First Business



Business Internet Banking Terms & Conditions

The following Terms and Conditions shall apply to all use of First Business Bank's Business Internet Banking ("Internet Banking") services. These Terms and Conditions are in addition to the terms of the Agreement, the terms of the most current agreements applicable to any Accounts and loans that you have with us, and any applicable disclosures. Any terms not otherwise defined herein shall have the meanings set forth in the Agreement. The Bank reserves the right to modify these Terms and Conditions at any time, in accordance with the terms herein. Your use of any Internet Banking service constitutes agreement to these Terms and Conditions and to any subsequent modifications thereof. However, if we require you to execute or acknowledge these Terms and Conditions, you and we agree that such signature or acknowledgment may be in electronic form, and that an electronic copy of such signature or acknowledgment shall be given the same legal effect as a written document signed by a party.

Definitions

Use of "we", "us", and "our" are used to refer to First Business Bank and any of our affiliates. "Agreement" means the Business Internet Banking Authorization Agreement.

"Client Administrator" refers to any person designated in the Agreement to act as your administrator with full Account access and authorization to set up Authorized Persons for you and to appoint one or more additional Client Administrators.

"Authorized Person" refers to the Client Administrator and any user designated on the Agreement or authorized by a Client Administrator, and shall have authority to make Internet Banking transactions in accordance with the Agreement and these Terms and Conditions, including funds transfers, ACH transactions and on-line bill payments from your Accounts, even though that person's authority to transfer or withdraw funds from your Accounts by some other means (e.g. by check) may otherwise be restricted or prohibited.

"You" and "your" refers to the owners of any Account(s) covered by the Agreement, as well as any delegate, any Authorized Person, and the person enrolling in Internet Banking and thereby agreeing to the Agreement and these Terms and Conditions.

"Business Days" are Monday through Friday except for federal holidays. Transactions initiated on Saturday, Sunday or any federal holiday will be processed by us on the next Business Day.

Availability of Service

Electronic Banking shall have ninety-eight (98%) Availability. "Availability" means the time when the network, database and other elements under direct control of our Third Party Processor are available and responsive to remote customer service inquiry during the Scheduled Hours of Availability. The Scheduled Hours of Availability for the Electronic Banking Availability Service Level shall be twenty four hours a day, seven days per week. Scheduled downtime for the Electronic Banking Availability Service Level is Sundays between 1:00 a.m. and 9:00 a.m. CST/CDT. Additionally, Scheduled Downtime shall include the System Maintenance Window.

Linking Accounts

You may request that any Account on which you are an Account owner or authorized signer be linked.

YOUR ABILITY TO ACCESS ACCOUNTS ONLINE, INCLUDING CERTAIN PERSONAL ACCOUNTS WHICH HAVE BEEN LINKED TO ELIGIBLE BUSINESS ACCOUNTS, MAY BE TERMINATED IF WE ARE PRESENTED WITH, AND IN GOOD FAITH RELY ON, RESOLUTIONS OR ANY OTHER DOCUMENTATION PURPORTING TO REMOVE YOU AS A SIGNER OR AUTHORIZED PERSON FROM ANY ACCOUNT.

Client Services

Telephone Support is available by calling 608-238-8008 on any Business Day from 8:00 AM to 5:00 p.m. CST. You may also contact us or our Technical Support through Electronic mail ("E-mail") at depsupport@firstbusiness.com.

Online Services Available

Internet Banking may be used to obtain Internet Banking products and services described in the various package descriptions set forth in the Agreement. In some instances balances and transaction history may only reflect activity conducted through the close of the previous Business Day.

We may, from time to time, introduce new online services. When this happens, we will update our website to include them. By using an online service through Internet Banking, you agree to be bound by these Terms and Conditions, as modified at that time.

The following describes additional terms and conditions applicable to particular Internet Banking services to which you may subscribe:

E-Statement Access

Any person designated by the Agreement or set up as an Authorized Person by the Client Administrator shall have authority to view Account estatements and electronic documents on your Account.

Funds Transfers

You may transfer funds among any checking, Money Market, or loan Accounts maintained by you with us or, if you subscribe for a Plus, Enhanced or Premier Package, you may transfer funds from any such Accounts to external Accounts owned by you.

Any transfer you make from your Money Market Account will count toward the six transfers or payments per statement period permitted under the terms of your Money Market Account Agreement.

A transfer between internal Accounts that is completed before the transfer cutoff time(s) on a Business Day will be posted to your Account(s) the same day. All transfers completed on a non-Business Day or after the transfer cutoff time on a Business Day will be posted the next Business Day. The transfer cutoff time for internal transfers between Accounts is 7:00 p.m. CST. The transfer cutoff time for funds transfers from an internal Account to an account at another financial institution is 6:00 p.m. CST and all such transfers will be effected on the next Business Day.

