APR = Annual Percentage Rate 
We reserve the right to change the APR’s, fees and other charges as allowed by law. 

Specific Initial Pricing information for Your Sphere Credit Card Account 
Part 1 of 2 

INTEREST RATES AND INTEREST CHARGES 

ANNUAL PERCENTAGE RATES FOR PURCHASES 

APR – 10.99% TO 24.99% depending on creditworthiness 

RATES VARY AND BASED ON THE PRIME RATE AS OF 12/2/2013 

Annual Percentage Rates for Cash Advances 

24.99% APR  
RATES VARY AND BASED ON THE PRIME RATE AS OF 12/2/2013 

Penalty APR and when it applies 

APR - 29.99% This APR may be applied to new transactions on your account if you miss a payment, a payment is 
returned, or you make a late payment. This APR may be applied to your existing balance if you make a late payment 
and as allowed by law.  The Penalty APR will apply indefinitely to new purchases and to existing purchases until you 
have made six consecutive months of on-time payments as required and have not otherwise violated the terms of 
the account agreement. 

Annual Percentage Rates for Balance Transfers 

RATES VARY AND BASED ON THE PRIME RATE AS OF 12/2/2013 
APR – 10.99% TO 24.99% depending on creditworthiness 

RATES VARY AND BASED ON THE PRIME RATE AS OF 12/2/2013 

Minimum Interest Charge 

How to Avoid Paying interest 

For Credit Card Tips from the consumer Financial 
Protection Bureau 
Fees 

If any balance on your account is subject to interest, then the interest charge will be no less than $1.50 for each 
billing cycle. 

Your due date will be at least 21 days after the close of each billing cycle.  If you pay your entire balance in full each 
month by the payment due date we will not charge you interest on new purchases.  Cash advances and balance 
transfers incur interest from the date posted to your account. 
To learn more about factors to consider when applying for or using a credit card, visit the website of the Consumer 
Financial Protection Bureau at http://www.consumerfinance.gov/learnmore 

 Annual  

Late Fee 

None 

Up to $35 

NSF (and Returned Payment) Fee 

Up to $35. $25 for balance transfer and convenience transactions returned. 

Cash Advance Fee  

Balance Transfer Fee 

Foreign Transaction Fee 

Overlimit Fee 
Other Fees 

For each Cash Advance that is not a Balance Transfer, 5% of the amount of the Cash Advance or $10, whichever is 
greater 

Either $10 or 4% of the amount of each transaction, whichever is greater unless a special promotion is offered. 
. 
Three  percent  (3%)  of  the  gross  amount  of  the  Transaction  in  U.S.  Currency.  We  charge  this  fee  even  if  the 
Transaction is denominated in U.S. Dollars by the merchant or institution. 

None. 

   Expedited Card Delivery Fee 
   Expedited PIN Delivery Fee 
   Research or additional statement printout 

$35 
$35 
As allowed by law, charged at $5 per statement printout unless required for tax audit 

METHOD OF COMPUTING THE BALANCE FOR PURCHASES:  AVERAGE DAILY BALANCE METHOD (INCLUDING NEW PURCHASES)  SEE 
YOUR CREDIT CARD AGREEMENT FOR MORE DETAILS AND EXCLUSIONS. 
More Information about Loss of Introductory APR:   We may end your introductory APR and apply the Penalty APR if you miss or make a late 
payment. 

Billing Rights:  information on your rights to dispute transactions and how to exercise those rights is provided in your Credit Card 
Agreement included with this disclosure 

Sphere Cardholder Agreement 

1 

Rev 1-2014 

 
 
 
 
 
 
 
 
     
 
 
  
 
 
 
 
 
 
    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Santander Bank, N.A. 
Credit Card Account Agreement 
(RETAIL INSTALLMENT CREDIT AGREEMENT) 
PART 2 of 2 
SECTION 11 OF THIS AGREEMENT IS AN ARBITRATION PROVISION. UNLESS YOU  HAVE REJECTED OR 
PROMPTLY  REJECT  THE  ARBITRATION  PROVISION  (SEE  SECTION  11(n)), THE  ARBITRATION  PROVISION 
WILL HAVE A SUBSTANTIAL EFFECT ON YOUR RIGHTS IN THE EVENT OF A DISPUTE. FOR EXAMPLE, YOU 
WILL NOT BE ABLE TO BRING OR PARTICIPATE IN ANY CLASS PROCEEDING SUBJECT TO ARBITRATION. 
1.General; Certain Definitions. This Credit Card Account Agreement (“Agreement”) governs the terms of 
your  credit  card  or  other  access  device  or  number  (the  “Card”)  issued  by  Santander  Bank,  N.A.,  a 
national bank headquartered in Delaware (the “Bank”), and the related account (the “Account”). As used 
in  this  Agreement,  the  words  “we,”  “us”  and  “our”  mean  the  Bank,  the  Bank’s  successors  and  assigns, 
and, for purposes of the Arbitration Provision (Section 11), the other persons identified in the Arbitration 
Provision. “Our Notice Address” means Credit Card inquiries, MA1-MB3-01-99, P.O. Box 841002, Boston, 
MA  02284 or such other address as we subsequently specify by notice to you.  The words “you,” “your,” 
“yours” and “Cardholder” mean  each and every person liable as a holder of the Card. We are delivering 
this Agreement to you with the Card and a carrier for the Card (the “Card Carrier”). The Card Carrier and 
its contents is part of this Agreement, and this Agreement is dated as of the date of the Card Carrier. You 
should retain and carefully review this entire Agreement and  you should sign  your Card before using  it. 
You and we agree that we are legally bound to the terms of this Agreement set forth below and that we 
may change the terms of this Agreement by giving notice as required by law. 

2. Purchases, Cash Advances and Balance Transfers. You may use  your Account to purchase or lease 
goods or services (each such transaction, a “Purchase”) by presenting your Card or providing your Card 
number  or  access  code  and  additional  information  to  participating  merchants  and  establishments  that 
honor the Card. You may also receive “Cash Advances” on your Account: (a) to obtain cash or cash-like 
equivalents  (for  example,  money  orders,  traveler’s  checks,  stamps  or  other  instruments  convertible  into 
cash) from any bank or other person that accepts the Card for such purpose; (b) to make a withdrawal of 
cash  from  an  automated  teller  machine  (“ATM”);  (c)  to  make  a  person-to-person  transfer  conducted 
through  the  Internet  or  otherwise  (unless  we  tell  you  we  will  treat  the  transfer  as  a  Purchase);  (d)  to 
transfer  funds  into  a  deposit  account  you  have  with  us  (an  “Account  Transfer”);  (e)  to  cash  or  make  a 
payment using any check we provide to access the Account (a “Convenience Check”); and/or (f) to obtain 
a “Balance Transfer” by writing a Convenience Check to pay an existing credit account with another party 
or  by  using  other  procedures  we  establish  for  making  a  Balance  Transfer.  For  all  purposes  of  this 
Agreement, and no matter how they are implemented, Balance Transfers are treated as Cash Advances 
unless  we  state  otherwise  with  the  particular  offer.  If  a  Balance  Transfer  or  Convenience  check  is 
presented to us after its expiration date, we [will treat it as a cash advance request at the cash advance 
rate  for  a  period  of  thirty  days  and  then  we  will  no  longer  honor  the  request.  If  the  total  amount  you 
request for a Balance Transfer exceeds your total credits line, we may send full or partial payment 
to your creditors in any order convenient for us.  Allow at least 2 weeks from account opening for 
processing of any initially requested Balance Transfers.  Continue paying each creditor until the 
transfer appears on their statement.  If you have a dispute with a creditor and pay that balance by 
transferring it to your new Sphere account, you may lose certain dispute rights.  Balance transfers 
may not be used to pay off or pay down any account issued by Santander Bank, N.A.   

