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73148_0911_G$_CHA_LIBOR_Accts On or After 11.21  9/1/11  11:42 AM  Page 1

F03-L974-7 
This  Credit  Card  Agreement  (Agreement)  explains  the  terms  of  your  Green$ense® Platinum  MasterCard® credit  card  account  (Account)  with 
RBS Citizens, National Association. This Agreement consists of this Agreement, the Pricing Addendum and any other documents or information provided
to you concerning terms applicable to your Account, including any changes that may be made to these documents or information from time to time. The
Bank may change terms of this Agreement at any time subject to applicable law. Please read these documents carefully and keep them for your records. 

CREDIT CARD AGREEMENT

1. Meaning of Words. In this Agreement, you and your mean anyone who
(a) signs the credit card application, (b) uses, maintains or accepts the
Account, or (c) otherwise agrees to be obligated under this Agreement.
We, our and us mean RBS Citizens, N.A., Providence, Rhode Island, the
issuer of your credit card and the creditor under this Agreement, or any
subsequent holder of this Agreement or any balances in your Account.
Card means each Green$ense® MasterCard credit card that we issue to
you under this Agreement. Purchases means amounts charged to your
Account  when  you  use  your  Card  or  give  your  Account  number  for  a
transaction. Purchases also includes all of the Account Fees set forth in
Section 16 and other charges that are charged to your Account (except
Cash  Advance  Fees  as  defined  in  Section  16(a)(i)),  as  well  as  Periodic
Interest  Charges  (defined  in  Section  10(a)).  Balance  Transfers  means
loans  charged  to  your  Account  that  you  obtain  as  provided  in  Section
4(b). Cash Advances means loans charged to your Account as provided
in Section 4(c). Cash Advances also includes Cash Advance Fees.

2.  Your  Promise  to  Pay.  You  are  legally  responsible  for  paying  the  entire
amount owed to us under this Agreement. You represent and warrant that
at the time of each transaction on the Account that you have the intent and
financial capacity to repay the amount in full according to the terms of this
Agreement.  Upon  request,  we  may  issue  additional  Cards  to  any  person
you authorize to use your Account. You and any such person agree to be
obligated under this Agreement and are responsible for paying all charges
made  to  your  Account  and  any  fees  and  charges  associated  with  such
charges. You agree not to make or allow to be made any transactions which
are illegal under any state or federal law. We may decline to approve any
transaction  which  we  reasonably  believe  is  a  transaction  which  is  illegal
under  any  state  or  federal  law.  An  example  is  casino  gambling  on  the
Internet. You agree that the terms of this Agreement, as amended from time
to time, apply when you use the Account or allow any other person to use
your Account, and any such person agrees to the terms of this Agreement.
By  (a)  using  your  Card,  Account  number,  or  Account,  (b)  authorizing  or
signing  any  charge  or  charge  slip  on  your  Account,  Balance  Transfer  or
Balance  Transfer  Check  (as  provided  in  Section  4(b)),  or  (c)  obtaining  a
Cash Advance (as provided in Section 4(c)), you confirm that you agree to
the terms of this Agreement. 

3.  Credit  Limit.  Your  total  credit  limit  (Total  Credit  Limit)  is  the  combined
amount of credit for Purchases, Balance Transfers and Cash Advances that
we agree to extend to you at any one time. You will receive a separate credit
limit for Cash Advances (Cash Advance Limit), which will be a portion of
your Total Credit Limit. Your Total Credit Limit and Cash Advance Limit, as
well as the amount available for Cash Advances (Available Cash), will be
shown  on  your  Account  statement  (Statement).  We  may  change  the
amount  of  your  Total  Credit  Limit  or  Cash  Advance  Limit  without  prior
notice to you. We may also limit your ability to make Balance Transfers. You
agree not to exceed either your Total Credit Limit or Cash Advance Limit.

The amount shown on your Statement as Available Cash does not include
any  transactions  or  Account  Fees  or  other  charges  posted  to  your
Account after the Statement Date (as defined in Section 6) as shown on
that Statement which could result in either your Cash Advance Limit or
Total Credit Limit being exceeded. 

Even  if  we  permit  transactions  that  exceed  either  your  Cash  Advance
Limit or Total Credit Limit, you are responsible for those transactions as
provided in this Agreement. If we refuse any such transaction, we may
advise the person attempting the transaction that it has been refused and
we are not responsible or liable for taking such action.

4.  How You Can Use Your Account.

a)  Purchases. You can use your Card to buy or lease goods or services
wherever  your  Card  is  honored.  Each  of  these  transactions  is  a
Purchase.  In  addition,  any  credit  life  insurance  charges,  payment
protection plan charges, the Account Fees set forth in Section 16 and
other  charges  that  are  charged  to  your  Account  (except  Cash
Advance Fees and Cash Equivalent Transaction Fees) are treated as
Purchases subject to the Interest Charge for Purchases provided for
in this Agreement. We will pay Purchases you have made up to your
Total  Credit  Limit.  The  amount  of  any  Purchase  will  be  charged  to
your Account and will appear on your Statement.

b)  Balance  Transfers.  We  may,  at  our  sole  option,  give  you  special
checks which you can use to reduce or pay off the balance on credit
card accounts or other accounts you may have with other creditors
(Balance  Transfer  Checks).  In  addition,  we  may  provide  you  with
Balance Transfer forms that you can complete to request us to issue
a check on your behalf to reduce or pay off the balance on credit card
accounts or other accounts you may have with other creditors. We
may  also  permit  you  to  execute  Balance  Transfers  by  telephone  or
other methods authorized by us. Balance Transfers may not be used
to make payments on accounts issued or held by us or our affiliates.
Balance  Transfers  may  be  subject  to  promotional,  special  or
additional terms; these terms are part of this Agreement. We will pay
the Balance Transfer amounts you have authorized up to your Total
Credit  Limit,  unless  otherwise  limited  by  the  terms  of  the  Balance
Transfer.  Unless  a  special  promotional  offer  or  other  offer  applies,
you  will  be  charged  a  transaction  fee  for  each  Balance  Transfer
(Balance Transfer Fee) in the amount set forth in Section 16(a)(iii).
The amount of any Balance Transfer and Balance Transfer Fee (which
is an Interest Charge) will be charged to your Account and will appear
on  your  Statement.  We  do  not  certify  or  return  Balance  Transfer
Checks.

c)  Cash  Advances.  In  this  Agreement,  Cash  Loans,  ATM  Loans,
Convenience  Checks  and  Cash  Advance  Fees  will  be  referred  to  as
“Cash Advances.”

