northwest Bank, Credit Card Programs, PO Box 788, Warren, PA 16365. Please include
your name, address, Account number, telephone number, social security number and a brief description of the problem. If
available, please include a copy of the credit report in question.

Closing Your Account: We may suspend or close your account or otherwise terminate your right to use your account. We
may do this at any time and for any reason. We may elect to not honor any access check which is written after the expiration
date  printed  on  that  check.  You  may  close  your  account  at  any  time  by  notifying  us  in  writing  or  by  telephone.  Your
obligations under this Agreement continue even after the account is closed. You must destroy all cards, access checks or
other credit devices on the account when the account is closed.

When your account is closed, you must contact anyone authorized to charge transactions to your account, such as internet
service providers, health clubs or insurance companies. These transactions may continue to be charged to your account until
you change the billing. Also, if we believe you have authorized a transaction or are attempting to use your account after you
have requested to close the account, we may allow the transaction to be charged to your account.

Stopping Payment on Checks: To stop payment of a check you write against your account, you must call us at the
Customer Service number shown on your Statement with all the following information; the exact dollar amount of the Check;
the Check number; your Account number; the name of the party to whom the Check was written; and the name of the person
who signed the Check. We will stop payment on the Check if we receive your stop payment request by the business day
before the day we pay your Check. The date we pay the Check may be before the date it posts to your Account. The stop
payment order will remain effective for six (6) months. Any request for a stop payment will be subject to a Stop Payment Fee.
You may write us to cancel the order at any time. If you need to do so, please write to: Northwest Bank, Credit Card
Programs, PO Box 788, Warren, PA 16365.

Lost or Stolen Cards and Checks: If your Card or Checks are lost or stolen, or if you think your Account is being used
without your permission, you must notify us immediately by calling the "Lost or Stolen Card" number on your Statement.

Unauthorized Use of Your Account: Please notify us immediately of the loss, theft, or possible unauthorized use of your
account at 1.800.600.5249.

Dispute Assistance: If you disagree with a transaction on your Statement or have a dispute with a merchant as a result of
the transaction, you will provide information or assistance we reasonably request. Otherwise, you will pay us for any resulting
loss we have unless we are prohibited by applicable law from holding you liable for our loss.

Reservations: When using your Account to make travel or lodging reservations, obtain the merchant's cancellation policy
and follow it if you cancel. If you cancel, obtain the merchant's cancellation number that it is required to give you. The
merchant may charge you for a cancelled transaction unless you can provide us with the merchant's cancellation number.

Benefits: We may offer you certain benefits and services with your account. Any benefits or services are not a part of this
Agreement, but are subject to the terms and restrictions outlined in any official documents provided to you from time to time
by or on behalf of Northwest Bank. We may adjust, add, or delete benefits and services at any time and without notice to you.

Monitoring and Recording Phone Calls: You consent to and authorize Northwest Bank, any of its affiliates, or its marketing
associates to monitor and/or record any of your telephone conversations with our representatives or the representatives of
any of those companies. Where you have provided a cell phone number directly to us, or placed a cell phone call to us, you
consent and agree to accept collection calls to your cell phone from us. For any telephone or cell phone calls we place to
you, you consent and agree that those calls may be automatically dialed and/or use recorded messages.

Right to Sell Your Account: We may at any time, and without notice to you, sell, assign or transfer your account, any
amounts due on your account, this Agreement, or our rights or obligations under your account or this Agreement to any
person or entity. The person or entity to whom we make any such sale, assignment or transfer shall be entitled to all of our
rights and shall assume our obligations under this Agreement, to the extent sold, assigned or transferred.

Enforceability: Our failure to exercise any of our rights under this Agreement will not waive any of our rights in the future. If
any terms of this Agreement are found to be unenforceable; all other provisions will remain in full force.

19565.14

Page       of      
11

14SECTION 9: REGULATIONS AND GOVERNING LAW

Regulation Z Initial Disclosure: You acknowledge receiving from us your Initial Disclosures required by Truth-in-Lending
Regulation Z and agree that terms contained in your Initial Disclosures apply to your use of the card.