Purchases  and  Cash  Advances  (including  Account  Transfers  and  Balance  Transfers)  are  collectively 
referred to as “Transactions.” We will not be liable to you (or anyone else) if any ATM, merchant or other 
person  cannot  or  will  not  process  a  Transaction  permitted  under  this  Agreement.  Unless  prohibited  by 
applicable  law,  we  may  from  time  to  time  limit  the  type,  number  and  dollar  amount  of  any  Transaction, 
even  if  you  have  sufficient  available  credit  to  complete  the  Transaction,  and  may  terminate  or  suspend 
your  use  of  the  Card  or  the  Account,  with  or  without  notice  to  you  before  or  at  the  time  we  take  such 
action.  We  will  not  stop  payment  on  any  Convenience  Check.  Any  amount  as  cash  back  over  the 
purchase amount will be treated as a purchase at the Merchant where done. 

3.  Prohibited  Uses  of  Account.  You  agree  that  you  will  only  use  the  Account  for  personal,  family  and 
household  purposes  and  will  not  use  the  Account  for  any  unlawful  purpose  or  to  engage  in  or  facilitate 
internet gambling. However, if you do, you will still be liable to us with respect to such Transactions. If you 

Sphere Cardholder Agreement 

2 

Rev 1-2014 

 
 
 
 
authorize  or  allow  any  other  person  to  use  your  Account  (an  “Authorized  User”),  either  by  requesting 
additional cards or by voluntarily providing your Card and/or related Personal Identification Number (PIN) 
to any other person, to the extent permitted by applicable law such authorization will be deemed to extend 
to all Transactions by such Authorized User, and will continue until you have taken all steps necessary to 
prevent  any  further  use  of  the  Account  by  such  Authorized  User  and/or  have  advised  us  that  such 
Authorized User is no longer authorized to use the Account. You agree to pay for all charges incurred by 
any Authorized User, even if you did not intend to be responsible for those charges.. 

4. Credit Line; Transaction Limits. Your Credit Line will be shown each month on your monthly statement. 
We  are  not  required  to  honor  any  Transaction  if,  immediately  after  the  Transaction,  the  outstanding 
balance of  your Account  would exceed  your Credit Line. We may  establish  a separate  limit on the total 
amount  of  outstanding  Cash  Advances  at  any  time  (“Cash  Credit  Limit”).  The  Cash  Credit  Limit  will  be 
inclusive of all fees to initiate that cash advance.  When you make any payment, we may delay increasing 
your  available  credit  until  the  payment  has  cleared.  We  may  decrease  your  Credit  Line  or  Cash  Credit 
Limit, suspend or terminate your credit privileges, limit the number or dollar amount of Transactions that 
can be charged to your Account or close your Account at any time, with or without prior notice, subject to 
any limitations under applicable law. We will promptly notify you in writing if required by law if we take any 
such action except if your account is closed due to inactivity. We may increase your Credit Line or Cash 
Credit Limit at any time or from time to time, whether or not  you request an increase, provided that any 
increase  will  be  subject  to  our  underwriting  approval  in  our  absolute  discretion  and  you  agree  that  any 
such increase shall also be subject to the terms of this Agreement. You agree to provide us from time to 
time with any financial or other information we reasonably request  and authorize us to verify financial or 
other  information  about  you,  including  obtaining  credit  bureau  reports,  to  determine  your  appropriate 
Credit Line and Cash Credit Limit. 

5. Interest Charges. 

(a)  General;  Minimum  Interest  Charge.  Each  billing  cycle,  we  separately  determine  the  interest 
charges on transactions composed of Purchases, Cash Advances and each separate kind of promotional 
Transaction  (collectively  each  a  “Balance  Type”).  For  each  such  “Balance  Type,”  we  determine  interest 
charges each billing cycle by multiplying the Balance Subject to Interest  Rate for such Balance Type by 
the Daily Periodic Rate for such Balance Type and by then multiplying the result by the number of days in 
the  billing  cycle.  For  each  Balance  Type,  the  Balance  Subject  to  Interest  Rate  is  the  Average  Daily 
Balance  (including  new  Transactions),  as  calculated  pursuant  to  Section  5(c)  below.  To  get  the  total 
interest charges each billing cycle, we add together the interest charges for all Balance Types. However, 
for any billing period in which you are charged any interest charge, the minimum interest charge is $1.50. 

(b) Interest Rates.  

(i) In connection with a special promotion, we may charge a promotional fixed rate of interest (which could 
be as low as a 0% Annual Percentage Rate (“APR”)), or we may charge interest based on an index of our 
choice.  Otherwise,  all  interest  rates  may  vary  based  on  the  “Prime  Rate,”  as  defined  below,  plus  an 
additional amount, or a “margin”. The Daily Periodic Rate will equal the APR divided by 360 which results 
in  more  interest  accrual  than  if  a  365  day  year  is  used,  rounded  to  the  nearest  1/100,000th  of  1%. 
Information about your initial APRs, regular and penalty APRs have been provided on or with your Card 
Carrier.  If you have an introductory rate for purchases or balance transfers, if you default on your account 
or fail to make payments when due, you will lose the introductory rate and the penalty rate may apply as 
allowed by applicable law. (ii) For each billing cycle, the “Prime Rate” is determined  as of the first day of 
the  calendar  month  in  which  the  beginning  of  the  billing  cycle  occurs  (the  “Determination  Date”).  The 
“Prime Rate” is the  highest U.S.  Prime Rate published in  the “Money Rates” section of  The Wall  Street 
Journal on the Determination Date (or if The Wall Street Journal does not publish such rate on such day, 
the  previous  day,  and  the  day  previous  to  that  and  so  on  if  it  does  not  publish  such  rate  until  the  date 
such a rate has been published). (If The Wall Street Journal stops publishing the U.S.  Prime Rate in its 
“Money Rates” section, then we may substitute another index and margin, in our sole discretion, subject 
to  any  notice  and  other  requirements  of  applicable  law.)  Each  billing  cycle,  the  APR  for  each  Balance 
Type will equal the Prime Rate as of the most recent Determination Date plus the applicable margin.   (iii) 
If you fail to make any payment within 60 days of the due date, or you fail to comply with the terms of this 
Agreement, we may apply the penalty rate to your entire balance as allowed by law.  (iv) If and when the 

Sphere Cardholder Agreement 

3 

Rev 1-2014 

 
 
 
APR for a Balance Type increases, more interest charges will accrue and more of each payment will be 
applied to interest charges and less to principal. This will result in higher and/or more payments if you pay 
the  Minimum  Payment  Due  each  month.  If  and  when  the  APR  decreases,  less  interest  charges  will 
accrue and less of each payment will be applied to interest charges and more to principal. This will result 
in lower and/or fewer payments (subject to the minimum payment shown in the Payments section)  if you 
pay  the  Minimum  Payment  Due  each  month.    Your  actual  interest  rates  are  disclosed  in  tabular  format 
along with this Credit Card Agreement. 

