Terms & Conditions

BILL PAY SERVICES AGREEMENT

This Bill Pay Services Agreement ("Agreement") is by and between Esquire Bank, National Association ("Bank", "We", "Us") and the customer depositor ("Customer", "You", "Your") with respect to the online bill payment services described herein ("Bill Pay Service", "Service").

Bill Pay is provided by iPay Solutions. The Bill Pay service permits you to use your Internet enabled device to access the Bill Pay service, you can pay bills from your Bill Pay account to businesses or individuals. While Esquire Bank coordinates the Bill Pay Service with iPay Solutions, iPay Solutions performs all functions in connection with the Bill Pay Service. By using the Bill Pay Service, you acknowledge and agree that iPay Solutions is solely responsible for administration of the Bill Pay Service.

The Bank makes the Bill Pay Service available to customers who have enrolled in either consumer online banking, or business online banking. To use the Bill Pay Service, you must also enroll in the Service by accepting this Agreement The terms and conditions of this agreement are in addition to the account agreements, disclosures, and other documents in effect from time to time (collectively, the "Account Documents") governing your Bill Pay account. If there is a conflict between the Account Documents and this Agreement, the terms of this Agreement will govern the Bill Pay Service.

DEFINITIONS. If not otherwise defined herein, capitalized terms shall have the meaning ascribed to them in the Account Documents. All definitions set forth herein shall be deemed applicable whether the words defined are used herein in the singular or the plural.
- "Bill Pay Account" means the checking, savings or insured money market] that you have designated as the deposit account from which bill payments will be funded and made.
- "Due Date" is the date provided in a billing statement from a payee on which a payment is due. It is not the date that includes the application of a grace period.
- "Payment Instruction" is the information you provide to the Service to make a bill payment to a payee (i.e., the name, account number, payment amount, frequency (one-time or recurring), Bill Pay Account, Scheduled Payment Date).
- "Scheduled Payment Date" is the day you want your payee to receive your bill payment.


ACCESSING THE SERVICE. To access the Bill Pay Service, you must log on to our website home page and log on to Online Banking. Once you have accessed Online Banking you can click on the Bill Pay tab.

HOW TO SET UP PAYEES/PAYMENTS. Before you Start; you will be asked to set up three (3) challenge questions. To use Bill Pay, you must provide information online to us to identify your payees. You can search the extensive database for existing payees or set up a new payee. You must provide sufficient information about a payee (such as an account number or address), to permit us to properly direct a payment and permit the payee upon receipt of a payment to identify you as the payment source. When you transmit bill payment instructions to us, you authorize us to debit your [Bill Pay] account and remit funds on your behalf so that the funds arrive as close to the business day designated by you as reasonably possible. Payments should be scheduled to be made at least five (5) business days before the actual due date stated on your invoice to help ensure that they are received on time.

You may not make more than six (6) pre-authorized/telephone withdrawals or bill payments from a Money Market Savings Account or Savings account during a monthly statement cycle.

NON-SUFFICIENT FUNDS (NSF). You agree to have available and collected funds on deposit in the account you designate in amounts sufficient to pay for all bill payments requested, as well as any other payment obligations you have to Esquire Bank. If you do not have sufficient funds in the account and Esquire Bank has exercised its right to reverse or reject a bill payment, an NSF Fee will apply. You agree to pay such fee and for such other payment obligations that may arise on demand. You further agree Esquire Bank, at its option, may charge your account to cover such payment obligations. For a complete listing of all applicable fees, please refer to our Fee Schedule.

TYPE OF BILL PAYMENTS

One Time Payment: You may schedule a payment to be made one time to a payee. You may select a Scheduled Payment Date that is= a future date, or on the same day that you enter the Payment Instructions, provided you enter the Payment Instructions by the cut-off time, which is 4:00 PM ET. A same-day payment submitted after the cut-off time will be processed on the following business day. If you designate a non-business day (Saturday, Sunday, or Federal reserve holidays) as the payment process date, the payment will be processed on the first business day following the designated payment process date.

Recurring Payments: You may schedule payments to Payees to be automatically initiated in a fixed amount on the same Scheduled Payment Date for a certain frequency. You may make payments weekly, bi-weekly, semi-monthly, monthly, quarterly, semi-annually, or annually. If the scheduled Payment Date does not exist in a certain month, then the payment will be initiated on the last Business Day of the month. For example, if you schedule a payment for the 30th of each month, your payment for the month of February will be initiated on or before the 28th day of February.

For One Time and Recurring Payments, YOU MUST ALLOW AT LEAST FIVE (5) BUSINESS DAYS, PRIOR TO THE DUE DATE, for each bill payment to reach the Payee.