Provisions applicable to all internal and external funds transfers:

  • You agree that we may act upon any funds transfer request that we reasonably believe is initiated or directed by an Authorized Person.
  • You may not cancel or modify a funds transfer request after its receipt by us. We, in our sole discretion, may make reasonable efforts to cancel or modify the transaction if we have not yet acted upon the request.
  • You acknowledge and agree that we and any intermediary bank may rely solely on the transfer information provided by you, including bank identification numbers and account numbers, that identifies an intermediary bank or beneficiary bank in any funds transfer request, even if such number identifies a bank different from the intermediary bank or beneficiary bank identified by name in the external funds transfer order, and you agree that neither we nor any intermediary bank shall have any duty to identify any inconsistency in identification.
  • You agree that dual controls will be in place to transfer funds from internal Accounts to accounts at other financial institutions.
  • You agree to promptly notify us in the event that you have reason to believe that any funds transfer to any external account was not completed or received by the intended receiving financial institution.

Automated Clearing House ("ACH")

You may initiate ACH debit and credit entries if you have executed and we have accepted your ACH Agreement. All ACH transactions will be subject to all applicable rules and regulations of the National Automated Clearing House Association ("NACHA"), including NACHA's Operating Rules, as such rules may be amended from time to time (the "NACHA Rules"). You agree to be bound by the NACHA Rules and agree that no ACH entry will be initiated that violates the laws of the United States.

Wire Transfers

You may direct us to wire funds from an internal Account using such funds transfer systems as we may choose. This service is available only if you sign our Wire Transfer Agreement and related forms.

Stop Payment Requests

Stop payment requests may be transmitted by Internet Banking and must be received by us by such time that we will have a reasonable opportunity to act upon such request prior to the earlier of the payment of the item by us or the cutoff hour established by us for receipt of such requests, if any. Requests received on non-Business Days or after 5:00 p.m. CST on Business Days may be considered received at the opening of business on the next Business Day. Stop payment requests received via Internet Banking will be treated as a written stop payment request or confirmation. WE ARE NOT BOUND BY A WRITTEN STOP PAYMENT REQUEST AFTER SIX MONTHS FROM THE DATE OF SUCH REQUEST OR CONFIRMATION UNLESS THE REQUEST IS RENEWED FOR ANOTHER SIX MONTHS EITHER VIA INTERNET BANKING OR BY SIGNING A STOP PAYMENT REQUEST FORM.

You understand the need for absolute accuracy in describing the check upon which stop payment is being requested. IF ANY INFORMATION DESCRIBING THE CHECK IS NOT ACCURATE, WE MAY NOT FIND THE ITEM AND PAYMENT OF THE CHECK MAY NOT BE STOPPED. We will not be liable for failing to stop payment on a check or for stopping payment on a check if the check is not accurately described by you. We are obligated only to exercise good faith and ordinary care in complying with any stop payment request.

Tax Transfers

All Electronic Funds Transfer ("EFT") tax transfers will be made in accordance with these Terms and Conditions, as modified in accordance herewith, the pre-approved ACH Agreement on file with us, and the NACHA Rules.

NOTE: Approval from the Internal Revenue Service ("IRS") must be obtained prior to using this service. Approval can be gained by completing IRS form 9779 or enrolling on-line at www.eftps.gov.

Any interruption in the Internet Banking service for any reason beyond our control will not relieve you of your obligation to pay any tax to the IRS, or any other government agency or entity owed the tax, and we will have no liability to you for any failure by you in such circumstances to pay any tax.

Bill Pay Service

You authorize us to follow your payment instructions. You authorize us to make payments by electronic, paper or other means that we determine are appropriate.

We use a non-affiliated third party acting on our behalf to process bill payments. This third party processor is required to adhere to our strict standards of security and privacy protection. Paper checks processed by the non-affiliated third party may show that they are drawn on the third party processor rather than on us.

If an Account is closed and there are pending payments, all pending payments associated with that Account will be cancelled. We will not have any responsibility for such cancelled payments.

We will not monitor the payments that are made through the bill payment service. If a business Account is used to pay bills and an Authorized Person pays bills which are not associated with the business, the business assumes the entire risk of loss.

There will be a delay between the date the payment is sent (payment date) and the date the payee receives that payment. Any payments made through the bill pay service require sufficient time for your payee to receive your payment and credit your account properly. You will be solely responsible for scheduling payments sufficiently in advance of the due date to avoid incurring finance or late payment charges. Bill pay instructions delivered through Internet Banking must be received prior to 6:00 p.m. CST on a Business Day in order for payment to be issued on that Business Day.

If, following timely receipt of an accurate bill pay instruction, we do not properly complete a bill payment on time or in the correct amount, we will pay any late fees or finance charges which you reasonably incur as a result of such failure, provided that your account was in good standing with the payee prior to the failure. We will not be responsible for any finance charges, late fees or other costs imposed or any other action taken by a payee resulting from a payment that you have not timely or accurately scheduled. You agree to notify us promptly if you receive a notice or otherwise have reason to believe that any bill payment made by you through Internet Banking was not completed.

To delete or modify a scheduled bill payment, you must use the "delete payment" option clearly marked on the Internet Banking website. INSTRUCTIONS TO DELETE OR MODIFY A BILL PAYMENT MUST BE RECEIVED BY US AT LEAST ONE BUSINESS DAY PRIOR TO THE SCHEDULED PAYMENT DATE TO BE EFFECTIVE.

We will not be liable if there are insufficient available funds in the Account or credit availability at the time of any scheduled payment; if a legal order directs us to prohibit withdrawals from the Account; if the Account is closed or frozen; or if any part of the EFT system outside of our control is not working properly.