(i)  Cash Advances and ATM Loans. You can use your Card to obtain
Cash  Advances  from  any  financial  institution  or  merchant  that
accepts your Card and processes the transaction. The minimum
amount of any Cash Advance you can obtain in this manner is $20.
The total amount of Cash Advances you can obtain from financial
institutions  and  merchants  in  one  day  is  $3,000  or  the  available
amount of your Cash Advance Limit, whichever is less. You can
also use your Card and personal identification number (PIN) to get
a  Cash  Advance  from  any  automated  teller  machine  (ATM)  that
accepts  your  Card.  The  total  amount  of  Cash  Advances  you  can
obtain from ATMs in one day is $500 or the available amount of
your Cash Advance Limit, whichever is less. We or the operators
of  ATMs  may  place  additional  limitations  and  requirements  on
Cash Advances you may obtain from ATMs. Authorization for Cash
Advances over a certain dollar amount or number may be refused
under certain circumstances even though you have Available Cash.
These restrictions may be for security or other reasons, including:
(i) the ATM or other electronic authorization system is not working
properly; (ii) your Card or PIN has been reported lost or stolen or
has been canceled; (iii) the financial institution, merchant or ATM
does  not  have  enough  cash;  and  (iv)  circumstances  beyond  our
control, such as a power outage.

(ii)  Convenience Checks. From time to time, we may supply you with
special checks which you can use as you would a regular check
to pay for goods and services or to write yourself a loan (called
Convenience Checks). Convenience Checks may not be used to
make  payment  on  any  account  issued  or  held  by  us  or  our
affiliates.  Convenience  Checks  may  be  subject  to  promotional,
special  or  additional  terms;  these  terms  are  part  of  this
Agreement. We will pay the amounts you have authorized up to
your  Cash  Advance  Limit,  or  to  an  amount  above  your  Cash
Advance Limit at our discretion, unless otherwise limited by the
terms or conditions of the Convenience Check. The amount of any
Cash Advance and the Cash Advance Fee will be charged to your
Account and will appear on your Statement. Unless subject to a
special promotion, you will be charged a transaction fee for each
Cash Advance (Cash Advance Fee) which is an Interest Charge in
the amount set forth in Section 16(a)(i). Cash Advance Fees are
treated  as  Cash  Advances.  We  do  not  certify  or  return
Convenience Checks.

(iii) Cash  Equivalent  Transactions.  Cash  Equivalent  Transactions
include  purchasing  travelers  checks,  savings  bonds,  foreign
currency,  money  orders,  wire  transfers,  lottery  tickets,  funds
used for wagers or gambling, or similar products or services as
determined by the Bank. We will charge your Account a fee for
each  Cash  Equivalent  Transaction  (Cash  Equivalent  Transaction
Fee)  in  the  amount  set  forth  in  Section  16(a)(iv).  These
transactions  are  also  treated  as  Cash  Advances  for  all  other
purposes on your Account. Cash Advance Fee Interest Charges
for  Cash  Equivalent  Transactions  will  be  added  to  your  Cash
Advance Balances.

d)  Obtaining  Credit  Without  Your  Card.  You  can  make  Purchases  or
Balance Transfers or obtain Cash Advances without using your Card
(such as for Internet, mail order or telephone transactions). If you do
so, you will be responsible for the amount of each transaction and
any applicable fees as if you had used your Card.

5.  Green$ense Program.

a)  Program Requirements.

•

•

•

You open and maintain a Citizens Bank or Charter One checking
account and your account is in good standing.

You apply for and maintain a Green$ense® credit card that is in
good standing.

The Green$ense® Program is not available to business customers.

b)  Eligible  Transactions.You  may  earn  cash  on  eligible  transactions.  An
"eligible  transaction"  is  any  posted  Green$ense® credit  card  purchase.
Credit card purchases DO NOT include Balance Transfers, Cash Advances,
Accounts  Fees  or  charges,  Periodic  Finance  Charges,  Life  Insurance
payments,  PaymentCare®  ,  money  orders,  wire  transfers,  lottery  tickets,
gambling charges, or unauthorized charges to your Account.

c)  Green$ense® Program Earnings.

•

$0.25 for each eligible credit card transaction posted in a month

• Maximum monthly earnings of $20

• Maximum yearly earning of $240

•

•

•

•

You  must  make  10  eligible  transactions  posted  to  your
Green$ense Credit Card monthly.

Eligible transactions will be counted at the end of each calendar
month,  and  Green$ense® earnings  will  be  credited  to  your
Citizens  Bank  or  Charter  One  checking  account  on  the  second
business day of the following month.

Eligible transactions must be posted to your account during the
month  in  order  for  it  to  count  towards  earning  eligibility  and
Green$ense Cash earned for that month.

All Green$ense Credit Card Cash will be paid into a Citizens Bank or
Charter  One  checking  account.  The  Citizens  Bank  or  Charter  One
checking account that the Green$ense Credit Card Cash will be paid
into is based on the following: 1) The Citizens Bank or Charter One
checking  account  associated  with  a  Value  or  Combined  Plan  with
Green$ense;  2)  The  most  recent  Citizens  Bank  or  Charter  One
checking  account  that  was  paid  Green$ense  cash;  3)  The  Citizens
Bank  or  Charter  One  checking  account  that  you  are  listed  as  the
Primary Account Holder; 4) The checking account that you are listed
as  a  Non-Primary  Account  Holder.  5)  If  you  have  more  than  one
account that falls into one of the criteria listed above, the account that
will  be  paid  will  be  the  account  with  the  most  checking  account
transactions posted for that month.

