PRICING INFORMATION 
FIRST TRAVEL 
AS OF 10/11 

Variable Annual Percentage Rates (APRs) and corresponding periodic rates for Purchase and Balance Transfer balances: 

Prime* plus a margin of 8.9% (12.15%) 

Corresponding monthly periodic rates of (1.0125%) 

Variable Annual Percentage Rate (APR) and corresponding periodic rate for Cash Advance balances 

Prime* plus a margin of 8.9% (12.15%) 

Corresponding monthly periodic rate of (1.0125%) 

*APRs may increase or decrease for each new billing cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup” 
section of The Wall Street Journal (“Prime”).  Each APR will equal the sum of Prime plus the applicable margin (“Margin”).  Margin means 
the percentage points added to the Prime Rate to calculate the APR.  An increase in your rates will increase your interest charges and may 
increase your minimum monthly payment.  Your rates will not exceed the maximum we are allowed to charge under applicable law. 

Penalty APR and when it applies:  None 

Paying Interest:   

Your due date is at least 24 days after the close of each billing cycle.  

Purchases and Balance Transfers – We will not charge you interest on Purchases and Balance Transfers if you pay your entire 
balance by the payment due date each month. 

Cash Advances – We will charge you interest on Cash Advances from the date of posting. 

Minimum Interest Charge:  Charged interest will be no less than $.50. 

Fees: 

Annual Fee:  $0 

Transaction Fees: 

Balance Transfer:   
Cash Advance:     
Foreign Transaction: 

$0 
3% of each new Cash Advance (not less than $10 per transaction) 
3% of each transaction converted to US Dollars 

Penalty Fees: 

Late Payment: 
Over-the-Credit Limit: 
Returned Payment: 

Up to $35 
$0 
Up to $35 

How we will calculate your balance: We use a method called "average daily balance (including new purchases, balance transfers and cash 
advances)". Calculating Average Daily Balance - Purchase Balance. You will have a grace period during which we will not impose an 
interest charge on Purchases if you pay in full your New Balance by the Payment Due Date shown on the billing statement each month. 
Otherwise, we will impose a periodic interest charge on the average daily balance of Purchases. To determine this average daily balance, 
we (a) start with the previous Purchase balance at the beginning of each new billing cycle and subtract any unpaid interest charge and 
unpaid fees which were included in that balance; (b) determine the Purchase balance for each day of the billing cycle by subtracting any 
payments and credits applied to the Purchase balance and by adding new Purchases; and (c) at the end of the billing cycle, add these daily 
balances and divide the total by the number of days in the billing cycle to determine the average daily balance for Purchases.  We then 
multiply this average daily balance by the monthly periodic rate that applies to Purchases to determine the amount of your periodic interest 
charge on Purchases. 
Calculating Average Daily Balance - Cash Advance Balance. There is no grace period for Cash Advances. We will impose a periodic 
interest charge on the average daily balance of Cash Advances. To determine this average daily balance, we (a) start with the previous 
Cash Advance balance at the beginning of each new billing cycle and subtract any unpaid interest charge and unpaid fees which were 
included in that balance; (b) determine the Cash Advance balance for each day of the monthly billing cycle by subtracting payments and 
credits applied to the Cash Advance balance and adding new Cash Advances; and (c) at the end of the billing cycle, add these daily 
balances and divide the total by the number of days in the billing cycle to determine the average daily balance for Cash Advances.  We then 
multiply this average daily balance by the monthly periodic rate that applies to Cash Advances. The result is your periodic interest charge on 
Cash Advances. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
92829  05/23/11  11:38 AM  Page 1

if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have

terminated  or  suspended  your  credit  privileges  in  accordance  with  this

Agreement or applicable law. Cash Advances, Balance Transfers, convenience

checks, debit transactions initiated by us, finance charges and fees charged to

your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these

conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to

enforce them at a later time nor require further notice to you before we enforce

them. We will subtract one travel point from your FIRST Travel points account for

each dollar in returned purchase credits. Travel points may be accumulated from

month to month and year to year, for three years. Unless redeemed, points will

expire and be forfeited on the third anniversary of the last day of the calendar year

in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not

redeemed, will expire and be forfeited on December 31, 2010. If you close your

FIRST Travel card account, or if we terminate or suspend your credit privileges in

accordance with this Agreement or applicable law, then all accumulated points

not yet redeemed will be forfeited. 

Redeeming Travel Points. We contract with a travel agency to provide FIRST

Travel services. You authorize us to share information concerning your account

with  the  travel  agency,  its  employees  and  representatives  (collectively,  the

“Agency”), including but not limited to any and all information reflected on your

FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST

Travel card account. This information is shared in accordance with our Privacy

Notice in this Agreement. The Agency will charge you fees (for which we will not

reimburse you) for transactions that you conduct through the Agency, whether or

not you are redeeming FIRST Travel points. You may not use FIRST Travel points

to pay the Agency’s fees.

In order to redeem travel points, your FIRST Travel card account must be open,

active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In

addition, you must have the minimum number of points required for redemption

as  published 

in 

the  FIRST  Travel  guidelines  on  our  website  at

www.firsttennessee.com. Our failure to enforce these conditions at any time and

for any period of time will not waive our right to enforce them at a later time nor

require further notice to you before we enforce them. Subject to those conditions,

you may redeem your travel points by calling the FIRST Travel Service Center at

1-800-999-0311. A FIRST Travel specialist will verify your available points and

eligibility to redeem points in the requested amount. Points may be redeemed for

airline or cruise tickets, according to the FIRST Travel Point Redemption Terms

published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be

redeemed only for travel services and only through the Agency designated by us.

FIRST Travel points have no cash value. They are not redeemable for cash, cannot

be bought or sold, nor can they be used as payment for any obligation you owe

to us.

Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services

directly to FIRST Travel cardholders. Those services include describing the flights

available for the amount of points you are redeeming, assisting in ticket selection,

making  reservations  for  available  flights  offered  by  participating  airlines,  and

issuing and delivering tickets you have purchased. The Agency will report to us

the points you have redeemed, and we will subtract them from your FIRST Travel

points balance. We disclaim any responsibility in the provision of services by the

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only

responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency

concerning your FIRST Travel points balance and credit card account. If you have

obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available

point balance, no matter the cause, we will charge the equivalent dollar value of the

over-redeemed points to your FIRST Travel card account. 

Program Restrictions and Other Considerations. Certain restrictions and additional

terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST

Travel Guidelines at www.firsttennessee.com for the current program restrictions and

terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption

Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to

availability; you may not be able to obtain travel services for all destinations or flights. 

Termination and Modification. We may terminate or modify the FIRST Travel Points

Program  at  any  time  without  cause,  without  notice  and  without  affecting  your

privileges to use your credit card account for Purchases, Balance Transfers or Cash

Advances under this Agreement. By accumulating Travel Points, you do not acquire

any vested right with respect to such points or other program benefits; and you may

not rely upon the continued effectiveness or availability of any previously published,

or otherwise communicated, redemption terms. We may cancel or change program

benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and

rules for earning, redeeming or forfeiting Travel Points at any time, even though such

changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION

ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION

CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT

TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT

ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT

CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS

ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE

LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT

DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE

HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE

ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.

Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined

below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by

mandatory, binding arbitration. The small claims court exclusion applies only so long

as the dispute remains in the small claims court and is an individual (non-class, non-

representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or

appealed to a different court, either you or we may then elect mandatory, binding

arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made

pursuant to a transaction involving interstate commerce and shall be governed by

and enforceable under the Federal Arbitration Act (the “FAA”).

Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the

following terms have the following definitions. The words we, our, and us mean First

Tennessee Bank National Association (which also is branded as First Horizon), its

parent company, and their direct and indirect subsidiaries and affiliates, together with

their employees, officers, directors, successors, and assigns. The words you, your,

and yours refer to any applicant, co-applicant, authorized user of the account, or

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such

person or incident to the account. The word Claim means any claim, controversy,

or dispute of any kind between you and us arising from or relating to the account

or any relationship arising from or related to the account. The word Claim includes,

but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us

involving one or more of the following:

– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications

elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;

– any transactions involving the account;

– any interest, fees and other charges to the account;

– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;

– any collection activity with respect to the account;

– any other matters relating to the account or your credit card relationship with us.

Notwithstanding the foregoing, the word Claim does not include any challenge to

the validity and effect of the Class Action Waiver set forth below, which must be

decided by a court.

All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration

Provision, regardless of whether the Claim: (i) previously existed, is now existing

(whether discovered or undiscovered) or arises later; (ii) is based on a theory of

contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious

liability, fraud, statute, regulation, constitution, or any other source of law or equity;

(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or

relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader

action, third-party claim or other action; or (v) is asserted as an individual claim or

as part of a class action or other representative or collective action. (Any Claim

asserted as part of a class action or other representative or collective action shall

proceed in arbitration on an individual basis as set forth below). Joint cardholders

and applicants and authorized users on a single account or multiple accounts for

which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one

person or cardholder for this purpose.

Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration

administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its

current rules, forms and related information may be obtained by contacting the

arbitration administrator as follows:

JAMS

1920 Main St., Suite 300

Irvine, CA 92610

www.jamsadr.com

1-800-352-5267

Except for the small claims court exclusion set forth above, either you or we may

ask an appropriate court to compel arbitration, or stay litigation pending arbitration,

of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has

asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with

respect to any Claims subsequently asserted in that lawsuit by any other party.

Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise

arbitration rights with respect to a particular Claim shall not waive your right or our

right to demand arbitration of any other Claim.

Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be

brought as a class action or as a private attorney general. You do not have the right

to act as a class representative or participate as a member of a class of claimants

with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim

resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single

arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between

you and us alone, and the arbitrator’s authority to make awards is limited to you

and us alone. Furthermore, Claims brought by you against us or by us against you

may not be joined or consolidated in arbitration with Claims brought by or against

someone other than you, unless otherwise agreed to in writing by all parties.

Severability. The parties to this Arbitration Provision acknowledge that the Class

Action Waiver is material and essential to the arbitration of any disputes between

the parties and is non-severable from this Arbitration Provision. If the Class Action

Waiver is limited, voided or found unenforceable, then the parties’ agreement to

arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such

proceeding, subject to the right to appeal the limitation or invalidation of the Class

Action Waiver. The parties acknowledge and agree that under no circumstances

will a class action be arbitrated. If any portion of this Arbitration Provision, other

than the Class Action Waiver, cannot be enforced, that portion will be severed, and

the rest of the Arbitration Provision will continue to apply.

Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will

resolve Claims pursuant to the rules and procedures of the Administrator and this

Arbitration Provision. This Arbitration Provision will govern in the event of conflict

with the Administrator’s rules and procedures. Discovery procedures available to

parties will be limited by the Administrator’s rules and procedures. The arbitrator

will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable

statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The

arbitrator will have the power to award any damages or other relief provided for

under applicable law, but only with respect to the named parties and the Claims

being arbitrated. The arbitrator and this Arbitration Provision will not be subject to

federal, state, or local rules of procedure and evidence applicable to lawsuits or to

state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an

arbitration hearing and to be represented by counsel. An arbitration hearing may be

conducted by telephone if the parties agree. Any participatory arbitration hearing

that you attend in person will occur at a place designated by the Administrator at a

location within the federal judicial district that includes your billing address or at

some other place agreed upon by you and us. The arbitrator will use reasonable

efforts to protect confidential information if requested to do so by any party. The

arbitrator will make any award in writing and, upon a timely written request, provide

a written statement of reasons for the award.

Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,

except that you may seek a waiver of the filing fee and/or other arbitration fees

under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,

but do not qualify for, a waiver, we will consider any written request by you for us

to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the

11

initial filing fee and you prevail in the arbitration proceeding, we will reimburse you

for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,

if the arbitrator determines there is good reason to do so, and we will pay any fees

and costs, which we are required to pay by law. Otherwise, each party will bear its

fees and costs, regardless of who prevails, except that a party may recover them

from another party if the arbitrator determines that applicable law so requires.

Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties

unless a party appeals in writing to the same Administrator in accordance with the

Administrator’s rules. Costs will be allocated in the same way as costs are allocated

in arbitration by a single arbitrator. A final and binding award is subject to judicial

review only as provided by the FAA. An arbitration award will be enforceable under

the FAA by any court having jurisdiction.

Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)

termination or changes in the Agreement and/or related agreements or programs, the

account,  and  the  relationship  between  you  and  us  concerning  the  account  and

related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other

transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different

agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.

Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com

and submit a transaction dispute. You will need to 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

• The charge in question may remain on your statement, and we may continue

on that amount.

to charge you interest on that amount.

12

• 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

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 is 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. 

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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.

You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a

transaction  dispute.  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.

FIRST TRAVELTM VISA®
CARDHOLDER AGREEMENT
and Disclosures Under The Federal Truth In Lending Act
Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1
Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1
Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1
Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2
Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3
New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3
Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3
Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3
Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3
Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9
Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

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Agreement and Definitions. This Cardholder Agreement, the folder containing your
card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,
changes and notices of changes we make to your account as provided herein, the
FIRST Travel Guidelines included on your application and published and periodically
updated at www.firsttennessee.com, and all documents bearing your hand-written,
electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,
convenience check or sales slip) or other evidence of indebtedness on the credit card
account  constitute  the  contract  governing  your  credit  card  account  (the
“Agreement”). The words “you” and “your” refer to each person jointly and severally
(if more than one) who has applied for or otherwise agreed to be responsible for the
account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National
Association (which also is branded as “First Horizon”), and its successors, assigns,
agents and/or authorized representatives. The word “card” means each FIRST Travel
card issued on the account. The card is our property, and you agree to surrender it
to us or our agent upon request. This Agreement is binding on you unless you cancel
your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or
authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for
consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,
partnerships or limited liability companies.
Changes  In  Terms. You consent and agree that at any time we may add, delete,
remove, amend, or change any terms and conditions of this Agreement, including
but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such
amendments may apply to the unpaid balance and to new transactions, as allowed
by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this
Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,
economic and market conditions and trends, product parameters, and our business
needs and considerations. If we make such amendments, you will receive advance
notice and a right to opt out, as may be required by the Agreement and applicable
law. 
Using Your Account. In addition to the card, we may furnish you checks which can
be used to access your account. You agree to use checks only in the form we furnish
and according to any instructions we give you. You cannot stop payment on checks
used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and
services and to get Cash Advances. 
Cash Advances include cash obtained from participating financial institutions and
ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent
transactions (including purchases of travelers’ checks, casino chips and other items
which Visa rules, as applicable, designate as cash or cash-equivalent transactions).
The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge
imposed by the ATM owner.
Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of
goods  or  services  from  participating  merchants  (excluding  cash-equivalent
transactions) and such other charges we designate as Purchases. 
Only a payment made by us, at your request via our customer service center or our
website, to transfer all or part of your balance with another creditor to your account
with us will be considered and treated as a Balance Transfer under this Agreement.
Your use of a check used to access your account for any purpose is not considered
a Balance Transfer under this Agreement.
1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)

Rates” provision or upon amendment of this Agreement, the monthly periodic rates

and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your

account will be variable rates which may increase or decrease for each new billing

cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”

section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by

12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your

monthly periodic rates. Your rates will not exceed the maximum we are allowed to

charge under applicable law. We will use the value of Prime published on the last

business day of each calendar month (the “Determination Date”) in order to calculate

your APRs in effect from the first day through the last day of your billing cycle ending

in the calendar month following the Determination Date. If more than one Prime rate

is published on the Determination Date, we will use the highest. An increase in your

rates will increase your interest charges and may increase your minimum monthly

payment.

Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum

of Prime plus a margin (“Margin”). Margin means the percentage points added to the

Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly

periodic rates for Purchases, Balance Transfers and Cash Advances are shown on

the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening

Disclosure Table on the back of the folder. 

Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this

Agreement, for all transactions on your account, plus all interest, finance charges

and other charges, fees and expenses incurred on or in connection with the account.

You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total

balance, whether the charges are made by you or by a person authorized by you in

any way to use your account in any way. You cannot transfer or assign the account

to another person.

Credit Limit. Your initial credit limit appears on the folder containing your card. We

may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing

statements will reflect your credit limit in effect as of the date of the statement. You

agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your

account to exceed your credit limit. We may honor, at our discretion, transactions

which exceed your credit limit. You agree to pay any amount that exceeds your credit

limit immediately upon request. Without additional notice we may limit the number or

dollar amount of account transactions, and/or authorizations for transactions, within

your credit limit for security or other reasons.

Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each

monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is

posted to your account or if there is a debit or credit balance of more than $1.00.

The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance

transaction posted to your account, your New Balance, Payment Due Date, Minimum

Payment Due, Interest Charges, Fees and other important information. Unless you

notify us of any alleged errors in accordance with the Billing Rights Notice in this

Agreement, we may consider the statement correct for all purposes. 

Effects of Making Minimum Payments. If you make only the minimum payment each

billing cycle, you will pay more in interest and it will take you longer to pay off your

Making Payments:

balance.

Application of Payments. We will determine, at our discretion, the amount of and

order in which minimum payments will be applied to Purchases, Balance Transfers,

Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your

account has balances with different APRs, we will allocate your minimum payments

to balances subject to lower APRs before balances subject to higher APRs. If you

make more than the minimum payment, we will allocate amounts in excess of the

minimum payment to balances subject to higher APRs before balances subject to

lower APRs, even if, as required by applicable law, this allocation results in a loss of

any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment

allocation method applies to all higher APR balances, including transactions subject

to higher APRs posted since your last statement. 

New Balance. The details and amount of your New Balance for each monthly billing

cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity

section.

due.

Minimum Payment Calculation. You may pay all or part of your balance at any time,

but each month you must pay at least the Minimum Payment Due shown on the

billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due

will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total

of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,

plus interest charges assessed in the current billing cycle, (c) any over limit amount,

or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion

Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past

Form of Payments. Do not send cash by mail. If you pay by check or money order,

the check or money order must be in U.S. Dollars drawn on funds on deposit in a

federally-insured U.S. depository institution. However, we may, at our option, accept

checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and

collection charges on your account for processing such items. When you send a

personal check to the BankCard Center, we may initiate an electronic debit for the

amount of your check to your account at the financial institution on which the check

was written. Your payment will appear as an electronic debit on the statement for the

account  from  which  you  made  payment  and  will  include  the  name  of  the  payee

“BankCard Center”, the check number and the payment amount. We can (but are not

required  to)  accept  late  payments,  partial  payments,  payments  marked  or

accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are

otherwise improper without losing any of our rights under this Agreement, including

our right to require payment of the entire balance.

Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other

information  adequate  to  identify  the  appropriate  account  are  proper  payments.

Proper payments will be applied to your account as of the date received if received

Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First

Tennessee financial center, or other First Tennessee location that accepts such

payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process

payments or later than the times shown above will be applied the next business

day. Any other payment may not be applied until 5 days after receipt.

Finance Charges.

Interest Charges. We will impose periodic interest charges based on the monthly

periodic rates that apply to Purchase, Balance Transfer and Cash Advance average

daily balances. Periodic interest charges will begin to accrue on all average daily

balances from the date that transactions are posted to your account, except for

Purchase transactions that may be eligible for a grace period (see Paying Interest

section of this Agreement). 

If the periodic interest charge calculated for a billing cycle in the manner described

in the Calculating Average Daily Balances section is less than $.50 but more than

$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash

Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing

statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the

minimum charge will appear in the Fees Charged section of your statement.

Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency

other than U.S. Dollars, Visa will convert the amount of the transaction (whether a

purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in

effect. Currently, Visa rules provide that the exchange rate between the transaction

currency and the billing currency used for processing international transactions will

be a rate selected by Visa from the range of rates available in wholesale currency

markets for the applicable central processing date (which rate may vary from the

rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the

applicable central processing date. You agree to accept the converted amount. We

will charge you three percent (3%) of the amount calculated by Visa as a Currency

Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions

section on your billing statement. The total amount of any Currency Conversion

Fee(s) will be shown on your billing statement in the Fees Charged section.

Paying Interest:

Grace Period for Purchases. You will have a grace period during which we will not

impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the

Payment Due Date shown on the billing statement each month. Otherwise, we will

impose a periodic interest charge on the average daily balance of Purchases. 

Grace Period for Balance Transfers. There is no grace period for Balance Transfers.

We will impose a periodic interest charge on the average daily balance of Balance

Transfers.

Cash Advances. There is no grace period for Cash Advances. We will impose a

periodic interest charge on the average daily balance of Cash Advances.

Calculating Average Daily Balance:

Purchase Balance. To determine this average daily balance, we (a) start with the

previous Purchase balance at the beginning of each new billing cycle and subtract

any unpaid interest charge and unpaid fees which were included in that balance;

(b) determine the Purchase balance for each day of the billing cycle by subtracting

any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new

Purchases; and (c) at the end of the billing cycle, add these daily balances and

divide the total by the number of days in the billing cycle to determine the average

daily balance for Purchases. We then multiply this average daily balance by the

monthly periodic rate that applies to Purchases to determine the amount of your

periodic interest charge on Purchases.

Balance Transfer Balance. To determine this average daily balance, we (a) start

with the previous Balance Transfer balance at the beginning of each new billing

cycle and subtract any unpaid interest charge and unpaid fees which were included

in that balance; (b) determine the Balance Transfer balance for each day of the

billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance

Transfer balance and by adding new Balance Transfers; and (c) at the end of the

billing cycle, add these daily balances and divide the total by the number of days

in the billing cycle to determine the average daily balance for Balance Transfers. We

then multiply this average daily balance by the monthly periodic rate that applies to

Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on

Balance Transfers.

Cash Advance Balance. To determine this average daily balance, we (a) start with

the previous Cash Advance balance at the beginning of each new billing cycle and

subtract any unpaid interest charge and unpaid fees which were included in that

balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly

billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance

balance and adding new Cash Advances; and (c) at the end of the billing cycle, add

these daily balances and divide the total by the number of days in the billing cycle

to determine the average daily balance for Cash Advances. We then multiply this

average daily balance by the monthly periodic rate that applies to Cash Advances

to determine the amount of your periodic interest charge on Cash Advances.

Other Fees and Charges:

Annual Fee. $0

Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross

annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and

minimum household deposit balance(s) with FTB of at least $25,000. 

Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new

Cash Advance. However, the fee will not be less than $10 per transaction or more

than the amount allowed by applicable law or regulation. Each Cash Advance Fee

will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total

amount of any Cash Advance Fee(s) will be shown on your billing statement in the

Fees Charged section.

Returned Payment Fee. When a check or other payment on your account is not

honored, cannot be processed or otherwise cannot be applied to your account, we

will charge you a returned payment fee of up to $25.00 for the first occurrence and

up to $35.00 for any additional occurrences in the following six billing cycles. 