(c)  Balance  Subject  to  Interest  Rate;  Grace  Period  on  Purchases.  For  each  Balance  Type,  the 
Balance Subject to Interest Rate is the total of the closing daily balances for such Balance Type for all the 
days  in  the  billing  cycle  (we  treat  any  negative  balance  as  $0),  divided  by  the  number  of  days  in  such 
cycle. Normally, the closing daily balance for each Balance Type equals the balance at the beginning of 
the  day,  plus  any  new  Transactions  of  such  type  and  less  any  payments  or  credits  applied  to  such 
Transactions. We  do  not  include  interest  and  fees  from  the  current  month  in  these  balances.  However, 
this is subject to certain adjustments: (i) When a promotional period for a particular promotion ends, as of 
the  beginning  of  the  next  day  we  transfer  the  remaining  promotional  balance  to  the  regular  Purchases 
balance or regular Cash Advances balance, as applicable. (ii) You will only have a “grace period” on new 
Purchases  if  your  Account  balance  is  $0  at  the  beginning  of  the  last  two  billing  cycles  or  you  pay  the 
entire  Account  balance  as  of  the  beginning  of  the  billing  cycle  after  the  new  purchase  by  the  next 
Payment Due Date.  In that case, the time period from the new Purchase to the Payment Due Date after 
the next billing cycle is a “grace period” and your Balance Subject to Interest Rate on Purchases and your 
interest  charge  on  Purchases  made  in  the  current  billing  cycle  are  both  $0.  Interest  on  New  Purchase 
from the purchase date until the first billing cycle after that date are calculated but not charged until it is 
determined whether that new Purchase will receive a “grace period” or not which  is at the second billing 
cycle  date;  (iii)  If  the  billing  cycle  is  not  a  grace  period  but  immediately  follows  a  grace  period,  all 
payments  and  credits  that  are  made  by  the  Payment  Due  Date  and  are  applied  to  Purchases  will  be 
applied to Purchases as of the first day of the billing cycle instead of the day they were actually made or 
posted. (iv) If you get a grace period on Purchases for a billing cycle on account of a payment check that 
is  dishonored  in  the  next  billing  cycle  or  a  credit  that  is  reversed  in  the  next  billing  cycle  due  to  the 
resolution of a billing dispute, we will charge you in the next billing cycle the interest charges you avoided 
in  the  prior  billing  cycle  due  to  the  dishonored  or  reversed  payment  or  credit.  Balance  Transfers  and 
Cash Advances have no grace period and unless you pay your entire balance in full, unless your 
account has a $0 balance for purchases, interest will accrue on purchases so long as there is an 
outstanding balance on your account. 

(d)  Interest  Accrual  Periods.  On  each  new  Balance  Transfer  or  Cash  Advance,  we  start  charging 
interest  charges  from  the  date  of  the  transaction;  Balance  Transfers  or  Cash  Advances  from  previous 
billing cycles accrue interest beginning  on the first day  of the  billing. On  each Purchase: (i) If  you get a 
grace period for the  billing cycle in which the Purchase is posted to the Account (the “Purchase Cycle”) 
and for the next billing cycle (the “Next Cycle”), we charge no interest charges at all. (ii) If you get a grace 
period for the Purchase Cycle but not for the Next Cycle, we start charging interest charges from the first 
day  of  the  Next  Cycle.  (iii)  If  you  do  not  get  a  grace  period  for  the  Purchase  Cycle,  we  charge  interest 
charges from the later of the date of the Purchase or the first day of the billing cycle in which it is posted 
to your Account. 

(e)  Classification  of  Fees  as  Purchases  or  Cash  Advances.  For  purposes  of  computing  interest 
charges,  Cash  Advance  Fees  are  treated  as  Cash  Advances  and  all  other  Fees  are  treated  as 
Purchases. 

6.  Fees.  You  agree  to  pay  the  following  fees,  provided  that  you  never  need  to  pay  any  fee  that  is  not 
permitted by applicable law, including the federal Truth in Lending Act and Regulation Z:  

(a) Annual Fee. None. 

(b) Cash Advance Fee: For each Cash Advance that is not a Balance Transfer, we will charge a Cash 

Advance Fee equal to 5% of the amount of the Cash Advance or $10, whichever is greater.  

(d)  Balance  Transfer  Fee:  We  charge  a  Balance  Transfer  Fee  of  4%  of  the  amount  of  the  Balance 

Transfer or $10, whichever is greater, unless otherwise stated in a promotional offer. 

Sphere Cardholder Agreement 

4 

Rev 1-2014 

 
 
 
(e) Foreign Transaction Fee. If you make a Purchase or obtain a Cash Advance from a merchant or 
financial  institution  outside  the  50  United  States,  we  charge  a  Foreign  Transaction  Fee  equal  to  three 
percent  (3%)  of  the  gross  amount  of  the  Transaction  in  U.S.  Currency.  We  charge  this  fee  even  if  the 
Transaction  is  denominated  in  U.S.  Dollars.  The  foreign  merchant  or  financial  institution  may  charge  a 
separate fee. If the Transaction was made in a foreign currency, the Transaction will be converted into a 
U.S.  dollar  amount  by  [Visa]  [MasterCard]  or  the  foreign  merchant  or  financial  institution  in  accordance 
with its operating regulations or conversion procedures at the time the Transaction is processed. We do 
not make the currency conversions ourselves. 

(f)  Wire Purchase Fee.  If you purchase a wire transfer from a non-financial institution in addition to 
any fee the other institution may charge we will charge a fee of the greater of $10 or 4% of the amount of 
the purchased wire transfer. 

(g)  Late  Fee.  Each  time  we  do  not  receive  the  Minimum  Payment  Due  in  full  by  the  Payment  Due 
Date, we will charge  you a Late Fee of $25 for the first late fee in a six month period and a $35 fee for 
each late payment until there are 6 consecutive months with no late payments.. However, we will never 
charge a Late Fee exceeding the Minimum Payment Due that is late.  

(h)  NSF  Fee  Each  time  that  a  check  or  other  request  drawn  against  your  Account  (except  for 
convenience  checks  we  send  to  you)  is  returned  unpaid  as  it  would  exceed  your  limit  or  is  otherwise 
improperly completed, or a check, instrument or other payment on your Account is returned to us unpaid 
for any reason or we must return any payment check or instrument you send us because it is not signed 
or  is  otherwise  incomplete,  we  will  charge  you  a  Returned  Payment  Fee  of  $25  for  the  first  time  in  a  6 
month period;  $35 for each subsequent returned payment until there  are  6 consecutive months  with no 
returned payments.. However, we will not charge a Returned Payment Fee if we are charging a Late Fee 
with respect to the same Minimum Payment Due and will not charge a Returned Payment Fee exceeding 
the related Minimum Payment Due. Convenience and Balance Transfer check returns we charge $25. 

(i) Expedited Card Delivery Fee. If you request us to expedite the delivery of a Card we will charge an 
Expedited Card Delivery Fee of $35.  If you request us to expedite the delivery of a PIN we will charge an 
Expedited PIN Delivery Fee of $35. 

