Cardmember Agreement: Part 1 of 2

As of: 06/30/2012

ZYNC® Card
Issuer: American Express Centurion Bank
Spending Limit: $500

Fees Table
 Fees
Annual Membership Fee
Transaction Fees

● Foreign Transaction

Penalty Fees

● Late Payment

$25

2.7% of each transaction after conversion to US dollars.

Up to $35; however, if you do not pay for two billing periods in a row, 

your fee will be $35 or 2.99% of the past due amount, whichever is greater.

● Returned Payment

Up to $35

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How Rates and Fees Work
 Rates for Pay Over Time balances
Penalty APR for new
transactions

See About Pay Over Time features in Part 2 of this Agreement 

The penalty APR applies to new transactions if:

● you do not pay at least the Minimum Payment
Due by the Closing Date of the billing period in
which it is due 2 times in 12 billing periods, or

● your payment is returned by your bank.

If the Penalty APR applies to a balance, it will
apply to charges added to that balance 15 or
more days after we send you notice.
We will review your Account every 6 months
after the Penalty APR is applied. The Penalty
APR will continue to apply until you have made
timely payments with no returned payments
during the 6 months being reviewed.

Penalty APR for existing
balances

If you do not pay at least the Minimum Payment Due within 60 days after its Payment Due Date, we
can apply the penalty APR to those balances it does not already apply to. After you pay on time for 6
billing periods in a row, the penalty APR will no longer apply to those balances (but it may still apply to
other balances as described above).

 Fees
Annual Membership

Late Payment

Returned Payment

Returned Check

Statement Copy
Account Re-opening
Foreign Transaction

This fee is on the Rates and Fees Table on page 1 of Part 1. We will charge $15 for each additional
card.
Up to $35 or 2.99% of the amount past due. If you do not pay the Amount Due on a billing statement
before the 10th day after the next Closing Date, you will be charged a late payment fee. This fee will
be $25, or $35 for a subsequent late payment in the next 6 billing periods. In addition, if you do not
pay an Amount Due for two billing periods in a row, we will charge the greater of $35 or 2.99% of the
amount past due. The late fee will not exceed the Minimum Payment Due. Paying late may also result
in a Penalty APR. See Penalty APR for new transactions and Penalty APR for existing balances above.
Up to $35. If you make a payment that is returned unpaid the first time we present it to your bank, the
fee is $25. If you do this again within the same billing period or the next 6 billing periods, the fee is $35.
However, the returned payment fee will not exceed the applicable Minimum Payment Due. A returned
payment may also result in a Penalty APR. See Penalty APR for new transactions above.
$38 if you use your card to cash a check at one of our approved locations and the check is returned
unpaid. We will also charge you the unpaid amount.
$5 for each statement you request, except for the 3 most recent billing periods.
$25 if your Account is cancelled, you ask us to re-open it, and we do so.
2.7% of the converted U.S. dollar amount. This fee is a finance charge. See Part 2 for Converting
charges made in a foreign currency.

Part 1, Part 2 and any supplements or amendments make up your Cardmember Agreement.

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How Your American Express Account Works

Cardmember Agreement: Part 2 of 2

Doc 27945

Introduction

About your
Cardmember Agreement

Changing the Agreement

Words we use in the Agreement

About using your card

Using the card

This document together with Part 1 make up
the Cardmember Agreement (Agreement) for
the Account identified on page 1 of Part 1. Any
supplements or amendments are also

We may change this Agreement, subject to
applicable law. We may do this in response to the
business, legal or competitive environment.

We, us, and our mean the issuer shown on
page 1 of Part 1. You and your mean the person
who applied for this Account and for whom we
opened the Account. You and your also mean
anyone who agrees to pay for this Account. You
are the Basic Cardmember. You may request a
card for an Additional Cardmember (see About
Additional Cardmembers below).

part of the Agreement. When you use the Account (or
you sign or keep the card), you agree to the terms of
the Agreement.

Changes to some terms may require 45 days advance
notice, and we will tell you in the notice if you have
the right to reject a change. We cannot change certain
terms during the first year of your Cardmembership

Card means any card or other device that we issue
to access your Account. A charge is any amount
added to your Account, such as purchases and fees. A
purchase is a charge for goods or services.
To pay by a certain date means to send your payment
so that we receive it and credit it to your Account by
that date (see About your payments ).

You may use the card to make purchases. You
may also use the card at an ATM to get cash from
a checking account you designate.

We decide whether to approve a charge based
on how you spend and pay on this Account and
other accounts you have with us and our affiliates.
We also consider your credit history and your
personal resources that we know about.