No single transaction will exceed $9,999.99. The total amount of all bill payments in any one (1) Business Day shall not exceed $20,000.00. You may not use Internet Banking to (a) pay taxes or make other payments to governmental agencies, (b) pay court-directed alimony or support, and (c) make payments to payees outside of the United States or U.S. territory.

Positive Pay

You shall submit an Issued Check File to us on every day that you issue checks. The Issued Check File shall accurately state the check number, date, and the exact dollar amount of each check drawn on an Account as well as any additional information that we may require. You shall send the Issued Check File to us in the format and medium as specified by us. In the event of system failure, no matter the cause, where the Issued Check File cannot be received by us or we cannot process the file, the file shall be considered as not received even if we have possession of the file.

You shall review all exception checks and electronically communicate pay requests and return requests for all exceptions by 12:00 pm CST on the Business Day following check presentment. If you miss the deadline, we will act in accordance with the default option of "pay all" and charge the Account the checks which are drawn against it.

Loan Services

You may make payments to eligible loans from your Accounts, initiate advances from eligible loans to your Accounts if the eligible loan allows for such advances and there is availability on such loan, and obtain historical information regarding eligible loans through Internet Banking. The Bank in its sole discretion shall determine the types of loans that qualify as "eligible loans" under this section.

Access Requirements

You are responsible for obtaining, installing, maintaining and operating all necessary hardware, software, and Internet services necessary to use Internet Banking. We will not be responsible for the failure or malfunction of your hardware, software or any Internet services. We require your browser to be, at a minimum, a fully SSL-compliant, 128 bit encrypted browser. You agree that you are solely responsible for the performance and protection of any browser used in connection with Internet Banking including the prompt adoption by you of all security patches and other security measures issued or recommended from time to time by the suppliers of such browsers.

You may be required to use a digital security device ("Token"), which will be supplied by us. You must notify us immediately if a Token is damaged, lost or stolen, or if you need replacement or additional Tokens.

Client Administrator

You must appoint a Client Administrator who will be responsible for creating and maintaining subsequent Authorized Person accounts for you, including assigning and revoking access privileges for those Authorized Persons and providing new and subsequent company IDs, user IDs and passwords ("Codes") and Tokens (if required) to those Authorized Persons. The Client Administrator is our main contact with respect to the Internet Banking services and is responsible for managing all aspects of your use of the Internet Banking services, including but not limited to managing security, verifying the initial services set-up, setting up Authorized Persons and assigning Authorized Person accounts and access privileges, training Authorized Persons, notifying us of changes in contact and other relevant information, and requesting any desired changes to the Internet Banking services. You understand that the Client Administrator has the capability of providing administration authority identical to theirs to any Authorized Person, including the ability to create and maintain subsequent Authorized Person accounts and assigning and revoking access privileges.

The Client Administrator is responsible for setting themselves up as standard user without Administration rights and secure the Admin Codes.

Access Codes

You are required to use the Codes every time you access Internet Banking, and maintain the confidentiality and control of the Codes at all times for each individual Authorized Person. We may require you to change the Codes periodically.

YOU AGREE TO TAKE ALL REASONABLE PRECAUTIONS TO PREVENT UNAUTHORIZED ACCESS TO YOUR ACCOUNT(S) AND CODES. YOU MUST NOTIFY US IMMEDIATELY IF YOU KNOW OF OR SUSPECT ANY UNAUTHORIZED ACCESS TO INTERNET BANKING, THE WEBSITE, OR THE SUPPORT SERVICE OR ANY UNAUTHORIZED TRANSACTION OR INSTRUCTION WHICH YOU OR ANY AUTHORIZED PERSON KNOW OF TO BE SUSPECT. IF YOU BELIEVE YOUR CODES HAVE BEEN STOLEN OR COMPROMISED, YOU AGREE TO IMMEDIATELY NOTIFY US AT 608-238-8008.

Security Procedures

You are responsible for investigating, implementing and maintaining adequate online banking security practices and procedures related to access to and use of Internet Banking. However, we will publish minimum best practices for online banking security on our website at www.firstbusiness.com. We will also offer client education and awareness programs pertaining to the prevention of security breaches of online banking.

We will provide multi-factor authentication that utilizes Codes, to identify clients when logging into Internet Banking, plus, for high-risk transactions involving access to client information or the movement of funds to other parties, at least one other method of security such as a Token, callback, or some other "out-of-band" control. We reserve the right to modify the identification process from time to time to implement new measures that are recommended in the industry to combat new or increased threats.

We will set up limits for bill payment, funds transfer, wires, ACH, and other treasury management services.

We will provide secure sign-on which provides visual cues when you sign on so you know that you are on our website and it is safe to enter information.

The Internet Banking services hereunder are provided as a convenience to you and are accessed through the Internet, which is a public system over which we have no control.

You agree that it is your sole responsibility to set up, maintain and regularly review security arrangements concerning access to, and use of, Internet Banking Services. This includes, but is not limited to, a device, computer or computer network owned, controlled or used by you or your employees, contractors, service providers or agents; the control of your Internet access services; and the control of your Codes and Tokens.