 (j) Additional Fees.  If you request a special service – for example, if you ask for an additional copy of 
a  statement  or  have  a  customer  service  representative  of  ours  process  a  payment  by  phone  on  an 
expedited basis  –  we may  charge a fee (e.g. $5 per  statement printout) for such service in accordance 
with applicable law.  

7.  Rewards.  The terms of the Rewards Program are subject to change in the future.  Unless there is a 
temporary rewards points or cash back bonus offer, and subject to any such offers, you will earn 1 reward 
point for each dollar spent on net retail purchases made with this account..  Balance Transfers, Cash 
Advances, including purchases of money orders or other cash equivalents, purchases made by or for a 
business or for a business purpose, fees, interest charges, unauthorized/fraudulent transactions and 
certain other charges do not earn points unless a promotional offer specifically states they do.  You may 
not redeem any rewards points previously earned until your account has been returned to good standing.  
If you close your account or your account becomes severely delinquent, at 180 days past due, you will 
forfeit all rewards points. See the details about your rewards program in the supplemental materials that 
are provided with your account. 
8.  Monthly  Statements.  We  will  send  you  monthly  statements  if  and  when  required  by  applicable  law. 
Your  monthly  statements  will  show,  among  other  matters:  Transactions;  payments,  credits  and 
adjustments;  interest  charges  and  fees;  the  Previous  Balance  and  New  Balance  on  your  Account;  your 
Credit Limit and Available Credit; and the Minimum Payment Due and Payment Due Date.  

9. Payments.  

(a) Each month,  you must pay at least the Minimum Payment shown on  your  monthly statement by 
the “Cut-Off Time” on the Payment Due Date shown on your monthly statement. The Payment Due Date 
will be at least 21 days from mailing of the monthly statement, on the same day of each calendar month. 
If the Payment Due Date falls on a day we do not receive mail (a “non-business day”), we will not treat 
your payment as late for any purpose if we receive it by the Cut-Off Time on the next day we receive mail 

Sphere Cardholder Agreement 

5 

Rev 1-2014 

 
 
 
(a  “business  day”).  The  “Cut-Off  Time”  is  5:00  p.m.  local  time  at  the  payment  address  specified  on  the 
monthly statement (or closing time of any retail office of ours you use to make payment in-person to one 
of our employees). 

(b) If the total outstanding balance under your Account at the end of a billing cycle, as shown on your 
monthly  statement  (the  “New  Balance”),  is  less  than  $25,  the  Minimum  Payment  Due  equals  the  New 
Balance. Otherwise, the Minimum Payment Due equals the sum of: (i) any amount past due; and (ii) the 
greater of (a) $25 or (b) 1% of the New Balance plus any penalty fees and interest incurred in the current 
billing period, with such sum rounded down to the nearest dollar.  

(c)  You  agree  to  make  all  payments  by  check  or  other  negotiable  instrument  drawn  on  a  financial 
institution located in the U.S. or by money order or by some other method we expressly permit. Payments 
must be made in U.S. dollars. All payments, except disputed payments, must be mailed or delivered to us 
at the payment address shown on the front of your  monthly statement (the “Payment Address”) or must 
be  given  to  us  in  person  at  one  of  our  branches.  Any  payments  received  after  the  Cut-Off  Time  on  a 
business day will be credited on the next business day. However, credit to your Account may be delayed 
for up to five (5) days if we accept a payment that is: (i) not received by mail or messenger service at the 
Payment Address or in-person to one of our employees at one of our retail branch offices; (ii) not made in 
U.S. dollars by a check or other negotiable instrument drawn on a financial institution located in the U.S. 
or  by  money  order;  or  (iii)  not  accompanied  by  the    return  portion  of  your  monthly  statement.  Delayed 
crediting may cause you to incur additional fees and interest charges, subject to applicable law.  

(d)  Subject  to  applicable  law,  we  may  apply  payments  and  other  credits  to  your  Account  in  any 
manner  we  choose  in  our  sole  discretion.  For  payments  up  to  the  Minimum  Payment  Due,  we  typically 
apply payments based on the APR of different  Balance Types, first to the lowest APR, next to the next-
lowest APR and so on. For payments in excess of the Minimum Payment Due, we apply payments in the 
reverse order, first to Balances Types with the highest APR. 

(e) At any time, you may pay all or any part of your outstanding Account balance. Payment of 
more than the Minimum Payment Due in one billing cycle will not relieve you of the obligation to pay the 
entire Minimum Payment Due in subsequent billing cycles. 

(f)  Notice About Electronic Check Conversion:  When you pay by check, you authorize us either 
to use  information from  your check to make a one-time electronic fund transfer from your account or to 
process  the  payment  as  a  check  transaction.    When  we  use  information  from  your  check  to  make  an 
electronic fund transfer, funds may be withdrawn from your account as soon as the same day we receive 
your payment and you will not receive your check back from your financial institution. 

10. Default. Subject to applicable law,  we may declare  you to be in default under this Agreement if any 
one or more of the following events occurs: (a) you fail to pay any Minimum Payment Due on or before 
your Payment Due Date; (b)  you  exceed  your Credit  Limit or Cash Credit Limit; (c)  you  use  a check or 
instrument for payment which is dishonored; (d) you die or are declared legally incompetent; (e) any other 
creditor  tries  by  legal  process  to  take  money  of  yours  in  our  possession;  (f)  a  petition  is  filed  or  other 
proceeding is commenced by or against you under the Federal Bankruptcy Code or any other applicable 
federal  or  state  insolvency  laws;  (g)  you  become  generally  unable  to  pay  your  debts  or  pay  less  than 
otherwise amount required due to working with credit counseling or debt settlement organizations; (h) you 
provide us with any false or misleading information; (i) you breach any of your other obligations under this 
Agreement;  or  (j)  you  are  in  default  of  any  other  unsecured  agreement  you  have  with  us  or  any  of  our 
affiliates.  

.Our  Rights  Upon  Default.  Upon  any  default,  we  may  take  any  of  the  following  actions,  subject  to 
applicable  law  (including  any  applicable  notice  requirement  and/or  right  to  cure)  or  our  agreement  to 
forbear action: (a) either declare all or any portion of your outstanding Account balance to be immediately 
due and payable or, without waiving any rights, allow  you to repay  your Account balance by  paying the 
Minimum Payment Due each billing cycle; (b) terminate or suspend your Account privileges and/or cancel 
your  Card;  (c)  reduce  your  Credit  Limit  and/or  Cash  Credit  Limit  or  otherwise  limit  your  ability  to  make 
Transactions; (d) increase your interest rates to the default rate as allowed by law; or  (e) commence an 
action against  you to collect all amounts owed  in connection  with  this  Agreement. We also may charge 
you court costs and reasonable attorneys’ fees that  we actually  incur, as permitted by applicable  law,  if 

Sphere Cardholder Agreement 

6 

Rev 1-2014 

 
 
 
your Account is sent for collection to an attorney who is not our salaried employee. You understand and 
agree that, subject to applicable law, if you are in default under this Agreement, we or any agent of 
ours may make collection calls to your home or cell phone numbers that you provided to us and 
you  grant  permission  to  use  an  automatic  dialer  and/or  prerecorded  messages  with  respect  to 
such calls, even if the message is left on an answering machine. You agree that such calls will not be 
considered “unsolicited” calls or telemarketing calls for purposes of state or federal law. 