You may arrange for certain merchants to charge
your Account at regular intervals.We may (but are not
required to) tell these merchants about your Account.
status or changes to your card number or expiration
date. You must notify the merchants directly if you
want them to stop charging your Account.

Keep your card safe and don't let anyone else use it.
If your card is lost or stolen or your Account is being
used without your permission, contact us right away.
You may not use your Account for illegal activities.

Promise to pay

You promise to pay all charges, including:

Declined transactions

Spending Limit

Additional accounts
About your payments

When you must pay

● charges you make, even if you do not present your card or sign for the transaction,
● charges that other people make if you let them use your Account, and
● charges that Additional Cardmembers make or permit others to make,

We may decline to authorize a charge. Reasons
we may do this include suspected fraud and our
assessment of your creditworthiness. This may
occur even if your Account is not in default.

We are not responsible for any losses you incur if we
do not authorize a charge. And we are not responsible
if any merchant refuses to accept the card.

We assign a Spending Limit to your Account. The
Spending Limit is shown on page 1 of Part 1 and
on each billing statement.

You agree to manage your Account so that your
Account balance (including fees) is not more than your
Spending Limit.

We may increase or reduce the Spending Limit.
We may do this even if you pay on time and your
Account is not in default.

We may approve charges in excess of the spending
limit. If we do this, we will not charge an overlimit fee.
If we ask you to promptly pay the amount of your
Account balance above your Spending Limit, you
agree to do so.

While this Account is active, we may decline your application for another card account.

Payment of the New Balance is due upon receipt
of your statement. Each statement states the
time and manner by which you must make your
payment for it to be credited as of the same day it
is received.

Each statement also shows a Closing Date. The
Closing Date is the last day of the billing period
covered by the statement. Each Closing Date is about
30 days after the previous statement's Closing Date.

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About AutoPay payments

How to make additional
payments

Other important information

About Additional Cardmembers

Converting charges made in a
foreign currency

Your Account requires you to be enrolled in
the AutoPay service. In the event you suspend
AutoPay, we may suspend your ability to make
charges until we receive payment of your New
Balance. If you cancel your participation in
AutoPay, we may cancel your Account.

After enrollment, we provided you with a copy of
your written authorization to withdraw the New
Balance from your designated bank account.
Please refer to that document for a full description
of your rights and obligations under the program.

In addition to your AutoPay payment, you may
make early or additional payments to us in U.S.
dollars with:
● a single check drawn on a U.S. bank, or
● a single negotiable instrument clearable

through the U.S. banking system, for example
a money order, or

● an electronic payment that can be cleared

through the U.S. banking system.

When making a payment by mail:

● make a separate payment for each account,
● mail your payment to the address shown on

the payment coupon on your billing statement,
and

● write your Account number on your check or

negotiable instrument and include the payment
coupon.

If your payment meets the above requirements,

Each withdrawal will occur on the date shown on the
billing statement, which will be no earlier than 15 days
after the Closing Date of such billing statement.

The amount of the scheduled withdrawal will be
reduced by the amount of any payments or credits
applied to your Account prior to the scheduled
withdrawal date.

In addition to AutoPay, you may make early or
additional payments as described below.

we will credit it to your Account as of the day we
receive it, as long as we receive it by the time
disclosed in your billing statement. If we receive it
after that time, we will credit the payment on the day
after we receive it.

If your payment does not meet the above
requirements, there may be a delay in crediting your
Account. This may result in late fees (see page 2 of
Part 1).

If we decide to accept a payment made in a foreign
currency, we will choose a rate to convert your
payment into U.S. dollars, unless the law requires us
to use a particular rate.

If we process a late payment, a partial payment or a
payment marked with any restrictive language, that
will have no effect on our rights and will not change
this Agreement.

At your request, we may issue cards to Additional
Cardmembers. They do not have accounts with
us but they can use your Account subject to
the terms of this Agreement. We may report an
Additional Cardmember's use of your Account to
credit reporting agencies.

You are responsible for all use of your Account by
Additional Cardmembers and anyone they allow

to use your Account. You must pay for all charges
they make

You authorize us to give Additional Cardmembers
information about your Account and to discuss it with
them.

If you want to cancel an Additional Cardmember's
right to use your Account (and cancel their card) you
must tell us.

If you make a charge in a foreign currency, we
will convert it into U.S. dollars on the date we or
our agents process it. Unless a particular rate is
required by law, we will choose a conversion rate
that is acceptable to us for that date. The rate
we use is no more than the highest official rate
published by a government agency or the

highest interbank rate we identify from customary
banking sources on the conversion date or the prior
business day. This rate may differ from rates that
are in effect on the date of your charge. We will
bill charges converted by establishments (such as
airlines) at the rates they use.