(i)

If  at  any  time  you  enroll  in  a  Value  or  Combined  Plan  your
earnings will revert to:

•

•

•

$0.50 for each eligible credit card transaction posted in a month.

Yearly  maximum  of  $240  in  earnings  is  a  combined
maximum  between  your  Green$ense  Credit  Card  and  the
Green$ense  Debit  Card  associated  with  your  Value  or
Combined Plan.

No minimum # of eligible transactions need to be made from
your credit card in order to earn Green$ense Credit Card Cash.

(ii) If  you  opt  out  or  no  longer  meet  the  Value  or  Combined  Plan
requirements and maintain a checking account your Green$ense
Credit Card earnings will revert back to:

•

$0.25 for each eligible credit card transaction posted in a month 

• Maximum monthly earnings of $20

• Maximum yearly earning of $240

•

You  must  make  10  eligible  transactions  posted  to  your
Green$ense Credit Card monthly.

(iii) For customers enrolled in a Value or Combined Plan, earnings
begin to accrue as of the business day you accept the Value or
Combined Plan Terms and Conditions agreement.

6.  Statement. We will send you a Statement each month that you have a
credit  or  debit  balance  of  more  than  $1,  when  an  Interest  Charge  has
been imposed, or when there has been activity in your Account, unless
we  deem  your  Account  uncollectible  or  delinquency  collection
proceedings have been instituted against you. Your Statement will show

the total amount that you owe us (New Balance). It will also tell you the
minimum  payment  you  must  make  (Minimum  Payment)  and  tell  you
when  payments  are  due  (Payment  Due  Date).  Your  Statement  will  also
show  your  Total  Credit  Limit,  the  available  amount  of  your  Total  Credit
Limit  for  use  on  the  closing  date  of  the  billing  cycle  (Available  Credit),
Cash Advance Limit and Available Cash as of the closing date (Statement
Date) of the billing cycle. Your Available Credit will be the amount of your
Total  Credit  Limit,  minus  the  sum  of:  (a)  the  New  Balance,  (b)  any
Purchases,  Balance  Transfers  or  Cash  Advances  which  have  been
authorized but not yet posted to your Account, and (c) the amount of any
payments that have not yet cleared as of the closing date of your billing
cycle.

Unless you notify us within sixty (60) days of receipt, your Statement will
be deemed to be correct.

7.  Making Payments. You must make a payment every month that you owe
a balance on your Account. You may pay the New Balance (which is the
entire  amount  due),  or  a  lesser  amount,  but  you  must  pay  at  least  the
Minimum Payment. Payments must be mailed to the address shown on
your Statement. Payments must be accompanied by the return portion of
your  Statement.  Payments  received  at  the  address  shown  on  your
Statement before 5:00 P.M. Eastern Time will be credited by us for that
day.  Payments  received  after  this  time  will  be  credited  for  the  next
business  day.  If  your  payment  due  date  is  on  a  day  which  we  do  not
receive  mailed  payments,  a  mailed  payment  received  on  the  next
business day will not be treated as late. Payments can be made only at
the address provided on the Statement. There may be a delay in crediting
payments received at any location other than the address shown on your
Statement until properly received. There may also be a delay in crediting
payments  received  if  the  return  portion  of  your  Statement  does  not
accompany  your  payment  or  if  the  return  portion  of  your  Statement  is
damaged and we are unable to identify your Account number.

Payments  must  be  made  in  U.S.  Dollars  drawn  on  a  federally-insured
depository institution located in the U.S. Payments less than or equal to
the Minimum Amount Due will be applied in any order that the Bank
shall from time to time choose. Generally, payments less than or equal
to the Minimum Amount Due are applied to introductory, promotional
or  low  rate  balances  before  the  Bank  applies  payments  to  balances
that  are  subject  to  standard  or  higher  rates,  regardless  of  when  the
transaction is made. Any amount of your payments that is greater than
the  Minimum  Amount  Due  will  be  applied  first  to  balances  with  the
highest  APR,  and  then  to  each  successive  balance  with  the  next
highest APR, until the payment is exhausted. You agree to this.

By  sending  a  check  for  payment  on  your  Account,  you  authorize  us  to
initiate an Electronic Funds Transfer (EFT) from your bank according to
the terms of the check. This means we will copy your check before we
destroy  it  and  use  the  account  information  on  it  to  electronically  debit
your bank account for the amount of the check. The debit from your bank
account  will  usually  occur  within  24  hours  and  will  be  shown  on  your
bank account statement from which your check was drawn on. You will
not receive your original check back. If the EFT cannot be processed for
technical reasons, you authorize us to process the copy in place of your
original  check.  If  the  EFT  cannot  be  completed  because  of  insufficient
funds,  we  may  try  to  make  the  transfer  up  to  2  times.  If  the  EFT  still
cannot be completed because the EFT was derived from your check, this
will be treated as if your payment check had been returned to the Bank as
unpaid.

Any  conditional  check,  money  order  or  any  other  instrument  tendered
with a restrictive endorsement or as a full satisfaction of a disputed debt
must  be  sent  to  our  address  for  billing  error  notices  shown  on  each
Statement and must conspicuously state on the face of that payment or
in an accompanying letter that it is tendered for this purpose. If you make
payment in any other way and we accept it, we will not have waived our
right to collect any amount from you owed under this Agreement.

In addition to accepting payments by mail, we may permit you to make
payments  by  electronic  means,  including  by  telephone  or  Internet,
subject  to  any  terms  we  may  impose  on  these  alternative  methods  of
payment,  including  charging  a  fee  for  such  service  of  which  we  will
inform you at that time. If you choose to pay by any of these means, you
agree to pay this service fee.