You agree to install, update, maintain and properly use industry standard security products that are appropriate for you, such as the following, without limitation:

  • Firewall to prevent unauthorized access.
  • Anti-virus protection to prevent your PC from being victimized by the latest viruses and other destructive or disruptive components.
  • Anti-spyware protection to prevent spyware from providing potential tracking information about your Web activities.
  • A product that indicates the Web site you are on, or an Internet browser that indicates the site name.

You agree to install, update, maintain and properly use industry standard Operating Systems with the latest patches when they are available, particularly when and if they apply to a known exploitable vulnerability. Furthermore, you also agree to update and maintain any installed desktop applications with the latest patches applied when they are available, particularly when and if they apply to a known exploitable vulnerability.

You confirm that you have assessed the security procedures for Internet Banking and have determined that these features, in combination with your own security measures, are adequate for your Account(s). You agree to comply with the terms of the Agreement, including these Terms and Conditions, and any other reasonable instructions or recommendations we may issue to you regarding Internet Banking security including, without limitation, best practices for online banking security as published on our website.

To further enhance your security, you agree to follow these minimum general safety guidelines:

  • You will never walk away from your computer while logged on to the Internet Banking services.
  • You will check your Account balances and activity daily and report any suspicious activity immediately to Client Services at 608-238-8008.
  • You will memorize your Codes and change them regularly.
  • You will never disclose your Codes to any other person. Your Codes are for your personal use and should be kept confidential by you. If someone identifies himself as one of our employees and asks for your Codes, that person is an imposter.
  • You will choose Codes that are not easy to guess. Passwords must be a minimum of eight, and maximum of twelve alphanumeric characters, with at least one alphabetic character. The following special characters are allowed: # (pound), $ (dollar), @ (at). Passwords must include at least two of the three character types and no more than three consecutive repeating characters. A password cannot be changed by an Authorized Person to one of the last fifteen (15) passwords set by you.
  • You will read and stay abreast of the best practices for online banking security as published on our website. From time to time, these best practices may be updated.

Except for a breach of security in our internal systems, and except in a case where you comply with the applicable security procedures and either we do not so comply or we do not act in good faith, we shall have no responsibility for, and you assume full responsibility for, any transfer of funds, payment instructions or other transactions resulting from a breach of security regardless of the source or cause thereof.

Without limiting the generality of the previous sentence, you are responsible for a breach of security occurring on or in connection with your systems or use of Internet Banking services, by whatsoever means, such as (by way of example and not limitation), viruses, Trojans, worms, phishing, pharming, keylogging or other fraudulent activity enabled by malware or other destructive or disruptive components.

If we do bear responsibility, it will extend only to losses caused solely and directly by us, and our liability will in any event be limited as provided in the "Limitation of Liability" section hereof.

You hereby agree to the security procedures herein and acknowledge that such security procedures are a commercially reasonable method of providing security against unauthorized transfer of funds, payment instructions or other transactions.

You assume full responsibility for all transfer of funds and other transactions made by us in accordance with the Agreement, these Terms and Conditions, and at the request of an Authorized Person or anyone who purports to be an Authorized Person.

You will be bound by any payment instruction that we accept in good faith, if we complied with the applicable security procedures or if you did not comply with it.

If you use any method other than the Security Procedures set forth above in connection with Internet Banking or to communicate, deliver, or transmit any instruction to us, you reject the Security Procedures set forth herein and are deemed to have chosen an alternative security procedure. In such case, you agree that such alternative security procedures may not be found to be commercially reasonable, and agree to be bound by any instruction or any other transaction, whether or not authorized, that was issued in your name, or otherwise, and accepted by us using the alternative security procedures selected by you.

Additional security procedures and information can be obtained on our website or by request.

Electronic mail ("E-mail")

Communication with us via E-mail is available through Internet Banking. You understand and acknowledge that communications transmitted via E-mail may not be secure. Accordingly, you should not provide any confidential information in E-mail communications, including, without limitation, any Codes or any initiation of transactions on your Accounts. If you are going to send confidential information via E-mail, please use the Secure E-mail Service that is available on our website to send us an encrypted E-mail. E-mail communications will be read by us once per day. For immediate communication with us, please telephone Client Services at 608-238-8008.

Waiver of Two Signature Requirement

The provisions of any other account or loan agreement with us requiring two signatures on any check, draw request or other instruction shall not apply to any Internet Banking transactions, including any on-line bill payments. By initiating any Internet Banking transaction you specifically waive any requirement for signatures or authorization from two or more Authorized Persons and release us from liability for acting in accordance with the Internet Banking transaction.

Account Authorization

Any Client Administrator or Authorized Person may, subject to these Terms and Conditions as modified from time to time: (i) access each Internet Banking accessible Account(s) in any manner and for any purpose available through this service, whether now available or available in the future; and (ii) use any service in any manner and for any purpose available through Internet Banking, whether now available or available in the future.