Late Payment Fee. If we do not receive at least the minimum payment due on your

account by the Payment Due Date shown on your billing statement, we will charge

you a late payment fee of up to $25.00 for the first occurrence and up to $35.00

for any additional occurrences in the following six billing cycles.

Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you

will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this

Agreement.

Security Interest. Collateral furnished to secure any other credit you may owe us

may also secure this account. However, if collateral securing other credit is your

personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that

property as collateral for this account.

5

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize

another person to use your card or account. You cannot limit that person’s authority

to use the account, and you cannot terminate such authority (1) until we receive

notice of revocation; and (2) until you recover possession of the card.

Notices. If we have to notify you of anything concerning your credit card account,

the notice will be effective if we send it to your name and address as they appear in

our records or you receive such notice by any other means. You will notify us in

writing immediately if you change your name, address, telephone number or other

pertinent contact information. If you write to us for any reason other than to make a

payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-

1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or

statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you

change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online

Agreement. Additionally, if you become aware of an error regarding how activity on

this account appears on a credit report, please write us at BankCard Center, P.O. Box

1545, Memphis, TN 38101-1545.

Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the

minimum payment shown on the billing statement, or fail to comply with any other

term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your

bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand

immediate payment of the entire balance and all fees and charges then owing on the

account, as allowed under applicable law.

Non-default Termination or Suspension. You may terminate account privileges at

any time by notifying us in writing. We may terminate or suspend account privileges

at any time without prior notice unless required by applicable law. In the event of any

termination or suspension, you will immediately stop using the account, and you will

return or destroy the card upon request. You will remain obligated to pay the account

balance and all fees and charges according to the terms of this Agreement or as

otherwise agreed between us.

Credit Information. You authorize us to make credit, employment and investigative

inquiries about you from time to time to credit reporting agencies and others until the

Agreement is terminated and the account balance is paid in full. You also promise to

provide current financial information upon our request. We may report information

about the account to credit reporting agencies, other creditors, Visa, and others who

may properly receive such information, in accordance with applicable law and the

Privacy Notice contained herein.

Promotions. From time to time, we may offer you temporary promotional terms. If

we do, we will advise you in writing of the scope and duration of the promotional

terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.

Occasionally, you may be contacted about promotions, credit card enhancements

and special products. If you prefer not to receive this information, please write to us

at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please

allow sixty (60) days for your request to take effect.

Telephone Monitoring. You consent and agree that we may monitor and record your

telephone calls with our employees or contractors.

Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for

card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.

Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.

You should retain your copy of the credit slip prepared by the merchant. If the

merchant discloses a policy limiting or disallowing refunds, you will be bound by

it. If you make travel or lodging or other reservations, you will be bound by the

merchant’s cancellation policy, and you must obtain a cancellation code from the

merchant to avoid or limit any charges in accordance with that policy. If you give

a merchant continuing authority to charge your account for repeat charges, you

must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the

merchant continues to initiate such charges, to preserve your billing rights you

must continue to notify us promptly every time your billing statement reflects a

new charge.

Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,

including any debt you owe us.

Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to

convenient reference and do not affect the interpretation of this Agreement.

Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS

AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL

LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights

under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the

future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other

provisions remain in full force and effect.

Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal

transactions on the account through use of the card, any other account access

device issued by us, or in any other manner. We may, but are not required to,

deny authorization for any internet gambling transactions, any internet purchase

of tobacco products, or any other illegal transactions. You agree that illegal use

of the card or the account will be deemed an action of default and/or breach of

contract  and,  in  such  event,  the  account  and  other  related  services  may  be

terminated at our discretion. You further agree that should illegal use occur, you

waive any right to sue us for such illegal use or any activity directly or indirectly

related to it, and you agree to indemnify and hold us harmless from any suits,

legal action, or liability directly resulting from such illegal use.

Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is

lost or stolen or if you think someone used or may use your account without

permission, you agree to notify us immediately by calling 1-800-234-2840 or

(901) 818-9250 (Collect) if you are outside the continental United States. Upon

our request, you agree to provide us such written information as we request or

require to assist our investigation.

Liability for Unauthorized Use. You will not be liable for any unauthorized use

that occurs after you notify us. You may, however, be liable for unauthorized use

that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM

Awarding Travel Points. On each monthly billing cycle closing date we will award

one travel point to your FIRST Travel points account for each net dollar in new

purchases posted to your FIRST Travel card account during that monthly billing

period, up to a limit of 100,000 during a calendar year, excluding bonus points.

However, we reserve the right NOT to award points or allow redemption of points

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Agreement and Definitions. This Cardholder Agreement, the folder containing your

card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,

changes and notices of changes we make to your account as provided herein, the

FIRST Travel Guidelines included on your application and published and periodically

updated at www.firsttennessee.com, and all documents bearing your hand-written,

electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,

convenience check or sales slip) or other evidence of indebtedness on the credit card

account  constitute  the  contract  governing  your  credit  card  account  (the

“Agreement”). The words “you” and “your” refer to each person jointly and severally

(if more than one) who has applied for or otherwise agreed to be responsible for the

account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National

Association (which also is branded as “First Horizon”), and its successors, assigns,

agents and/or authorized representatives. The word “card” means each FIRST Travel

card issued on the account. The card is our property, and you agree to surrender it

to us or our agent upon request. This Agreement is binding on you unless you cancel

your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or

authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for

consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,

partnerships or limited liability companies.

Changes  In  Terms. You consent and agree that at any time we may add, delete,

remove, amend, or change any terms and conditions of this Agreement, including

but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such

amendments may apply to the unpaid balance and to new transactions, as allowed

by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this

Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,

economic and market conditions and trends, product parameters, and our business

needs and considerations. If we make such amendments, you will receive advance

notice and a right to opt out, as may be required by the Agreement and applicable

law. 

Using Your Account. In addition to the card, we may furnish you checks which can

be used to access your account. You agree to use checks only in the form we furnish

and according to any instructions we give you. You cannot stop payment on checks

used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and

services and to get Cash Advances. 

Cash Advances include cash obtained from participating financial institutions and

ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent

transactions (including purchases of travelers’ checks, casino chips and other items

which Visa rules, as applicable, designate as cash or cash-equivalent transactions).

The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge

imposed by the ATM owner.

Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of

goods  or  services  from  participating  merchants  (excluding  cash-equivalent

transactions) and such other charges we designate as Purchases. 

Only a payment made by us, at your request via our customer service center or our

website, to transfer all or part of your balance with another creditor to your account

with us will be considered and treated as a Balance Transfer under this Agreement.

Your use of a check used to access your account for any purpose is not considered

a Balance Transfer under this Agreement.

1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)
Rates” provision or upon amendment of this Agreement, the monthly periodic rates
and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your
account will be variable rates which may increase or decrease for each new billing
cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”
section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by
12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your
monthly periodic rates. Your rates will not exceed the maximum we are allowed to
charge under applicable law. We will use the value of Prime published on the last
business day of each calendar month (the “Determination Date”) in order to calculate
your APRs in effect from the first day through the last day of your billing cycle ending
in the calendar month following the Determination Date. If more than one Prime rate
is published on the Determination Date, we will use the highest. An increase in your
rates will increase your interest charges and may increase your minimum monthly
payment.
Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum
of Prime plus a margin (“Margin”). Margin means the percentage points added to the
Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly
periodic rates for Purchases, Balance Transfers and Cash Advances are shown on
the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening
Disclosure Table on the back of the folder. 
Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this
Agreement, for all transactions on your account, plus all interest, finance charges
and other charges, fees and expenses incurred on or in connection with the account.
You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total
balance, whether the charges are made by you or by a person authorized by you in
any way to use your account in any way. You cannot transfer or assign the account
to another person.
Credit Limit. Your initial credit limit appears on the folder containing your card. We
may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing
statements will reflect your credit limit in effect as of the date of the statement. You
agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your
account to exceed your credit limit. We may honor, at our discretion, transactions
which exceed your credit limit. You agree to pay any amount that exceeds your credit
limit immediately upon request. Without additional notice we may limit the number or
dollar amount of account transactions, and/or authorizations for transactions, within
your credit limit for security or other reasons.
Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each
monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is
posted to your account or if there is a debit or credit balance of more than $1.00.
The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance
transaction posted to your account, your New Balance, Payment Due Date, Minimum
Payment Due, Interest Charges, Fees and other important information. Unless you
notify us of any alleged errors in accordance with the Billing Rights Notice in this
Agreement, we may consider the statement correct for all purposes. 
Making Payments:
Effects of Making Minimum Payments. If you make only the minimum payment each
billing cycle, you will pay more in interest and it will take you longer to pay off your
balance.

Application of Payments. We will determine, at our discretion, the amount of and

order in which minimum payments will be applied to Purchases, Balance Transfers,

Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your

account has balances with different APRs, we will allocate your minimum payments

to balances subject to lower APRs before balances subject to higher APRs. If you

make more than the minimum payment, we will allocate amounts in excess of the

minimum payment to balances subject to higher APRs before balances subject to

lower APRs, even if, as required by applicable law, this allocation results in a loss of

any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment

allocation method applies to all higher APR balances, including transactions subject

to higher APRs posted since your last statement. 

New Balance. The details and amount of your New Balance for each monthly billing

cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity

section.

due.

Minimum Payment Calculation. You may pay all or part of your balance at any time,

but each month you must pay at least the Minimum Payment Due shown on the

billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due

will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total

of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,

plus interest charges assessed in the current billing cycle, (c) any over limit amount,

or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion

Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past

Form of Payments. Do not send cash by mail. If you pay by check or money order,

the check or money order must be in U.S. Dollars drawn on funds on deposit in a

federally-insured U.S. depository institution. However, we may, at our option, accept

checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and

collection charges on your account for processing such items. When you send a

personal check to the BankCard Center, we may initiate an electronic debit for the

amount of your check to your account at the financial institution on which the check

was written. Your payment will appear as an electronic debit on the statement for the

account  from  which  you  made  payment  and  will  include  the  name  of  the  payee

“BankCard Center”, the check number and the payment amount. We can (but are not

required  to)  accept  late  payments,  partial  payments,  payments  marked  or

accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are

otherwise improper without losing any of our rights under this Agreement, including

our right to require payment of the entire balance.

Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other

information  adequate  to  identify  the  appropriate  account  are  proper  payments.

Proper payments will be applied to your account as of the date received if received

Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First

Tennessee financial center, or other First Tennessee location that accepts such

payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process

payments or later than the times shown above will be applied the next business

day. Any other payment may not be applied until 5 days after receipt.

Finance Charges.

Interest Charges. We will impose periodic interest charges based on the monthly

periodic rates that apply to Purchase, Balance Transfer and Cash Advance average

daily balances. Periodic interest charges will begin to accrue on all average daily

balances from the date that transactions are posted to your account, except for

Purchase transactions that may be eligible for a grace period (see Paying Interest

section of this Agreement). 

If the periodic interest charge calculated for a billing cycle in the manner described

in the Calculating Average Daily Balances section is less than $.50 but more than

$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash

Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing

statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the

minimum charge will appear in the Fees Charged section of your statement.

Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency

other than U.S. Dollars, Visa will convert the amount of the transaction (whether a

purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in

effect. Currently, Visa rules provide that the exchange rate between the transaction

currency and the billing currency used for processing international transactions will

be a rate selected by Visa from the range of rates available in wholesale currency

markets for the applicable central processing date (which rate may vary from the

rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the

applicable central processing date. You agree to accept the converted amount. We

will charge you three percent (3%) of the amount calculated by Visa as a Currency

Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions

section on your billing statement. The total amount of any Currency Conversion

Fee(s) will be shown on your billing statement in the Fees Charged section.

Paying Interest:

Grace Period for Purchases. You will have a grace period during which we will not

impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the

Payment Due Date shown on the billing statement each month. Otherwise, we will

impose a periodic interest charge on the average daily balance of Purchases. 

Grace Period for Balance Transfers. There is no grace period for Balance Transfers.

We will impose a periodic interest charge on the average daily balance of Balance

Transfers.

Cash Advances. There is no grace period for Cash Advances. We will impose a

periodic interest charge on the average daily balance of Cash Advances.

Calculating Average Daily Balance:

Purchase Balance. To determine this average daily balance, we (a) start with the

previous Purchase balance at the beginning of each new billing cycle and subtract

any unpaid interest charge and unpaid fees which were included in that balance;

(b) determine the Purchase balance for each day of the billing cycle by subtracting

any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new

Purchases; and (c) at the end of the billing cycle, add these daily balances and

divide the total by the number of days in the billing cycle to determine the average

daily balance for Purchases. We then multiply this average daily balance by the

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monthly periodic rate that applies to Purchases to determine the amount of your

periodic interest charge on Purchases.

Balance Transfer Balance. To determine this average daily balance, we (a) start

with the previous Balance Transfer balance at the beginning of each new billing

cycle and subtract any unpaid interest charge and unpaid fees which were included

in that balance; (b) determine the Balance Transfer balance for each day of the

billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance

Transfer balance and by adding new Balance Transfers; and (c) at the end of the

billing cycle, add these daily balances and divide the total by the number of days

in the billing cycle to determine the average daily balance for Balance Transfers. We

then multiply this average daily balance by the monthly periodic rate that applies to

Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on

Balance Transfers.

Cash Advance Balance. To determine this average daily balance, we (a) start with

the previous Cash Advance balance at the beginning of each new billing cycle and

subtract any unpaid interest charge and unpaid fees which were included in that

balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly

billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance

balance and adding new Cash Advances; and (c) at the end of the billing cycle, add

these daily balances and divide the total by the number of days in the billing cycle

to determine the average daily balance for Cash Advances. We then multiply this

average daily balance by the monthly periodic rate that applies to Cash Advances

to determine the amount of your periodic interest charge on Cash Advances.

Other Fees and Charges:

Annual Fee. $0

Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross

annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and

minimum household deposit balance(s) with FTB of at least $25,000. 

Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new

Cash Advance. However, the fee will not be less than $10 per transaction or more

than the amount allowed by applicable law or regulation. Each Cash Advance Fee

will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total

amount of any Cash Advance Fee(s) will be shown on your billing statement in the

Fees Charged section.

Returned Payment Fee. When a check or other payment on your account is not

honored, cannot be processed or otherwise cannot be applied to your account, we

will charge you a returned payment fee of up to $25.00 for the first occurrence and

up to $35.00 for any additional occurrences in the following six billing cycles. 

Late Payment Fee. If we do not receive at least the minimum payment due on your

account by the Payment Due Date shown on your billing statement, we will charge

you a late payment fee of up to $25.00 for the first occurrence and up to $35.00

for any additional occurrences in the following six billing cycles.

Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you

will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this

Agreement.

Security Interest. Collateral furnished to secure any other credit you may owe us

may also secure this account. However, if collateral securing other credit is your

personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that

property as collateral for this account.

5

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize

another person to use your card or account. You cannot limit that person’s authority

to use the account, and you cannot terminate such authority (1) until we receive

notice of revocation; and (2) until you recover possession of the card.

Notices. If we have to notify you of anything concerning your credit card account,

the notice will be effective if we send it to your name and address as they appear in

our records or you receive such notice by any other means. You will notify us in

writing immediately if you change your name, address, telephone number or other

pertinent contact information. If you write to us for any reason other than to make a

payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-

1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or

statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you

change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online

Agreement. Additionally, if you become aware of an error regarding how activity on

this account appears on a credit report, please write us at BankCard Center, P.O. Box

1545, Memphis, TN 38101-1545.

Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the

minimum payment shown on the billing statement, or fail to comply with any other

term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your

bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand

immediate payment of the entire balance and all fees and charges then owing on the

account, as allowed under applicable law.

Non-default Termination or Suspension. You may terminate account privileges at

any time by notifying us in writing. We may terminate or suspend account privileges

at any time without prior notice unless required by applicable law. In the event of any

termination or suspension, you will immediately stop using the account, and you will

return or destroy the card upon request. You will remain obligated to pay the account

balance and all fees and charges according to the terms of this Agreement or as

otherwise agreed between us.

Credit Information. You authorize us to make credit, employment and investigative

inquiries about you from time to time to credit reporting agencies and others until the

Agreement is terminated and the account balance is paid in full. You also promise to

provide current financial information upon our request. We may report information

about the account to credit reporting agencies, other creditors, Visa, and others who

may properly receive such information, in accordance with applicable law and the

Privacy Notice contained herein.

Promotions. From time to time, we may offer you temporary promotional terms. If

we do, we will advise you in writing of the scope and duration of the promotional

terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.

Occasionally, you may be contacted about promotions, credit card enhancements

and special products. If you prefer not to receive this information, please write to us

at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please

allow sixty (60) days for your request to take effect.

Telephone Monitoring. You consent and agree that we may monitor and record your

telephone calls with our employees or contractors.

Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for

card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.

Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.

You should retain your copy of the credit slip prepared by the merchant. If the

merchant discloses a policy limiting or disallowing refunds, you will be bound by

it. If you make travel or lodging or other reservations, you will be bound by the

merchant’s cancellation policy, and you must obtain a cancellation code from the

merchant to avoid or limit any charges in accordance with that policy. If you give

a merchant continuing authority to charge your account for repeat charges, you

must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the

merchant continues to initiate such charges, to preserve your billing rights you

must continue to notify us promptly every time your billing statement reflects a

new charge.

Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,

including any debt you owe us.

Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to

convenient reference and do not affect the interpretation of this Agreement.

Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS

AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL

LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights

under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the

future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other

provisions remain in full force and effect.

Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal

transactions on the account through use of the card, any other account access

device issued by us, or in any other manner. We may, but are not required to,

deny authorization for any internet gambling transactions, any internet purchase

of tobacco products, or any other illegal transactions. You agree that illegal use

of the card or the account will be deemed an action of default and/or breach of

contract  and,  in  such  event,  the  account  and  other  related  services  may  be

terminated at our discretion. You further agree that should illegal use occur, you

waive any right to sue us for such illegal use or any activity directly or indirectly

related to it, and you agree to indemnify and hold us harmless from any suits,

legal action, or liability directly resulting from such illegal use.

Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is

lost or stolen or if you think someone used or may use your account without

permission, you agree to notify us immediately by calling 1-800-234-2840 or

(901) 818-9250 (Collect) if you are outside the continental United States. Upon

our request, you agree to provide us such written information as we request or

require to assist our investigation.

Liability for Unauthorized Use. You will not be liable for any unauthorized use

that occurs after you notify us. You may, however, be liable for unauthorized use

that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM

Awarding Travel Points. On each monthly billing cycle closing date we will award

one travel point to your FIRST Travel points account for each net dollar in new

purchases posted to your FIRST Travel card account during that monthly billing

period, up to a limit of 100,000 during a calendar year, excluding bonus points.

However, we reserve the right NOT to award points or allow redemption of points

92829  05/23/11  11:38 AM  Page 2

Agreement and Definitions. This Cardholder Agreement, the folder containing your

card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,

changes and notices of changes we make to your account as provided herein, the

FIRST Travel Guidelines included on your application and published and periodically

updated at www.firsttennessee.com, and all documents bearing your hand-written,

electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,

convenience check or sales slip) or other evidence of indebtedness on the credit card

account  constitute  the  contract  governing  your  credit  card  account  (the

“Agreement”). The words “you” and “your” refer to each person jointly and severally

(if more than one) who has applied for or otherwise agreed to be responsible for the

account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National

Association (which also is branded as “First Horizon”), and its successors, assigns,

agents and/or authorized representatives. The word “card” means each FIRST Travel

card issued on the account. The card is our property, and you agree to surrender it

to us or our agent upon request. This Agreement is binding on you unless you cancel

your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or

authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for

consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,

partnerships or limited liability companies.

Changes  In  Terms. You consent and agree that at any time we may add, delete,

remove, amend, or change any terms and conditions of this Agreement, including

but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such

amendments may apply to the unpaid balance and to new transactions, as allowed

by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this

Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,

economic and market conditions and trends, product parameters, and our business

needs and considerations. If we make such amendments, you will receive advance

notice and a right to opt out, as may be required by the Agreement and applicable

law. 

Using Your Account. In addition to the card, we may furnish you checks which can

be used to access your account. You agree to use checks only in the form we furnish

and according to any instructions we give you. You cannot stop payment on checks

used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and

services and to get Cash Advances. 

Cash Advances include cash obtained from participating financial institutions and

ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent

transactions (including purchases of travelers’ checks, casino chips and other items

which Visa rules, as applicable, designate as cash or cash-equivalent transactions).

The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge

imposed by the ATM owner.

Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of

goods  or  services  from  participating  merchants  (excluding  cash-equivalent

transactions) and such other charges we designate as Purchases. 

Only a payment made by us, at your request via our customer service center or our

website, to transfer all or part of your balance with another creditor to your account

with us will be considered and treated as a Balance Transfer under this Agreement.

Your use of a check used to access your account for any purpose is not considered

a Balance Transfer under this Agreement.

1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)

Rates” provision or upon amendment of this Agreement, the monthly periodic rates

and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your

account will be variable rates which may increase or decrease for each new billing

cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”

section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by

12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your

monthly periodic rates. Your rates will not exceed the maximum we are allowed to

charge under applicable law. We will use the value of Prime published on the last

business day of each calendar month (the “Determination Date”) in order to calculate

your APRs in effect from the first day through the last day of your billing cycle ending

in the calendar month following the Determination Date. If more than one Prime rate

is published on the Determination Date, we will use the highest. An increase in your

rates will increase your interest charges and may increase your minimum monthly

payment.

Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum

of Prime plus a margin (“Margin”). Margin means the percentage points added to the

Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly

periodic rates for Purchases, Balance Transfers and Cash Advances are shown on

the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening

Disclosure Table on the back of the folder. 

Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this

Agreement, for all transactions on your account, plus all interest, finance charges

and other charges, fees and expenses incurred on or in connection with the account.

You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total

balance, whether the charges are made by you or by a person authorized by you in

any way to use your account in any way. You cannot transfer or assign the account

to another person.

Credit Limit. Your initial credit limit appears on the folder containing your card. We

may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing

statements will reflect your credit limit in effect as of the date of the statement. You

agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your

account to exceed your credit limit. We may honor, at our discretion, transactions

which exceed your credit limit. You agree to pay any amount that exceeds your credit

limit immediately upon request. Without additional notice we may limit the number or

dollar amount of account transactions, and/or authorizations for transactions, within

your credit limit for security or other reasons.

Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each

monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is

posted to your account or if there is a debit or credit balance of more than $1.00.

The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance

transaction posted to your account, your New Balance, Payment Due Date, Minimum

Payment Due, Interest Charges, Fees and other important information. Unless you

notify us of any alleged errors in accordance with the Billing Rights Notice in this

Agreement, we may consider the statement correct for all purposes. 

Effects of Making Minimum Payments. If you make only the minimum payment each

billing cycle, you will pay more in interest and it will take you longer to pay off your

Making Payments:

balance.