8. Minimum  Payment.  If  your  New  Balance  is  $30  or  less,  your  Minimum
Payment will be the New Balance. Otherwise, it will be the greater of (i) $30;
or (ii) equal to the total billed Interest Charges (excluding Balance Transfer
Fees, Cash Advance Fees, Foreign Transaction Fees, and Cash Equivalent
Transaction Fees), and any billed Late Payment Fees and 1% of the New
Balance. Any amount past due and any amount over your Total Credit Limit
or  Cash  Advance  Limit  may  be  added  to  the  Minimum  Payment.  Your
Minimum Payment, exclusive of Interest Charges, will be rounded to the
nearest whole dollar. 

The  Bank  may  change  your  minimum  Amount  Due  including  increasing
your Minimum Amount Due subject to applicable Law. 

If  you  exercise  your  right  to  cancel  contained  in  a  change-in-terms
notification,  the  Bank  may  increase  your  Minimum  Amount  Due.  The
Bank  may  require  a  method  in  which  the  minimum  periodic  payment
includes  a  percentage  of  the  outstanding  balance  that  is  twice  the
percentage required before the increase or a method which incorporates
an  amortization  period  of  not  less  than  5  years.  The  Bank  may  also
choose  a  method  that  is  no  less  beneficial  to  you  than  the  other  two
methods previously described.

9.  Annual Percentage Rate. We calculate the Interest Charge on Purchases,
Balance  Transfers,  Cash  Advances,  and  Cash  Equivalent  Transactions
(each, a Transaction Type) using daily periodic rates which are 1/365th of
the corresponding Annual Percentage Rate. Your daily periodic rate and
the  corresponding  Annual  Percentage  Rate  for  each  Transaction  Type
(each,  a  Standard  Rate)  are  shown  on  your  Pricing  Addendum  and
Statement.  Your  Standard  Rates  may  be  either  fixed  or  variable:  your
Pricing  Addendum  and  Statement  disclose  whether  you  have  fixed  or
variable  Standard  Rates.  If  your  Standard  Rates  are  variable,  your
Standard  Rates  may  vary  monthly  and  will  be  reset  on  the  first  day  of
each  billing  cycle  by  adding  an  index  (Index)  to  a  margin  for  each
Transaction  Type.  The  Index  is  determined  monthly  and  it  is  the  three
month  LIBOR  (London  Interbank  Offered  Rate)  published  in  the
northeastern edition of The Wall Street Journal in its Money Rates table
on the first day of the preceding month rounded up to the nearest one-
quarter of a percentage point. If the first day of the preceding month is
not a business day, the Bank will use the three month LIBOR published
on  the  next  business  day.  If  more  than  one  three  month  LIBOR  is
published in The Wall Street Journal Money Rates table, we will use the
highest  three  month  LIBOR.  In  the  event  that  The  Wall  Street  Journal
ceases to be published or ceases or otherwise does not publish the three
month LIBOR, we may use the three month LIBOR published in any other
newspaper of general circulation, or we may substitute a similar Index at
our sole option. Your margins are shown on your Pricing Addendum. If
your Standard Rates are variable, your Standard Rates will increase if the
Index  increases.  Any  increase  in  your  Standard  Rates  will  apply  to  all
unpaid Purchases, Balance Transfers and Cash Advances (regardless of
the transaction date) and will increase the Interest Charge and your New
Balance and may increase the Minimum Payment.

10.  Interest  Charge.  The  Interest  Charge  consists  of  (a)  the  application  of
certain periodic rates to a Daily Balance (Periodic Interest Charges) for
Purchases,  Cash  Advances  and  Balance  Transfers  (including  current
transactions) and (b) the Cash Advance Fees, Foreign Transaction Fees
and  Balance  Transfer  Fees  (Transaction  Fee  Interest  Charges),  as
applicable.

a)  Periodic Interest Charges. 

(i)

In General. We calculate the Periodic Interest Charge separately
for  each  Transaction  Type  (Purchases,  Balance  Transfers,  Cash
Advances, and Cash Equivalent Transactions) by determining the
Daily  Balance  for  each  Transaction  Type  each  day,  multiplying
each  Daily  Balance  by  the  applicable  daily  periodic  rate  and
adding them together. If you have a promotional rate in effect, we
calculate  the  Periodic  Interest  Charge  for  promotional  rate
transactions  separately  in  the  same  manner  for  the  respective
Transaction Type to which the promotional rate applies.

(ii) Determining the Daily Balance. We determine the Daily Balance
for  each  Transaction  Type  by  (i)  taking  the  beginning  balance
each  day,  (ii)  adding  any  new  transactions  (including  any
applicable  fees  and  other  charges)  and  other  debits,  (iii)
subtracting payments and other credits, for the Transaction Type,
(iv)  making  any  other  adjustments,  and  (v)  adding  accrued
Interest  Charges  for  that  day.  This  gives  us  the  Daily  Balance.
This  method  results  in  the  daily  compounding  of  Interest
Charges.  If  any  day’s  Daily  Balance  is  a  credit  balance,  we  will
treat it as a balance equal to $0.00 when we calculate the Daily
Balances for the billing cycle.

(iii) Total  Periodic  Interest  Charges.  We  add  together  the  Periodic
Interest  Charges  for  each  Transaction  Type  to  determine  total
Periodic Interest Charges for that billing cycle.

b) Transaction Fee Interest Charges. We will charge you the following
Transaction  Fee  Interest  Charges  (Transaction  Fees),  as  applicable:
Balance Transfer Fees on Balance Transfers, Cash Advance Fees on
Cash  Advances,  and  the  Foreign  Transaction  Fee  on  certain  Cash
Advances and Purchases. 