STOPPING OR MODIFYING A BILL PAYMENT. A bill payment can be changed or canceled provided you access the Bill Pay Service prior to the cut-off time on the business day prior to the business day on which the bill payment is scheduled to be initiated. If the bill payment has already been processed, you may call Esquire Bank at 1-800-996-0213 and make a stop payment request. You agree that we must have a reasonable opportunity to act on any such stop payment request. If the bill payment was made via check that has not yet been finally paid you can place a stop payment on the bill payment. If the bill payment was made electronically, we will attempt to accommodate your request, but we will have no liability to you if we are not successful in doing so.
LIABILITY. You are solely responsible for controlling the safekeeping of, and access to, your Username and Password and security questions. You are liable for all transactions you make or that you authorize another person to make, even if that person exceeds his or her authority. If you want to terminate another person's authority, you must notify Esquire Bank. You will be responsible for any Bill Payment request you make that contains an error or is a duplicate of another Bill Payment. Esquire Bank reserves the right to change the cut-off time. You will receive notice if it changes.

Esquire Bank reserves the right to refuse to pay any payee to whom you may direct a payment for security reasons or any other reason. We will notify you promptly if we decide to refuse to pay a Payee designated by you. However, this notification is not required if you attempt to make a prohibited payment under this Agreement. We will use our best efforts to make all your payments properly. However, we shall incur no liability if we are unable to complete any payments initiated by you through Bill Pay due to any of or more of the following circumstances:

- If you do not have enough available funds in your account to cover the transaction
- If your funds are subject to legal process or other encumbrance restricting the transfer.
- If there is a hold on your account, or if access to your account is blocked, in accordance with banking policy.
- If Esquire's Internet Banking services were not working properly and you knew about the malfunction when you started the transfer or transaction.
- If your PC, Internet Service Provider, telephone line, modem, or other equipment is not working properly.
- If you do not authorize a payment soon enough for your payment to be received by the payee by the time it is due. Or you have not properly followed the scheduling instructions on how to make a transfer that is included in this Agreement.
- If you have not provided us with the correct payee name, address, account information, payment amount, or other instructions necessary to complete the payment.
- If a payee cannot or will not accept a payment through this service
- If a payee mishandles or delays the handling of the payments sent by us.
- If there are delays or losses of payments caused by the U.S. Postal Service or other commercial delivery services.
- If circumstances beyond our control (such as telecommunications or electrical outages and malfunctions, postal strikes or delays, computer system failures or natural disasters) prevent the transaction.
- If circumstances beyond our control (such as fire or flood) prevent the transaction, despite reasonable precautions that we have taken.
- If your password has been reported lost or stolen.
- If we have reason to believe that a transaction has not been properly authorized or authenticated, or is fraudulent, erroneous, or illegal.

Esquire Bank reserves the right, without liability, to reject or reverse a bill payment if you fail to comply with this requirement or any other terms of this agreement.

PROHIBITED PAYMENTS. Payments to Payees outside of the United States or its territories are prohibited through the Service.

EXCEPTION PAYMENTS: Tax payments and court ordered payments may be scheduled through the Service, however such payments are discouraged and must be scheduled at your own risk. In no event shall iPay bill pay service or Esquire Bank be liable for any claims or damages resulting from your scheduling of these types of payments. Additionally, Esquire Bank is not responsible for a Bill Payment that is not made if you did not properly follow the instructions for making a Bill Payment. Esquire Bank is not liable for any failure to make a Bill Payment if you fail to promptly notify the Esquire Bank after you learn that you have not received credit from a Payee for a Bill Payment. Esquire Bank is not responsible for your acts or omissions or those of any other person, including, without limitation, any transmission or communications facility, and no such party shall be deemed to be Esquire Bank's agent. In any event, Esquire Bank will not be liable for any special, consequential, incidental, or punitive losses, damages, or expenses in connection with this Agreement or the Service, even if Esquire Bank has knowledge of the possibility of them. Esquire Bank is not liable for any act, failure to act or delay in acting if it is caused, in whole or in part, by any cause beyond Esquire Bank's reasonable control.

AMENDMENT AND TERMINATION. Esquire Bank has the right to change this Agreement at any time by notice mailed to you at the last address shown for the Account on the Esquire Bank's records, by posting notice in branches of the Esquire Bank, or as otherwise permitted by law.

Esquire Bank has the right to terminate this Agreement at any time. You may terminate this Agreement by written notice to Esquire Bank. Esquire Bank is not responsible for any fixed payment made before Esquire Bank has a reasonable opportunity to act on your termination notice. You remain obligated for any payments made by Esquire bank on your behalf.