11.  Arbitration  Provision.  Unless  you  have  exercised  or  exercise  your  right  to  reject  arbitration 
under subsection (n) below, the following Arbitration Provision will apply: 

(a)  General: Either you or we may elect to arbitrate or require the other party to arbitrate any Claim 
(as  defined  below)  under  the  following  terms  and  conditions.  If  you  or  we  elect  to  arbitrate  a  Claim, 
neither  you nor  we  will have the right  to: (i) have a court or  a jury  decide the Claim; (ii)  participate  in  a 
class  action  in  court  or  in  arbitration,  either  as  a  class  representative  or  a  class  member;  (iii)  act  as  a 
private  attorney  general  in  court  or  in  arbitration;  or  (iv)  join  or  consolidate  your  Claim(s)  with  claims  of 
any  other  person.  The  right  to  appeal  and  the  right  to  pre-arbitration  discovery  are  more  limited  in 
arbitration than in court. Other rights that you would have if you went to court may also not be available in 
arbitration.  

(b)  Definitions:  The  following  definitions  apply  to  this  Arbitration  Provision,  even  if  terms  defined  in 

this Arbitration Provision are defined differently elsewhere in this Agreement:  

(i) 

“We,”  “us”  and  “our”  mean  the  Bank,  together  with  any  subsequent  holder  of  this 
Agreement.  Also,  these  terms  include  the  parents,  subsidiaries,  affiliates  and  successors  of  such 
companies, as well as the officers, directors, agents and employees of any of the foregoing. These terms 
also include any party named as a co-defendant with us in a Claim asserted by you, such as marketing 
companies, credit bureaus, credit insurance companies, credit card servicers and debt collectors. “You,” 
“your” and “yours” include each and every Cardholder or Authorized User. 

(ii) 

“Administrator”  means  the  American  Arbitration  Association  (“AAA”),  1633  Broadway, 
10th  Floor,  New  York,  NY  10019,  www.adr.org,  800-778-7879;  JAMS,  620  Eighth  Avenue,  34th  Floor, 
New  York,  NY  10018,  www.jamsadr.com,  800-352-5267;  or  any  other  company  selected  by  mutual 
agreement  of  the  parties.  If  both  AAA  and  JAMS  cannot  or  will  not  serve  and  the  parties  are  unable  to 
select  an  Administrator  by  mutual  consent,  the  Administrator  will  be  selected  by  a  court.  The  party 
initiating  an  arbitration  selects  the  Administrator.  Notwithstanding  any  language  in  this  Arbitration 
Provision  to  the  contrary,  no  arbitration  may  be  administered,  without  the  consent  of  all  parties  to  the 
arbitration, by any Administrator that has in place a formal or informal policy that would purport to override 
subsection (d) below, captioned “No Class Actions” (the “Class Action Waiver”). 

(iii) 

“Claim”  means  any  claim,  dispute  or  controversy  between  you  and  us  that  in  any  way 
arises  from  or  relates  to  this  Agreement  or  the  Account,  including  disputes  arising  from  actions  or 
omissions  prior  to  the  date  of  this  Agreement.  “Claim”  has  the  broadest  reasonable  meaning,  and 
includes initial claims, counterclaims, cross-claims and third-party claims. It includes disputes based upon 
contract,  tort,  consumer  rights,  fraud  and  other  intentional  torts,  constitution,  statute,  regulation, 
ordinance,  common  law  and  equity  (including  any  claim  for  injunctive  or  declaratory  relief).  However,  it 
does  not  include  disputes  about  the  validity,  enforceability,  coverage  or  scope  of  this  Arbitration 
Agreement or any part thereof (including, without limitation, the Class Action Waiver, the final sentence in 
subsection (j) under the caption “Survival, Severability, Primacy” and/or this sentence); all such disputes 
are  for  a  court  and  not  an  arbitrator  to  decide.  However,  any  dispute  or  argument  that  concerns  the 
validity or enforceability of the Agreement as a whole is for the arbitrator, not a court, to decide. 

(c)  Starting or Demanding Arbitration: To start an arbitration, the Claimant must commence the arbitration in 
accordance  with  the  Administrator’s  rules.  To  require  arbitration  of  a  Claim,  the  Defending  Party  must  give  the 
Claimant a written demand for arbitration. This demand may be given after a lawsuit has been filed and may be given 
in papers or motions in the lawsuit. If an arbitration is commenced or an arbitration demand is given, the Claim shall 
be resolved by arbitration under this Arbitration Provision and the applicable rules of the Administrator then in effect. 
We  will  not  elect  to  arbitrate  any  collection  action  we  initiate  or  any  individual  action  brought  by  you  in 
small  claims  court  or  your  state’s  equivalent  court,  except  if  such  action  is  transferred,  removed,  or 
appealed to a different court 

Sphere Cardholder Agreement 

7 

Rev 1-2014 

 
 
 
(d)  No Class Actions: Notwithstanding any language herein to the contrary, if you or we elect to 
arbitrate a Claim, neither you nor we will have the right to: (i) participate in a class action in court 
or in arbitration, either as a class representative, class member or otherwise; (ii) act as a private 
attorney general in court or in arbitration; or (iii) join or consolidate Claims by or against you with 
claims by or against any other person, and the arbitrator shall have no authority to conduct any 
such class, private attorney general or multiple-party proceeding.  

(e)  Location  and  Costs:  Any  arbitration  hearing  that  you  attend  will  take  place  in  a  location  that  is 
reasonably  convenient  for  you.  If  you  cannot  obtain  a  waiver  of  the  Administrator’s  or  arbitrator’s  filing, 
administrative, hearing and/or other fees, we will consider in good faith any request by you for us to bear 
such fees. We will pay for our own attorneys, experts and witnesses and will pay the reasonable fees and 
charges  of  your  attorneys,  experts  and  witnesses  if  you  win  the  arbitration.  Even  if  you  do  not  win  the 
arbitration, we will pay any of the Administrator’s or arbitrator’s filing, administrative, hearing and/or other 
fees,  and  the  fees  and  charges  of  your  attorneys,  experts  and  witnesses,  if  and  to  the  extent  we  are 
required to pay such fees and charges by law or in order to make this Arbitration Provision enforceable. 

(f)   Arbitrator Selection: The arbitrator will be appointed by the Administrator in accordance with the 
rules of the Administrator. However, unless the parties agree otherwise, the arbitrator must be a retired or 
former judge or a lawyer with at least 10 years of experience.  

(g)  Discovery; Getting Information: In addition to the parties’ rights under the Administrator’s rules to 
obtain  information prior to  the hearing, either party may ask the arbitrator for more information from the 
other party. The arbitrator will decide the issue in his or her sole discretion, after allowing the other party 
the opportunity to object.  

(h)  Effect  of  Arbitration  Award:  Any  court  with  jurisdiction  may  enter  judgment  upon  the  arbitrator’s 
award. The arbitrator’s award will be final and binding, except for: (1) any appeal right under the Federal 
Arbitration Act, 9 U.S.C. §1 et seq. (the “FAA”); and (2) Claims involving more than $50,000. For Claims 
involving more than $50,000, any party may appeal the award to a three-arbitrator panel appointed by the 
Administrator,  which  will  reconsider  anew  any  aspect  of  the  initial  award  that  is  appealed.  The  panel’s 
decision will be final and binding, except for any appeal right under the FAA. The costs of any appeal will 
be borne in accordance with subsection (e) above, captioned “Location and Costs.”  