Governing Law: THIS AGREEMENT IS GOVERNED BY APPLICABLE PENNSYLVANIA AND FEDERAL LAW. This
Agreement is made in Pennsylvania and we extend credit to you from Pennsylvania. This Agreement is governed by the laws
of the State of Pennsylvania (without regard to its conflict of laws principles) and by any applicable federal laws.

Ohio Residents: Ohio anti-discrimination laws require creditors to make credit equally available to all creditworthy customers
and that credit reporting agencies maintain separate credit histories on individuals upon request. The Ohio Civil Rights
Commission administers these laws.

New York Residents: Northwest Bank may obtain at any time your credit reports for any legitimate purpose associated with
the account or the application or request for an account including but not limited to reviewing, modifying, renewing and
collecting on your account. On your request, you will be informed if such a report was ordered. If so, you will be given the
name and address of the consumer-reporting agency furnishing the report. New York residents may contact the New York
State Banking Department (1-800-518-8866) for a comparative list of credit card rates, fees, and grace periods.

19565.14

Page       of      
12

14YOUR BILLING RIGHTS: KEEP THIS DOCUMENT FOR FUTURE USE

This notice tells you about your rights and our responsibilities under the Fair Credit Billing Act.

What To Do If You Find A Mistake On Your Statement

If you think there is an error on your statement, write to us at:
Northwest Bank
PO Box 30495
Tampa, FL 33630
You may also contact us on the Web: www.northwest.com. Log in to Northwest Internet Banking and go to the credit card
portal.

In your letter, give us the following information:

Account information: Your name and account number.
Dollar amount: The dollar amount of the suspected error.
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.

You must contact us:

Within 60 days after the error appeared on your statement.
At least 3 business days before an automated payment is scheduled, if you want to stop payment on the amount you
think is wrong.

You must notify us of any potential errors in writing or electronically. You may call us, but if you do we are not required to
investigate any potential errors and you may have to pay the amount in question.

What Will Happen After We Receive Your Letter

When we receive your letter, we must do two things:

1. Within 30 days of receiving your letter, we must tell you that we received your letter. 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 to you why we believe the bill is

correct.

While we investigate whether or not there has been an error:

We cannot try to collect the amount in question, or report you as delinquent on that amount.
The charge in question may remain on your statement, and we may continue to charge you interest on that amount.
While you do not have to pay the amount in question, you are responsible for the remainder of your balance.
We can apply any unpaid amount against your credit limit.

After we finish our investigation, one of two things will happen:

If we made a mistake: You will not have to pay the amount in question or any interest or other fees related to that
amount.
If we do not believe there was a mistake: You will have to pay the amount in question, along with applicable interest
and fees. We will send you a statement of the amount you owe and the date payment is due. We may then report you
as delinquent if you do not pay the amount we think you owe.

If you receive our explanation but still believe your bill is wrong, you must write to us within 10 days telling us that you still
refuse to pay. If you do so, we cannot report you as delinquent without also reporting that you are questioning your bill. We
must tell you the name of anyone to whom we reported you as delinquent, and we must let those organizations know when
the matter has been settled between us.

If we do not follow all of the rules above, you do not have to pay the first $50 of the amount you question even if your bill is
correct.

Your Rights If You Are Dissatisfied With Your Credit Card Purchases

19565.14

13
Page       of      

14If you are dissatisfied with the goods or services that you have purchased with your credit card, and you have tried in good
faith 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:

1. The purchase must have been made in your home state or within 100 miles of your current mailing address, and the
purchase price must have been more than $50. (Note: Neither of these are necessary if your purchase was based on
an advertisement we mailed to you, or if we own the company that sold you the goods or services.)

2. You must have used your credit card for the purchase. Purchases made with cash advances from an ATM or with a

check that accesses your credit card account do not qualify.

3. You must not yet have fully paid for the purchase.

If  all  of  the  criteria  above  are  met  and  you  are  still  dissatisfied  with  the  purchase,  contact  us  in  writing  or
electronically  at:

Northwest Bank
PO Box 30495
Tampa, FL 33630

You may also contact us on the Web: www.northwest.com. Log in to Northwest Internet Banking and go to the credit card
portal.

While we investigate, the same rules apply to the disputed amount as discussed above. After we finish our investigation, we
will tell you our decision. At that point, if we think you owe an amount and you do not pay, we may report you as delinquent.

19565.14

Page       of      
14

14