2

Application of Payments. We will determine, at our discretion, the amount of and
order in which minimum payments will be applied to Purchases, Balance Transfers,
Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your
account has balances with different APRs, we will allocate your minimum payments
to balances subject to lower APRs before balances subject to higher APRs. If you
make more than the minimum payment, we will allocate amounts in excess of the
minimum payment to balances subject to higher APRs before balances subject to
lower APRs, even if, as required by applicable law, this allocation results in a loss of
any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment
allocation method applies to all higher APR balances, including transactions subject
to higher APRs posted since your last statement. 
New Balance. The details and amount of your New Balance for each monthly billing
cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity
section.
Minimum Payment Calculation. You may pay all or part of your balance at any time,
but each month you must pay at least the Minimum Payment Due shown on the
billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due
will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total
of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,
plus interest charges assessed in the current billing cycle, (c) any over limit amount,
or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion
Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past
due.
Form of Payments. Do not send cash by mail. If you pay by check or money order,
the check or money order must be in U.S. Dollars drawn on funds on deposit in a
federally-insured U.S. depository institution. However, we may, at our option, accept
checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and
collection charges on your account for processing such items. When you send a
personal check to the BankCard Center, we may initiate an electronic debit for the
amount of your check to your account at the financial institution on which the check
was written. Your payment will appear as an electronic debit on the statement for the
account  from  which  you  made  payment  and  will  include  the  name  of  the  payee
“BankCard Center”, the check number and the payment amount. We can (but are not
required  to)  accept  late  payments,  partial  payments,  payments  marked  or
accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are
otherwise improper without losing any of our rights under this Agreement, including
our right to require payment of the entire balance.
Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other
information  adequate  to  identify  the  appropriate  account  are  proper  payments.
Proper payments will be applied to your account as of the date received if received
Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First
Tennessee financial center, or other First Tennessee location that accepts such
payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT
3

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process

payments or later than the times shown above will be applied the next business

day. Any other payment may not be applied until 5 days after receipt.

Finance Charges.

Interest Charges. We will impose periodic interest charges based on the monthly

periodic rates that apply to Purchase, Balance Transfer and Cash Advance average

daily balances. Periodic interest charges will begin to accrue on all average daily

balances from the date that transactions are posted to your account, except for

Purchase transactions that may be eligible for a grace period (see Paying Interest

section of this Agreement). 

If the periodic interest charge calculated for a billing cycle in the manner described

in the Calculating Average Daily Balances section is less than $.50 but more than

$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash

Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing

statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the

minimum charge will appear in the Fees Charged section of your statement.

Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency

other than U.S. Dollars, Visa will convert the amount of the transaction (whether a

purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in

effect. Currently, Visa rules provide that the exchange rate between the transaction

currency and the billing currency used for processing international transactions will

be a rate selected by Visa from the range of rates available in wholesale currency

markets for the applicable central processing date (which rate may vary from the

rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the

applicable central processing date. You agree to accept the converted amount. We

will charge you three percent (3%) of the amount calculated by Visa as a Currency

Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions

section on your billing statement. The total amount of any Currency Conversion

Fee(s) will be shown on your billing statement in the Fees Charged section.

Paying Interest:

Grace Period for Purchases. You will have a grace period during which we will not

impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the

Payment Due Date shown on the billing statement each month. Otherwise, we will

impose a periodic interest charge on the average daily balance of Purchases. 

Grace Period for Balance Transfers. There is no grace period for Balance Transfers.

We will impose a periodic interest charge on the average daily balance of Balance

Transfers.

Cash Advances. There is no grace period for Cash Advances. We will impose a

periodic interest charge on the average daily balance of Cash Advances.

Calculating Average Daily Balance:

Purchase Balance. To determine this average daily balance, we (a) start with the

previous Purchase balance at the beginning of each new billing cycle and subtract

any unpaid interest charge and unpaid fees which were included in that balance;

(b) determine the Purchase balance for each day of the billing cycle by subtracting

any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new

Purchases; and (c) at the end of the billing cycle, add these daily balances and

divide the total by the number of days in the billing cycle to determine the average

daily balance for Purchases. We then multiply this average daily balance by the

monthly periodic rate that applies to Purchases to determine the amount of your

periodic interest charge on Purchases.

Balance Transfer Balance. To determine this average daily balance, we (a) start

with the previous Balance Transfer balance at the beginning of each new billing

cycle and subtract any unpaid interest charge and unpaid fees which were included

in that balance; (b) determine the Balance Transfer balance for each day of the

billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance

Transfer balance and by adding new Balance Transfers; and (c) at the end of the

billing cycle, add these daily balances and divide the total by the number of days

in the billing cycle to determine the average daily balance for Balance Transfers. We

then multiply this average daily balance by the monthly periodic rate that applies to

Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on

Balance Transfers.

Cash Advance Balance. To determine this average daily balance, we (a) start with

the previous Cash Advance balance at the beginning of each new billing cycle and

subtract any unpaid interest charge and unpaid fees which were included in that

balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly

billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance

balance and adding new Cash Advances; and (c) at the end of the billing cycle, add

these daily balances and divide the total by the number of days in the billing cycle

to determine the average daily balance for Cash Advances. We then multiply this

average daily balance by the monthly periodic rate that applies to Cash Advances

to determine the amount of your periodic interest charge on Cash Advances.

Other Fees and Charges:

Annual Fee. $0

Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross

annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and

minimum household deposit balance(s) with FTB of at least $25,000. 

Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new

Cash Advance. However, the fee will not be less than $10 per transaction or more

than the amount allowed by applicable law or regulation. Each Cash Advance Fee

will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total

amount of any Cash Advance Fee(s) will be shown on your billing statement in the

Fees Charged section.

Returned Payment Fee. When a check or other payment on your account is not

honored, cannot be processed or otherwise cannot be applied to your account, we

will charge you a returned payment fee of up to $25.00 for the first occurrence and

up to $35.00 for any additional occurrences in the following six billing cycles. 

Late Payment Fee. If we do not receive at least the minimum payment due on your

account by the Payment Due Date shown on your billing statement, we will charge

you a late payment fee of up to $25.00 for the first occurrence and up to $35.00

for any additional occurrences in the following six billing cycles.

Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you

will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this

Agreement.

Security Interest. Collateral furnished to secure any other credit you may owe us

may also secure this account. However, if collateral securing other credit is your

personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that

property as collateral for this account.

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize

another person to use your card or account. You cannot limit that person’s authority

to use the account, and you cannot terminate such authority (1) until we receive

notice of revocation; and (2) until you recover possession of the card.

Notices. If we have to notify you of anything concerning your credit card account,

the notice will be effective if we send it to your name and address as they appear in

our records or you receive such notice by any other means. You will notify us in

writing immediately if you change your name, address, telephone number or other

pertinent contact information. If you write to us for any reason other than to make a

payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-

1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or

statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you

change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online

Agreement. Additionally, if you become aware of an error regarding how activity on

this account appears on a credit report, please write us at BankCard Center, P.O. Box

1545, Memphis, TN 38101-1545.

Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the

minimum payment shown on the billing statement, or fail to comply with any other

term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your

bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand

immediate payment of the entire balance and all fees and charges then owing on the

account, as allowed under applicable law.

Non-default Termination or Suspension. You may terminate account privileges at

any time by notifying us in writing. We may terminate or suspend account privileges

at any time without prior notice unless required by applicable law. In the event of any

termination or suspension, you will immediately stop using the account, and you will

return or destroy the card upon request. You will remain obligated to pay the account

balance and all fees and charges according to the terms of this Agreement or as

otherwise agreed between us.

Credit Information. You authorize us to make credit, employment and investigative

inquiries about you from time to time to credit reporting agencies and others until the

Agreement is terminated and the account balance is paid in full. You also promise to

provide current financial information upon our request. We may report information

about the account to credit reporting agencies, other creditors, Visa, and others who

may properly receive such information, in accordance with applicable law and the

Privacy Notice contained herein.

Promotions. From time to time, we may offer you temporary promotional terms. If

we do, we will advise you in writing of the scope and duration of the promotional

terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.

Occasionally, you may be contacted about promotions, credit card enhancements

and special products. If you prefer not to receive this information, please write to us

at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please

allow sixty (60) days for your request to take effect.

Telephone Monitoring. You consent and agree that we may monitor and record your

telephone calls with our employees or contractors.

Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for

card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.

Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.

You should retain your copy of the credit slip prepared by the merchant. If the

merchant discloses a policy limiting or disallowing refunds, you will be bound by

it. If you make travel or lodging or other reservations, you will be bound by the

merchant’s cancellation policy, and you must obtain a cancellation code from the

merchant to avoid or limit any charges in accordance with that policy. If you give

a merchant continuing authority to charge your account for repeat charges, you

must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the

merchant continues to initiate such charges, to preserve your billing rights you

must continue to notify us promptly every time your billing statement reflects a

new charge.

Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,

including any debt you owe us.

Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to

convenient reference and do not affect the interpretation of this Agreement.

Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS

AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL

LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights

under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the

future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other

provisions remain in full force and effect.

Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal

transactions on the account through use of the card, any other account access

device issued by us, or in any other manner. We may, but are not required to,

deny authorization for any internet gambling transactions, any internet purchase

of tobacco products, or any other illegal transactions. You agree that illegal use

of the card or the account will be deemed an action of default and/or breach of

contract  and,  in  such  event,  the  account  and  other  related  services  may  be

terminated at our discretion. You further agree that should illegal use occur, you

waive any right to sue us for such illegal use or any activity directly or indirectly

related to it, and you agree to indemnify and hold us harmless from any suits,

legal action, or liability directly resulting from such illegal use.

Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is

lost or stolen or if you think someone used or may use your account without

permission, you agree to notify us immediately by calling 1-800-234-2840 or

(901) 818-9250 (Collect) if you are outside the continental United States. Upon

our request, you agree to provide us such written information as we request or

require to assist our investigation.

Liability for Unauthorized Use. You will not be liable for any unauthorized use

that occurs after you notify us. You may, however, be liable for unauthorized use

that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM

Awarding Travel Points. On each monthly billing cycle closing date we will award

one travel point to your FIRST Travel points account for each net dollar in new

purchases posted to your FIRST Travel card account during that monthly billing

period, up to a limit of 100,000 during a calendar year, excluding bonus points.

However, we reserve the right NOT to award points or allow redemption of points

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Agreement and Definitions. This Cardholder Agreement, the folder containing your

card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,

changes and notices of changes we make to your account as provided herein, the

FIRST Travel Guidelines included on your application and published and periodically

updated at www.firsttennessee.com, and all documents bearing your hand-written,

electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,

convenience check or sales slip) or other evidence of indebtedness on the credit card

account  constitute  the  contract  governing  your  credit  card  account  (the

“Agreement”). The words “you” and “your” refer to each person jointly and severally

(if more than one) who has applied for or otherwise agreed to be responsible for the

account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National

Association (which also is branded as “First Horizon”), and its successors, assigns,

agents and/or authorized representatives. The word “card” means each FIRST Travel

card issued on the account. The card is our property, and you agree to surrender it

to us or our agent upon request. This Agreement is binding on you unless you cancel

your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or

authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for

consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,

partnerships or limited liability companies.

Changes  In  Terms. You consent and agree that at any time we may add, delete,

remove, amend, or change any terms and conditions of this Agreement, including

but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such

amendments may apply to the unpaid balance and to new transactions, as allowed

by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this

Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,

economic and market conditions and trends, product parameters, and our business

needs and considerations. If we make such amendments, you will receive advance

notice and a right to opt out, as may be required by the Agreement and applicable

law. 

Using Your Account. In addition to the card, we may furnish you checks which can

be used to access your account. You agree to use checks only in the form we furnish

and according to any instructions we give you. You cannot stop payment on checks

used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and

services and to get Cash Advances. 

Cash Advances include cash obtained from participating financial institutions and

ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent

transactions (including purchases of travelers’ checks, casino chips and other items

which Visa rules, as applicable, designate as cash or cash-equivalent transactions).

The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge

imposed by the ATM owner.

Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of

goods  or  services  from  participating  merchants  (excluding  cash-equivalent

transactions) and such other charges we designate as Purchases. 

Only a payment made by us, at your request via our customer service center or our

website, to transfer all or part of your balance with another creditor to your account

with us will be considered and treated as a Balance Transfer under this Agreement.

Your use of a check used to access your account for any purpose is not considered

a Balance Transfer under this Agreement.

1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)

Rates” provision or upon amendment of this Agreement, the monthly periodic rates

and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your

account will be variable rates which may increase or decrease for each new billing

cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”

section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by

12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your

monthly periodic rates. Your rates will not exceed the maximum we are allowed to

charge under applicable law. We will use the value of Prime published on the last

business day of each calendar month (the “Determination Date”) in order to calculate

your APRs in effect from the first day through the last day of your billing cycle ending

in the calendar month following the Determination Date. If more than one Prime rate

is published on the Determination Date, we will use the highest. An increase in your

rates will increase your interest charges and may increase your minimum monthly

payment.

Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum

of Prime plus a margin (“Margin”). Margin means the percentage points added to the

Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly

periodic rates for Purchases, Balance Transfers and Cash Advances are shown on

the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening

Disclosure Table on the back of the folder. 

Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this

Agreement, for all transactions on your account, plus all interest, finance charges

and other charges, fees and expenses incurred on or in connection with the account.

You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total

balance, whether the charges are made by you or by a person authorized by you in

any way to use your account in any way. You cannot transfer or assign the account

to another person.

Credit Limit. Your initial credit limit appears on the folder containing your card. We

may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing

statements will reflect your credit limit in effect as of the date of the statement. You

agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your

account to exceed your credit limit. We may honor, at our discretion, transactions

which exceed your credit limit. You agree to pay any amount that exceeds your credit

limit immediately upon request. Without additional notice we may limit the number or

dollar amount of account transactions, and/or authorizations for transactions, within

your credit limit for security or other reasons.

Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each

monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is

posted to your account or if there is a debit or credit balance of more than $1.00.

The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance

transaction posted to your account, your New Balance, Payment Due Date, Minimum

Payment Due, Interest Charges, Fees and other important information. Unless you

notify us of any alleged errors in accordance with the Billing Rights Notice in this

Agreement, we may consider the statement correct for all purposes. 

Effects of Making Minimum Payments. If you make only the minimum payment each

billing cycle, you will pay more in interest and it will take you longer to pay off your

Making Payments:

balance.

Application of Payments. We will determine, at our discretion, the amount of and

order in which minimum payments will be applied to Purchases, Balance Transfers,

Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your

account has balances with different APRs, we will allocate your minimum payments

to balances subject to lower APRs before balances subject to higher APRs. If you

make more than the minimum payment, we will allocate amounts in excess of the

minimum payment to balances subject to higher APRs before balances subject to

lower APRs, even if, as required by applicable law, this allocation results in a loss of

any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment

allocation method applies to all higher APR balances, including transactions subject

to higher APRs posted since your last statement. 

New Balance. The details and amount of your New Balance for each monthly billing

cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity

section.

due.

Minimum Payment Calculation. You may pay all or part of your balance at any time,

but each month you must pay at least the Minimum Payment Due shown on the

billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due

will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total

of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,

plus interest charges assessed in the current billing cycle, (c) any over limit amount,

or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion

Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past

Form of Payments. Do not send cash by mail. If you pay by check or money order,

the check or money order must be in U.S. Dollars drawn on funds on deposit in a

federally-insured U.S. depository institution. However, we may, at our option, accept

checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and

collection charges on your account for processing such items. When you send a

personal check to the BankCard Center, we may initiate an electronic debit for the

amount of your check to your account at the financial institution on which the check

was written. Your payment will appear as an electronic debit on the statement for the

account  from  which  you  made  payment  and  will  include  the  name  of  the  payee

“BankCard Center”, the check number and the payment amount. We can (but are not

required  to)  accept  late  payments,  partial  payments,  payments  marked  or

accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are

otherwise improper without losing any of our rights under this Agreement, including

our right to require payment of the entire balance.

Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other

information  adequate  to  identify  the  appropriate  account  are  proper  payments.

Proper payments will be applied to your account as of the date received if received

Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First

Tennessee financial center, or other First Tennessee location that accepts such

payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process
payments or later than the times shown above will be applied the next business
day. Any other payment may not be applied until 5 days after receipt.
Finance Charges.
Interest Charges. We will impose periodic interest charges based on the monthly
periodic rates that apply to Purchase, Balance Transfer and Cash Advance average
daily balances. Periodic interest charges will begin to accrue on all average daily
balances from the date that transactions are posted to your account, except for
Purchase transactions that may be eligible for a grace period (see Paying Interest
section of this Agreement). 
If the periodic interest charge calculated for a billing cycle in the manner described
in the Calculating Average Daily Balances section is less than $.50 but more than
$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash
Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing
statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the
minimum charge will appear in the Fees Charged section of your statement.
Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency
other than U.S. Dollars, Visa will convert the amount of the transaction (whether a
purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in
effect. Currently, Visa rules provide that the exchange rate between the transaction
currency and the billing currency used for processing international transactions will
be a rate selected by Visa from the range of rates available in wholesale currency
markets for the applicable central processing date (which rate may vary from the
rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the
applicable central processing date. You agree to accept the converted amount. We
will charge you three percent (3%) of the amount calculated by Visa as a Currency
Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions
section on your billing statement. The total amount of any Currency Conversion
Fee(s) will be shown on your billing statement in the Fees Charged section.
Paying Interest:
Grace Period for Purchases. You will have a grace period during which we will not
impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the
Payment Due Date shown on the billing statement each month. Otherwise, we will
impose a periodic interest charge on the average daily balance of Purchases. 
Grace Period for Balance Transfers. There is no grace period for Balance Transfers.
We will impose a periodic interest charge on the average daily balance of Balance
Transfers.
Cash Advances. There is no grace period for Cash Advances. We will impose a
periodic interest charge on the average daily balance of Cash Advances.
Calculating Average Daily Balance:
Purchase Balance. To determine this average daily balance, we (a) start with the
previous Purchase balance at the beginning of each new billing cycle and subtract
any unpaid interest charge and unpaid fees which were included in that balance;
(b) determine the Purchase balance for each day of the billing cycle by subtracting
any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new
Purchases; and (c) at the end of the billing cycle, add these daily balances and
divide the total by the number of days in the billing cycle to determine the average
daily balance for Purchases. We then multiply this average daily balance by the

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monthly periodic rate that applies to Purchases to determine the amount of your

periodic interest charge on Purchases.

Balance Transfer Balance. To determine this average daily balance, we (a) start

with the previous Balance Transfer balance at the beginning of each new billing

cycle and subtract any unpaid interest charge and unpaid fees which were included

in that balance; (b) determine the Balance Transfer balance for each day of the

billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance

Transfer balance and by adding new Balance Transfers; and (c) at the end of the

billing cycle, add these daily balances and divide the total by the number of days

in the billing cycle to determine the average daily balance for Balance Transfers. We

then multiply this average daily balance by the monthly periodic rate that applies to

Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on

Balance Transfers.

Cash Advance Balance. To determine this average daily balance, we (a) start with

the previous Cash Advance balance at the beginning of each new billing cycle and

subtract any unpaid interest charge and unpaid fees which were included in that

balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly

billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance

balance and adding new Cash Advances; and (c) at the end of the billing cycle, add

these daily balances and divide the total by the number of days in the billing cycle

to determine the average daily balance for Cash Advances. We then multiply this

average daily balance by the monthly periodic rate that applies to Cash Advances

to determine the amount of your periodic interest charge on Cash Advances.

Other Fees and Charges:

Annual Fee. $0

Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross

annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and

minimum household deposit balance(s) with FTB of at least $25,000. 

Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new

Cash Advance. However, the fee will not be less than $10 per transaction or more

than the amount allowed by applicable law or regulation. Each Cash Advance Fee

will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total

amount of any Cash Advance Fee(s) will be shown on your billing statement in the

Fees Charged section.

Returned Payment Fee. When a check or other payment on your account is not

honored, cannot be processed or otherwise cannot be applied to your account, we

will charge you a returned payment fee of up to $25.00 for the first occurrence and

up to $35.00 for any additional occurrences in the following six billing cycles. 

Late Payment Fee. If we do not receive at least the minimum payment due on your

account by the Payment Due Date shown on your billing statement, we will charge

you a late payment fee of up to $25.00 for the first occurrence and up to $35.00

for any additional occurrences in the following six billing cycles.

Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you

will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this

Agreement.

Security Interest. Collateral furnished to secure any other credit you may owe us

may also secure this account. However, if collateral securing other credit is your

personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that

property as collateral for this account.

5

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize

another person to use your card or account. You cannot limit that person’s authority

to use the account, and you cannot terminate such authority (1) until we receive

notice of revocation; and (2) until you recover possession of the card.

Notices. If we have to notify you of anything concerning your credit card account,

the notice will be effective if we send it to your name and address as they appear in

our records or you receive such notice by any other means. You will notify us in

writing immediately if you change your name, address, telephone number or other

pertinent contact information. If you write to us for any reason other than to make a

payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-

1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or

statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you

change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online

Agreement. Additionally, if you become aware of an error regarding how activity on

this account appears on a credit report, please write us at BankCard Center, P.O. Box

1545, Memphis, TN 38101-1545.

Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the

minimum payment shown on the billing statement, or fail to comply with any other

term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your

bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand

immediate payment of the entire balance and all fees and charges then owing on the

account, as allowed under applicable law.

Non-default Termination or Suspension. You may terminate account privileges at

any time by notifying us in writing. We may terminate or suspend account privileges

at any time without prior notice unless required by applicable law. In the event of any

termination or suspension, you will immediately stop using the account, and you will

return or destroy the card upon request. You will remain obligated to pay the account

balance and all fees and charges according to the terms of this Agreement or as

otherwise agreed between us.

Credit Information. You authorize us to make credit, employment and investigative

inquiries about you from time to time to credit reporting agencies and others until the

Agreement is terminated and the account balance is paid in full. You also promise to

provide current financial information upon our request. We may report information

about the account to credit reporting agencies, other creditors, Visa, and others who

may properly receive such information, in accordance with applicable law and the

Privacy Notice contained herein.

Promotions. From time to time, we may offer you temporary promotional terms. If

we do, we will advise you in writing of the scope and duration of the promotional

terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.

Occasionally, you may be contacted about promotions, credit card enhancements

and special products. If you prefer not to receive this information, please write to us

at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please

allow sixty (60) days for your request to take effect.

Telephone Monitoring. You consent and agree that we may monitor and record your

telephone calls with our employees or contractors.

Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for

card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.

Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.

You should retain your copy of the credit slip prepared by the merchant. If the

merchant discloses a policy limiting or disallowing refunds, you will be bound by

it. If you make travel or lodging or other reservations, you will be bound by the

merchant’s cancellation policy, and you must obtain a cancellation code from the

merchant to avoid or limit any charges in accordance with that policy. If you give

a merchant continuing authority to charge your account for repeat charges, you

must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the

merchant continues to initiate such charges, to preserve your billing rights you

must continue to notify us promptly every time your billing statement reflects a

new charge.

Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,

including any debt you owe us.

Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to

convenient reference and do not affect the interpretation of this Agreement.

Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS

AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL

LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights

under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the

future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other

provisions remain in full force and effect.

Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal

transactions on the account through use of the card, any other account access

device issued by us, or in any other manner. We may, but are not required to,

deny authorization for any internet gambling transactions, any internet purchase

of tobacco products, or any other illegal transactions. You agree that illegal use

of the card or the account will be deemed an action of default and/or breach of

contract  and,  in  such  event,  the  account  and  other  related  services  may  be

terminated at our discretion. You further agree that should illegal use occur, you

waive any right to sue us for such illegal use or any activity directly or indirectly

related to it, and you agree to indemnify and hold us harmless from any suits,

legal action, or liability directly resulting from such illegal use.

Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is

lost or stolen or if you think someone used or may use your account without

permission, you agree to notify us immediately by calling 1-800-234-2840 or

(901) 818-9250 (Collect) if you are outside the continental United States. Upon

our request, you agree to provide us such written information as we request or

require to assist our investigation.

Liability for Unauthorized Use. You will not be liable for any unauthorized use

that occurs after you notify us. You may, however, be liable for unauthorized use

that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM

Awarding Travel Points. On each monthly billing cycle closing date we will award

one travel point to your FIRST Travel points account for each net dollar in new

purchases posted to your FIRST Travel card account during that monthly billing

period, up to a limit of 100,000 during a calendar year, excluding bonus points.

However, we reserve the right NOT to award points or allow redemption of points

92829  05/23/11  11:38 AM  Page 2

Agreement and Definitions. This Cardholder Agreement, the folder containing your

card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,

changes and notices of changes we make to your account as provided herein, the

FIRST Travel Guidelines included on your application and published and periodically

updated at www.firsttennessee.com, and all documents bearing your hand-written,

electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,

convenience check or sales slip) or other evidence of indebtedness on the credit card

account  constitute  the  contract  governing  your  credit  card  account  (the

“Agreement”). The words “you” and “your” refer to each person jointly and severally

(if more than one) who has applied for or otherwise agreed to be responsible for the

account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National

Association (which also is branded as “First Horizon”), and its successors, assigns,

agents and/or authorized representatives. The word “card” means each FIRST Travel

card issued on the account. The card is our property, and you agree to surrender it

to us or our agent upon request. This Agreement is binding on you unless you cancel

your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or

authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for

consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,

partnerships or limited liability companies.

Changes  In  Terms. You consent and agree that at any time we may add, delete,

remove, amend, or change any terms and conditions of this Agreement, including

but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such

amendments may apply to the unpaid balance and to new transactions, as allowed

by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this

Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,

economic and market conditions and trends, product parameters, and our business

needs and considerations. If we make such amendments, you will receive advance

notice and a right to opt out, as may be required by the Agreement and applicable

law. 

Using Your Account. In addition to the card, we may furnish you checks which can

be used to access your account. You agree to use checks only in the form we furnish

and according to any instructions we give you. You cannot stop payment on checks

used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and

services and to get Cash Advances. 

Cash Advances include cash obtained from participating financial institutions and

ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent

transactions (including purchases of travelers’ checks, casino chips and other items

which Visa rules, as applicable, designate as cash or cash-equivalent transactions).

The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge

imposed by the ATM owner.

Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of

goods  or  services  from  participating  merchants  (excluding  cash-equivalent

transactions) and such other charges we designate as Purchases. 

Only a payment made by us, at your request via our customer service center or our

website, to transfer all or part of your balance with another creditor to your account

with us will be considered and treated as a Balance Transfer under this Agreement.

Your use of a check used to access your account for any purpose is not considered

a Balance Transfer under this Agreement.

1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)

Rates” provision or upon amendment of this Agreement, the monthly periodic rates

and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your

account will be variable rates which may increase or decrease for each new billing

cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”

section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by

12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your

monthly periodic rates. Your rates will not exceed the maximum we are allowed to

charge under applicable law. We will use the value of Prime published on the last

business day of each calendar month (the “Determination Date”) in order to calculate

your APRs in effect from the first day through the last day of your billing cycle ending

in the calendar month following the Determination Date. If more than one Prime rate

is published on the Determination Date, we will use the highest. An increase in your

rates will increase your interest charges and may increase your minimum monthly

payment.

Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum

of Prime plus a margin (“Margin”). Margin means the percentage points added to the

Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly

periodic rates for Purchases, Balance Transfers and Cash Advances are shown on

the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening

Disclosure Table on the back of the folder. 

Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this

Agreement, for all transactions on your account, plus all interest, finance charges

and other charges, fees and expenses incurred on or in connection with the account.

You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total

balance, whether the charges are made by you or by a person authorized by you in

any way to use your account in any way. You cannot transfer or assign the account

to another person.

Credit Limit. Your initial credit limit appears on the folder containing your card. We

may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing

statements will reflect your credit limit in effect as of the date of the statement. You

agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your

account to exceed your credit limit. We may honor, at our discretion, transactions

which exceed your credit limit. You agree to pay any amount that exceeds your credit

limit immediately upon request. Without additional notice we may limit the number or

dollar amount of account transactions, and/or authorizations for transactions, within

your credit limit for security or other reasons.

Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each

monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is

posted to your account or if there is a debit or credit balance of more than $1.00.

The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance

transaction posted to your account, your New Balance, Payment Due Date, Minimum

Payment Due, Interest Charges, Fees and other important information. Unless you

notify us of any alleged errors in accordance with the Billing Rights Notice in this

Agreement, we may consider the statement correct for all purposes. 

Effects of Making Minimum Payments. If you make only the minimum payment each

billing cycle, you will pay more in interest and it will take you longer to pay off your

Making Payments:

balance.

Application of Payments. We will determine, at our discretion, the amount of and

order in which minimum payments will be applied to Purchases, Balance Transfers,

Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your

account has balances with different APRs, we will allocate your minimum payments

to balances subject to lower APRs before balances subject to higher APRs. If you

make more than the minimum payment, we will allocate amounts in excess of the

minimum payment to balances subject to higher APRs before balances subject to

lower APRs, even if, as required by applicable law, this allocation results in a loss of

any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment

allocation method applies to all higher APR balances, including transactions subject

to higher APRs posted since your last statement. 

New Balance. The details and amount of your New Balance for each monthly billing

cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity

section.

due.

Minimum Payment Calculation. You may pay all or part of your balance at any time,

but each month you must pay at least the Minimum Payment Due shown on the

billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due

will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total

of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,

plus interest charges assessed in the current billing cycle, (c) any over limit amount,

or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion

Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past

Form of Payments. Do not send cash by mail. If you pay by check or money order,

the check or money order must be in U.S. Dollars drawn on funds on deposit in a

federally-insured U.S. depository institution. However, we may, at our option, accept

checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and

collection charges on your account for processing such items. When you send a

personal check to the BankCard Center, we may initiate an electronic debit for the

amount of your check to your account at the financial institution on which the check

was written. Your payment will appear as an electronic debit on the statement for the

account  from  which  you  made  payment  and  will  include  the  name  of  the  payee

“BankCard Center”, the check number and the payment amount. We can (but are not

required  to)  accept  late  payments,  partial  payments,  payments  marked  or

accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are

otherwise improper without losing any of our rights under this Agreement, including

our right to require payment of the entire balance.

Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other

information  adequate  to  identify  the  appropriate  account  are  proper  payments.

Proper payments will be applied to your account as of the date received if received

Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First

Tennessee financial center, or other First Tennessee location that accepts such

payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process

payments or later than the times shown above will be applied the next business

day. Any other payment may not be applied until 5 days after receipt.

Finance Charges.

Interest Charges. We will impose periodic interest charges based on the monthly

periodic rates that apply to Purchase, Balance Transfer and Cash Advance average

daily balances. Periodic interest charges will begin to accrue on all average daily

balances from the date that transactions are posted to your account, except for

Purchase transactions that may be eligible for a grace period (see Paying Interest

section of this Agreement). 

If the periodic interest charge calculated for a billing cycle in the manner described

in the Calculating Average Daily Balances section is less than $.50 but more than

$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash

Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing

statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the

minimum charge will appear in the Fees Charged section of your statement.

Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency

other than U.S. Dollars, Visa will convert the amount of the transaction (whether a

purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in

effect. Currently, Visa rules provide that the exchange rate between the transaction

currency and the billing currency used for processing international transactions will

be a rate selected by Visa from the range of rates available in wholesale currency

markets for the applicable central processing date (which rate may vary from the

rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the

applicable central processing date. You agree to accept the converted amount. We

will charge you three percent (3%) of the amount calculated by Visa as a Currency

Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions

section on your billing statement. The total amount of any Currency Conversion

Fee(s) will be shown on your billing statement in the Fees Charged section.

Paying Interest:

Grace Period for Purchases. You will have a grace period during which we will not

impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the

Payment Due Date shown on the billing statement each month. Otherwise, we will

impose a periodic interest charge on the average daily balance of Purchases. 

Grace Period for Balance Transfers. There is no grace period for Balance Transfers.

We will impose a periodic interest charge on the average daily balance of Balance

Transfers.

Cash Advances. There is no grace period for Cash Advances. We will impose a

periodic interest charge on the average daily balance of Cash Advances.

Calculating Average Daily Balance:

Purchase Balance. To determine this average daily balance, we (a) start with the

previous Purchase balance at the beginning of each new billing cycle and subtract

any unpaid interest charge and unpaid fees which were included in that balance;

(b) determine the Purchase balance for each day of the billing cycle by subtracting

any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new

Purchases; and (c) at the end of the billing cycle, add these daily balances and

divide the total by the number of days in the billing cycle to determine the average

daily balance for Purchases. We then multiply this average daily balance by the

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monthly periodic rate that applies to Purchases to determine the amount of your
periodic interest charge on Purchases.
Balance Transfer Balance. To determine this average daily balance, we (a) start
with the previous Balance Transfer balance at the beginning of each new billing
cycle and subtract any unpaid interest charge and unpaid fees which were included
in that balance; (b) determine the Balance Transfer balance for each day of the
billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance
Transfer balance and by adding new Balance Transfers; and (c) at the end of the
billing cycle, add these daily balances and divide the total by the number of days
in the billing cycle to determine the average daily balance for Balance Transfers. We
then multiply this average daily balance by the monthly periodic rate that applies to
Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on
Balance Transfers.
Cash Advance Balance. To determine this average daily balance, we (a) start with
the previous Cash Advance balance at the beginning of each new billing cycle and
subtract any unpaid interest charge and unpaid fees which were included in that
balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly
billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance
balance and adding new Cash Advances; and (c) at the end of the billing cycle, add
these daily balances and divide the total by the number of days in the billing cycle
to determine the average daily balance for Cash Advances. We then multiply this
average daily balance by the monthly periodic rate that applies to Cash Advances
to determine the amount of your periodic interest charge on Cash Advances.
Other Fees and Charges:
Annual Fee. $0
Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross
annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and
minimum household deposit balance(s) with FTB of at least $25,000. 
Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new
Cash Advance. However, the fee will not be less than $10 per transaction or more
than the amount allowed by applicable law or regulation. Each Cash Advance Fee
will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total
amount of any Cash Advance Fee(s) will be shown on your billing statement in the
Fees Charged section.
Returned Payment Fee. When a check or other payment on your account is not
honored, cannot be processed or otherwise cannot be applied to your account, we
will charge you a returned payment fee of up to $25.00 for the first occurrence and
up to $35.00 for any additional occurrences in the following six billing cycles. 
Late Payment Fee. If we do not receive at least the minimum payment due on your
account by the Payment Due Date shown on your billing statement, we will charge
you a late payment fee of up to $25.00 for the first occurrence and up to $35.00
for any additional occurrences in the following six billing cycles.
Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you
will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this
Agreement.
Security Interest. Collateral furnished to secure any other credit you may owe us
may also secure this account. However, if collateral securing other credit is your
personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that
property as collateral for this account.

5

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize

another person to use your card or account. You cannot limit that person’s authority

to use the account, and you cannot terminate such authority (1) until we receive

notice of revocation; and (2) until you recover possession of the card.

Notices. If we have to notify you of anything concerning your credit card account,

the notice will be effective if we send it to your name and address as they appear in

our records or you receive such notice by any other means. You will notify us in

writing immediately if you change your name, address, telephone number or other

pertinent contact information. If you write to us for any reason other than to make a

payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-

1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or

statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you

change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online

Agreement. Additionally, if you become aware of an error regarding how activity on

this account appears on a credit report, please write us at BankCard Center, P.O. Box

1545, Memphis, TN 38101-1545.

Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the

minimum payment shown on the billing statement, or fail to comply with any other

term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your

bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand

immediate payment of the entire balance and all fees and charges then owing on the

account, as allowed under applicable law.

Non-default Termination or Suspension. You may terminate account privileges at

any time by notifying us in writing. We may terminate or suspend account privileges

at any time without prior notice unless required by applicable law. In the event of any

termination or suspension, you will immediately stop using the account, and you will

return or destroy the card upon request. You will remain obligated to pay the account

balance and all fees and charges according to the terms of this Agreement or as

otherwise agreed between us.

Credit Information. You authorize us to make credit, employment and investigative

inquiries about you from time to time to credit reporting agencies and others until the

Agreement is terminated and the account balance is paid in full. You also promise to

provide current financial information upon our request. We may report information

about the account to credit reporting agencies, other creditors, Visa, and others who

may properly receive such information, in accordance with applicable law and the

Privacy Notice contained herein.

Promotions. From time to time, we may offer you temporary promotional terms. If

we do, we will advise you in writing of the scope and duration of the promotional

terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.

Occasionally, you may be contacted about promotions, credit card enhancements

and special products. If you prefer not to receive this information, please write to us

at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please

allow sixty (60) days for your request to take effect.

Telephone Monitoring. You consent and agree that we may monitor and record your

telephone calls with our employees or contractors.

Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for

card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.

Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.

You should retain your copy of the credit slip prepared by the merchant. If the

merchant discloses a policy limiting or disallowing refunds, you will be bound by

it. If you make travel or lodging or other reservations, you will be bound by the

merchant’s cancellation policy, and you must obtain a cancellation code from the

merchant to avoid or limit any charges in accordance with that policy. If you give

a merchant continuing authority to charge your account for repeat charges, you

must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the

merchant continues to initiate such charges, to preserve your billing rights you

must continue to notify us promptly every time your billing statement reflects a

new charge.

Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,

including any debt you owe us.

Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to

convenient reference and do not affect the interpretation of this Agreement.

Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS

AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL

LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights

under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the

future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other

provisions remain in full force and effect.

Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal

transactions on the account through use of the card, any other account access

device issued by us, or in any other manner. We may, but are not required to,

deny authorization for any internet gambling transactions, any internet purchase

of tobacco products, or any other illegal transactions. You agree that illegal use

of the card or the account will be deemed an action of default and/or breach of

contract  and,  in  such  event,  the  account  and  other  related  services  may  be

terminated at our discretion. You further agree that should illegal use occur, you

waive any right to sue us for such illegal use or any activity directly or indirectly

related to it, and you agree to indemnify and hold us harmless from any suits,

legal action, or liability directly resulting from such illegal use.

Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is

lost or stolen or if you think someone used or may use your account without

permission, you agree to notify us immediately by calling 1-800-234-2840 or

(901) 818-9250 (Collect) if you are outside the continental United States. Upon

our request, you agree to provide us such written information as we request or

require to assist our investigation.

Liability for Unauthorized Use. You will not be liable for any unauthorized use

that occurs after you notify us. You may, however, be liable for unauthorized use

that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM

Awarding Travel Points. On each monthly billing cycle closing date we will award

one travel point to your FIRST Travel points account for each net dollar in new

purchases posted to your FIRST Travel card account during that monthly billing

period, up to a limit of 100,000 during a calendar year, excluding bonus points.

However, we reserve the right NOT to award points or allow redemption of points

6

7

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Agreement and Definitions. This Cardholder Agreement, the folder containing your

card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,

changes and notices of changes we make to your account as provided herein, the

FIRST Travel Guidelines included on your application and published and periodically

updated at www.firsttennessee.com, and all documents bearing your hand-written,

electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,

convenience check or sales slip) or other evidence of indebtedness on the credit card

account  constitute  the  contract  governing  your  credit  card  account  (the

“Agreement”). The words “you” and “your” refer to each person jointly and severally

(if more than one) who has applied for or otherwise agreed to be responsible for the

account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National

Association (which also is branded as “First Horizon”), and its successors, assigns,

agents and/or authorized representatives. The word “card” means each FIRST Travel

card issued on the account. The card is our property, and you agree to surrender it

to us or our agent upon request. This Agreement is binding on you unless you cancel

your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or

authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for

consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,

partnerships or limited liability companies.

Changes  In  Terms. You consent and agree that at any time we may add, delete,

remove, amend, or change any terms and conditions of this Agreement, including

but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such

amendments may apply to the unpaid balance and to new transactions, as allowed

by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this

Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,

economic and market conditions and trends, product parameters, and our business

needs and considerations. If we make such amendments, you will receive advance

notice and a right to opt out, as may be required by the Agreement and applicable

law. 

Using Your Account. In addition to the card, we may furnish you checks which can

be used to access your account. You agree to use checks only in the form we furnish

and according to any instructions we give you. You cannot stop payment on checks

used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and

services and to get Cash Advances. 

Cash Advances include cash obtained from participating financial institutions and

ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent

transactions (including purchases of travelers’ checks, casino chips and other items

which Visa rules, as applicable, designate as cash or cash-equivalent transactions).

The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge

imposed by the ATM owner.

Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of

goods  or  services  from  participating  merchants  (excluding  cash-equivalent

transactions) and such other charges we designate as Purchases. 

Only a payment made by us, at your request via our customer service center or our

website, to transfer all or part of your balance with another creditor to your account

with us will be considered and treated as a Balance Transfer under this Agreement.

Your use of a check used to access your account for any purpose is not considered

a Balance Transfer under this Agreement.

1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)

Rates” provision or upon amendment of this Agreement, the monthly periodic rates

and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your

account will be variable rates which may increase or decrease for each new billing

cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”

section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by

12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your

monthly periodic rates. Your rates will not exceed the maximum we are allowed to

charge under applicable law. We will use the value of Prime published on the last

business day of each calendar month (the “Determination Date”) in order to calculate

your APRs in effect from the first day through the last day of your billing cycle ending

in the calendar month following the Determination Date. If more than one Prime rate

is published on the Determination Date, we will use the highest. An increase in your

rates will increase your interest charges and may increase your minimum monthly

payment.

Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum

of Prime plus a margin (“Margin”). Margin means the percentage points added to the

Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly

periodic rates for Purchases, Balance Transfers and Cash Advances are shown on

the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening

Disclosure Table on the back of the folder. 

Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this

Agreement, for all transactions on your account, plus all interest, finance charges

and other charges, fees and expenses incurred on or in connection with the account.

You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total

balance, whether the charges are made by you or by a person authorized by you in

any way to use your account in any way. You cannot transfer or assign the account

to another person.

Credit Limit. Your initial credit limit appears on the folder containing your card. We

may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing

statements will reflect your credit limit in effect as of the date of the statement. You

agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your

account to exceed your credit limit. We may honor, at our discretion, transactions

which exceed your credit limit. You agree to pay any amount that exceeds your credit

limit immediately upon request. Without additional notice we may limit the number or

dollar amount of account transactions, and/or authorizations for transactions, within

your credit limit for security or other reasons.

Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each

monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is

posted to your account or if there is a debit or credit balance of more than $1.00.

The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance

transaction posted to your account, your New Balance, Payment Due Date, Minimum

Payment Due, Interest Charges, Fees and other important information. Unless you

notify us of any alleged errors in accordance with the Billing Rights Notice in this

Agreement, we may consider the statement correct for all purposes. 

Effects of Making Minimum Payments. If you make only the minimum payment each

billing cycle, you will pay more in interest and it will take you longer to pay off your

Making Payments:

balance.

Application of Payments. We will determine, at our discretion, the amount of and

order in which minimum payments will be applied to Purchases, Balance Transfers,

Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your

account has balances with different APRs, we will allocate your minimum payments

to balances subject to lower APRs before balances subject to higher APRs. If you

make more than the minimum payment, we will allocate amounts in excess of the

minimum payment to balances subject to higher APRs before balances subject to

lower APRs, even if, as required by applicable law, this allocation results in a loss of

any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment

allocation method applies to all higher APR balances, including transactions subject

to higher APRs posted since your last statement. 

New Balance. The details and amount of your New Balance for each monthly billing

cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity

section.

due.

Minimum Payment Calculation. You may pay all or part of your balance at any time,

but each month you must pay at least the Minimum Payment Due shown on the

billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due

will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total

of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,

plus interest charges assessed in the current billing cycle, (c) any over limit amount,

or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion

Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past

Form of Payments. Do not send cash by mail. If you pay by check or money order,

the check or money order must be in U.S. Dollars drawn on funds on deposit in a

federally-insured U.S. depository institution. However, we may, at our option, accept

checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and

collection charges on your account for processing such items. When you send a

personal check to the BankCard Center, we may initiate an electronic debit for the

amount of your check to your account at the financial institution on which the check

was written. Your payment will appear as an electronic debit on the statement for the

account  from  which  you  made  payment  and  will  include  the  name  of  the  payee

“BankCard Center”, the check number and the payment amount. We can (but are not

required  to)  accept  late  payments,  partial  payments,  payments  marked  or

accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are

otherwise improper without losing any of our rights under this Agreement, including

our right to require payment of the entire balance.

Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other

information  adequate  to  identify  the  appropriate  account  are  proper  payments.

Proper payments will be applied to your account as of the date received if received

Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First

Tennessee financial center, or other First Tennessee location that accepts such

payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process

payments or later than the times shown above will be applied the next business

day. Any other payment may not be applied until 5 days after receipt.

Finance Charges.

Interest Charges. We will impose periodic interest charges based on the monthly

periodic rates that apply to Purchase, Balance Transfer and Cash Advance average

daily balances. Periodic interest charges will begin to accrue on all average daily

balances from the date that transactions are posted to your account, except for

Purchase transactions that may be eligible for a grace period (see Paying Interest

section of this Agreement). 

If the periodic interest charge calculated for a billing cycle in the manner described

in the Calculating Average Daily Balances section is less than $.50 but more than

$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash

Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing

statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the

minimum charge will appear in the Fees Charged section of your statement.

Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency

other than U.S. Dollars, Visa will convert the amount of the transaction (whether a

purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in

effect. Currently, Visa rules provide that the exchange rate between the transaction

currency and the billing currency used for processing international transactions will

be a rate selected by Visa from the range of rates available in wholesale currency

markets for the applicable central processing date (which rate may vary from the

rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the

applicable central processing date. You agree to accept the converted amount. We

will charge you three percent (3%) of the amount calculated by Visa as a Currency

Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions

section on your billing statement. The total amount of any Currency Conversion

Fee(s) will be shown on your billing statement in the Fees Charged section.

Paying Interest:

Grace Period for Purchases. You will have a grace period during which we will not

impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the

Payment Due Date shown on the billing statement each month. Otherwise, we will

impose a periodic interest charge on the average daily balance of Purchases. 

Grace Period for Balance Transfers. There is no grace period for Balance Transfers.

We will impose a periodic interest charge on the average daily balance of Balance

Transfers.

Cash Advances. There is no grace period for Cash Advances. We will impose a

periodic interest charge on the average daily balance of Cash Advances.

Calculating Average Daily Balance:

Purchase Balance. To determine this average daily balance, we (a) start with the

previous Purchase balance at the beginning of each new billing cycle and subtract

any unpaid interest charge and unpaid fees which were included in that balance;

(b) determine the Purchase balance for each day of the billing cycle by subtracting

any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new

Purchases; and (c) at the end of the billing cycle, add these daily balances and

divide the total by the number of days in the billing cycle to determine the average

daily balance for Purchases. We then multiply this average daily balance by the

monthly periodic rate that applies to Purchases to determine the amount of your

periodic interest charge on Purchases.

Balance Transfer Balance. To determine this average daily balance, we (a) start

with the previous Balance Transfer balance at the beginning of each new billing

cycle and subtract any unpaid interest charge and unpaid fees which were included

in that balance; (b) determine the Balance Transfer balance for each day of the

billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance

Transfer balance and by adding new Balance Transfers; and (c) at the end of the

billing cycle, add these daily balances and divide the total by the number of days

in the billing cycle to determine the average daily balance for Balance Transfers. We

then multiply this average daily balance by the monthly periodic rate that applies to

Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on

Balance Transfers.

Cash Advance Balance. To determine this average daily balance, we (a) start with

the previous Cash Advance balance at the beginning of each new billing cycle and

subtract any unpaid interest charge and unpaid fees which were included in that

balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly

billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance

balance and adding new Cash Advances; and (c) at the end of the billing cycle, add

these daily balances and divide the total by the number of days in the billing cycle

to determine the average daily balance for Cash Advances. We then multiply this

average daily balance by the monthly periodic rate that applies to Cash Advances

to determine the amount of your periodic interest charge on Cash Advances.

Other Fees and Charges:

Annual Fee. $0

Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross

annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and

minimum household deposit balance(s) with FTB of at least $25,000. 

Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new

Cash Advance. However, the fee will not be less than $10 per transaction or more

than the amount allowed by applicable law or regulation. Each Cash Advance Fee

will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total

amount of any Cash Advance Fee(s) will be shown on your billing statement in the

Fees Charged section.

Returned Payment Fee. When a check or other payment on your account is not

honored, cannot be processed or otherwise cannot be applied to your account, we

will charge you a returned payment fee of up to $25.00 for the first occurrence and

up to $35.00 for any additional occurrences in the following six billing cycles. 

Late Payment Fee. If we do not receive at least the minimum payment due on your

account by the Payment Due Date shown on your billing statement, we will charge

you a late payment fee of up to $25.00 for the first occurrence and up to $35.00

for any additional occurrences in the following six billing cycles.

Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you

will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this

Agreement.

Security Interest. Collateral furnished to secure any other credit you may owe us

may also secure this account. However, if collateral securing other credit is your

personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that

property as collateral for this account.

5

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize
another person to use your card or account. You cannot limit that person’s authority
to use the account, and you cannot terminate such authority (1) until we receive
notice of revocation; and (2) until you recover possession of the card.
Notices. If we have to notify you of anything concerning your credit card account,
the notice will be effective if we send it to your name and address as they appear in
our records or you receive such notice by any other means. You will notify us in
writing immediately if you change your name, address, telephone number or other
pertinent contact information. If you write to us for any reason other than to make a
payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-
1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or
statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you
change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online
Agreement. Additionally, if you become aware of an error regarding how activity on
this account appears on a credit report, please write us at BankCard Center, P.O. Box
1545, Memphis, TN 38101-1545.
Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the
minimum payment shown on the billing statement, or fail to comply with any other
term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your
bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand
immediate payment of the entire balance and all fees and charges then owing on the
account, as allowed under applicable law.
Non-default Termination or Suspension. You may terminate account privileges at
any time by notifying us in writing. We may terminate or suspend account privileges
at any time without prior notice unless required by applicable law. In the event of any
termination or suspension, you will immediately stop using the account, and you will
return or destroy the card upon request. You will remain obligated to pay the account
balance and all fees and charges according to the terms of this Agreement or as
otherwise agreed between us.
Credit Information. You authorize us to make credit, employment and investigative
inquiries about you from time to time to credit reporting agencies and others until the
Agreement is terminated and the account balance is paid in full. You also promise to
provide current financial information upon our request. We may report information
about the account to credit reporting agencies, other creditors, Visa, and others who
may properly receive such information, in accordance with applicable law and the
Privacy Notice contained herein.
Promotions. From time to time, we may offer you temporary promotional terms. If
we do, we will advise you in writing of the scope and duration of the promotional
terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.
Occasionally, you may be contacted about promotions, credit card enhancements
and special products. If you prefer not to receive this information, please write to us
at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please
allow sixty (60) days for your request to take effect.
Telephone Monitoring. You consent and agree that we may monitor and record your
telephone calls with our employees or contractors.
Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for
card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.
Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.

You should retain your copy of the credit slip prepared by the merchant. If the

merchant discloses a policy limiting or disallowing refunds, you will be bound by

it. If you make travel or lodging or other reservations, you will be bound by the

merchant’s cancellation policy, and you must obtain a cancellation code from the

merchant to avoid or limit any charges in accordance with that policy. If you give

a merchant continuing authority to charge your account for repeat charges, you

must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the

merchant continues to initiate such charges, to preserve your billing rights you

must continue to notify us promptly every time your billing statement reflects a

new charge.

Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,

including any debt you owe us.

Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to

convenient reference and do not affect the interpretation of this Agreement.

Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS

AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL

LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights

under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the

future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other

provisions remain in full force and effect.

Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal

transactions on the account through use of the card, any other account access

device issued by us, or in any other manner. We may, but are not required to,

deny authorization for any internet gambling transactions, any internet purchase

of tobacco products, or any other illegal transactions. You agree that illegal use

of the card or the account will be deemed an action of default and/or breach of

contract  and,  in  such  event,  the  account  and  other  related  services  may  be

terminated at our discretion. You further agree that should illegal use occur, you

waive any right to sue us for such illegal use or any activity directly or indirectly

related to it, and you agree to indemnify and hold us harmless from any suits,

legal action, or liability directly resulting from such illegal use.

Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is

lost or stolen or if you think someone used or may use your account without

permission, you agree to notify us immediately by calling 1-800-234-2840 or

(901) 818-9250 (Collect) if you are outside the continental United States. Upon

our request, you agree to provide us such written information as we request or

require to assist our investigation.

Liability for Unauthorized Use. You will not be liable for any unauthorized use

that occurs after you notify us. You may, however, be liable for unauthorized use

that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM

Awarding Travel Points. On each monthly billing cycle closing date we will award

one travel point to your FIRST Travel points account for each net dollar in new

purchases posted to your FIRST Travel card account during that monthly billing

period, up to a limit of 100,000 during a calendar year, excluding bonus points.

However, we reserve the right NOT to award points or allow redemption of points

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Agreement and Definitions. This Cardholder Agreement, the folder containing your

card  including  the  Account  Opening  Disclosure  Table  on  the  back  of  the  folder,

changes and notices of changes we make to your account as provided herein, the

FIRST Travel Guidelines included on your application and published and periodically

updated at www.firsttennessee.com, and all documents bearing your hand-written,

electronic  or  digital  signature  (such  as,  but  not  limited  to,  any  application,

convenience check or sales slip) or other evidence of indebtedness on the credit card

account  constitute  the  contract  governing  your  credit  card  account  (the

“Agreement”). The words “you” and “your” refer to each person jointly and severally

(if more than one) who has applied for or otherwise agreed to be responsible for the

account.  The  words  “we,”  “our,”  and  “us”  mean  First  Tennessee  Bank  National

Association (which also is branded as “First Horizon”), and its successors, assigns,

agents and/or authorized representatives. The word “card” means each FIRST Travel

card issued on the account. The card is our property, and you agree to surrender it

to us or our agent upon request. This Agreement is binding on you unless you cancel

your  account  within  30  days  after  receiving  the  card  and  you  have  not  used  or

authorized  use  of  your  account.  This  card  is  available  only  to  individuals  for

consumer  use  and  will  not  be  issued  to  sole  proprietorships,  corporations,

partnerships or limited liability companies.

Changes  In  Terms. You consent and agree that at any time we may add, delete,

remove, amend, or change any terms and conditions of this Agreement, including

but  not  limited  to  the  Annual  Percentage  Rate  (APR),  fees  or  other  terms.  Such

amendments may apply to the unpaid balance and to new transactions, as allowed

by  applicable  law.  Reasons  we  may  change  the  terms  and  conditions  of  this

Agreement  include,  but  are  not  limited  to,  risks  associated  with  your  account,

economic and market conditions and trends, product parameters, and our business

needs and considerations. If we make such amendments, you will receive advance

notice and a right to opt out, as may be required by the Agreement and applicable

law. 

Using Your Account. In addition to the card, we may furnish you checks which can

be used to access your account. You agree to use checks only in the form we furnish

and according to any instructions we give you. You cannot stop payment on checks

used  to  access  the  account.  You  may  use  your  account  to  purchase  goods  and

services and to get Cash Advances. 

Cash Advances include cash obtained from participating financial institutions and

ATMs,  transactions  using  checks  to  access  your  account,  and  cash-equivalent

transactions (including purchases of travelers’ checks, casino chips and other items

which Visa rules, as applicable, designate as cash or cash-equivalent transactions).

The  amount  of  a  Cash  Advance  obtained  from  an  ATM  may  include  a  surcharge

imposed by the ATM owner.

Purchases  are  transactions  initiated  with  the  card  or  account  for  the  purchase  of

goods  or  services  from  participating  merchants  (excluding  cash-equivalent

transactions) and such other charges we designate as Purchases. 

Only a payment made by us, at your request via our customer service center or our

website, to transfer all or part of your balance with another creditor to your account

with us will be considered and treated as a Balance Transfer under this Agreement.

Your use of a check used to access your account for any purpose is not considered

a Balance Transfer under this Agreement.

1

Standard (Variable) Rates. Except as otherwise stated in this “Standard (Variable)

Rates” provision or upon amendment of this Agreement, the monthly periodic rates

and  corresponding  APRs  used  to  compute  the  periodic  interest  charges  on  your

account will be variable rates which may increase or decrease for each new billing

cycle based on changes in the U.S. Prime Rate published in the “Markets Lineup”

section of The Wall Street Journal (“Prime”). Your corresponding APRs, divided by

12  and  rounded  to  the  next  lowest  ten  thousandth  percentage  point,  will  be  your

monthly periodic rates. Your rates will not exceed the maximum we are allowed to

charge under applicable law. We will use the value of Prime published on the last

business day of each calendar month (the “Determination Date”) in order to calculate

your APRs in effect from the first day through the last day of your billing cycle ending

in the calendar month following the Determination Date. If more than one Prime rate

is published on the Determination Date, we will use the highest. An increase in your

rates will increase your interest charges and may increase your minimum monthly

payment.

Your APRs on Purchases, Balance Transfers and Cash Advances will equal the sum

of Prime plus a margin (“Margin”). Margin means the percentage points added to the

Prime Rate to calculate the APR. Your Margins, corresponding APRs and monthly

periodic rates for Purchases, Balance Transfers and Cash Advances are shown on

the  enclosed  folder  containing  your  card  which  includes  the  Account  Opening

Disclosure Table on the back of the folder. 

Promise  to  Pay. You  promise  to  pay  us,  in  accordance  with  the  terms  of  this

Agreement, for all transactions on your account, plus all interest, finance charges

and other charges, fees and expenses incurred on or in connection with the account.

You  will  be  individually  and,  if  applicable,  jointly  and  severally  liable  for  the  total

balance, whether the charges are made by you or by a person authorized by you in

any way to use your account in any way. You cannot transfer or assign the account

to another person.

Credit Limit. Your initial credit limit appears on the folder containing your card. We

may  increase  or  decrease  your  credit  limit  at  any  time.  Each  of  your  billing

statements will reflect your credit limit in effect as of the date of the statement. You

agree  not  to  conduct  any  transaction  that  would  cause  the  total  balance  of  your

account to exceed your credit limit. We may honor, at our discretion, transactions

which exceed your credit limit. You agree to pay any amount that exceeds your credit

limit immediately upon request. Without additional notice we may limit the number or

dollar amount of account transactions, and/or authorizations for transactions, within

your credit limit for security or other reasons.

Billing  Statements. We  will  send  or  make  available  a  billing  statement  for  each

monthly billing cycle for which a Purchase, Balance Transfer or Cash Advance is

posted to your account or if there is a debit or credit balance of more than $1.00.

The  statement  will  reflect  each  Purchase,  Balance  Transfer  or  Cash  Advance

transaction posted to your account, your New Balance, Payment Due Date, Minimum

Payment Due, Interest Charges, Fees and other important information. Unless you

notify us of any alleged errors in accordance with the Billing Rights Notice in this

Agreement, we may consider the statement correct for all purposes. 

Effects of Making Minimum Payments. If you make only the minimum payment each

billing cycle, you will pay more in interest and it will take you longer to pay off your

Making Payments:

balance.

Application of Payments. We will determine, at our discretion, the amount of and

order in which minimum payments will be applied to Purchases, Balance Transfers,

Cash  Advances,  Interest,  Finance  Charges  and  other  fees  and  charges.  If  your

account has balances with different APRs, we will allocate your minimum payments

to balances subject to lower APRs before balances subject to higher APRs. If you

make more than the minimum payment, we will allocate amounts in excess of the

minimum payment to balances subject to higher APRs before balances subject to

lower APRs, even if, as required by applicable law, this allocation results in a loss of

any  Grace  Period  for  which  you  may  otherwise  have  been  eligible.  This  payment

allocation method applies to all higher APR balances, including transactions subject

to higher APRs posted since your last statement. 

New Balance. The details and amount of your New Balance for each monthly billing

cycle  will  appear  on  your  billing  statement  in  the  Summary  of  Account  Activity

section.

due.

Minimum Payment Calculation. You may pay all or part of your balance at any time,

but each month you must pay at least the Minimum Payment Due shown on the

billing statement. If your New Balance is $25.00 or less, the Minimum Payment Due

will be the New Balance in full. Otherwise, the Minimum Payment Due will be the total

of (1) the greatest of (a) 2.5% of your New Balance, (b) 1% of your New Balance,

plus interest charges assessed in the current billing cycle, (c) any over limit amount,

or (d) $25.00; plus (2) net fees (excluding Cash Advance and Currency Conversion

Fees) in excess of $0 assessed in the current billing cycle; plus (3) all amounts past

Form of Payments. Do not send cash by mail. If you pay by check or money order,

the check or money order must be in U.S. Dollars drawn on funds on deposit in a

federally-insured U.S. depository institution. However, we may, at our option, accept

checks  or  money  orders  drawn  on  non-U.S.  banks  and  impose  service  and

collection charges on your account for processing such items. When you send a

personal check to the BankCard Center, we may initiate an electronic debit for the

amount of your check to your account at the financial institution on which the check

was written. Your payment will appear as an electronic debit on the statement for the

account  from  which  you  made  payment  and  will  include  the  name  of  the  payee

“BankCard Center”, the check number and the payment amount. We can (but are not

required  to)  accept  late  payments,  partial  payments,  payments  marked  or

accompanied  by  “payment  in  full”  or  similar  language,  or  payments  which  are

otherwise improper without losing any of our rights under this Agreement, including

our right to require payment of the entire balance.

Payment  Processing.  Payments  accompanied  by  the  payment  coupon  or  other

information  adequate  to  identify  the  appropriate  account  are  proper  payments.

Proper payments will be applied to your account as of the date received if received

Monday-Friday, excluding federal holidays, by the times shown below:

• Payments received at BankCard Center, P.O. Box 385, Memphis, TN 38101-

0385 by 5:00 p.m. CT

• Payments  delivered  in  person  to  and  processed  by  an  employee  at  a  First

Tennessee financial center, or other First Tennessee location that accepts such

payments, by close of business at that location

• Payments made via First Tennessee’s Banking Online website by 5:00 p.m. CT

Proper  payments  received  on  a  day  that  First  Tennessee  does  not  process

payments or later than the times shown above will be applied the next business

day. Any other payment may not be applied until 5 days after receipt.

Finance Charges.

Interest Charges. We will impose periodic interest charges based on the monthly

periodic rates that apply to Purchase, Balance Transfer and Cash Advance average

daily balances. Periodic interest charges will begin to accrue on all average daily

balances from the date that transactions are posted to your account, except for

Purchase transactions that may be eligible for a grace period (see Paying Interest

section of this Agreement). 

If the periodic interest charge calculated for a billing cycle in the manner described

in the Calculating Average Daily Balances section is less than $.50 but more than

$.00, we will impose a $.50 minimum charge (in addition to any applicable Cash

Advance  Fee(s)).  The  amount  of  interest  charged  will  be  shown  on  your  billing

statement  in  the  Interest  Charged  section;  except  that,  when  imposed,  the

minimum charge will appear in the Fees Charged section of your statement.

Foreign  Currency  Transactions.  If  a  transaction  on  the  account  is  in  a  currency

other than U.S. Dollars, Visa will convert the amount of the transaction (whether a

purchase, cash advance or credit) to U.S. Dollars as provided by Visa rules then in

effect. Currently, Visa rules provide that the exchange rate between the transaction

currency and the billing currency used for processing international transactions will

be a rate selected by Visa from the range of rates available in wholesale currency

markets for the applicable central processing date (which rate may vary from the

rate  Visa  itself  receives)  or  the  government  mandated  rate  in  effect  for  the

applicable central processing date. You agree to accept the converted amount. We

will charge you three percent (3%) of the amount calculated by Visa as a Currency

Conversion Fee. Each Currency Conversion Fee will be itemized in the Transactions

section on your billing statement. The total amount of any Currency Conversion

Fee(s) will be shown on your billing statement in the Fees Charged section.

Paying Interest:

Grace Period for Purchases. You will have a grace period during which we will not

impose  an  interest  charge  on  Purchases  if  you  pay  your  New  Balance  by  the

Payment Due Date shown on the billing statement each month. Otherwise, we will

impose a periodic interest charge on the average daily balance of Purchases. 

Grace Period for Balance Transfers. There is no grace period for Balance Transfers.

We will impose a periodic interest charge on the average daily balance of Balance

Transfers.

Cash Advances. There is no grace period for Cash Advances. We will impose a

periodic interest charge on the average daily balance of Cash Advances.

Calculating Average Daily Balance:

Purchase Balance. To determine this average daily balance, we (a) start with the

previous Purchase balance at the beginning of each new billing cycle and subtract

any unpaid interest charge and unpaid fees which were included in that balance;

(b) determine the Purchase balance for each day of the billing cycle by subtracting

any  payments  and  credits  applied  to  the  Purchase  balance  and  by  adding  new

Purchases; and (c) at the end of the billing cycle, add these daily balances and

divide the total by the number of days in the billing cycle to determine the average

daily balance for Purchases. We then multiply this average daily balance by the

monthly periodic rate that applies to Purchases to determine the amount of your

periodic interest charge on Purchases.

Balance Transfer Balance. To determine this average daily balance, we (a) start

with the previous Balance Transfer balance at the beginning of each new billing

cycle and subtract any unpaid interest charge and unpaid fees which were included

in that balance; (b) determine the Balance Transfer balance for each day of the

billing  cycle  by  subtracting  any  payments  and  credits  applied  to  the  Balance

Transfer balance and by adding new Balance Transfers; and (c) at the end of the

billing cycle, add these daily balances and divide the total by the number of days

in the billing cycle to determine the average daily balance for Balance Transfers. We

then multiply this average daily balance by the monthly periodic rate that applies to

Balance  Transfers  to  determine  the  amount  of  your  periodic  interest  charge  on

Balance Transfers.

Cash Advance Balance. To determine this average daily balance, we (a) start with

the previous Cash Advance balance at the beginning of each new billing cycle and

subtract any unpaid interest charge and unpaid fees which were included in that

balance;  (b)  determine  the  Cash  Advance  balance  for  each  day  of  the  monthly

billing  cycle  by  subtracting  payments  and  credits  applied  to  the  Cash  Advance

balance and adding new Cash Advances; and (c) at the end of the billing cycle, add

these daily balances and divide the total by the number of days in the billing cycle

to determine the average daily balance for Cash Advances. We then multiply this

average daily balance by the monthly periodic rate that applies to Cash Advances

to determine the amount of your periodic interest charge on Cash Advances.

Other Fees and Charges:

Annual Fee. $0

Eligibility. To be eligible for a FIRST Travel Card, you must have a minimum gross

annual  income  of  $35,000,  a  First  Tennessee  Bank  checking  account,  and

minimum household deposit balance(s) with FTB of at least $25,000. 

Cash Advance Fee. We will impose a Cash Advance Fee equal to 3% of each new

Cash Advance. However, the fee will not be less than $10 per transaction or more

than the amount allowed by applicable law or regulation. Each Cash Advance Fee

will  be  itemized  in  the  Transactions  section  on  your  billing  statement.  The  total

amount of any Cash Advance Fee(s) will be shown on your billing statement in the

Fees Charged section.

Returned Payment Fee. When a check or other payment on your account is not

honored, cannot be processed or otherwise cannot be applied to your account, we

will charge you a returned payment fee of up to $25.00 for the first occurrence and

up to $35.00 for any additional occurrences in the following six billing cycles. 

Late Payment Fee. If we do not receive at least the minimum payment due on your

account by the Payment Due Date shown on your billing statement, we will charge

you a late payment fee of up to $25.00 for the first occurrence and up to $35.00

for any additional occurrences in the following six billing cycles.

Collection Costs and Attorneys’ Fees. Except as prohibited by applicable law, you

will  pay  our  collection  costs  and  attorneys’  fees  if  you  default  under  this

Agreement.

Security Interest. Collateral furnished to secure any other credit you may owe us

may also secure this account. However, if collateral securing other credit is your

personal  residence,  we  waive  any  claim  we  might  otherwise  have  to  treat  that

property as collateral for this account.