(i)   Governing  Law:  This  Agreement  governs  transactions  involving  interstate  commerce  and 
accordingly this Arbitration Provision shall be governed by the FAA and not by any state law concerning 
arbitration. The arbitrator shall follow applicable substantive law to the extent consistent with the FAA and 
applicable  statutes  of  limitation  and  privilege  rules  that  would  apply  in  a  court  proceeding,  and  shall  be 
authorized  to  award  all  remedies  available  in  an  individual  lawsuit  under  applicable  substantive  law, 
including, without limitation, compensatory, statutory and punitive damages (which shall be governed by 
the constitutional standards applicable in judicial proceedings), declaratory, injunctive and other equitable 
relief,  and  attorneys’  fees  and  costs.  Upon  the  timely  request  of  either  party,  the  arbitrator  shall  write  a 
brief  explanation  of  the  basis  of  his  or  her  award.  The  arbitrator  will  follow  rules  of  procedure  and 
evidence consistent with the FAA, this Arbitration Provision and the Administrator’s rules.  

(j)   Survival,  Severability,  Primacy:  This  Arbitration  Provision  shall  survive  the  termination  of  this 
Agreement,  your  fulfillment  or  default  of  your  obligations  under  this  Agreement  and/or  your  or  our 
bankruptcy  or  insolvency  (to  the  extent  permitted  by  applicable  law).  In  the  event  of  any  conflict  or 
inconsistency  between  this  Arbitration  Provision  and  the  Administrator’s  rules  or  this  Agreement,  this 
Arbitration  Provision  will  govern.  If  any  portion  of  this  Arbitration  Provision,  other  than  the  Class  Action 
Waiver, is deemed invalid or unenforceable, the remaining portions shall nevertheless remain in force. If a 
determination is made with respect to any Claim that the Class Action Waiver is unenforceable, only this 
sentence  of  the  Arbitration  Provision  will  remain  in  force  and  the  remaining  provisions  shall  be  null  and 
void, provided that the determination concerning the Class Action Waiver shall be subject to appeal.  

(k)  Amendment/Termination: Notwithstanding any provision of this Agreement to the contrary, we will 
not amend this Arbitration Provision in a manner that adversely affects your rights or responsibilities in a 
material manner unless we give you a right to reject the amendment and/or the Arbitration Provision in its 
entirety. 

Sphere Cardholder Agreement 

8 

Rev 1-2014 

 
 
 
Notice and Cure. Prior to initiating a lawsuit or arbitration regarding a legal dispute or 

(l) 
claim relating in any way to this Agreement (as more fully defined in the Arbitration Provision, a 
“Claim”), the party asserting the Claim (the “Claimant”) shall give the other party (the 
“Defending Party”) written notice of the Claim (a “Claim Notice”) and a reasonable opportunity, 
not less than 30 days, to resolve the Claim on an individual basis. Any Claim Notice to you shall 
be sent in writing by mail to the address for you maintained in our records. Any collection letter 
we send to this address shall be deemed to be a Claim Notice. Any Claim Notice to us shall be 
sent by mail to us at Credit Card Inquiries, MA1-MB3 01-09, P.O. Box 841002 Boston, MA 02284.  
Attn: Legal Claim (or such other address as we subsequently provide you). Any Claim Notice 
you send must provide your Account Number and telephone number. Any Claim Notice must 
explain the nature of the Claim and the relief that is demanded. The Claimant must reasonably 
cooperate in providing any information about the Claim that the Defending Party reasonably 
requests.  

(m)  Special Payment: If (i) you submit a Claim Notice on your own behalf (and not on behalf of any 
other  party)  in  accordance  with  subsection  (l),  captioned  “  Notice  and  Cure”  (including  the  timing 
requirements  thereof);  (ii)  we  refuse  to  provide  you  with  the  relief  you  request;  and  (iii)  an  arbitrator 
subsequently determines that you were entitled to such relief (or greater relief), the arbitrator shall award 
you  at  least  $7,500  in  addition  to  the  attorney,  witness  and  expert  fees  and  costs  to  which  you  are 
entitled.  

(n)  RIGHT TO REJECT ARBITRATION.  You may reject this  Arbitration Provision by mailing a 
special rejection notice to Santander Bank, N.A., Credit Card Inquiries, MA1-MB3-01-99, P.O. Box 
841002,  Boston,  MA    02284,  Attn:  Arbitration  Rejection.  You  must  sign  the  rejection  notice, 
affirmatively  state  that  you  do  not  want  arbitration  to  apply  to  your  Santander  Bank  credit  card 
and  provide  your  name,  address  and  telephone  number  and  account  number.  We  must  receive 
your  rejection  notice  within  45  days  after  the  date  of  this  Agreement  (or  any  prior  credit  card 
agreement which contained an arbitration agreement you had a right to reject). You may not reject 
arbitration by phone or by any method other than the method described above. 

12. Miscellaneous 

(a) Changes to this Agreement. Subject to the Arbitration Provision and applicable law, including the 
Truth in Lending Act and Regulation Z: (i) You agree that we may, in our sole discretion, from time to time 
change any of the terms and conditions of, or add new terms and conditions to, this Agreement, including 
changing  the  formula  used  to  compute  interest  charges  or  increasing  or  adding  Fees.  (ii)  Any  such 
changes will generally be effective immediately unless we are required by applicable law or elect, in our 
discretion,  to  provide  you  with  advance  written  notice  of  the  changes  (and/or  the  reasons  for  the 
changes), afford you the right to reject the change and/or obtain your consent to the change (whether by 
written  agreement,  through  the  initiation  of  a  Transaction  after  a  specified  date  or  through  some  other 
means).  In  such  instances,  those  changes  will  be  effective  if,  when  and  as  stated  in  such  notice.  (iii)  If 
permitted by applicable law, any changes may apply to your outstanding Account balance on the effective 
date of the change as well as to any future balances created after that date. (iv) No change to any term of 
this Agreement will excuse your obligation to pay all amounts owing under this Agreement. 

(b) Governing Law. Except as set forth to the contrary in the Arbitration Provision, any claim, dispute 
or controversy arising from or relating to your Account or this Agreement, whether based in contract, tort, 
fraud  or  otherwise  and  regardless  of  the  place  of  your  residence,  is  governed  by,  and  construed  in 
accordance  with,  federal  and  Delaware  law  without  regard  to  Delaware  conflict  of  laws  principles. 
However, the applicable statute of limitations period for all purposes under this Agreement (including the 
right  to  collect  debt)  will  be  the  longer  period  provided  by  the  law  of  Delaware  or  the  jurisdiction  where 
you live. 

(c) Correspondence. All notices to us must be sent to Our Notice Address, with such attention as may 
be specified in this Agreement. To the extent permitted under applicable law, any notice you send us will 

Sphere Cardholder Agreement 

9 

Rev 1-2014 

 
 
 
not be effective until we receive and have had a reasonable opportunity to act on such notice. Any written 
or  electronic  correspondence  we  send  to  you  will,  however,  be  effective  and  deemed  delivered  when 
mailed  to  you  at  your  mail  address  (or  your  email  address  if  you  have  authorized  electronic 
communications)  as  it  appears  on  our  records.    If  this  is  a  joint  account  you  authorize  us  to  send  all 
communications  to  the  phone,  mail  address  or  email  address  of  the  primary  (first  listed)  accountholder 
and that this will be effective as to all accountholders.  You authorize us to share information about each 
accountholder with the other through these communications. 