Authorization for Services

You authorize us to follow your instructions. With regard to all Internet Banking services, you are responsible for having sufficient and available funds on deposit to make payments in full or transfers on scheduled dates. In our sole discretion, we may refuse to process any transaction that exceeds any limitation set forth in these Terms and Conditions, the Agreement, or any related agreements. You authorize us to withdraw funds in accordance with your instructions. If any transaction would result in an overdraft to a designated Account, we may choose to either complete or refuse to complete the transaction. If your Account is overdrawn, you agree to immediately pay the overdrawn amount to us, together with any additional applicable fees. We are not obligated; however, to permit any further overdrafts or to give any notice that further overdrafts will not be permitted, regardless of how many overdrafts may have been permitted previously. If your Account is maintained in connection with any overdraft credit plan, any overdraft will be made in accordance with the agreement or rules governing that Account rather than these Terms and Conditions. You further agree to pay us, without defense or set-off, any and all loan advances obtained via Internet Banking and to pay any other charges due in accordance with any applicable loan or credit agreements. We may automatically deduct fees from an Account, even if they create an overdraft, and we may assess the appropriate overdraft fees.

Unauthorized Transactions

An "unauthorized transaction" is an online banking transfer or bill payment related to an Internet Banking service that does not benefit you and is made by a person who does not have actual authority to make such payment or transfer. A transaction by an Authorized Person is not an unauthorized transaction.

We may require you to change your Codes (as defined herein) periodically. Contact us immediately if you believe someone has obtained your Codes without your permission of if someone has transferred or may transfer money from your Accounts without your permission. Contacting us immediately at 608-238-8008 is the best way of minimizing your losses from unauthorized transactions. Alternatively, you may email us at depsupport@firstbusiness.com. If your monthly statement contains transactions that you did not make, you must notify us at once.

Limitation of Liability

Our liability to you is as stated in these Terms and Conditions and as further explained in any agreements, notices and disclosures that we separately provide to you from time to time regarding your deposit and/or loan Account(s). Under no circumstances will we have any liability to you for failing at any time to provide access to your Accounts through Internet Banking. Unless otherwise provided herein, you agree that in no event will we be liable for any technical, hardware or software failure of any kind, any interruption in the availability of Internet Banking services, any delay in operation or transmission, or any incomplete transmission, loss of data or other similar loss.

Except as otherwise required by applicable law, our responsibility and liabilities in providing Internet Banking services shall be as expressly stated in these Terms and Conditions, as modified in accordance herewith.

WE, OUR AFFILIATES, SERVICE PROVIDERS AND AGENTS WILL INCUR NO LIABILITY FOR LATE OR UNSUCCESSFUL BILL PAYMENT ATTEMPTS, TRANSACTIONS OR TRANSFER ATTEMPTS: IF THE DESIGNATED ACCOUNT HAS INSUFFICIENT FUNDS; IF YOU HAVE EXCEEDED OR WILL EXCEED YOUR DAILY TRANSACTION LIMIT FOR A PARTICULAR SERVICE (IN WHICH CASE WE HAVE THE RIGHT TO PROCESS PAYMENTS IN ANY ORDER THAT WE DETERMINE IN OUR SOLE DISCRETION IS APPROPRIATE); IF THE MONEY IN THE ACCOUNT IS SUBJECT TO LEGAL PROCESS OR OTHER ENCUMBRANCES RESTRICTING ITS TRANSFER; IF INCOMPLETE OR INACCURATE INFORMATION IS FORWARDED TO US BY THE UNITED STATES TREASURY OR THROUGH AN AUTOMATED CLEARING HOUSE; IF A USER CODE HAS BEEN REPORTED AS LOST OR STOLEN; IF OUR EQUIPMENT, THE SOFTWARE, OR COMMUNICATIONS LINK IS NOT WORKING PROPERLY; IF THE INTERNET BANKING SERVICE OR WEBSITE IS MALFUNCTIONING; IF YOU FAIL TO SCHEDULE A PROPER DATE FOR PAYMENT SUFFICIENTLY IN ADVANCE OF THE DATE THAT A PAYMENT IS DUE; IF YOU HAVE FAILED TO PROVIDE PROPER PAYEE INFORMATION, FAILED TO PROPERLY FOLLOW BILL PAYMENT INSTRUCTIONS, OR THE PAYEE OR TRANSFER RECIPIENT MISHANDLES OR DELAYS A PAYMENT OR TRANSFER OR BILLING STATEMENT; IF YOUR ELECTRONIC BILL IS INACCURATE OR INCOMPLETE; IF YOU FAIL TO PROVIDE US OR ANY PAYEE WITH YOUR UPDATED OR CHANGED CONTACT INFORMATION; IF WE HAVE REASONABLE GROUNDS TO BELIEVE THAT SUCH TRANSFER OR BILL PAYMENT IS UNAUTHORIZED; IF YOU FAIL TO CHECK ON THE DELIVERY OR STATUS OF BILLS OR FAIL FOR ANY REASON TO RECEIVE A NOTIFICATION OR REMINDER REGARDING THE DELIVERY OR STATUS OF A BILL; IF THERE ARE ANY DELAYS IN ANY MAIL OR E-MAIL SERVICE; IF YOUR EQUIPMENT, SOFTWARE OR INTERNET CONNECTION OR INTERNET SERVICE PROVIDER WAS MALFUNCTIONING AT THE TIME SUCH TRANSFER OR BILL PAYMENT ATTEMPT WAS MADE, OR FOR ANY CIRCUMSTANCES BEYOND OUR CONTROL, INCLUDING ANY NATURAL DISASTERS, DELAYS IN MAIL SERVICE, OR OTHER FORCE MAJEURE EVENTS; IF ANY OTHER EXCEPTIONS OCCUR THAT ARE STATED IN THE AGREEMENT, THESE TERMS AND CONDITIONS, ANY RELATED AGREEMENTS, OR OUR DEPOSIT ACCOUNT RULES.