5

Account  Use  by  Others. Think  carefully  before  you  lend  your  card  or  authorize

another person to use your card or account. You cannot limit that person’s authority

to use the account, and you cannot terminate such authority (1) until we receive

notice of revocation; and (2) until you recover possession of the card.

Notices. If we have to notify you of anything concerning your credit card account,

the notice will be effective if we send it to your name and address as they appear in

our records or you receive such notice by any other means. You will notify us in

writing immediately if you change your name, address, telephone number or other

pertinent contact information. If you write to us for any reason other than to make a

payment, send your letter to: BankCard Center, P.O. Box 1545, Memphis, TN 38101-

1545.  If  you  are  one  of  our  Banking  Online  customers  who  receives  notices  or

statements  electronically,  you  will  notify  our  Banking  Online  Department  if  you

change  your  e-mail  address  by  following  the  instructions  in  your  Banking  Online

Agreement. Additionally, if you become aware of an error regarding how activity on

this account appears on a credit report, please write us at BankCard Center, P.O. Box

1545, Memphis, TN 38101-1545.

Default/Entire  Balance  Due. You  will  be  in  default  if  you  fail  to  pay  at  least  the

minimum payment shown on the billing statement, or fail to comply with any other

term  of  this  Agreement  or  any  other  agreement  with  us,  or  in  the  event  of  your

bankruptcy, death, fraud or misrepresentation. If you are in default, we can demand

immediate payment of the entire balance and all fees and charges then owing on the

account, as allowed under applicable law.

Non-default Termination or Suspension. You may terminate account privileges at

any time by notifying us in writing. We may terminate or suspend account privileges

at any time without prior notice unless required by applicable law. In the event of any

termination or suspension, you will immediately stop using the account, and you will

return or destroy the card upon request. You will remain obligated to pay the account

balance and all fees and charges according to the terms of this Agreement or as

otherwise agreed between us.

Credit Information. You authorize us to make credit, employment and investigative

inquiries about you from time to time to credit reporting agencies and others until the

Agreement is terminated and the account balance is paid in full. You also promise to

provide current financial information upon our request. We may report information

about the account to credit reporting agencies, other creditors, Visa, and others who

may properly receive such information, in accordance with applicable law and the

Privacy Notice contained herein.

Promotions. From time to time, we may offer you temporary promotional terms. If

we do, we will advise you in writing of the scope and duration of the promotional

terms,  and  your  regular  terms  will  resume  at  the  time  our  offer  specifies.

Occasionally, you may be contacted about promotions, credit card enhancements

and special products. If you prefer not to receive this information, please write to us

at BankCard Customer Service, P.O. Box 1545, Memphis, TN 38101-1545. Please

allow sixty (60) days for your request to take effect.

Telephone Monitoring. You consent and agree that we may monitor and record your

telephone calls with our employees or contractors.

Merchant  Refunds/Credits. Merchants  are  not  allowed  to  make  cash  refunds  for

card  transactions  on  your  credit  card  account,  subject  to  a  very  few  exceptions.

Instead,  if  the  merchant  grants  your  request  for  a  refund,  it  is  the  merchant’s

responsibility to send a credit through Visa so that we can credit your account.
You should retain your copy of the credit slip prepared by the merchant. If the
merchant discloses a policy limiting or disallowing refunds, you will be bound by
it. If you make travel or lodging or other reservations, you will be bound by the
merchant’s cancellation policy, and you must obtain a cancellation code from the
merchant to avoid or limit any charges in accordance with that policy. If you give
a merchant continuing authority to charge your account for repeat charges, you
must  notify  the  merchant  when  you  wish  to  revoke  that  authorization.  If  the
merchant continues to initiate such charges, to preserve your billing rights you
must continue to notify us promptly every time your billing statement reflects a
new charge.
Assignment. We  may  assign  any  or  all  of  our  rights  under  this  Agreement,
including any debt you owe us.
Captions. Captions  used  in  this  Agreement  are  intended  solely  as  aids  to
convenient reference and do not affect the interpretation of this Agreement.
Applicable  Law/Non-Waiver/Severability. YOUR  ACCOUNT  AND  THE  TERMS
AND ENFORCEMENT OF THIS AGREEMENT WILL BE GOVERNED BY FEDERAL
LAW AND THE LAW OF TENNESSEE. We can delay enforcing any of our rights
under  this  Agreement  any  number  of  times  without  waiving  our  rights  in  the
future.  If  any  term  of  this  Agreement  is  found  to  be  unenforceable,  all  other
provisions remain in full force and effect.
Illegal  Transactions. You  agree  not  to  make  or  permit  to  be  made  any  illegal
transactions on the account through use of the card, any other account access
device issued by us, or in any other manner. We may, but are not required to,
deny authorization for any internet gambling transactions, any internet purchase
of tobacco products, or any other illegal transactions. You agree that illegal use
of the card or the account will be deemed an action of default and/or breach of
contract  and,  in  such  event,  the  account  and  other  related  services  may  be
terminated at our discretion. You further agree that should illegal use occur, you
waive any right to sue us for such illegal use or any activity directly or indirectly
related to it, and you agree to indemnify and hold us harmless from any suits,
legal action, or liability directly resulting from such illegal use.
Lost or Stolen Cards/Unauthorized Use. If any card (or convenience check) is
lost or stolen or if you think someone used or may use your account without
permission, you agree to notify us immediately by calling 1-800-234-2840 or
(901) 818-9250 (Collect) if you are outside the continental United States. Upon
our request, you agree to provide us such written information as we request or
require to assist our investigation.
Liability for Unauthorized Use. You will not be liable for any unauthorized use
that occurs after you notify us. You may, however, be liable for unauthorized use
that occurs before you notify us. 

FIRST TRAVEL POINTS PROGRAM
Awarding Travel Points. On each monthly billing cycle closing date we will award
one travel point to your FIRST Travel points account for each net dollar in new
purchases posted to your FIRST Travel card account during that monthly billing
period, up to a limit of 100,000 during a calendar year, excluding bonus points.
However, we reserve the right NOT to award points or allow redemption of points

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if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have
terminated  or  suspended  your  credit  privileges  in  accordance  with  this
Agreement or applicable law. Cash Advances, Balance Transfers, convenience
checks, debit transactions initiated by us, finance charges and fees charged to
your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these
conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to
enforce them at a later time nor require further notice to you before we enforce
them. We will subtract one travel point from your FIRST Travel points account for
each dollar in returned purchase credits. Travel points may be accumulated from
month to month and year to year, for three years. Unless redeemed, points will
expire and be forfeited on the third anniversary of the last day of the calendar year
in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not
redeemed, will expire and be forfeited on December 31, 2010. If you close your
FIRST Travel card account, or if we terminate or suspend your credit privileges in
accordance with this Agreement or applicable law, then all accumulated points
not yet redeemed will be forfeited. 
Redeeming Travel Points. We contract with a travel agency to provide FIRST
Travel services. You authorize us to share information concerning your account
with  the  travel  agency,  its  employees  and  representatives  (collectively,  the
“Agency”), including but not limited to any and all information reflected on your
FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST
Travel card account. This information is shared in accordance with our Privacy
Notice in this Agreement. The Agency will charge you fees (for which we will not
reimburse you) for transactions that you conduct through the Agency, whether or
not you are redeeming FIRST Travel points. You may not use FIRST Travel points
to pay the Agency’s fees.
In order to redeem travel points, your FIRST Travel card account must be open,
active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In
addition, you must have the minimum number of points required for redemption
the  FIRST  Travel  guidelines  on  our  website  at
as  published 
www.firsttennessee.com. Our failure to enforce these conditions at any time and
for any period of time will not waive our right to enforce them at a later time nor
require further notice to you before we enforce them. Subject to those conditions,
you may redeem your travel points by calling the FIRST Travel Service Center at
1-800-999-0311. A FIRST Travel specialist will verify your available points and
eligibility to redeem points in the requested amount. Points may be redeemed for
airline or cruise tickets, according to the FIRST Travel Point Redemption Terms
published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be
redeemed only for travel services and only through the Agency designated by us.
FIRST Travel points have no cash value. They are not redeemable for cash, cannot
be bought or sold, nor can they be used as payment for any obligation you owe
to us.
Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services
directly to FIRST Travel cardholders. Those services include describing the flights
available for the amount of points you are redeeming, assisting in ticket selection,
making  reservations  for  available  flights  offered  by  participating  airlines,  and
issuing and delivering tickets you have purchased. The Agency will report to us
the points you have redeemed, and we will subtract them from your FIRST Travel
points balance. We disclaim any responsibility in the provision of services by the

in 

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10

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F01-6007-4 -0611   CP04-23640

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only

responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency

concerning your FIRST Travel points balance and credit card account. If you have

obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available

point balance, no matter the cause, we will charge the equivalent dollar value of the

over-redeemed points to your FIRST Travel card account. 

Program Restrictions and Other Considerations. Certain restrictions and additional

terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST

Travel Guidelines at www.firsttennessee.com for the current program restrictions and

terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption

Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to

availability; you may not be able to obtain travel services for all destinations or flights. 

Termination and Modification. We may terminate or modify the FIRST Travel Points

Program  at  any  time  without  cause,  without  notice  and  without  affecting  your

privileges to use your credit card account for Purchases, Balance Transfers or Cash

Advances under this Agreement. By accumulating Travel Points, you do not acquire

any vested right with respect to such points or other program benefits; and you may

not rely upon the continued effectiveness or availability of any previously published,

or otherwise communicated, redemption terms. We may cancel or change program

benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and

rules for earning, redeeming or forfeiting Travel Points at any time, even though such

changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION

ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION

CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT

TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT

ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT

CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS

ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE

LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT

DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE

HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE

ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.

Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined

below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by

mandatory, binding arbitration. The small claims court exclusion applies only so long

as the dispute remains in the small claims court and is an individual (non-class, non-

representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or

appealed to a different court, either you or we may then elect mandatory, binding

arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made

pursuant to a transaction involving interstate commerce and shall be governed by

and enforceable under the Federal Arbitration Act (the “FAA”).

Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the

following terms have the following definitions. The words we, our, and us mean First

Tennessee Bank National Association (which also is branded as First Horizon), its

parent company, and their direct and indirect subsidiaries and affiliates, together with

their employees, officers, directors, successors, and assigns. The words you, your,

and yours refer to any applicant, co-applicant, authorized user of the account, or

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such

person or incident to the account. The word Claim means any claim, controversy,

or dispute of any kind between you and us arising from or relating to the account

or any relationship arising from or related to the account. The word Claim includes,

but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us

involving one or more of the following:

– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications

elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;

– any transactions involving the account;

– any interest, fees and other charges to the account;

– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;

– any collection activity with respect to the account;

– any other matters relating to the account or your credit card relationship with us.

Notwithstanding the foregoing, the word Claim does not include any challenge to

the validity and effect of the Class Action Waiver set forth below, which must be

decided by a court.

All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration

Provision, regardless of whether the Claim: (i) previously existed, is now existing

(whether discovered or undiscovered) or arises later; (ii) is based on a theory of

contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious

liability, fraud, statute, regulation, constitution, or any other source of law or equity;

(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or

relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader

action, third-party claim or other action; or (v) is asserted as an individual claim or

as part of a class action or other representative or collective action. (Any Claim

asserted as part of a class action or other representative or collective action shall

proceed in arbitration on an individual basis as set forth below). Joint cardholders

and applicants and authorized users on a single account or multiple accounts for

which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one

person or cardholder for this purpose.

Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration

administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its

current rules, forms and related information may be obtained by contacting the

arbitration administrator as follows:

JAMS

1920 Main St., Suite 300

Irvine, CA 92610

www.jamsadr.com

1-800-352-5267

Except for the small claims court exclusion set forth above, either you or we may

ask an appropriate court to compel arbitration, or stay litigation pending arbitration,

of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has

asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with

respect to any Claims subsequently asserted in that lawsuit by any other party.

Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise

arbitration rights with respect to a particular Claim shall not waive your right or our

right to demand arbitration of any other Claim.

Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be

brought as a class action or as a private attorney general. You do not have the right

to act as a class representative or participate as a member of a class of claimants

with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim

resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single

arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between

you and us alone, and the arbitrator’s authority to make awards is limited to you

and us alone. Furthermore, Claims brought by you against us or by us against you

may not be joined or consolidated in arbitration with Claims brought by or against

someone other than you, unless otherwise agreed to in writing by all parties.

Severability. The parties to this Arbitration Provision acknowledge that the Class

Action Waiver is material and essential to the arbitration of any disputes between

the parties and is non-severable from this Arbitration Provision. If the Class Action

Waiver is limited, voided or found unenforceable, then the parties’ agreement to

arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such

proceeding, subject to the right to appeal the limitation or invalidation of the Class

Action Waiver. The parties acknowledge and agree that under no circumstances

will a class action be arbitrated. If any portion of this Arbitration Provision, other

than the Class Action Waiver, cannot be enforced, that portion will be severed, and

the rest of the Arbitration Provision will continue to apply.

Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will

resolve Claims pursuant to the rules and procedures of the Administrator and this

Arbitration Provision. This Arbitration Provision will govern in the event of conflict

with the Administrator’s rules and procedures. Discovery procedures available to

parties will be limited by the Administrator’s rules and procedures. The arbitrator

will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable

statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The

arbitrator will have the power to award any damages or other relief provided for

under applicable law, but only with respect to the named parties and the Claims

being arbitrated. The arbitrator and this Arbitration Provision will not be subject to

federal, state, or local rules of procedure and evidence applicable to lawsuits or to

state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an

arbitration hearing and to be represented by counsel. An arbitration hearing may be

conducted by telephone if the parties agree. Any participatory arbitration hearing

that you attend in person will occur at a place designated by the Administrator at a

location within the federal judicial district that includes your billing address or at

some other place agreed upon by you and us. The arbitrator will use reasonable

efforts to protect confidential information if requested to do so by any party. The

arbitrator will make any award in writing and, upon a timely written request, provide

a written statement of reasons for the award.

Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,

except that you may seek a waiver of the filing fee and/or other arbitration fees

under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,

but do not qualify for, a waiver, we will consider any written request by you for us

to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the

11

initial filing fee and you prevail in the arbitration proceeding, we will reimburse you

for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,

if the arbitrator determines there is good reason to do so, and we will pay any fees

and costs, which we are required to pay by law. Otherwise, each party will bear its

fees and costs, regardless of who prevails, except that a party may recover them

from another party if the arbitrator determines that applicable law so requires.

Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties

unless a party appeals in writing to the same Administrator in accordance with the

Administrator’s rules. Costs will be allocated in the same way as costs are allocated

in arbitration by a single arbitrator. A final and binding award is subject to judicial

review only as provided by the FAA. An arbitration award will be enforceable under

the FAA by any court having jurisdiction.

Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)

termination or changes in the Agreement and/or related agreements or programs, the

account,  and  the  relationship  between  you  and  us  concerning  the  account  and

related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other

transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different

agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.

Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com

and submit a transaction dispute. You will need to 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

• The charge in question may remain on your statement, and we may continue

on that amount.

to charge you interest on that amount.

12

• 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

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 is 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. 

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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.

You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a

transaction  dispute.  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.

FIRST TRAVELTM VISA®

CARDHOLDER AGREEMENT

and Disclosures Under The Federal Truth In Lending Act

Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9

Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

92829  05/23/11  11:38 AM  Page 1

if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have

terminated  or  suspended  your  credit  privileges  in  accordance  with  this

Agreement or applicable law. Cash Advances, Balance Transfers, convenience

checks, debit transactions initiated by us, finance charges and fees charged to

your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these

conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to

enforce them at a later time nor require further notice to you before we enforce

them. We will subtract one travel point from your FIRST Travel points account for

each dollar in returned purchase credits. Travel points may be accumulated from

month to month and year to year, for three years. Unless redeemed, points will

expire and be forfeited on the third anniversary of the last day of the calendar year

in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not

redeemed, will expire and be forfeited on December 31, 2010. If you close your

FIRST Travel card account, or if we terminate or suspend your credit privileges in

accordance with this Agreement or applicable law, then all accumulated points

not yet redeemed will be forfeited. 

Redeeming Travel Points. We contract with a travel agency to provide FIRST

Travel services. You authorize us to share information concerning your account

with  the  travel  agency,  its  employees  and  representatives  (collectively,  the

“Agency”), including but not limited to any and all information reflected on your

FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST

Travel card account. This information is shared in accordance with our Privacy

Notice in this Agreement. The Agency will charge you fees (for which we will not

reimburse you) for transactions that you conduct through the Agency, whether or

not you are redeeming FIRST Travel points. You may not use FIRST Travel points

to pay the Agency’s fees.

In order to redeem travel points, your FIRST Travel card account must be open,

active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In

addition, you must have the minimum number of points required for redemption

as  published 

in 

the  FIRST  Travel  guidelines  on  our  website  at

www.firsttennessee.com. Our failure to enforce these conditions at any time and

for any period of time will not waive our right to enforce them at a later time nor

require further notice to you before we enforce them. Subject to those conditions,

you may redeem your travel points by calling the FIRST Travel Service Center at

1-800-999-0311. A FIRST Travel specialist will verify your available points and

eligibility to redeem points in the requested amount. Points may be redeemed for

airline or cruise tickets, according to the FIRST Travel Point Redemption Terms

published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be

redeemed only for travel services and only through the Agency designated by us.

FIRST Travel points have no cash value. They are not redeemable for cash, cannot

be bought or sold, nor can they be used as payment for any obligation you owe

to us.

Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services

directly to FIRST Travel cardholders. Those services include describing the flights

available for the amount of points you are redeeming, assisting in ticket selection,

making  reservations  for  available  flights  offered  by  participating  airlines,  and

issuing and delivering tickets you have purchased. The Agency will report to us

the points you have redeemed, and we will subtract them from your FIRST Travel

points balance. We disclaim any responsibility in the provision of services by the

8

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only
responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency
concerning your FIRST Travel points balance and credit card account. If you have
obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available
point balance, no matter the cause, we will charge the equivalent dollar value of the
over-redeemed points to your FIRST Travel card account. 
Program Restrictions and Other Considerations. Certain restrictions and additional
terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST
Travel Guidelines at www.firsttennessee.com for the current program restrictions and
terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption
Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to
availability; you may not be able to obtain travel services for all destinations or flights. 
Termination and Modification. We may terminate or modify the FIRST Travel Points
Program  at  any  time  without  cause,  without  notice  and  without  affecting  your
privileges to use your credit card account for Purchases, Balance Transfers or Cash
Advances under this Agreement. By accumulating Travel Points, you do not acquire
any vested right with respect to such points or other program benefits; and you may
not rely upon the continued effectiveness or availability of any previously published,
or otherwise communicated, redemption terms. We may cancel or change program
benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and
rules for earning, redeeming or forfeiting Travel Points at any time, even though such
changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION
ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION
CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT
TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT
ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT
CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS
ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE
LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT
DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE
HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE
ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.
Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined
below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by
mandatory, binding arbitration. The small claims court exclusion applies only so long
as the dispute remains in the small claims court and is an individual (non-class, non-
representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or
appealed to a different court, either you or we may then elect mandatory, binding
arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made
pursuant to a transaction involving interstate commerce and shall be governed by
and enforceable under the Federal Arbitration Act (the “FAA”).
Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the
following terms have the following definitions. The words we, our, and us mean First
Tennessee Bank National Association (which also is branded as First Horizon), its
parent company, and their direct and indirect subsidiaries and affiliates, together with
their employees, officers, directors, successors, and assigns. The words you, your,
and yours refer to any applicant, co-applicant, authorized user of the account, or
9

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such

person or incident to the account. The word Claim means any claim, controversy,

or dispute of any kind between you and us arising from or relating to the account

or any relationship arising from or related to the account. The word Claim includes,

but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us

involving one or more of the following:

– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications

elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;

– any transactions involving the account;

– any interest, fees and other charges to the account;

– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;

– any collection activity with respect to the account;

– any other matters relating to the account or your credit card relationship with us.

Notwithstanding the foregoing, the word Claim does not include any challenge to

the validity and effect of the Class Action Waiver set forth below, which must be

decided by a court.

All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration

Provision, regardless of whether the Claim: (i) previously existed, is now existing

(whether discovered or undiscovered) or arises later; (ii) is based on a theory of

contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious

liability, fraud, statute, regulation, constitution, or any other source of law or equity;

(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or

relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader

action, third-party claim or other action; or (v) is asserted as an individual claim or

as part of a class action or other representative or collective action. (Any Claim

asserted as part of a class action or other representative or collective action shall

proceed in arbitration on an individual basis as set forth below). Joint cardholders

and applicants and authorized users on a single account or multiple accounts for

which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one

person or cardholder for this purpose.

Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration

administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its

current rules, forms and related information may be obtained by contacting the

arbitration administrator as follows:

JAMS

1920 Main St., Suite 300

Irvine, CA 92610

www.jamsadr.com

1-800-352-5267

Except for the small claims court exclusion set forth above, either you or we may

ask an appropriate court to compel arbitration, or stay litigation pending arbitration,

of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has

asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with

10

respect to any Claims subsequently asserted in that lawsuit by any other party.

Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise

arbitration rights with respect to a particular Claim shall not waive your right or our

right to demand arbitration of any other Claim.

Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be

brought as a class action or as a private attorney general. You do not have the right

to act as a class representative or participate as a member of a class of claimants

with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim

resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single

arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between

you and us alone, and the arbitrator’s authority to make awards is limited to you

and us alone. Furthermore, Claims brought by you against us or by us against you

may not be joined or consolidated in arbitration with Claims brought by or against

someone other than you, unless otherwise agreed to in writing by all parties.

Severability. The parties to this Arbitration Provision acknowledge that the Class

Action Waiver is material and essential to the arbitration of any disputes between

the parties and is non-severable from this Arbitration Provision. If the Class Action

Waiver is limited, voided or found unenforceable, then the parties’ agreement to

arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such

proceeding, subject to the right to appeal the limitation or invalidation of the Class

Action Waiver. The parties acknowledge and agree that under no circumstances

will a class action be arbitrated. If any portion of this Arbitration Provision, other

than the Class Action Waiver, cannot be enforced, that portion will be severed, and

the rest of the Arbitration Provision will continue to apply.

Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will

resolve Claims pursuant to the rules and procedures of the Administrator and this

Arbitration Provision. This Arbitration Provision will govern in the event of conflict

with the Administrator’s rules and procedures. Discovery procedures available to

parties will be limited by the Administrator’s rules and procedures. The arbitrator

will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable

statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The

arbitrator will have the power to award any damages or other relief provided for

under applicable law, but only with respect to the named parties and the Claims

being arbitrated. The arbitrator and this Arbitration Provision will not be subject to

federal, state, or local rules of procedure and evidence applicable to lawsuits or to

state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an

arbitration hearing and to be represented by counsel. An arbitration hearing may be

conducted by telephone if the parties agree. Any participatory arbitration hearing

that you attend in person will occur at a place designated by the Administrator at a

location within the federal judicial district that includes your billing address or at

some other place agreed upon by you and us. The arbitrator will use reasonable

efforts to protect confidential information if requested to do so by any party. The

arbitrator will make any award in writing and, upon a timely written request, provide

a written statement of reasons for the award.

Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,

except that you may seek a waiver of the filing fee and/or other arbitration fees

under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,

but do not qualify for, a waiver, we will consider any written request by you for us

to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the

11

initial filing fee and you prevail in the arbitration proceeding, we will reimburse you

for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,

if the arbitrator determines there is good reason to do so, and we will pay any fees

and costs, which we are required to pay by law. Otherwise, each party will bear its

fees and costs, regardless of who prevails, except that a party may recover them

from another party if the arbitrator determines that applicable law so requires.

Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties

unless a party appeals in writing to the same Administrator in accordance with the

Administrator’s rules. Costs will be allocated in the same way as costs are allocated

in arbitration by a single arbitrator. A final and binding award is subject to judicial

review only as provided by the FAA. An arbitration award will be enforceable under

the FAA by any court having jurisdiction.

Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)

termination or changes in the Agreement and/or related agreements or programs, the

account,  and  the  relationship  between  you  and  us  concerning  the  account  and

related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other

transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different

agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.

Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com

and submit a transaction dispute. You will need to 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

• The charge in question may remain on your statement, and we may continue

on that amount.

to charge you interest on that amount.

12

• 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

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 is 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. 

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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.

You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a

transaction  dispute.  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.

13

F01-6007-4 -0611   CP04-23640

FIRST TRAVELTM VISA®

CARDHOLDER AGREEMENT

and Disclosures Under The Federal Truth In Lending Act

Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9

Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

92829  05/23/11  11:38 AM  Page 1

if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have

terminated  or  suspended  your  credit  privileges  in  accordance  with  this

Agreement or applicable law. Cash Advances, Balance Transfers, convenience

checks, debit transactions initiated by us, finance charges and fees charged to

your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these

conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to

enforce them at a later time nor require further notice to you before we enforce

them. We will subtract one travel point from your FIRST Travel points account for

each dollar in returned purchase credits. Travel points may be accumulated from

month to month and year to year, for three years. Unless redeemed, points will

expire and be forfeited on the third anniversary of the last day of the calendar year

in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not

redeemed, will expire and be forfeited on December 31, 2010. If you close your

FIRST Travel card account, or if we terminate or suspend your credit privileges in

accordance with this Agreement or applicable law, then all accumulated points

not yet redeemed will be forfeited. 

Redeeming Travel Points. We contract with a travel agency to provide FIRST

Travel services. You authorize us to share information concerning your account

with  the  travel  agency,  its  employees  and  representatives  (collectively,  the

“Agency”), including but not limited to any and all information reflected on your

FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST

Travel card account. This information is shared in accordance with our Privacy

Notice in this Agreement. The Agency will charge you fees (for which we will not

reimburse you) for transactions that you conduct through the Agency, whether or

not you are redeeming FIRST Travel points. You may not use FIRST Travel points

to pay the Agency’s fees.

In order to redeem travel points, your FIRST Travel card account must be open,

active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In

addition, you must have the minimum number of points required for redemption

as  published 

in 

the  FIRST  Travel  guidelines  on  our  website  at

www.firsttennessee.com. Our failure to enforce these conditions at any time and

for any period of time will not waive our right to enforce them at a later time nor

require further notice to you before we enforce them. Subject to those conditions,

you may redeem your travel points by calling the FIRST Travel Service Center at

1-800-999-0311. A FIRST Travel specialist will verify your available points and

eligibility to redeem points in the requested amount. Points may be redeemed for

airline or cruise tickets, according to the FIRST Travel Point Redemption Terms

published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be

redeemed only for travel services and only through the Agency designated by us.

FIRST Travel points have no cash value. They are not redeemable for cash, cannot

be bought or sold, nor can they be used as payment for any obligation you owe

to us.

Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services

directly to FIRST Travel cardholders. Those services include describing the flights

available for the amount of points you are redeeming, assisting in ticket selection,

making  reservations  for  available  flights  offered  by  participating  airlines,  and

issuing and delivering tickets you have purchased. The Agency will report to us

the points you have redeemed, and we will subtract them from your FIRST Travel

points balance. We disclaim any responsibility in the provision of services by the

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only

responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency

concerning your FIRST Travel points balance and credit card account. If you have

obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available

point balance, no matter the cause, we will charge the equivalent dollar value of the

over-redeemed points to your FIRST Travel card account. 

Program Restrictions and Other Considerations. Certain restrictions and additional

terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST

Travel Guidelines at www.firsttennessee.com for the current program restrictions and

terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption

Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to

availability; you may not be able to obtain travel services for all destinations or flights. 

Termination and Modification. We may terminate or modify the FIRST Travel Points

Program  at  any  time  without  cause,  without  notice  and  without  affecting  your

privileges to use your credit card account for Purchases, Balance Transfers or Cash

Advances under this Agreement. By accumulating Travel Points, you do not acquire

any vested right with respect to such points or other program benefits; and you may

not rely upon the continued effectiveness or availability of any previously published,

or otherwise communicated, redemption terms. We may cancel or change program

benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and

rules for earning, redeeming or forfeiting Travel Points at any time, even though such

changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION

ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION

CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT

TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT

ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT

CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS

ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE

LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT

DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE

HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE

ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.

Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined

below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by

mandatory, binding arbitration. The small claims court exclusion applies only so long

as the dispute remains in the small claims court and is an individual (non-class, non-

representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or

appealed to a different court, either you or we may then elect mandatory, binding

arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made

pursuant to a transaction involving interstate commerce and shall be governed by

and enforceable under the Federal Arbitration Act (the “FAA”).

Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the

following terms have the following definitions. The words we, our, and us mean First

Tennessee Bank National Association (which also is branded as First Horizon), its

parent company, and their direct and indirect subsidiaries and affiliates, together with

their employees, officers, directors, successors, and assigns. The words you, your,

and yours refer to any applicant, co-applicant, authorized user of the account, or

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such
person or incident to the account. The word Claim means any claim, controversy,
or dispute of any kind between you and us arising from or relating to the account
or any relationship arising from or related to the account. The word Claim includes,
but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us
involving one or more of the following:
– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications
elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;
– any transactions involving the account;
– any interest, fees and other charges to the account;
– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;
– any collection activity with respect to the account;
– any other matters relating to the account or your credit card relationship with us.
Notwithstanding the foregoing, the word Claim does not include any challenge to
the validity and effect of the Class Action Waiver set forth below, which must be
decided by a court.
All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration
Provision, regardless of whether the Claim: (i) previously existed, is now existing
(whether discovered or undiscovered) or arises later; (ii) is based on a theory of
contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious
liability, fraud, statute, regulation, constitution, or any other source of law or equity;
(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or
relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader
action, third-party claim or other action; or (v) is asserted as an individual claim or
as part of a class action or other representative or collective action. (Any Claim
asserted as part of a class action or other representative or collective action shall
proceed in arbitration on an individual basis as set forth below). Joint cardholders
and applicants and authorized users on a single account or multiple accounts for
which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one
person or cardholder for this purpose.
Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration
administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its
current rules, forms and related information may be obtained by contacting the
arbitration administrator as follows:

JAMS
1920 Main St., Suite 300
Irvine, CA 92610
www.jamsadr.com
1-800-352-5267
Except for the small claims court exclusion set forth above, either you or we may
ask an appropriate court to compel arbitration, or stay litigation pending arbitration,
of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has
asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with
10

respect to any Claims subsequently asserted in that lawsuit by any other party.

Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise

arbitration rights with respect to a particular Claim shall not waive your right or our

right to demand arbitration of any other Claim.

Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be

brought as a class action or as a private attorney general. You do not have the right

to act as a class representative or participate as a member of a class of claimants

with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim

resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single

arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between

you and us alone, and the arbitrator’s authority to make awards is limited to you

and us alone. Furthermore, Claims brought by you against us or by us against you

may not be joined or consolidated in arbitration with Claims brought by or against

someone other than you, unless otherwise agreed to in writing by all parties.

Severability. The parties to this Arbitration Provision acknowledge that the Class

Action Waiver is material and essential to the arbitration of any disputes between

the parties and is non-severable from this Arbitration Provision. If the Class Action

Waiver is limited, voided or found unenforceable, then the parties’ agreement to

arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such

proceeding, subject to the right to appeal the limitation or invalidation of the Class

Action Waiver. The parties acknowledge and agree that under no circumstances

will a class action be arbitrated. If any portion of this Arbitration Provision, other

than the Class Action Waiver, cannot be enforced, that portion will be severed, and

the rest of the Arbitration Provision will continue to apply.

Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will

resolve Claims pursuant to the rules and procedures of the Administrator and this

Arbitration Provision. This Arbitration Provision will govern in the event of conflict

with the Administrator’s rules and procedures. Discovery procedures available to

parties will be limited by the Administrator’s rules and procedures. The arbitrator

will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable

statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The

arbitrator will have the power to award any damages or other relief provided for

under applicable law, but only with respect to the named parties and the Claims

being arbitrated. The arbitrator and this Arbitration Provision will not be subject to

federal, state, or local rules of procedure and evidence applicable to lawsuits or to

state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an

arbitration hearing and to be represented by counsel. An arbitration hearing may be

conducted by telephone if the parties agree. Any participatory arbitration hearing

that you attend in person will occur at a place designated by the Administrator at a

location within the federal judicial district that includes your billing address or at

some other place agreed upon by you and us. The arbitrator will use reasonable

efforts to protect confidential information if requested to do so by any party. The

arbitrator will make any award in writing and, upon a timely written request, provide

a written statement of reasons for the award.

Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,

except that you may seek a waiver of the filing fee and/or other arbitration fees

under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,

but do not qualify for, a waiver, we will consider any written request by you for us

to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the

11

initial filing fee and you prevail in the arbitration proceeding, we will reimburse you

for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,

if the arbitrator determines there is good reason to do so, and we will pay any fees

and costs, which we are required to pay by law. Otherwise, each party will bear its

fees and costs, regardless of who prevails, except that a party may recover them

from another party if the arbitrator determines that applicable law so requires.

Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties

unless a party appeals in writing to the same Administrator in accordance with the

Administrator’s rules. Costs will be allocated in the same way as costs are allocated

in arbitration by a single arbitrator. A final and binding award is subject to judicial

review only as provided by the FAA. An arbitration award will be enforceable under

the FAA by any court having jurisdiction.

Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)

termination or changes in the Agreement and/or related agreements or programs, the

account,  and  the  relationship  between  you  and  us  concerning  the  account  and

related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other

transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different

agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.

Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com

and submit a transaction dispute. You will need to 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

• The charge in question may remain on your statement, and we may continue

on that amount.

to charge you interest on that amount.

12

• 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

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 is 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. 

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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.

You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a

transaction  dispute.  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.

13

F01-6007-4 -0611   CP04-23640

FIRST TRAVELTM VISA®

CARDHOLDER AGREEMENT

and Disclosures Under The Federal Truth In Lending Act

Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9

Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

8

9

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if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have

terminated  or  suspended  your  credit  privileges  in  accordance  with  this

Agreement or applicable law. Cash Advances, Balance Transfers, convenience

checks, debit transactions initiated by us, finance charges and fees charged to

your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these

conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to

enforce them at a later time nor require further notice to you before we enforce

them. We will subtract one travel point from your FIRST Travel points account for

each dollar in returned purchase credits. Travel points may be accumulated from

month to month and year to year, for three years. Unless redeemed, points will

expire and be forfeited on the third anniversary of the last day of the calendar year

in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not

redeemed, will expire and be forfeited on December 31, 2010. If you close your

FIRST Travel card account, or if we terminate or suspend your credit privileges in

accordance with this Agreement or applicable law, then all accumulated points

not yet redeemed will be forfeited. 

Redeeming Travel Points. We contract with a travel agency to provide FIRST

Travel services. You authorize us to share information concerning your account

with  the  travel  agency,  its  employees  and  representatives  (collectively,  the

“Agency”), including but not limited to any and all information reflected on your

FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST

Travel card account. This information is shared in accordance with our Privacy

Notice in this Agreement. The Agency will charge you fees (for which we will not

reimburse you) for transactions that you conduct through the Agency, whether or

not you are redeeming FIRST Travel points. You may not use FIRST Travel points

to pay the Agency’s fees.

In order to redeem travel points, your FIRST Travel card account must be open,

active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In

addition, you must have the minimum number of points required for redemption

as  published 

in 

the  FIRST  Travel  guidelines  on  our  website  at

www.firsttennessee.com. Our failure to enforce these conditions at any time and

for any period of time will not waive our right to enforce them at a later time nor

require further notice to you before we enforce them. Subject to those conditions,

you may redeem your travel points by calling the FIRST Travel Service Center at

1-800-999-0311. A FIRST Travel specialist will verify your available points and

eligibility to redeem points in the requested amount. Points may be redeemed for

airline or cruise tickets, according to the FIRST Travel Point Redemption Terms

published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be

redeemed only for travel services and only through the Agency designated by us.

FIRST Travel points have no cash value. They are not redeemable for cash, cannot

be bought or sold, nor can they be used as payment for any obligation you owe

to us.

Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services

directly to FIRST Travel cardholders. Those services include describing the flights

available for the amount of points you are redeeming, assisting in ticket selection,

making  reservations  for  available  flights  offered  by  participating  airlines,  and

issuing and delivering tickets you have purchased. The Agency will report to us

the points you have redeemed, and we will subtract them from your FIRST Travel

points balance. We disclaim any responsibility in the provision of services by the

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only

responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency

concerning your FIRST Travel points balance and credit card account. If you have

obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available

point balance, no matter the cause, we will charge the equivalent dollar value of the

over-redeemed points to your FIRST Travel card account. 

Program Restrictions and Other Considerations. Certain restrictions and additional

terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST

Travel Guidelines at www.firsttennessee.com for the current program restrictions and

terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption

Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to

availability; you may not be able to obtain travel services for all destinations or flights. 

Termination and Modification. We may terminate or modify the FIRST Travel Points

Program  at  any  time  without  cause,  without  notice  and  without  affecting  your

privileges to use your credit card account for Purchases, Balance Transfers or Cash

Advances under this Agreement. By accumulating Travel Points, you do not acquire

any vested right with respect to such points or other program benefits; and you may

not rely upon the continued effectiveness or availability of any previously published,

or otherwise communicated, redemption terms. We may cancel or change program

benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and

rules for earning, redeeming or forfeiting Travel Points at any time, even though such

changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION

ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION

CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT

TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT

ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT

CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS

ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE

LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT

DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE

HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE

ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.

Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined

below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by

mandatory, binding arbitration. The small claims court exclusion applies only so long

as the dispute remains in the small claims court and is an individual (non-class, non-

representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or

appealed to a different court, either you or we may then elect mandatory, binding

arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made

pursuant to a transaction involving interstate commerce and shall be governed by

and enforceable under the Federal Arbitration Act (the “FAA”).

Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the

following terms have the following definitions. The words we, our, and us mean First

Tennessee Bank National Association (which also is branded as First Horizon), its

parent company, and their direct and indirect subsidiaries and affiliates, together with

their employees, officers, directors, successors, and assigns. The words you, your,

and yours refer to any applicant, co-applicant, authorized user of the account, or

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such

person or incident to the account. The word Claim means any claim, controversy,

or dispute of any kind between you and us arising from or relating to the account

or any relationship arising from or related to the account. The word Claim includes,

but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us

involving one or more of the following:

– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications

elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;

– any transactions involving the account;

– any interest, fees and other charges to the account;

– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;

– any collection activity with respect to the account;

– any other matters relating to the account or your credit card relationship with us.

Notwithstanding the foregoing, the word Claim does not include any challenge to

the validity and effect of the Class Action Waiver set forth below, which must be

decided by a court.

All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration

Provision, regardless of whether the Claim: (i) previously existed, is now existing

(whether discovered or undiscovered) or arises later; (ii) is based on a theory of

contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious

liability, fraud, statute, regulation, constitution, or any other source of law or equity;

(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or

relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader

action, third-party claim or other action; or (v) is asserted as an individual claim or

as part of a class action or other representative or collective action. (Any Claim

asserted as part of a class action or other representative or collective action shall

proceed in arbitration on an individual basis as set forth below). Joint cardholders

and applicants and authorized users on a single account or multiple accounts for

which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one

person or cardholder for this purpose.

Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration

administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its

current rules, forms and related information may be obtained by contacting the

arbitration administrator as follows:

JAMS

1920 Main St., Suite 300

Irvine, CA 92610

www.jamsadr.com

1-800-352-5267

Except for the small claims court exclusion set forth above, either you or we may

ask an appropriate court to compel arbitration, or stay litigation pending arbitration,

of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has

asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with

respect to any Claims subsequently asserted in that lawsuit by any other party.
Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise
arbitration rights with respect to a particular Claim shall not waive your right or our
right to demand arbitration of any other Claim.
Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be
brought as a class action or as a private attorney general. You do not have the right
to act as a class representative or participate as a member of a class of claimants
with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim
resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single
arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between
you and us alone, and the arbitrator’s authority to make awards is limited to you
and us alone. Furthermore, Claims brought by you against us or by us against you
may not be joined or consolidated in arbitration with Claims brought by or against
someone other than you, unless otherwise agreed to in writing by all parties.
Severability. The parties to this Arbitration Provision acknowledge that the Class
Action Waiver is material and essential to the arbitration of any disputes between
the parties and is non-severable from this Arbitration Provision. If the Class Action
Waiver is limited, voided or found unenforceable, then the parties’ agreement to
arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such
proceeding, subject to the right to appeal the limitation or invalidation of the Class
Action Waiver. The parties acknowledge and agree that under no circumstances
will a class action be arbitrated. If any portion of this Arbitration Provision, other
than the Class Action Waiver, cannot be enforced, that portion will be severed, and
the rest of the Arbitration Provision will continue to apply.
Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will
resolve Claims pursuant to the rules and procedures of the Administrator and this
Arbitration Provision. This Arbitration Provision will govern in the event of conflict
with the Administrator’s rules and procedures. Discovery procedures available to
parties will be limited by the Administrator’s rules and procedures. The arbitrator
will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable
statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The
arbitrator will have the power to award any damages or other relief provided for
under applicable law, but only with respect to the named parties and the Claims
being arbitrated. The arbitrator and this Arbitration Provision will not be subject to
federal, state, or local rules of procedure and evidence applicable to lawsuits or to
state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an
arbitration hearing and to be represented by counsel. An arbitration hearing may be
conducted by telephone if the parties agree. Any participatory arbitration hearing
that you attend in person will occur at a place designated by the Administrator at a
location within the federal judicial district that includes your billing address or at
some other place agreed upon by you and us. The arbitrator will use reasonable
efforts to protect confidential information if requested to do so by any party. The
arbitrator will make any award in writing and, upon a timely written request, provide
a written statement of reasons for the award.
Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,
except that you may seek a waiver of the filing fee and/or other arbitration fees
under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,
but do not qualify for, a waiver, we will consider any written request by you for us
to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the
11

initial filing fee and you prevail in the arbitration proceeding, we will reimburse you

for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,

if the arbitrator determines there is good reason to do so, and we will pay any fees

and costs, which we are required to pay by law. Otherwise, each party will bear its

fees and costs, regardless of who prevails, except that a party may recover them

from another party if the arbitrator determines that applicable law so requires.

Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties

unless a party appeals in writing to the same Administrator in accordance with the

Administrator’s rules. Costs will be allocated in the same way as costs are allocated

in arbitration by a single arbitrator. A final and binding award is subject to judicial

review only as provided by the FAA. An arbitration award will be enforceable under

the FAA by any court having jurisdiction.

Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)

termination or changes in the Agreement and/or related agreements or programs, the

account,  and  the  relationship  between  you  and  us  concerning  the  account  and

related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other

transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different

agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.

Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com

and submit a transaction dispute. You will need to 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

• The charge in question may remain on your statement, and we may continue

on that amount.

to charge you interest on that amount.

12

• 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

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 is 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. 

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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.

You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a

transaction  dispute.  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.

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F01-6007-4 -0611   CP04-23640

FIRST TRAVELTM VISA®

CARDHOLDER AGREEMENT

and Disclosures Under The Federal Truth In Lending Act

Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9

Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

8

9

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if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have

terminated  or  suspended  your  credit  privileges  in  accordance  with  this

Agreement or applicable law. Cash Advances, Balance Transfers, convenience

checks, debit transactions initiated by us, finance charges and fees charged to

your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these

conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to

enforce them at a later time nor require further notice to you before we enforce

them. We will subtract one travel point from your FIRST Travel points account for

each dollar in returned purchase credits. Travel points may be accumulated from

month to month and year to year, for three years. Unless redeemed, points will

expire and be forfeited on the third anniversary of the last day of the calendar year

in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not

redeemed, will expire and be forfeited on December 31, 2010. If you close your

FIRST Travel card account, or if we terminate or suspend your credit privileges in

accordance with this Agreement or applicable law, then all accumulated points

not yet redeemed will be forfeited. 

Redeeming Travel Points. We contract with a travel agency to provide FIRST

Travel services. You authorize us to share information concerning your account

with  the  travel  agency,  its  employees  and  representatives  (collectively,  the

“Agency”), including but not limited to any and all information reflected on your

FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST

Travel card account. This information is shared in accordance with our Privacy

Notice in this Agreement. The Agency will charge you fees (for which we will not

reimburse you) for transactions that you conduct through the Agency, whether or

not you are redeeming FIRST Travel points. You may not use FIRST Travel points

to pay the Agency’s fees.

In order to redeem travel points, your FIRST Travel card account must be open,

active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In

addition, you must have the minimum number of points required for redemption

as  published 

in 

the  FIRST  Travel  guidelines  on  our  website  at

www.firsttennessee.com. Our failure to enforce these conditions at any time and

for any period of time will not waive our right to enforce them at a later time nor

require further notice to you before we enforce them. Subject to those conditions,

you may redeem your travel points by calling the FIRST Travel Service Center at

1-800-999-0311. A FIRST Travel specialist will verify your available points and

eligibility to redeem points in the requested amount. Points may be redeemed for

airline or cruise tickets, according to the FIRST Travel Point Redemption Terms

published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be

redeemed only for travel services and only through the Agency designated by us.

FIRST Travel points have no cash value. They are not redeemable for cash, cannot

be bought or sold, nor can they be used as payment for any obligation you owe

to us.

Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services

directly to FIRST Travel cardholders. Those services include describing the flights

available for the amount of points you are redeeming, assisting in ticket selection,

making  reservations  for  available  flights  offered  by  participating  airlines,  and

issuing and delivering tickets you have purchased. The Agency will report to us

the points you have redeemed, and we will subtract them from your FIRST Travel

points balance. We disclaim any responsibility in the provision of services by the

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only

responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency

concerning your FIRST Travel points balance and credit card account. If you have

obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available

point balance, no matter the cause, we will charge the equivalent dollar value of the

over-redeemed points to your FIRST Travel card account. 

Program Restrictions and Other Considerations. Certain restrictions and additional

terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST

Travel Guidelines at www.firsttennessee.com for the current program restrictions and

terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption

Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to

availability; you may not be able to obtain travel services for all destinations or flights. 

Termination and Modification. We may terminate or modify the FIRST Travel Points

Program  at  any  time  without  cause,  without  notice  and  without  affecting  your

privileges to use your credit card account for Purchases, Balance Transfers or Cash

Advances under this Agreement. By accumulating Travel Points, you do not acquire

any vested right with respect to such points or other program benefits; and you may

not rely upon the continued effectiveness or availability of any previously published,

or otherwise communicated, redemption terms. We may cancel or change program

benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and

rules for earning, redeeming or forfeiting Travel Points at any time, even though such

changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION

ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION

CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT

TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT

ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT

CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS

ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE

LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT

DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE

HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE

ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.

Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined

below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by

mandatory, binding arbitration. The small claims court exclusion applies only so long

as the dispute remains in the small claims court and is an individual (non-class, non-

representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or

appealed to a different court, either you or we may then elect mandatory, binding

arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made

pursuant to a transaction involving interstate commerce and shall be governed by

and enforceable under the Federal Arbitration Act (the “FAA”).

Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the

following terms have the following definitions. The words we, our, and us mean First

Tennessee Bank National Association (which also is branded as First Horizon), its

parent company, and their direct and indirect subsidiaries and affiliates, together with

their employees, officers, directors, successors, and assigns. The words you, your,

and yours refer to any applicant, co-applicant, authorized user of the account, or

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such

person or incident to the account. The word Claim means any claim, controversy,

or dispute of any kind between you and us arising from or relating to the account

or any relationship arising from or related to the account. The word Claim includes,

but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us

involving one or more of the following:

– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications

elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;

– any transactions involving the account;

– any interest, fees and other charges to the account;

– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;

– any collection activity with respect to the account;

– any other matters relating to the account or your credit card relationship with us.

Notwithstanding the foregoing, the word Claim does not include any challenge to

the validity and effect of the Class Action Waiver set forth below, which must be

decided by a court.

All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration

Provision, regardless of whether the Claim: (i) previously existed, is now existing

(whether discovered or undiscovered) or arises later; (ii) is based on a theory of

contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious

liability, fraud, statute, regulation, constitution, or any other source of law or equity;

(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or

relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader

action, third-party claim or other action; or (v) is asserted as an individual claim or

as part of a class action or other representative or collective action. (Any Claim

asserted as part of a class action or other representative or collective action shall

proceed in arbitration on an individual basis as set forth below). Joint cardholders

and applicants and authorized users on a single account or multiple accounts for

which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one

person or cardholder for this purpose.

Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration

administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its

current rules, forms and related information may be obtained by contacting the

arbitration administrator as follows:

JAMS

1920 Main St., Suite 300

Irvine, CA 92610

www.jamsadr.com

1-800-352-5267

Except for the small claims court exclusion set forth above, either you or we may

ask an appropriate court to compel arbitration, or stay litigation pending arbitration,

of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has

asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with

respect to any Claims subsequently asserted in that lawsuit by any other party.

Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise

arbitration rights with respect to a particular Claim shall not waive your right or our

right to demand arbitration of any other Claim.

Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be

brought as a class action or as a private attorney general. You do not have the right

to act as a class representative or participate as a member of a class of claimants

with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim

resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single

arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between

you and us alone, and the arbitrator’s authority to make awards is limited to you

and us alone. Furthermore, Claims brought by you against us or by us against you

may not be joined or consolidated in arbitration with Claims brought by or against

someone other than you, unless otherwise agreed to in writing by all parties.

Severability. The parties to this Arbitration Provision acknowledge that the Class

Action Waiver is material and essential to the arbitration of any disputes between

the parties and is non-severable from this Arbitration Provision. If the Class Action

Waiver is limited, voided or found unenforceable, then the parties’ agreement to

arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such

proceeding, subject to the right to appeal the limitation or invalidation of the Class

Action Waiver. The parties acknowledge and agree that under no circumstances

will a class action be arbitrated. If any portion of this Arbitration Provision, other

than the Class Action Waiver, cannot be enforced, that portion will be severed, and

the rest of the Arbitration Provision will continue to apply.

Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will

resolve Claims pursuant to the rules and procedures of the Administrator and this

Arbitration Provision. This Arbitration Provision will govern in the event of conflict

with the Administrator’s rules and procedures. Discovery procedures available to

parties will be limited by the Administrator’s rules and procedures. The arbitrator

will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable

statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The

arbitrator will have the power to award any damages or other relief provided for

under applicable law, but only with respect to the named parties and the Claims

being arbitrated. The arbitrator and this Arbitration Provision will not be subject to

federal, state, or local rules of procedure and evidence applicable to lawsuits or to

state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an

arbitration hearing and to be represented by counsel. An arbitration hearing may be

conducted by telephone if the parties agree. Any participatory arbitration hearing

that you attend in person will occur at a place designated by the Administrator at a

location within the federal judicial district that includes your billing address or at

some other place agreed upon by you and us. The arbitrator will use reasonable

efforts to protect confidential information if requested to do so by any party. The

arbitrator will make any award in writing and, upon a timely written request, provide

a written statement of reasons for the award.

Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,

except that you may seek a waiver of the filing fee and/or other arbitration fees

under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,

but do not qualify for, a waiver, we will consider any written request by you for us

to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the

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initial filing fee and you prevail in the arbitration proceeding, we will reimburse you
for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,
if the arbitrator determines there is good reason to do so, and we will pay any fees
and costs, which we are required to pay by law. Otherwise, each party will bear its
fees and costs, regardless of who prevails, except that a party may recover them
from another party if the arbitrator determines that applicable law so requires.
Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties
unless a party appeals in writing to the same Administrator in accordance with the
Administrator’s rules. Costs will be allocated in the same way as costs are allocated
in arbitration by a single arbitrator. A final and binding award is subject to judicial
review only as provided by the FAA. An arbitration award will be enforceable under
the FAA by any court having jurisdiction.
Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)
termination or changes in the Agreement and/or related agreements or programs, the
account,  and  the  relationship  between  you  and  us  concerning  the  account  and
related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other
transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different
agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.
Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com
and submit a transaction dispute. You will need to 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.
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• 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

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 is 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. 

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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.

You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a

transaction  dispute.  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.

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F01-6007-4 -0611   CP04-23640

FIRST TRAVELTM VISA®

CARDHOLDER AGREEMENT

and Disclosures Under The Federal Truth In Lending Act

Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9

Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

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if  you  are  in  default  under  any  of  the  terms  of  this  Agreement  or  if  we  have

terminated  or  suspended  your  credit  privileges  in  accordance  with  this

Agreement or applicable law. Cash Advances, Balance Transfers, convenience

checks, debit transactions initiated by us, finance charges and fees charged to

your  account  are  not  eligible  for  travel  points.  Our  failure  to  enforce  these

conditions  at  any  time  and  for  any  period  of  time  will  not  waive  our  right  to

enforce them at a later time nor require further notice to you before we enforce

them. We will subtract one travel point from your FIRST Travel points account for

each dollar in returned purchase credits. Travel points may be accumulated from

month to month and year to year, for three years. Unless redeemed, points will

expire and be forfeited on the third anniversary of the last day of the calendar year

in  which  awarded.  For  example,  points  awarded  in  January  2007,  if  not

redeemed, will expire and be forfeited on December 31, 2010. If you close your

FIRST Travel card account, or if we terminate or suspend your credit privileges in

accordance with this Agreement or applicable law, then all accumulated points

not yet redeemed will be forfeited. 

Redeeming Travel Points. We contract with a travel agency to provide FIRST

Travel services. You authorize us to share information concerning your account

with  the  travel  agency,  its  employees  and  representatives  (collectively,  the

“Agency”), including but not limited to any and all information reflected on your

FIRST  Travel  card  account  statement  and  recent  transactions  on  your  FIRST

Travel card account. This information is shared in accordance with our Privacy

Notice in this Agreement. The Agency will charge you fees (for which we will not

reimburse you) for transactions that you conduct through the Agency, whether or

not you are redeeming FIRST Travel points. You may not use FIRST Travel points

to pay the Agency’s fees.

In order to redeem travel points, your FIRST Travel card account must be open,

active  and  not  in  default  status  according  to  the  terms  of  this  Agreement.  In

addition, you must have the minimum number of points required for redemption

as  published 

in 

the  FIRST  Travel  guidelines  on  our  website  at

www.firsttennessee.com. Our failure to enforce these conditions at any time and

for any period of time will not waive our right to enforce them at a later time nor

require further notice to you before we enforce them. Subject to those conditions,

you may redeem your travel points by calling the FIRST Travel Service Center at

1-800-999-0311. A FIRST Travel specialist will verify your available points and

eligibility to redeem points in the requested amount. Points may be redeemed for

airline or cruise tickets, according to the FIRST Travel Point Redemption Terms

published  in  the  current  FIRST  Travel  guidelines.  FIRST  Travel  points  may  be

redeemed only for travel services and only through the Agency designated by us.

FIRST Travel points have no cash value. They are not redeemable for cash, cannot

be bought or sold, nor can they be used as payment for any obligation you owe

to us.

Provision  of  Travel  Services. The  Agency  will  provide  travel  agency  services

directly to FIRST Travel cardholders. Those services include describing the flights

available for the amount of points you are redeeming, assisting in ticket selection,

making  reservations  for  available  flights  offered  by  participating  airlines,  and

issuing and delivering tickets you have purchased. The Agency will report to us

the points you have redeemed, and we will subtract them from your FIRST Travel

points balance. We disclaim any responsibility in the provision of services by the

Agency,  or  for  services  provided  by  the  airline  you  have  selected.  Our  only

responsibility  in  this  regard  is  to  provide  correct  information  to  the  Agency

concerning your FIRST Travel points balance and credit card account. If you have

obtained  any  travel  services  by  redeeming  travel  points  exceeding  your  available

point balance, no matter the cause, we will charge the equivalent dollar value of the

over-redeemed points to your FIRST Travel card account. 

Program Restrictions and Other Considerations. Certain restrictions and additional

terms  apply  to  your  FIRST  Travel  Points  Program.  You  should  refer  to  the  FIRST

Travel Guidelines at www.firsttennessee.com for the current program restrictions and

terms. Topics addressed in the FIRST Travel Guidelines include: Point Redemption

Terms,  Points,  Redemptions,  Tickets  and  Fees.  All  travel  services  are  subject  to

availability; you may not be able to obtain travel services for all destinations or flights. 

Termination and Modification. We may terminate or modify the FIRST Travel Points

Program  at  any  time  without  cause,  without  notice  and  without  affecting  your

privileges to use your credit card account for Purchases, Balance Transfers or Cash

Advances under this Agreement. By accumulating Travel Points, you do not acquire

any vested right with respect to such points or other program benefits; and you may

not rely upon the continued effectiveness or availability of any previously published,

or otherwise communicated, redemption terms. We may cancel or change program

benefits,  redemption  levels,  conditions  for  your  participation  in  the  program,  and

rules for earning, redeeming or forfeiting Travel Points at any time, even though such

changes may prevent your use of the Travel Points you have accumulated.

ARBITRATION PROVISION

ARBITRATION: PLEASE  READ  THE  FOLLOWING  ARBITRATION  PROVISION

CAREFULLY. IT PROVIDES FOR MANDATORY ARBITRATION OF CLAIMS (SUBJECT

TO SOME EXCEPTIONS), INSTEAD OF COURT PROCEEDINGS. IF YOU OR WE ELECT

ARBITRATION  OF  A  CLAIM,  NEITHER  WILL  HAVE  THE  RIGHT  TO  PURSUE  THAT

CLAIM BEFORE A JUDGE OR JURY IN COURT OR TO PARTICIPATE IN A CLASS

ACTION  PROCEEDING.  RIGHTS  YOU  WOULD  HAVE  IN  COURT  THAT  MAY  BE

LIMITED OR UNAVAILABLE IN ARBITRATION INCLUDE THE RIGHT TO CONDUCT

DISCOVERY  OR  TO  APPEAL.  FEES  AND  EXPENSES  OF  ARBITRATION  MAY  BE

HIGHER  THAN  THOSE  ASSOCIATED  WITH  COURT  PROCEEDINGS.  THE

ARBITRATOR’S DECISION WILL BE BINDING, EXCEPT AS PROVIDED BELOW.

Agreement to Arbitrate. Upon the election of either you or us, any Claims (as defined

below),  except  for  Claims  filed  in  a  small  claims  court,  may  be  resolved  by

mandatory, binding arbitration. The small claims court exclusion applies only so long

as the dispute remains in the small claims court and is an individual (non-class, non-

representative)  Claim.  If  a  Claim  asserted  in  small  claims  court  is  transferred  or

appealed to a different court, either you or we may then elect mandatory, binding

arbitration pursuant to this Arbitration Provision. This Arbitration Provision is made

pursuant to a transaction involving interstate commerce and shall be governed by

and enforceable under the Federal Arbitration Act (the “FAA”).

Definitions  for  Arbitration  Provision.  As  used  in  this  Arbitration  Provision,  the

following terms have the following definitions. The words we, our, and us mean First

Tennessee Bank National Association (which also is branded as First Horizon), its

parent company, and their direct and indirect subsidiaries and affiliates, together with

their employees, officers, directors, successors, and assigns. The words you, your,

and yours refer to any applicant, co-applicant, authorized user of the account, or

legal  representative  of  any  of  the  foregoing,  and  anyone  claiming  through  such

person or incident to the account. The word Claim means any claim, controversy,

or dispute of any kind between you and us arising from or relating to the account

or any relationship arising from or related to the account. The word Claim includes,

but  is  not  limited  to,  any  claim,  controversy  or  dispute  between  you  and  us

involving one or more of the following:

– the  application,  enforceability,  or  interpretation  of  this  Arbitration  Provision  or

other part of the Agreement;

– any  advertisements,  solicitations,  disclosures  or  other  communications

elating to the account, whether made before or after the account was opened;

– the opening, administration and termination of the account;

– any transactions involving the account;

– any interest, fees and other charges to the account;

– any products or services (whether provided by us or a third party) related to

or offered in connection with the account;

– any use or disclosure of information about you or the account;

– any collection activity with respect to the account;

– any other matters relating to the account or your credit card relationship with us.

Notwithstanding the foregoing, the word Claim does not include any challenge to

the validity and effect of the Class Action Waiver set forth below, which must be

decided by a court.

All Claims Subject to Arbitration Provision. All Claims are subject to this Arbitration

Provision, regardless of whether the Claim: (i) previously existed, is now existing

(whether discovered or undiscovered) or arises later; (ii) is based on a theory of

contract,  tort  (including  intentional  tort),  negligence,  agency  or  other  vicarious

liability, fraud, statute, regulation, constitution, or any other source of law or equity;

(iii) seeks monetary damages, or declaratory, injunctive relief, or other remedy or

relief;  (iv)  is  asserted  as  an  initial  claim,  counterclaim,  crossclaim,  interpleader

action, third-party claim or other action; or (v) is asserted as an individual claim or

as part of a class action or other representative or collective action. (Any Claim

asserted as part of a class action or other representative or collective action shall

proceed in arbitration on an individual basis as set forth below). Joint cardholders

and applicants and authorized users on a single account or multiple accounts for

which  the  same  accountholders  are  legally  responsible  will  be  treated  as  one

person or cardholder for this purpose.

Initiation  of  Arbitration.  The  party  electing  arbitration  must  use  the  arbitration

administrator  shown  below  and  follow  its  rules  and  procedures.  Copies  of  its

current rules, forms and related information may be obtained by contacting the

arbitration administrator as follows:

JAMS

1920 Main St., Suite 300

Irvine, CA 92610

www.jamsadr.com

1-800-352-5267

Except for the small claims court exclusion set forth above, either you or we may

ask an appropriate court to compel arbitration, or stay litigation pending arbitration,

of  any  Claim,  even  if  the  Claim  is  part  of  a  lawsuit  in  court.  A  party  who  has

asserted a Claim in a lawsuit may nevertheless elect mandatory arbitration with

respect to any Claims subsequently asserted in that lawsuit by any other party.

Delay  in  exercising  these  rights  shall  not  waive  such  rights.  Failure  to  exercise

arbitration rights with respect to a particular Claim shall not waive your right or our

right to demand arbitration of any other Claim.

Class Action Waiver. No Claim submitted to arbitration is heard by a jury or may be

brought as a class action or as a private attorney general. You do not have the right

to act as a class representative or participate as a member of a class of claimants

with respect to any Claim submitted to arbitration (Class Action Waiver). Any Claim

resolved  by  arbitration  shall  be  arbitrated  on  an  individual  basis  by  a  single

arbitrator. The arbitrator’s authority to resolve Claims is limited to Claims between

you and us alone, and the arbitrator’s authority to make awards is limited to you

and us alone. Furthermore, Claims brought by you against us or by us against you

may not be joined or consolidated in arbitration with Claims brought by or against

someone other than you, unless otherwise agreed to in writing by all parties.

Severability. The parties to this Arbitration Provision acknowledge that the Class

Action Waiver is material and essential to the arbitration of any disputes between

the parties and is non-severable from this Arbitration Provision. If the Class Action

Waiver is limited, voided or found unenforceable, then the parties’ agreement to

arbitrate  (except  for  this  sentence)  shall  be  null  and  void  with  respect  to  such

proceeding, subject to the right to appeal the limitation or invalidation of the Class

Action Waiver. The parties acknowledge and agree that under no circumstances

will a class action be arbitrated. If any portion of this Arbitration Provision, other

than the Class Action Waiver, cannot be enforced, that portion will be severed, and

the rest of the Arbitration Provision will continue to apply.

Arbitration Procedures and Law. A single arbitrator chosen by the Administrator will

resolve Claims pursuant to the rules and procedures of the Administrator and this

Arbitration Provision. This Arbitration Provision will govern in the event of conflict

with the Administrator’s rules and procedures. Discovery procedures available to

parties will be limited by the Administrator’s rules and procedures. The arbitrator

will  apply  applicable  substantive  law  consistent  with  the  FAA  and  applicable

statutes  of  limitations  and  honor  legally  recognized  claims  of  privilege.  The

arbitrator will have the power to award any damages or other relief provided for

under applicable law, but only with respect to the named parties and the Claims

being arbitrated. The arbitrator and this Arbitration Provision will not be subject to

federal, state, or local rules of procedure and evidence applicable to lawsuits or to

state  or  local  laws  relating  to  arbitration.  Either  party  may  choose  to  have  an

arbitration hearing and to be represented by counsel. An arbitration hearing may be

conducted by telephone if the parties agree. Any participatory arbitration hearing

that you attend in person will occur at a place designated by the Administrator at a

location within the federal judicial district that includes your billing address or at

some other place agreed upon by you and us. The arbitrator will use reasonable

efforts to protect confidential information if requested to do so by any party. The

arbitrator will make any award in writing and, upon a timely written request, provide

a written statement of reasons for the award.

Costs  of  Arbitration.  The  party  filing  for  arbitration  will  pay  the  initial  filing  fee,

except that you may seek a waiver of the filing fee and/or other arbitration fees

under the Administrator’s rules (collectively, “Administrator’s Fees”). If you seek,

but do not qualify for, a waiver, we will consider any written request by you for us

to pay or reimburse you for all or part of the Administrator’s Fees. If you pay the

11

initial filing fee and you prevail in the arbitration proceeding, we will reimburse you

for that fee. We will pay or reimburse you for all or part of other arbitration fees, also,

if the arbitrator determines there is good reason to do so, and we will pay any fees

and costs, which we are required to pay by law. Otherwise, each party will bear its

fees and costs, regardless of who prevails, except that a party may recover them

from another party if the arbitrator determines that applicable law so requires.

Finality  of  Arbitration.  The  arbitrator’s  decision  is  final  and  binding  on  the  parties

unless a party appeals in writing to the same Administrator in accordance with the

Administrator’s rules. Costs will be allocated in the same way as costs are allocated

in arbitration by a single arbitrator. A final and binding award is subject to judicial

review only as provided by the FAA. An arbitration award will be enforceable under

the FAA by any court having jurisdiction.

Survival  of  Arbitration  Provision.  This  Arbitration  Provision  shall  survive:  (i)

termination or changes in the Agreement and/or related agreements or programs, the

account,  and  the  relationship  between  you  and  us  concerning  the  account  and

related programs; (ii) bankruptcy of any party; and (iii) any sale, assignment or other

transfer  of  the  account,  or  any  amounts  owed  on  the  account.  Any  different

agreement regarding arbitration of Claims must be agreed in writing.

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: BankCard Center, P.O.

Box 1545, Memphis, TN 38101-1545. You may also go to www.firsttennessee.com

and submit a transaction dispute. You will need to 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

• The charge in question may remain on your statement, and we may continue

on that amount.

to charge you interest on that amount.

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• 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
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 is 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. 
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 at: BankCard Center, P.O. Box 1545, Memphis, TN 38101-1545.
You  may  also  contact  us  by  going  to  www.firsttennessee.com  and  submitting  a
transaction  dispute.  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.

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F01-6007-4 -0611   CP04-23640

FIRST TRAVELTM VISA®

CARDHOLDER AGREEMENT

and Disclosures Under The Federal Truth In Lending Act

Agreement and Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Changes In Terms  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Using Your Account  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

Standard (Variable) Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Promise to Pay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Credit Limit  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Billing Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Making Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Effects of Making Minimum Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

Application of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

New Balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Minimum Payment Calculation   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Form of Payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Payment Processing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

Finance Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Interest Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Foreign Currency Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Paying Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Grace Period for Balance Transfers  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Cash Advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Calculating Average Daily Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Purchase Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Balance Transfer Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Balance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Other Fees and Charges  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Annual Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Cash Advance Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Returned Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Late Payment Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Collection Costs and Attorneys’ Fees  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Security Interest  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5

Account Use by Others  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Notices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Default/Entire Balance Due  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Non-default Termination or Suspension  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Credit Information  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Promotions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Telephone Monitoring  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6

Merchant Refunds/Credits  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Assignment  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Captions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Applicable Law/Non-Waiver/Severability  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Illegal Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Lost or Stolen Cards/Unauthorized Use  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Liability for Unauthorized Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

FIRST Travel Points Program   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Awarding Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

Redeeming Travel Points  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Provision of Travel Services  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8

Program Restrictions and Other Considerations . . . . . . . . . . . . . . . . . . . . . . .9

Termination and Modification  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

ARBITRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

BILLING RIGHTS NOTICE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12