Transaction Fees are Interest Charges.

c)  Total Interest Charges. All Transaction Fee Interest Charges charged
to  your  Account  during  a  billing  cycle  plus  total  Periodic  Interest
Charges for that billing cycle equal the total Interest Charge for that
billing  cycle.  There  will  be  a  $1.50 minimum  Periodic  INTEREST
CHARGE in  any  billing  cycle  in  which  a  Periodic  Interest  Charge 
is  due.  For  the  purpose  of  the  minimum  Periodic  Interest  Charge
calculation, all Transaction Fee Interest Charges are not included.

d) Periodic Interest Charges on the Statement. On the Statement, you will
see  the  “Average  Daily  Balance”  for  each  Transaction  Type.  The
Average  Daily  Balance  for  each  Transaction  Type  is  determined  by
adding  up  all  of  the  Daily  Balances  for  that  Transaction  Type  and
dividing the total by the number of days in the billing cycle. In the case
of  transactions  posted  after  the  end  of  the  previous  billing  cycle,
adding  up  all  of  the  Daily  Balances  for  those  Transaction  Types  and
dividing  by  the  number  of  days  between  the  respective  transaction
dates  and  the  end  of  the  current  billing  cycle.  If  you  multiply  the
Average Daily Balance for a Transaction Type by that Transaction Type’s
daily periodic rate, and multiply the result by the number of days in the
billing cycle, the total will approximate the Periodic Interest Charges
for  that  Transaction  Type  attributable  to  the  billing  cycle,  except  for
minor variations due to rounding.

Additionally, if you did not pay the New Balance from a previous billing
cycle  in  full,  Interest  Charges  continue  to  accrue  to  your  unpaid
balance until the unpaid balance is paid in full. This means that you
may still owe Interest Charges, even if you pay the entire New Balance
indicated on the front of your Statement by the next Statement closing
date,  but  did  not  do  so  for  the  previous  month.  Unpaid  Interest
Charges are added to the applicable Transaction Type of your Account.
The Periodic Interest Charge may be referred to on the Statement and
other places as “interest” or “finance charge.” 

11.  When the Periodic Interest Charge Begins.

a) Purchases. Interest Charges for Purchases will begin to accrue on the
transaction  date  and  will  continue  to  accrue  until  payment  in  full  is
credited  to  your  account.  The  transaction  date  for  Purchases  is  the
day you made the Purchase as shown on a Statement. You can avoid
paying Periodic Interest Charges on Purchases in any billing cycle if
you always pay the entire New Balance on your current Statements by
the Payment Due Date (the “grace period”). In addition, if you paid
your previous balance in full by the Payment Due Date, you will not be
charged  any  Periodic  Interest  Charges  on  any  portion  of  new
purchases  when  they  are  first  billed  on  your  current  monthly
statement if you make a payment during the month when first billed
and  we  allocate  such  payment  under  the  allocation  scheme  (see
Section 7) to your new purchases. The Payment Due Date will be at
least twenty-one (21) days from the Statement Date.

b) Balance Transfers and Cash Advances. There is no grace period for
Balance  Transfers  or  Cash  Advances,  unless  a  special  promotional
offer  applies.  You  will  always  pay  a  Periodic  Interest  Charge  on
Balance Transfers and Cash Advances from the transaction date to
the date you pay the amount in full. This will be true even if you pay
the  entire  New  Balance  shown  on  your  Statement  by  the  Payment
Due  Date  for  every  Statement.  The  transaction  date  for  Balance
Transfers is the day you made the Balance Transfer as shown on a
Statement. The transaction date for Cash Advances and related Cash
Advance Fees is the day you received the Cash Advance.

12.  Credit Balance. If your New Balance is a credit balance, we will refund the
amount of the credit to you promptly, if you request us to do so in writing,
or as required by law. If you have a credit balance that is less than $1,000
or such other amount as we may determine, you may be able to request a
refund  over  the  telephone.  If  you  have  a  credit  balance  at  the  end  of  a
billing cycle and you have Purchases, Balance Transfers or Cash Advances
balances, we may transfer the credit balance to the other balances.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
73148_0911_G$_CHA_LIBOR_Accts On or After 11.21  9/1/11  11:42 AM  Page 2

13. Cards,  Balance  Transfer  Checks  and  Convenience  Checks.  Any  Cards,
Balance Transfer Checks or Convenience Checks issued to you belong to us.
You agree to sign each Card before you use it. You agree to return your Cards,
Balance Transfer Checks and Convenience Checks to us at any time, if we ask
you. When you present your Card, we, a merchant, or any other party acting
on our behalf can retain your Card, without prior notice to you.

14. Default.

a) Default Defined.

If any one of the following events happen, you are in Default:

(i)

(ii)

you fail to make a Minimum Payment by the Payment Due Date; 

you exceed either your Cash Advance Limit or your Total Credit Limit;

(iii) you gave us incomplete or false information to get your Account

or when we requested additional information from you;

(iv) you make or permit to be made any transaction that is illegal

under any state or federal law;

(v)

you break any promise you made to us in this Agreement;

(vi) you become delinquent on one or more accounts you have with
us, which in our determination adversely affects your ability to
meet your obligations under this Agreement;

(vii) you  are  not  paying  your  debts  as  they  become  due  or  you
become  involved  in  bankruptcy,  insolvency,  foreclosure,
garnishment, repossession or similar proceedings;

(viii) you make a payment that is returned or dishonored for any reason; or

(ix) we otherwise reasonably believe you won’t keep your promises

made in this Agreement or pay what you owe.

b)  Bank Remedies for Default.

(i) If you are in Default, we may do any of the following things:

•

•

•

•

The  Bank  may  reduce  your  Total  Credit  Limit  and/or  your
Cash  Credit  Limit,  increase  your  Minimum  Payment,  close
your Account or suspend or terminate credit privileges. If the
Bank  closes  your  Account,  the  Bank  may  cancel  your
privilege to make further Purchases, receive Cash Advances,
or write Balance Transfer Checks or Convenience Checks.

If  you  are  in  Default,  you  understand  and  agree  that  a
negative report reflecting on your Account may be submitted
to consumer reporting agencies.