WE WILL IN NO EVENT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER INCURRED BY YOU INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR BUSINESS OPERATION LOSS, REGARDLESS OF WHETHER WE WERE ADVISED OF THE POSSIBLE OCCURRENCE OF SUCH DAMAGES, AND YOU HEREBY WAIVE ALL SUCH DAMAGES. YOU HEREBY AGREE THAT THE REMEDIES PROVIDED IN THESE TERMS AND CONDITIONS WILL BE YOUR SOLE AND EXCLUSIVE REMEDIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

If you follow all of the procedures described in these Terms and Conditions as well as on any online help screens, and if we, solely as the direct result of our error, misdirect or fail to timely send a properly authorized and properly set up payment or transfer, then we will reimburse you for any late charge penalty assessed by a payee or financial institution because your payment was received late. If, solely as a direct result of our error, we incorrectly execute the amount of your payment request, then we will credit or debit your Account, whichever may be applicable, with the difference between the actual amount that we debited and the proper amount that should have been debited. If, solely as a direct result of our error, we send a payment to an incorrect person, then we will return the improperly transferred funds to your Account and subsequently pay the funds from your Account to the proper payee or financial institution. In all other events, the risk of incurring and the responsibility for paying any and all late charges or other damages or penalties shall be borne exclusively by you. If you think you are entitled to a reimbursement for a late charge penalty, call us at 608-238-8008.

Notwithstanding any other provision of the Agreement or these Terms and Conditions, our total aggregate liability under the Agreement shall in no circumstance exceed payments made to us by you for Internet Banking services during the nine months preceding the act or event giving rise to the claim.

Disclaimer of Warranties

THE SERVICES AND RELATED DOCUMENTATION ARE PROVIDED "AS IS." WE DISCLAIM ANY AND ALL OTHER WARRANTIES, CONDITIONS OR REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SERVICES PROVIDED UNDER THE AGREEMENT, INCLUDING WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT WE KNOW, HAVE REASON TO KNOW, HAVE BEEN ADVISED, OR ARE OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE), WHETHER ALLEGED TO ARISE BY LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, OR BY COURSE OF DEALING. IN ADDITION, WE DISCLAIM ANY WARRANTY OR REPRESENTATION TO ANY PERSON OTHER THAN YOU WITH RESPECT TO THE SERVICES PROVIDED UNDER THE AGREEMENT.

Disclosure of Account Information to Third Parties

We may disclose information about you and your Account(s) or transactions on your Account(s) as provided in our Deposit Account Rules and our Privacy Notice. In addition, we have the right to obtain and disclose information regarding your Account(s) or transactions on your Account(s) from or to a payee or financial institution to resolve problems associated with a payment-posting or funds transfer.

You also acknowledge that support and services related to the Internet Banking services may be provided by third parties, and you authorize us to contract with third parties to provide such support and services. You release us from any liability for failures, acts or omissions of any third party system operator including, but not limited to, unauthorized access to, theft or destruction of your information or instructions.

Indemnification

Except to the extent that we are liable under these Terms and Conditions, the Agreement, or an agreement that otherwise governs your deposit and/or loan Account(s), you agree to indemnify and hold us, our affiliates, directors, officers, employees and agents harmless from all loss, liability, claims, demands, judgments and expenses arising out of or in any way connected with an Account or the performance of the Internet Banking service. This indemnification is provided without regard to whether our claim for indemnification is due to the use of Internet Banking by you or an unauthorized person purporting to be an Authorized Person.

Changes

Except where prior notice or authorization is required by law, we may change these Terms and Conditions at any time. When changes are made we will update the information on our Internet Banking website. You may decline to accept the changes by discontinuing use of the Internet Banking service. Continued use of the Internet Banking service following the effective date of any changes shall constitute acceptance of those changes.

Termination

Either you or we may terminate these arrangements at any time by giving written notice to the other. Termination shall be effective immediately upon our receipt of your written notice to terminate or our mailing to you of its written notice to terminate. Any termination of the Agreement shall not affect any of our rights and your obligations with respect to any actions initiated by you prior to the effective time of such termination, or the payment of obligations by you with respect to services performed by us prior to the effective time of such termination, or any other obligations that shall survive termination.

Governing Law

These Terms and Conditions and use of the Internet Banking services are governed by laws of the State of Wisconsin and applicable federal law and regulations, except to the extent that these Terms and Conditions can and do vary such laws. You consent to venue in the exclusive jurisdiction of the courts of Dane County, Wisconsin and the Federal District Court for the Western District of Wisconsin. To the extent that any of these Terms and Conditions cannot be legally enforced, they shall be deemed modified to the extent necessary to conform to applicable law and regulations.

Waiver of Jury Trial

You waive any and all rights you may have to a trial by jury in respect of any litigation based on, or arising out of, under or in connection with, the Agreement or any course of conduct, course of dealing or actions by us, regardless of the nature of the claim or form of action, contract or tort, including negligence.