(d)  Reporting  Information  to  Credit  Bureaus;  Identity  Theft.  We  may  report  information  about  your 
Account  to  other  creditors,  other  financial  institutions  and  credit  bureaus.  Late  payments,  missed 
payments or other defaults on your  Account may be reflected in your credit report. You have the 
right  to  dispute  the  accuracy  of  information  we  have  reported.  If  you  believe  that  any  information  about 
your Account that we have reported to a credit bureau is inaccurate, or if you believe that you have been 
the  victim  of  identity  theft  in  connection  with  your  Account  or  in  connection  with  any  other  loan  or 
extension of credit made by us, write us at Our Notice Address, Attn: Fraud/Dispute. Please include your 
name, address, Account number, telephone number and a brief description of the problem. If available, 
please  include  a  copy  of  the  credit  report  in  question.  If  you  believe  that  you  have  been  the  victim  of 
identity theft,  you should send us a police report  or written statement in a form we  provide  you alleging 
that you are the victim of identity theft for a specific debt. Once we receive such documentation, we will 
cease  all  debt  collection  activity  until  we  have  reviewed  the  materials,  determined  that  the  debt  is  still 
collectible, complied with all obligations under Section 12(x) and sent you a written notice describing the 
basis for our determination. 

(e) Bankruptcy Notification. All bankruptcy notices and related correspondence to us must be sent to 

us at Our Notice Address, Attn: Bankruptcy Notice.  

(f) Notices of Change in Circumstances. You must notify us of any changes to your name, mailing or 
email  address,  home,  cell  or  business  phone  number,  employment  or  income  within  15  days.  You  can 
notify us by calling us toll-free at 1-888-728-1222 (1-401-824-3400 from outside the United States and 1-
800-428-9121 for the hearing impaired (TDD/TTY)), or by writing us at Our Notice Address. We will rely 
on your mail and email addresses as they appear on our records for any and all Account communications 
we send you unless and until either you or, in the case of your mailing address, the U.S. Postal Service, 
notifies us of a change of address and we have had a reasonable opportunity to act on such notice. 

(g) Partial Payments Marked Payment in Full. Any check or other payment you send us for less 
than the total outstanding balance on your  Account that is marked “payment in full” or with any 
similar  language  or  that  you  otherwise  tender  as  full  satisfaction  of  a  disputed  amount  must  be 
sent  to  Our  Notice  Address,  Attn:  Payment  of  Disputed  Amount.  We  may  deposit  any  such 
payment without such deposit effecting a satisfaction of the disputed amount. 

(h)  Inadvertent  Overcharges.  It  is  not  our  intention  to  charge  any  interest  charges,  Fees  or  other 
amounts in excess of those permitted by applicable law or this Agreement. If any interest charge, Fee or 
other amount is finally determined to be in excess of that permitted by applicable law or this Agreement, 
the  excess  amount  will  be  applied  to  reduce  the  outstanding  balance  in  your  Account  or,  if  there  is  no 
outstanding balance, will be refunded to you. 

(i) Delay in Enforcement. We may at any time and in our sole discretion delay or waive enforcing any 
of our rights or remedies under this Agreement or under applicable law without losing any of those or any 
other  rights  or  remedies.  Even  if  we  do  not  enforce  our  rights  or  remedies  at  any  one  time,  we  may 
enforce them at a later date.  

(j) Unauthorized Use of Your Card or Account. You agree to promptly notify us if you believe that your 
Card has been lost or  stolen or that someone  has used or may  use  your  Card or Account  without  your 
permission by calling us toll-free at 1-888-728-1222 (1-401-824-3400 from outside the United States and 
1-800-428-9121  for  the  hearing  impaired  (TDD/TTY)),  or  by  writing  to  Our  Notice  Address,  Attn: 
Fraud/Dispute.  TO  HELP  PROTECT  AGAINST  THE  UNAUTHORIZED  USE  OF  YOUR  CARD  OR 
ACCOUNT,  YOU  SHOULD  NEVER  WRITE  YOUR PERSONAL  IDENTIFICATION  NUMBER  (PIN)  ON 
YOUR  CARD  OR  KEEP  ANY  WRITTEN  RECORD  OF  IT  ON  ANY  MATERIAL  THAT  IS  KEPT  WITH 
YOUR  CARD.  You  agree  to  assist  us  in  determining  the  facts,  circumstances  and  other  pertinent 

Sphere Cardholder Agreement 

10 

Rev 1-2014 

 
 
 
information related to any loss, theft or possible unauthorized use of your Card or Account and to comply 
with  such  procedures  as  we  may  reasonably  require  in  connection  with  our  investigation,  including  the 
filing of one or more reports with the appropriate law enforcement authorities. Subject to applicable law, 
you acknowledge and agree that we may terminate our investigation if you fail to provide us with any such 
assistance or to comply with such procedures, and we otherwise have no knowledge of facts confirming 
the  unauthorized  use  of  your  Card  or  Account.  In  such  circumstances,  we  will  deem  any  such  use  as 
having  been  authorized  by  you  and  you  will  be  liable  for  the  amount  of  any  Transactions  plus  interest 
charges and fees incurred with any such use. Subject to applicable law, you also acknowledge and agree 
that unauthorized Card or  Account  use does not  include  use of  your Card  or Account by any  person to 
whom  you  have  given  authority  to  use  your  Card  or  Account,  even  if  you  have  attempted  to  limit  the 
scope of the authority you have granted to any Authorized User and such Authorized User has exceeded 
his or her authority. You will be liable for all use of the Account or any Card by any such Authorized User, 
even if that person uses the Account or Card in ways you did not intend. 

(k)  Verifications.  We  verify  your  age,  social  security  number,  residence  and  other  identifying 
information as required  by  applicable law  and  you agree to cooperate  with such  verification.  You agree 
that we may verify your financial or other information for the purpose of managing your account. 

(l) Credit Reports; Evaluation of Financial Condition and Credit History. You understand and agree 
that  we  may  obtain  a  consumer  credit  report  in  connection  with  your  request  for  credit  and  in 
connection with any updates, renewals or extensions of any credit as a result of your request. If 
you ask, you will be informed whether or not such a report was obtained and, if so, the name and 
address of the agency that furnished the report. You understand and agree that we may obtain a 
consumer  credit  report  in  connection  with  the  review  or  collection  of  any  Transaction  made  by 
you or for other legitimate purposes related to such Transactions.  

(m) Account Settlements. Any settlement of your Account balance for less than what is owed requires 

our written agreement. 

(n)  Telephone  Monitoring  and  Recording  and  Contact  Information.  You  agree  that  we  may  monitor, 
record, retain and reproduce  any calls or any  other communications  between  you and us, regardless of 
how transmitted to us, for training, quality control, evidentiary and other purposes. However, we are not 
under  any  obligation  to  monitor,  record,  retain  or  reproduce  such  items,  unless  required  to  do  so  by 
applicable law.  If we need to contact  you to service your account or to collect  amounts  you owe to us, 
you authorize us (and our affiliates, agents, and contractors) to contact  you at any number (i)  you have 
provided to us (ii) from which you called us, or (iii) which we obtained and believe we can reach you at. 
We  may  contact  you  in  any  way,  such  as  calling,  texting,  or  email.  We  may  contact  you  using  an 
automated dialer or using pre-recorded messages. We may contact you on a mobile, wireless, or similar 
device, even if you are charged for it by your provider.  You also authorize us to contact you for marketing 
purposes using the primary contact telephone number you provided to us, whether that is a home phone, 
or wireless or similar device, even if you are charged for it by your provider, unless you separately instruct 
us not to call that phone number. 