Apply  the  Penalty  Rate  to  all  Purchases,  Balance  Transfers
and Cash Advances that occur more than 14 days after we
provide notice to you. 

If  Section  14(b)(i)  applies,  the  Penalty  Rate  will  apply
indefinitely.

(ii) If we do not receive your Minimum Amount Due within 60 days
after the Payment Due Date for such payment, the Bank may:

•

•

Apply the Penalty Rate to all your existing balances and all
future Purchases, Balance Transfers and Cash Advances.

If  Section  14  (b)(ii)  applies  and  for  six  consecutive  billing
cycles  following  the  cycle  in  which  the  Penalty  Rate  is
imposed, you comply with all the terms of your Agreement,
including,  but  not  limited  to,  making  all  required  Minimum
Payments  by  their  Payment  Due  Dates,  the  Bank  will
reinstate  your  Annual  Percentage  Rate  on  Purchases,
Balance Transfers and Cash Advances. 

(iii) Before we apply a Penalty Rate, we will provide notice to you as
required by applicable law. The notice will describe the Penalty
Rate,  its  duration  and  which  outstanding  and/or  future
transaction to which the Penalty Rate will apply.

15.  Collection  Costs.  If  you  are  in  Default,  we  may  refer  your  Account  for
collection  or  take  any  other  actions  permitted  by  this  Agreement  or
applicable  law.  If  we  do,  you  agree  to  pay  the  reasonable  fees  and
expenses  of  our  collection  agency  or  other  person  collecting  your
Account, as permitted by law. We may also sue you to collect the amount
due.  If  we  do  that,  you  agree  to  pay  all  court  costs  and  expenses  of
collection, including reasonable attorneys’ fees as allowed by law.

16. Account  Fees.  You  agree  to  pay  the  following  Account  Fees,  as
applicable.  Each  of  the  Account  Fees,  except  Cash  Advance  Fees,  are
treated as Purchases when charged to your Account. Cash Advance Fees
are treated as Cash Advances when charged to your Account.

a) Transaction Fees.

(i) Cash Advance Fee. For each Cash Advance, we will charge your
Account a fee (Cash Advance Fee) up to three percent (3%) of
the U.S. Dollar amount of the Cash Advance, but not less than a
minimum  Cash  Advance  Fee  of  $10.  This  fee  is  an  INTEREST
CHARGE. We charge Cash Advance Fees in addition to Periodic
Interest Charges. 

(ii) Foreign  Transaction  Fee.  When  you  use  your  Card  in  another
country to obtain cash or to purchase goods or services, we will
charge your Account a Foreign Transaction Fee equal to the greater
of (i) $1.50 or (ii)  our Issuer Fee of two percent (2%) of the U.S.
Dollar amount of the transaction, plus a Card Association Fee; (a)
For Visa® Card transactions in another country, we will charge your
Account a Card Association Fee of one percent (1%) of the U.S.
Dollar amount of the transaction; (b) for MasterCard transactions
in another country that are made in U.S. Dollars, we will charge
your  Account  a  Card  Association  Fee  of  eight-tenths  of  one
percent (0.8%) of the U.S. Dollar amount of the transaction; or (c)
for MasterCard transactions in a currency other than U.S. Dollars,
we will charge your Account a Card Association Fee of one percent
(1%). The Foreign Transaction Fee is an INTEREST CHARGE. 

(iii) Balance Transfer Fee. Unless a special promotional offer or other
offer applies, we will charge your Account a Balance Transfer Fee
for each Balance Transfer in an amount up to four percent (4%)
of the U.S. Dollar amount of the Balance Transfer, but not less
than  a  minimum  Balance  Transfer  Fee  of  $10.  This  fee  is  an
INTEREST CHARGE. We charge Balance Transfer Fees in addition
to Periodic Interest Charges. 

(iv) Cash Equivalent Transaction Fee. Cash Equivalent Transactions are
those  transactions  performed  using  a  merchant  or  service
provider that Visa or MasterCard identifies as a seller of travelers
checks,  foreign  currency,  money  orders,  wire  transfers,  lottery
tickets, funds used for wagers or gambling, or similar products or
services.  For  Cash  Equivalent  Transactions,  we  will  charge  your
Account a Cash Equivalent Transaction Fee equal to the greater of
five percent (5%) of the Cash Equivalent amount or $20. This fee
is an INTEREST CHARGE. We charge Cash Equivalent Transaction
Fees in addition to Periodic Interest Charges.

b) Other Account Fees.

(i) Annual Membership Fee. Please refer to your Pricing Addendum to
determine if an Annual Membership Fee applies to your Account.

(ii) Card Replacement Fee. If we replace a stolen, lost or damaged
Card, we may charge your Account a Card Replacement Fee of
$10.  We  may  charge  additional  fees  for  expedited  or  overseas
delivery of your replacement Card.

(iii) Late Payment Fee. We may charge your Account a Late Payment
Fee, if we do not receive your Minimum Payment by the Payment
Due Date. The amount of the Late Payment Fee will be $30 for
balances of $30.00 up to $4,000.00, and $39 for balances more
than $4,000.00. The balance used to determine the amount of the
Late Payment Fee will be the balance as of the date we determine
that your payment was late (minus any amount in dispute).

(iv) Copy  Fee.  We  may  charge  your  Account  a  Copy  Fee  of  $5  for
each page of photocopy of any sales slip or other record of your
Account plus $30 per hour for the time it takes our employees
or agents to make the copies, to the extent permitted by law.

(v) Stop Payment Fee. We may charge your Account a Stop Payment
Fee of $29 when you request that we stop payment of a check you
have  requested  under  Section  4  of  this  Agreement  (including
Balance  Transfer  Checks  and  Convenience  Checks).  You  may
make a stop payment request by calling us TOLL FREE at 1-800-
426-1114  or  by  writing  to:  Credit  Card  Services  –  Customer
Service, P.O. Box 7092, Bridgeport, CT 06601. We will accept a
stop payment order only if we have reasonable time to act on the
order before we pay the item or become legally obligated to do so.