Cross Collateralization, Cross Default, Cross Guaranty Agreement

Your obligations to us under the Agreement are secured and supported by any and all security interests, pledges, mortgages, or liens and guaranties now or hereafter existing and granted to us to secure indebtedness of you to us. You grant to us a security interest in, lien upon and express contractual right to set off against all depository account balances, cash and any other property of yours now or hereafter in our possession.

Miscellaneous

  • We may assign the Agreement or any of its rights and duties thereunder without prior notice to you or your consent, but you may not assign the Agreement or any of the rights or duties thereunder to any person without our prior written consent.
  • In the event that any provision of the Agreement or these Terms and Conditions shall be determined to be invalid, illegal or unenforceable to any extent, the remainder of the Agreement or Terms and Conditions shall not be impaired or otherwise affected and shall continue to be valid and enforceable to the fullest extent permitted by law.
  • In the event of a dispute regarding the services, you and we agree to resolve the dispute by looking to the terms and conditions contained in the Agreement, these Terms and Conditions, any related agreements, and the Deposit Account Rules and not to representations made by our employees or agents.
  • You represent and warrant that you are at least 18 years of age.
  • Our failure to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such a right or provision unless acknowledged and agreed to by us in writing.
  • The Agreement supersedes all previous agreements and understandings, either written or oral, among you and us with respect to the services described herein.

Notwithstanding anything herein to the contrary, we will not be obligated to honor, in whole or in part, any transaction or instruction which:

  • Is not in accordance with any term or condition applicable to the relevant Account;
  • We reasonably believe may have been requested or issued without proper authority;
  • Involves funds subject to a hold, dispute, restriction or legal process which we believe prevents withdrawal;
  • We reasonably believe might violate the laws or regulations of the United States, including without limitation, regulations of the Office of Foreign Asset Control ("OFAC");
  • Would violate any applicable provision of any risk control program of the FDIC or applicable rule or regulation of any other federal or state regulatory authority;
  • Is not in accordance with any other requirement of our applicable policies, procedures or practices; or,
  • We reasonably decline to honor for our protection.

The Agreement, including these Terms and Conditions, is intended to supplement and not to replace other agreements between you and us relating to your Accounts, including, without limitation, our Deposit Account Rules, ACH Agreements and Wire Transfer Agreements. In the event of a conflict between the Agreement or these Terms and Conditions and any other Account rules and agreements that apply to your Accounts or the functions performed using Internet Banking services, the Agreement and these Terms and Conditions shall govern and prevail. In the event of a conflict between the Agreement and these Terms and Conditions, the Agreement shall govern and prevail. The Agreement is binding upon and inures to the benefit of the parties and their personal representatives, successors and assigns.

Revised December 2010

Consumer Internet Banking Terms & Conditions

You agree to receive these Consumer Internet Banking Terms and Conditions (the "Terms and Conditions") electronically or in paper form. You also agree to receive all changes and updates to the Agreement and all disclosures, notices and other communications regarding our Internet Banking services electronically. You are deemed to have received any electronic communication provided to you upon being made available to you. You may request free paper copies of any of these documents by calling 855-257-4149 or sending an email to madisonclientservices@firstbusiness.com.

After you have enrolled, you can withdraw your consent to future electronic receipt of documents by calling 855-257-4149 or sending an email to madisonclientservices@firstbusiness.com. However, by withdrawing your consent, we may terminate your access to Internet Banking.

General

These Terms and Conditions, along with the Consumer Internet Banking Authorization Agreement (the "Agreement"), shall govern your use of Internet Banking. These Terms and Conditions are in addition to the terms of the most current agreements applicable to any deposit accounts and loans ("Accounts") that you have with us and any applicable disclosures. If you do not agree to the Terms and Conditions, you must not use Internet Banking. The Bank reserves the right to modify the Terms and Conditions at any time, in accordance with the terms herein. Your execution of the Agreement or use of any Internet Banking service constitutes your consent to the Terms and Conditions and to any subsequent modifications thereof.

As used in this Agreement, the terms "we," "us," and "our" shall mean First Business Bank and its affiliates. The term "you" or "your" refers to each person or entity agreeing to, using or accessing Internet Banking. The terms "Business Day" means Monday through Friday except for federal holidays. All terms not otherwise defined in the Terms and Conditions have the meaning given in the Agreement.

Account Access

Subject to the Terms and Conditions, you will generally be able to access your Accounts through our website 24 hours a day, seven days a week. At certain times, Internet Banking may not be available due to scheduled system maintenance or circumstances beyond our control. Alternatively, Account access may be gained by calling our Client Services during regular business hours. Transactions initiated on Saturday, Sunday or any federal holiday will be processed by us on the next Business Day.

Certain accounts may not be eligible for use with Internet Banking at our discretion, including accounts with special signature requirements (e.g.two signature requirements). Deposit and eligible loan accounts that have common ownership for withdrawals or a common borrower may be linked for access purposes. Any signer, acting alone, will be authorized to access a linked account.

Client Services

Telephone Support is available by calling 855-257-4149 on any Business Day from 8:00 AM to 5:00 p.m. CST. You may also contact us or our Technical Support through Electronic mail (“E-mail”) at madisonclientservices@firstbusiness.com.