FEES. Online BillPay Service has no monthly fees. For a complete listing of all applicable fees, please refer to our Fee Schedule. You are responsible for any Internet service fees that may be assessed by your telephone and/or Internet service provider. Other associated fees with Bill Pay may include Expedited Payment Fees:

- Overnight Fee: $14.95
- 2nd Day Fee: $9.95
- Reinstate Fee: $50.00

CONFIDENTIALITY. It is our general policy to treat your account information as confidential. We will, however, disclose information to third parties about your account or the transfers you make in accordance with our Privacy Policy and/or under the following circumstances: a) Where it is necessary for completing transfers, or 2) In order to verify the existence and condition of your account for a third party, such as a credit bureau or merchant, or 3) In order to comply with government agency or court orders, 4) If you give us your written permission, or 5) if it involves a claim by or against us on an item deposited to or drawn against your account.

PERIODIC STATEMENTS. Bill payments transacted through the Esquire Bank Online BillPay Service will be recorded on your periodic statement. You will receive a statement monthly unless there is no transaction in a particular month. In any case, you will receive a statement at least quarterly.

INDEMNIFICATION. You agree to defend, indemnify and hold harmless us and our Affiliates and Service Providers, including the respective employees and contractors of each, from any loss, damage, claim or demand (including attorneys? fees) made or incurred by any third party due to or arising out of your breach of this Agreement and/or your use of the Bill Pay Service.

YOUR LIABILITY FOR UNAUTHORIZED TRANSFERS (FOR CONSUMER ACCOUNTS ONLY). Tell us AT ONCE if you believe that your password or any other of your access credentials has been lost or stolen or otherwise compromised, that a bill payment has been made without your permission, that someone may otherwise attempt to use the Service without your consent, or that someone has otherwise transferred money without your permission. Telephoning is the best way of keeping your possible losses down. Call (800) 840-4999. If you tell us within two (2) Business Days after you discover your password or other means to access your account has been lost or stolen, your liability is no more than $50.00 should someone access your account without your permission. If you do NOT tell us within two (2) Business Days after you learn of such loss or theft, and we can prove that we could have prevented the unauthorized use of your password or other means to access your account if you had told us, you could be liable for as much as $500.00. If your periodic statement for a Bill Pay Account contains transfers that you did not authorize, you must tell us at once. If you do not tell us within sixty (60) days after the statement was sent to you, you may lose any amount transferred without your authorization after the sixty (60) days if we can prove that we could have stopped someone from taking the money had you told us in time. If a good reason (such as a long trip or a hospital stay) kept you from telling us, we may extend the period. See your deposit account agreement for additional information.


ERROR RESOLUTION (FOR CONSUMER ACCOUNTS ONLY) Call or write to us immediately If you believe your User ID and/or password have been lost, stolen, used without your authorization, or otherwise compromised or if someone has transferred or may transfer money from your designated transaction Account(s) without your permission:
100 Jericho Quadrangle, Suite 100
Jericho, NY 11753
ATTN: Operations Department
1-800-996-0213

You should: (1) Tell us your name and account number; (2) Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information; and (3) Tell us the dollar amount of the suspected error. An immediate telephone call to the Bank is the best way to reduce any possible losses. If you tell us orally, we may require that you send us your complaint or question in writing within 10 business days.

Except as described below, we will determine whether an error occurred within ten (10) Business Days after you notify us of the error. We will tell you the results of our investigation within three (3) Business Days after we complete our investigation of the error, and will correct any error promptly. However, if we require more time to confirm the nature of your complaint or question, we reserve the right to take up to forty-five (45) days (or up to 90 days for new accounts) to complete our investigation. If we decide to do this, we will provisionally credit your account within ten (10) Business Days (or 20 Business Days for new accounts) for the amount you think is in error so you will have use of the money while we complete our investigation. If we ask you to submit your complaint or question in writing and we do not receive it within ten (10) Business Days, we may not provisionally credit your account. We will tell you the results within three (3) Business Days of completing our investigation. If it is determined there was no error we will mail you a written explanation. You may ask for copies of documents used in our investigation. We may revoke any provisional credit provided to you if we find an error did not occur. An account is a new account for thirty days after the first deposit unless each owner thereof already had another open established account with us.
CANCELING BILL PAY. You may cancel your use of Bill Pay at any time by submitting it in writing to the address listed on the bottom of this agreement or by calling ESQUIRE BANK at 1-800-996-0213. If you notify us by telephone, we may request that you put your request in writing. We cannot cancel Bill Pay service until all pending payments have cleared your payment account. If you have Pending Payments and do not want to wait for them to clear, you must cancel any schedule payments prior to notifying us that you are canceling the service. If you cancel Bill Pay, you authorize us to continue making transfers and payments you have previously authorized, until a reasonable amount of time has passed providing ESQUIRE BANK the opportunity to act upon your cancellation notice. This is usually about three(3) business days. You will remain responsible for all outstanding fees and charges incurred prior to the date of cancellation.