17. Foreign  Transaction/Currency  Conversion.  If  you  use  your  Card  or
Account  in  another  country  to  obtain  cash  or  to  purchase  goods  or
services  in  a  currency  other  than  U.S.  Dollars,  MasterCard  or  Visa
(whichever  applies)  will  convert  the  amount  of  the  charge  in  foreign
currency into a U.S. Dollar amount. To make this conversion, MasterCard
or Visa will use the procedure set forth in their respective operating rules.
MasterCard  and  Visa  may  change  the  procedures  from  time  to  time  at
their discretion. Those rules provide that MasterCard or Visa may make
the conversion to U.S. Dollars using either a (a) government-mandated
rate or (b) rate selected by Visa or MasterCard as applicable, from a range
of rates available in wholesale currency markets. In either case, the rate
used will be the rate in effect on the applicable central processing date
Visa or MasterCard as applicable, processes the transaction, increased by
the Foreign Transaction Fee (Issuer Fee and the Card Association Fee set
forth in Section 16(a)(ii) as applicable). The currency conversion rate in
effect on the processing date may differ from the rate in effect on the date
of your transaction. You agree to accept and pay the U.S. Dollar amount
converted from a foreign currency as provided in this Section. 

For Visa Card transactions, if a credit is subsequently given for a transaction,
Visa  will  use  the  currency  conversion  procedure  described  above.  The
currency conversion rate in effect on the original transaction date may differ
from the rate in effect on the date the transaction credit was issued. We will
deduct three percent (3%) (the Issuer Fee and the Card Association Fee as
described above in Section 16(a)(ii)) of the transaction from this amount.
This means that the amount of the credit may be different from the amount
that was originally charged to your Account for the transaction.

For MasterCard Card transactions, if a credit is subsequently given for a
transaction,  MasterCard  will  use  the  currency  conversion  procedure
described above. The currency conversion rate on the original transaction
date may differ from the rate in effect on the date the transaction credit
was issued. We will deduct the Card Association Fee and the Issuer Fee
described above in Section 16(a)(ii) from this amount. This means that the
amount of the credit may be different from the amount that was originally
charged to your Account for the transaction.

18.  Changing Terms of Agreement. We may change terms of this Agreement
at any time. If required by applicable law, we will provide notice of the
change to you before the effective date of the change.

19.  Notices. You promise to notify us promptly of any change in your address.
We will send Statements and notices to your last known address. If there
are  two  or  more  persons  obligated  under  this  Agreement,  we  can  send
Statements and notices to any one of these persons.

20.  Lost or Stolen Cards/Unauthorized Use. You will not be liable for the use
of your Card that occurs after the loss, theft or unauthorized use of your
Card,  provided  that  you  notify  us  of  such  loss,  theft  or  possible
unauthorized  use  within  a  reasonable  period  of  time  after  you  knew  or
should have known of such loss, theft or possible unauthorized use. To
report loss, theft or unauthorized use call TOLL FREE 1-800-443-0164. If
you fail to notify us within a reasonable period of time after such loss,
theft or unauthorized use, your liability will not exceed $50.

21.  Applicable  Law.  This  Agreement  and  the  use  of  your  Account  are
governed by, and interpreted under, federal law (including but not limited
to the laws, rules and regulations applicable to national banks), the United
States Arbitration Act and, to the extent not governed or preempted by
federal  law,  Connecticut  law,  applicable  to  contracts  made  and  to  be
performed  in  Connecticut  without  reference  to  principles  of  conflict  of
laws. The legality, enforceability and interpretation of this Agreement and
the amounts contracted for, charged and received under this Agreement
will be governed by such laws. We accept this Agreement in Connecticut.
Decisions about granting credit to you and all credit extended under this
Agreement  are  made  by  us  from  Connecticut.  Federal  and  Connecticut
law  also  apply  to  any  controversy,  claim  or  dispute  arising  from  or
relating  in  any  way  to  the  subject  matter  of  this  Agreement  or  your
Account, including statutory, equitable and tort claims. If any part of this
Agreement becomes invalid under applicable law, the remainder of this
Agreement will remain valid and in effect. If your Account is subject to a
law  setting  maximum  loan,  rates,  fees  or  charges  which  is  finally
interpreted  so  that  the  charges  on  your  Account  would  exceed
permissible  limits,  then  any  such  charge  will  be  reduced  (including
retroactively)  to  permitted  limit  and  any  amounts  collected  from  you
exceeding those limits will be refunded to you.

22.  Delayed Enforcement. We can delay enforcing any of our rights under

this Agreement without losing any of them.

23.  Assignment. We may at any time, and without notice to you, sell, assign
or  transfer  your  Account,  any  amount  due  on  your  Account,  this
Agreement  or  our  rights  and  obligations  under  your  Account  or  this
Agreement  to  any  person  or  entity.  The  person  or  entity  to  whom  we
make any such sale, assignment or transfer is entitled to all of our rights
and subject to all of our obligations under this Agreement, to the extent
sold, assigned or transferred.

24.  Cancellation.  Even  if  you  are  not  in  Default,  we  may  at  any  time  (a)
reduce  your  Total  Credit  Limit  and  Cash  Advance  Limit,  (b)  close  your
Account, (c) cancel or suspend your privileges to make further Purchases
and Balance Transfers or obtain Cash Advances, or (d) cancel or suspend
any Account privileges or benefits. We can also reissue a different Card
to you at any time.

When  your  Account  is  closed,  you  must  contact  anyone  authorized  to
charge transactions to your Account, such as Internet service providers,
health clubs or insurance companies. These transactions may continue to
be  charged  to  your  Account  until  you  change  the  billing.  Also,  if  we
believe you have authorized a transaction or are attempting to use your
Account after you have requested to close the Account, we may allow the
transaction to be charged to your Account and you will be responsible for
payment under the terms of this Agreement.