Changing your billing address

You must notify us immediately if you change the:
● mailing address to which we send billing

If you have more than one account, you need to notify
us separately for each account.

statements; or

● e-mail address to which we send notice that
your billing statement is available online.

We may update your billing address if we receive
information that it has changed or is incorrect.

Closing your Account

You may instruct us to close the Account by calling us or writing to us.

Cancelling or suspending your
Account

We may contact you

We may:
● cancel your Account,
● suspend the ability to make charges,
● cancel or suspend any feature on your

Account, and

● notify merchants that your Account has been

cancelled or suspended.

If we do any of these, you must still pay us for all
charges under the terms of this Agreement.

We may do any of these things at our discretion

From time to time, we may contact you about
topics ranging from servicing to marketing offers
to collecting amounts you owe. We may monitor
and record phone calls between you (or any
Additional Cardmembers on your Account) and

even if you pay on time and your Account is not in
default.

If your Account is cancelled, you must destroy your
cards.

We may agree to reinstate your Account after a
cancellation. If we do this, we may:

● reinstate any additional cards issued on your

Account,

● charge you any applicable annual fees, and
● charge you a fee for reinstating the Account.

us. We do this to ensure the quality of customer
service or when it is required by law.

You can choose to not receive marketing offers from
us. To do this, call us at 1-800-297-8378 or log on to
www.americanexpress.com/communications

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About default

We may consider your Account to be in default if:
● you cancel AutoPay or suspend an AutoPay

withdrawal,

If we consider your Account in default, we may:
● suspend your ability to make charges,and
● cancel or suspend any feature on your

● an AutoPay withdrawal is rejected by your

Account,and

Collection costs

Credit reports

Sending you notices

About insurance products

How we handle electronic debits
from your checking account

ExpressPay

Privacy Act of 1974 notice

Change the benefits

Assigning the Agreement

Assigning claims

bank,

● you violate a provision of this Agreement,
● you give us false information,
● you file for bankruptcy,
● you default under another agreement you have

with us or an affiliate,

● you become incapacitated or die, or
● we believe you are unable or unwilling to pay

your debts when due.

● require you to pay your Account balance

immediately.

You agree to pay all reasonable costs, including attorneys' fees, that we incur to collect amounts you owe

You agree that we may obtain credit reports about
you, investigate your ability to pay, and obtain
information about you from other sources. And
you agree that we may use such information for
any purposes, subject to applicable law.

You agree that we may give information about
your Account to credit reporting agencies.

We may tell a credit reporting agency if you fail to
comply with any term of this Agreement. This may
have a negative impact on your credit record.

If you believe information we have given to a credit
reporting agency is incorrect, write to us at: American
Express Credit Bureau Unit, P.O. Box 981537, El
Paso, TX 79998-1537. When you write to us, tell us
the specific information you believe is incorrect.

We mail you notices through the U.S. mail, postage prepaid, and address them to you at the latest billing
address on our records. Any notice that we send you this way is deemed to be given when deposited in the
U.S. mail.

We or our affiliates may tell you about insurance
and non-insurance products, services or features
that may have a fee. One of our affiliates may
act on behalf of a provider of these products.
The affiliate may be compensated for this. The
insurance products are not offered or sold by us
or on our behalf. Our affiliates may get additional
compensation when Amex Assurance Company

or another affiliate is the insurer or reinsurer.
Compensation may influence what products and
providers we or our affiliates tell you about.

We may share information about you with our
affiliates so they can identify products that may
interest you. We may be compensated for this
information.

When you pay us by check, you authorize us to
electronically deduct the amount from your bank
or other asset account We may process the check
electronically by transmitting to your financial
institution:

If we do this, your payment may be deducted from
your bank or other asset account on the same day
we receive your check. Also, you will not receive that
cancelled check with your bank or asset account
billing statement.

● the amount,
● the routing number,
● the account number, and
● the check serial number.

If we cannot collect the funds electronically, we may
issue a draft against your bank or other asset account
for the amount of the check.

Cards issued on your Account may be equipped with ExpressPay. ExpressPay enables you to make
charges without having the card swiped or imprinted. You can call us to deactivate ExpressPay at any time.
Also, we may deactivate ExpressPay at any time.

Some federal agencies may accept the card under authority of statute. When you make charges at these
agencies, we collect certain charge information. That information may be put to routine uses, such as
processing, billing and collections. It may also be aggregated for reporting, analysis and marketing use.
Other routine uses by agencies may be published in the Federal Register.