(o) Third-Party Claims or Defenses. Except as otherwise provided in this Agreement or as required by 
applicable  law  (see  Section  12(x)),  we  will  not  be  responsible  for  any  claim  or  defense  you  may  have 
against any third party that arises out of or in connection with any Transaction.  

(p) Assignment. You may not sell, assign or transfer your Account or Card or any of your rights and 
obligations under this Agreement. However, we may sell, assign or transfer your Account, or any balance 
due thereunder, and/or any of our rights and obligations under this Agreement, to another bank or other 
third party without prior notice to or consent by you. Should we do so, then to the extent of any such sale, 
assignment or transfer, that bank or third party will take our place in this Agreement. 

(q)  Severability.  Except  as  provided  otherwise  in  the  Arbitration  Provision,  if  any  provision  of  this 
Agreement  is  deemed  to  be  void  or  unenforceable  by  a  court  of  competent  jurisdiction  or  any 
governmental agency, that provision will continue to be enforceable to the extent permitted by that court 
or agency, and the remainder of that provision will no longer be considered as part of this Agreement. All 
other provisions of this Agreement will, however, remain in full force and effect. 

Sphere Cardholder Agreement 

11 

Rev 1-2014 

 
 
 
(r) Section Headings. The section headings used in this Agreement are for convenience of reference 

only and do not in any way limit or define your or our rights or obligations hereunder. 

(s)  Entire  Agreement.  You  acknowledge  that  this  Agreement  (which  includes  your  Card  Carrier) 
constitutes  the  entire  agreement  between  you  and  us  with  respect  to  the  Account  and  the  Card,  and 
supersedes  and  may  not  be  contradicted  by  evidence  of  any  prior  or  contemporaneous  written  or  oral 
communications and understandings between you and us concerning the Account and the Card. 

(t) Security. Notwithstanding any language in any other agreement to the contrary, the Account and 

your performance under this Agreement are not secured.  

(u)  Multiple  Cardholders  and/or  Guarantors.  If  there  are  more  than  one  of  you  and/or  one  or  more 
guarantors  of  your  obligations  under  this  Agreement,  each  of  you  and  each  guarantor  is  jointly  and 
individually liable for all of your obligations under this Agreement. We may proceed against any or all of 
you and/or any or all guarantor(s), and may choose not to proceed against any or all of you and/or any or 
all guarantor(s), without losing any of our rights against any or all of you and/or any or all guarantors. 

(v) Security at ATM Facilities. Notice to New York residents:  You should take precautions when using 
your Card (or any other credit or debit card) at an automated teller machine (“ATM”). (i) Under New York 
law, the activity of each  ATM facility must be recorded by  a surveillance  camera or cameras. (ii) 
You  should  close  the  entry  door  completely  upon  entering  and  exiting  an  ATM  facility.  (iii)  You 
should not permit any unknown persons to enter an ATM facility after regular banking hours. (iv) 
You should place withdrawn cash securely upon  your person before exiting the  ATM facility. (v) 
Complaints concerning security in the ATM facility should be directed to the banking institution's 
security  department  (our  phone  number  for  such  complaints  is  1-888-728-1222  (1-401-824-3400 
from outside the United States and 1-800-428-9121 for the hearing impaired (TDD/TTY)) or the New 
York  State  Department  of  Financial  Services  at  877-226-5697.  The  nearest  available  public 
telephone should be used to cal the police if emergency assistance is needed.  

(w)  NOTICE  TO  THE  BUYER:  1.  Do  not  sign  this  credit  agreement  before  you  read  it  or  if  it 
contains  any  blank  space.  2.  You  are  entitled  to  a  completely  filled  in  copy  of  this  credit 
agreement.   

(x)  Additional  Notices.  You  may  contact  the  New  York  State  Banking  Department  to  obtain  a 
comparative  listing  of  all  credit  card  rates,  fees  and  grace  periods.  (New  York  State  Banking 
Department – 877-226-5697.) 

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 Monthly Statement 

If you think there is an error on your statement, write to us at: 

Credit Card Inquiries 
Santander Bank 
MA1-MB3 01-09 
P.O. Box 841002 
Boston, MA   02284. 

In your letter, give us the following information: 

  Account information: Your name and account number. 

  Dollar amount: The dollar amount of the suspected error. 

Sphere Cardholder Agreement 

12 

Rev 1-2014 

 
 
 
 
 
 
 
 
 
  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. 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 (and until we have complied with our 
obligations above): 

  We cannot try to collect the amount in question, or report you as delinquent on that amount. 

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

interest on that amount. 

  While you do not have to pay the amount in question, you are responsible for the remainder of 

your balance. 

  We can apply any unpaid amount against your credit limit. 

After we finish our investigation, one of two things will happen: 

If we made a mistake: You will not have to pay the amount in question or any interest or other 
fees related to that amount. 

If we do not believe there was a mistake: You will have to pay the amount in question, along with 
applicable interest and fees. We will send you a statement of the amount you owe and the date 
payment is due. We may then report you as delinquent if you do not pay the amount we think you 
owe. 

If you receive our explanation but still believe your bill is wrong, you must write to us within 10 days telling 
us that you still refuse to pay. If you do so, we cannot report you as delinquent without also reporting that 
you are questioning your bill. We must tell you the name of anyone to whom we reported you as 
delinquent, and we must let those organizations know when the matter has been settled between us. 

If we do not follow all of the rules above, you do not have to pay the first $50 of the amount you question 
even if your bill is correct. 

Your Rights If You Are Dissatisfied With Your Credit Card Purchases 

Sphere Cardholder Agreement 

13 

Rev 1-2014 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
If you are dissatisfied with the goods or services that you have purchased with your credit card, and you 
have tried in good faith to correct the problem with the merchant, you may have the right not to pay the 
remaining amount due on the purchase. 

To use this right, all of the following must be true: 

1. The purchase must have been made in your home state or within 100 miles of your current mailing 
address, and the purchase price must have been more than $50. (Note: Neither of these are necessary if 
your purchase was based on an advertisement we mailed to you, or if we own the company that sold you 
the goods or services.) 

2. You must have used your credit card for the purchase. Purchases made with cash advances from an 
ATM or with a check that accesses your credit card account do not qualify. 

3. You must not yet have fully paid for the purchase. 

If all of the criteria above are met and you are still dissatisfied with the purchase, contact us in writing at: 

Credit Card Inquiries 
Santander Bank 
MA1-MB3 01-09, 
P.O. Box 841002 
Boston, MA    02284. 

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. 

SPHERE CREDIT CARD AGREEMENT 
(RETAIL INSTALMENT CREDIT AGREEMENT)  

Santander Bank, N.A. 

By: ________________________________ 

 [Name and Title] 

Sphere Cardholder Agreement 

14 

Rev 1-2014