If you open a Joint Account, any one of you who is a Joint Account holder
may close your Account at any time by (i) sending a written request to
close  your  Account  signed  by  that  person  to:  Credit  Card  Services  –
Customer  Service,  P.O.  Box  7092,  Bridgeport,  CT  06601  or  (ii)  calling
TOLL  FREE  1-800-426-1114.  We  may  immediately  close  your  Account
after we receive such a request without giving notice to the other Joint
Account  holders.  You  agree  you  will  not  hold  us  responsible  for  any
costs, damages or inconvenience you suffer as a result of the closing of
your Account by any Joint Account holder. 

If you or any Joint Account holder closes your Account or if we close your
Account, you may not make any further Purchases and Balance Transfers
or  obtain  Cash  Advances.  If  you  use  your  Account  and  we  either  by
mistake or otherwise extend credit to you after your Account has been
closed, you remain responsible for paying those charges. If we, you, or a
Joint Account holder closes your Account, we may, at our option, require
you to pay the entire Balance of your Account at once or permit you to
pay the Balance in monthly payments as provided in this Agreement or
otherwise as we determine. We will not charge your Account an Annual
Membership  Fee  after  it  is  closed.  Other  Account  Fees  such  as  a  Late
Payment Fee will apply, as applicable. If any Joint Account holder decides
to close your Account after the Annual Membership Fee is billed, we will
remove the fee from your Account provided your Account is closed within
30 days after we mailed your Statement on which the fee was charged to
your Account. You may pay any Balance due on your Account in full at
any time.

25.  Questions. Write to: Credit Card Services – Customer Service, P.O. Box
7092,  Bridgeport,  CT  06601  or  call  TOLL  FREE  1-800-426-1114  if  you
have any questions about your Account or this Agreement. A telephone
call will not preserve your rights under federal law.

26.  Force Majeure. Except as otherwise required by applicable law, we are
not  responsible  and  will  incur  no  liability  to  you  for  any  failure,  error,
malfunction or any delay in carrying out any of our obligations under this
Agreement  if  any  such  failure,  error,  malfunction  or  delay  results  from
causes beyond our reasonable control.

27.  Credit  Reporting  Notice,  Messages  and  Liability.  We  may  report
information  about  your  Account  to  credit  bureaus.  Late  payments,
missed payments, or other defaults on your Account may be reflected in
your  credit  report.  You  authorize  us  to  collect  information  about  you
including credit reports from consumer reporting agencies. If you believe
we  have  furnished  inaccurate  or  incomplete  information  about  you  or
your Account to a credit reporting agency, write to us at: Disputes, P.O.
Box  7092,  Bridgeport,  CT  06601.  Please  include  your  name,  address,
home phone number and Account number, and explain what you believe
is inaccurate or incomplete. You agree to accept calls or text messages
from us, or anyone acting on our behalf, to any number you provide or to
any  number  at  which  we  reasonably  believe  that  we  may  contact  you
(including  calls  and  text  messages  to  mobile,  cellular  and  similar
devices).  You agree that the calls may be monitored and/or recorded or
may  use  autodialing  and/or  recorded  messages.  You  agree  that  calls
concerning your Account are not unsolicited. You also agree to receive
emails from us to any address where we reasonably believe that we may
contact you. We are not liable for any refusal to honor your Account. This
can include a refusal to honor your Card or Account or any check written
on any transaction on your Account. We are not liable for any retention of
your Card by us, any other financial institution, or any provider of goods
or services.

We cannot ensure against unauthorized inquiries about or access to your
Account  or  Account  information.  You  agree  that  so  long  as  we  are
complying  with  applicable  law  and  regulation  that  we  will  not  be
responsible  or  liable  for  the  release  of  information  to  anyone  who  has
gained access to your Account or Account information.

28.  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: Credit Card
Services – Disputes, P.O. Box 7092, Bridgeport, CT 06601-3211

In your letter give us the following information:

-

-

-

Account information: Your name and account number.

Dollar amount: The dollar amount of the suspected error.

Description  of  problem:  If  you  think  there  is  an  error  on  your  bill,
describe  what  you  believe  is  wrong  and  why  you  believe  it  is 
a mistake.

You must contact us:

- Within 60 days after the error appeared on your statement.

-

At least 3 business days before an automated payment is scheduled,
if you want to stop payment on the amount you think is wrong.

You must notify us of any potential errors in writing. You may call us, but
if you do we are not required to investigate any potential errors and you
may have to pay the amount in question.

What Will Happen After We Receive Your Letter

When we receive your letter, we must do two things:

1. Within  30  days  of  receiving  your  letter,  we  must  tell  you  that  we
received your letter. We will also tell you if we have already corrected
the error.

2. Within  90  days  of  receiving  your  letter,  we  must  either  correct  the

error or explain to you why we believe the bill is correct.

While we investigate whether or not there has been an error:

- We  cannot  try  to  collect  the  amount  in  question,  or  report  you  as

delinquent on that amount.

-

The charge in question may remain on your statement, and we may
continue to charge you interest on that amount.

- While  you  do  not  have  to  pay  the  amount  in  question,  you  are

responsible for the remainder of your balance.

- We can apply any unpaid amount against your credit limit.

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

-

-

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

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

If you receive our explanation but still believe your bill is wrong, you must
write to us within 10 days telling us that you still refuse to pay. If you do
so, we cannot report you as delinquent without also reporting that you
are questioning your bill. We must tell you the name of anyone to whom
we reported you as delinquent, and we must let those organizations know
when the matter has been settled between us. If we do not follow all of
the rules above, you do not have to pay the first $50 of the amount you
question even if your bill is correct.

Your Rights If You Are Dissatisfied With Your Credit Card Purchases

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 Services – Disputes, P.O.
Box 7092, Bridgeport, CT 06601-3211.

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.

Green$ense CHA (L) - 9/11