We have the right to add, modify or delete any benefit or service of your Account at our discretion.

We may sell, transfer or assign this Agreement and your Account. We may do so at any time without
notifying you. You may not sell, assign or transfer your Account or any of your obligations under this
Agreement.

If you dispute a charge with a merchant, we may
credit the Account for all or part of the disputed
charge. If we do so, you assign and transfer to us
all rights and claims (excluding tort claims) against
the merchant.

You agree that you will not pursue any claim against
the merchant for the credited amount. And you must
cooperate with us if we decide to do so.

We do not waive our rights

We may choose to delay enforcing or to not exercise rights under this Agreement. If we do this, we do not
waive our rights to exercise or enforce them on any other occasion.

Governing law

Utah law and federal law govern this Agreement
and your Account. They govern without regard to
internal principles of conflicts of law.

We are located in Utah. We hold your Account in
Utah. We entered into this Agreement with you in
Utah.

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Arbitration
This Arbitration provision sets forth the
circumstances and procedures under which
claims may be arbitrated instead of litigated in
court.

Definitions
As used in this Arbitration provision, the term
claim means any claim, dispute or controversy
between you and us arising from or relating to
your Account, this Agreement, the Electronic
Funds Transfer Services Agreement, and
any other related or prior agreement that you
may have had with us, or the relationships
resulting from any of the above agreements,
except for the validity, enforceability or scope
of this Arbitration provision. For purposes of
this Arbitration provision, you and us also
includes any corporate parent, or wholly or
majority owned subsidiaries, affiliates, any
licensees, predecessors, successors, assigns,
any purchaser of any accounts, all agents,
employees, directors and representatives of any
of the foregoing, and other persons referred to
below in the definition of claims. Claim includes
claims of every kind and nature, including but
not limited to, initial claims, counterclaims,
crossclaims and third-party claims and claims
based upon contract, tort, fraud and other
intentional, torts, statutes, regulations, common
law and equity. Claim also includes claims by
or against any third party using or providing
any product, service or benefit in connection
with any account (including, but not limited to,
credit bureaus, third parties who accept the card,
third parties who use, provide or participate in
fee-based or free benefit programs, enrollment
services and rewards programs, credit insurance
companies, debt collectors and all of their agents,
employees, directors and representatives) if and
only if, such third party is a party in connection
with the claim. The term claim is to be given the
broadest possible meaning that will be enforced
and includes, by way of example and without
limitation, any claim, dispute or controversy
that arises from or relates to (a) any of the
accounts created under any of the agreements,
or any balances on any such accounts, (b)
advertisements, promotions or oral or written
statements related to any such accounts, goods
or services financed under any of the accounts
or the terms of financing, (c) the benefits and
services related to Cardmembership (including
fee-based or free benefit programs, enrollment
services and rewards programs), and (d) your
application for any account. We shall not elect to
use arbitration under this Arbitration provision for
any claim that you properly file and pursue in a
small claims court of your state or municipality so
long as the claim is individual and pending only in
that court.

Initiation of Arbitration
Any claim shall be resolved, upon the election
by you or us, by arbitration pursuant to this
Arbitration provision and the code of procedures
of the arbitration organization to which the claim
is referred in effect at the time the claim is filed
(code), except to the extent the code conflicts
with this Agreement. Claims shall be referred
to either JAMS or the American Arbitration
Association (AAA), as selected by the party
electing to use arbitration. If our selection of

either of these organizations is unacceptable to
you, you may select the other organization within
30 days after you receive notice of our selection.
For a copy of the code, to file a claim or for other
information, contact either JAMS (1920 Main
St #300, Irvine, CA 92614 or jamsadr.com) or
AAA (335 Madison Ave, New York, NY 10017 or
adr.org).

In addition to the organizations listed above,
claims may be referred to any other arbitration
organization that is mutually agreed upon
in writing by you and us, or to an arbitration
organization or arbitrator(s) appointed pursuant
to § 5 of the Federal Arbitration Act, 9 U.S.C.
§§ 1-16, as it may be amended (FAA), provided
that any such organization and arbitrator(s)
will enforce the terms of the Restrictions on
Arbitration subsection set forth below.