THE BANKS RIGHT TO CANCEL. The Bank may cancel or suspend Bill Pay, in whole or in part, at any time with or without prior notice. Cancellation or suspension shall not affect your liability or obligations under this Agreement.

EXCLUSIONS OF WARRANTIES. OUR ONLINE BANKING WEBSITE, INCLUDING BUT NOT LIMITED TO THE BILL PAY SERVICE SECTION OF THEREOF, AND RELATED DOCUMENTATION ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT THIS LIMITATION MAY BE EXPRESSLY LIMITED BY APPLICABLE LAW.

LIMITATION OF LIABILITY. THIS AGREEMENT EXPRESSES YOUR EXCLUSIVE REMEDIES AND THE ENTIRE LIABILITY OF THE BANK, OUR AFFILIATES, iPAY SOLUTIONS AND OUR OTHER SERVICE PROVIDERS, AND THE RESPECTIVE EMPLOYEES AND CONTRACTORS OF EACH OF THE FOREGOING. YOU ACKNOWLEDGE AND AGREE (A) THAT THE SERVICE MAY BE DELAYED, INTERRUPTED OR DISRUPTED FROM TIME TO TIME FOR INDETERMINATE PERIODS OF TIME DUE TO SCHEDULED OR UNSCHEDULED MAINTENANCE, OR DUE TO CIRCUMSTANCES BEYOND OUR REASONABLE CONTROL (INCLUDING BUT NOT LIMITED TO STRIKES, POWER FAILURES, EQUIPMENT MALFUNCTIONS, INTERNET DISRUPTION), AND (B) THAT IN NO EVENT SHALL WE, OUR AFFILIATES OR SERVICE PROVIDERS, OR THEIR RESPECTIVE EMPLOYEES OR CONTRACTORS THEREOF, BE LIABLE FOR ANY CLAIM OR DAMAGES ARISING FROM OR RELATED TO THE SERVICE CAUSED BY OR ARISING OUT OF ANY SUCH DELAY, INTERRUPTION, DISRUPTION OR SIMILAR FAILURE. FURTHER, IN NO EVENT SHALL WE, OUR AFFILIATES, SERVICE PROVIDERS, OR THEIR RESPECTIVE EMPLOYEES OR CONTRACTORS, BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, ECONOMIC (INCLUDING LOSS OF GOODWILL OR PROFITS), PUNITIVE OR EXEMPLARY DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, THAT ARISE IN ANY WAY OUT OF OR IN CONNECTION WITH THE INSTALLATION, USE, OR MAINTENANCE OF OUR ONLINE BANKING WEBSITE, INCLUDING BUT NOT LIMITED TO THE BILL PAY SERVICE SECTION, EVEN IF SUCH DAMAGES WERE REASONABLY FORESEEABLE AND NOTICE WAS GIVEN REGARDING THEM. OUR AGGREGATE LIABILITY, AND THE AGGREGATE LIABILITY OF OUR AFFILIATES AND SERVICE PROVIDERS AND THE EMPLOYEES AND CONTRACTORS OF EACH OF THESE, TO YOU AND ANY THIRD PARTY FOR ANY AND ALL CLAIMS OR OBLIGATIONS RELATING TO THIS AGREEMENT, SHALL BE LIMITED TO DIRECT OUT OF POCKET DAMAGES UP TO A MAXIMUM OF $100 (ONE HUNDRED DOLLARS), EXCEPT TO THE EXTENT THIS LIMITATION ON LIABILITY MAY NOT BE PERMITTED BY APPLICABLE LAW. THESE LIMITATIONS WILL APPLY TO ALL CAUSES OF ACTION, WHETHER ARISING FROM BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHER LEGAL THEORY.
DISPUTES. Any dispute between you and us arising out of or relating to this Agreement, the Service or a bill payment transaction or instruction shall be resolved in the manner set forth in the Account Documents governing your Bill Pay Account, including but not limited to any provisions therein that waive rights to participate in class actions, that waive rights to trial by jury and require trial to a court sitting without a jury, and/or that require resolution by binding arbitration.

ASSIGNMENT. You may not transfer or assign any rights or obligations you have under this Agreement without our prior written consent, which we may withhold in our sole discretion. We reserve the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time to any party. We may also assign or delegate certain of our rights and responsibilities under this Agreement to independent contractors or other third parties.

NO WAIVER. We shall not be deemed to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by us. No delay or omission on the part of the Service in exercising any rights or remedies shall operate as a waiver of such rights or remedies or any other rights or remedies. A waiver on any one occasion shall not be construed as a bar or waiver of any rights or remedies on future occasions.

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