Significance of Arbitration

IF ARBITRATION IS CHOSEN BY ANY PARTY
WITH RESPECT TO A CLAIM, NEITHER
YOU NOR WE WILL HAVE THE RIGHT TO
LITIGATE THAT CLAIM IN COURT OR HAVE
A JURY TRIAL ON THAT CLAIM. FURTHER,
YOU AND WE WILL NOT HAVE THE RIGHT
TO PARTICIPATE IN A REPRESENTATIVE
CAPACITY OR AS A MEMBER OF ANY CLASS
OF CLAIMANTS PERTAINING TO ANY CLAIM
SUBJECT TO ARBITRATION. EXCEPT AS
SET FORTH BELOW, THE ARBITRATOR'S
DECISION WILL BE FINAL AND BINDING.
NOTE THAT OTHER RIGHTS THAT YOU
OR WE WOULD HAVE IF YOU WENT TO
COURT ALSO MAY NOT BE AVAILABLE IN
ARBITRATION.

Restrictions on Arbitration

IF EITHER PARTY ELECTS TO RESOLVE
A CLAIM BY ARBITRATION, THAT CLAIM
SHALL BE ARBITRATED ON AN INDIVIDUAL
BASIS. THERE SHALL BE NO RIGHT OR
AUTHORITY FOR ANY CLAIMS TO BE
ARBITRATED ON A CLASS ACTION BASIS OR
ON BASES INVOLVING CLAIMS BROUGHT
IN A PURPORTED REPRESENTATIVE
CAPACITY ON BEHALF OF THE GENERAL
PUBLIC, OTHER CARDMEMBERS OR OTHER
PERSONS SIMILARLY SITUATED. The
arbitrator's authority to resolve claims is limited
to claims between you and us alone, and the
arbitrator's authority to make awards is limited
to awards to you and us alone. Furthermore,
claims brought by you against us, or by us
against you, may not be joined or consolidated
in arbitration with claims brought by or against
someone other than you, unless agreed to in
writing by all parties. No arbitration award or
decision will have any preclusive effect as to
issues or claims in any dispute with anyone
who is not a named party to the arbitration.
Notwithstanding any other provision of this
Agreement (including but not limited to the
Continuation subsection below) and without
waiving either party's right to appeal such
decision, should any portion of this Restrictions
on Arbitration subsection be deemed invalid
or unenforceable, then the entire Arbitration
provision (other than this sentence) shall not
apply.

Arbitration Procedures
This Arbitration provision is made pursuant to
transactions involving interstate commerce and
shall be governed by the FAA. The arbitration
shall be governed by the applicable code,
except that this Agreement shall apply if there
are any conflicts. The arbitrator shall apply
applicable substantive law consistent with the
FAA and applicable statutes of limitations, shall
honor claims of privilege recognized at law,
and, at the timely request of either party, shall
provide a brief written explanation of the basis
for the decision. The arbitration proceeding
shall not be governed by any federal or state
rules of civil procedure or rules of evidence.
Any party may request that the arbitrator
expand the scope of discovery by doing so in
writing and copying any other parties, who shall
have 15 days to make objections. The arbitrator
will notify the parties of his/her decision within
20 days of any objecting party's submission.
The arbitrator shall take reasonable steps to
preserve privacy. The arbitrator's award shall
be final and binding, except for any right of
appeal provided by the FAA; however, either
party shall have 30 days to appeal that decision
by notifying the arbitration organization and
any other parties in writing. The organization
will then appoint a three-arbitrator panel which
shall consider anew any aspect of the decision
objected to by the appealing party. The panel
shall issue its decision, by majority vote, within
120 days of the appealing party's written notice.
Judgment upon any award rendered by the
arbitrator or panel may be entered in any court
having jurisdiction.

Location of Arbitration
Arbitration hearings you attend shall take place
in the federal judicial district of your residence.

Payment of Fees
You will be responsible for paying your share,
if any, of the arbitration fees (including filing,
administrative, hearing and/or other fees),
but only up to the amount of the filing fees
you would have incurred if you had brought
a claim in the state or federal court closest
to your billing address that would have had
jurisdiction. We will be responsible for any
additional arbitration fees. At your written
request, we will consider in good faith making a
temporary advance of all or part of your share
of any arbitration fees. You will not be assessed
any arbitration fees in excess of your share if
you do not prevail in any arbitration with us.

Continuation
This Arbitration provision shall survive
termination of your Account; voluntary payment
of the Account balance in full by you; any legal
proceeding by you or us to collect a debt owed
by the other; any bankruptcy by you or us; and
any sale by us of your Account (in the case
of a sale, its terms shall apply to the buyer of
your Account). If any portion of this Arbitration
provision, except as otherwise provided in
the Restrictions on Arbitration subsection,
is deemed invalid or unenforceable, it shall
not invalidate the remaining portions of this
provision.

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