Online Services Available

Internet Banking may be used to obtain Internet Banking products and services described in the various package descriptions set forth in the Agreement. In some instances balances and transaction history may only reflect activity conducted through the close of the previous Business Day.

We may, from time to time, introduce new online services. When this happens, we will update our website to include them. By using an online service through Internet Banking, you agree to be bound by these Terms and Conditions, as modified at that time.

The following describes additional terms and conditions applicable to particular Internet Banking services to which you may subscribe:

E-Statement Access

You shall have authority to view Account estatements, eNotices and electronic documents on your Account.

Funds Transfers

You may transfer funds among any checking, Money Market, or loan Accounts maintained by you with us and you may transfer funds from any such Accounts to external Accounts owned by you.

Any transfer you make from your Money Market Account will count toward the six transfers or payments per statement period permitted under the terms of your Money Market Account Agreement.

A transfer between internal Accounts that is completed before the transfer cutoff time(s) on a Business Day will be posted to your Account(s) the same day. All transfers completed on a non-Business Day or after the transfer cutoff time on a Business Day will be posted the next Business Day. The transfer cutoff time for internal transfers between Accounts is 8:00 p.m. CST. The transfer cutoff time for funds transfers from an internal Account to an account at another financial institution is 4:00 p.m. CST and all such transfers will be effected on the next Business Day.

Provisions applicable to all internal and external funds transfers:

  • You agree that we may act upon any funds transfer request that we reasonably believe is initiated or directed by you
  • You may not cancel or modify a funds transfer request after its receipt by us. We, in our sole discretion, may make reasonable efforts to cancel or modify the transaction if we have not yet acted upon the request.
  • You acknowledge and agree that we and any intermediary bank may rely solely on the transfer information provided by you, including bank identification numbers and account numbers, that identifies an intermediary bank or beneficiary bank in any funds transfer request, even if such number identifies a bank different from the intermediary bank or beneficiary bank identified by name in the external funds transfer order, and you agree that neither we nor any intermediary bank shall have any duty to identify any inconsistency in identification.
  • You agree to promptly notify us in the event that you have reason to believe that any funds transfer to any external account was not completed or received by the intended receiving financial institution.

Stop Payment Requests

Stop payment requests may be transmitted by Internet Banking and must be received by us by such time that we will have a reasonable opportunity to act upon such request prior to the earlier of the payment of the item by us or the cutoff hour established by us for receipt of such requests, if any. Requests received on non-Business Days or after 5:00 p.m. CST on Business Days may be considered received at the opening of business on the next Business Day. Stop payment requests received via Internet Banking will be treated as a written stop payment request or confirmation. WE ARE NOT BOUND BY A WRITTEN STOP PAYMENT REQUEST AFTER SIX MONTHS FROM THE DATE OF SUCH REQUEST OR CONFIRMATION UNLESS THE REQUEST IS RENEWED FOR ANOTHER SIX MONTHS EITHER VIA INTERNET BANKING OR BY SIGNING A STOP PAYMENT REQUEST FORM.

You understand the need for absolute accuracy in describing the check upon which stop payment is being requested. IF ANY INFORMATION DESCRIBING THE CHECK IS NOT ACCURATE, WE MAY NOT FIND THE ITEM AND PAYMENT OF THE CHECK MAY NOT BE STOPPED. We will not be liable for failing to stop payment on a check or for stopping payment on a check if the check is not accurately described by you. We are obligated only to exercise good faith and ordinary care in complying with any stop payment request.

Bill Pay Service

You authorize us to follow your payment instructions. You authorize us to make payments by electronic, paper or other means that we determine are appropriate.

We use a non-affiliated third party acting on our behalf to process bill payments. This third party processor is required to adhere to our strict standards of security and privacy protection. Paper checks processed by the non-affiliated third party may show that they are drawn on the third party processor rather than on us.

There will be a delay between the date the payment is sent (payment date) and the date the payee receives that payment. Any payments made through the bill pay service require sufficient time for your payee to receive your payment and credit your account properly. You will be solely responsible for scheduling payments sufficiently in advance of the due date to avoid incurring finance or late payment charges. Bill pay instructions delivered through Internet Banking must be received prior to 8:00 p.m. CST on a Business Day in order for payment to be issued on that Business Day.

If, following timely receipt of an accurate bill pay instruction, we do not properly complete a bill payment on time or in the correct amount, we will pay any late fees or finance charges which you reasonably incur as a result of such failure, provided that your account was in good standing with the payee prior to the failure. We will not be responsible for any finance charges, late fees or other costs imposed or any other action taken by a payee resulting from a payment that you have not timely or accurately scheduled. You agree to notify us promptly if you receive a notice or otherwise have reason to believe that any bill payment made by you through Internet Banking was not completed.

To delete or modify a scheduled bill payment, you must use the “cancel” option clearly marked on the Internet Banking website. INSTRUCTIONS TO DELETE OR MODIFY A BILL PAYMENT MUST BE RECEIVED BY US AT LEAST ONE BUSINESS DAY PRIOR TO THE SCHEDULED PAYMENT DATE TO BE EFFECTIVE.

We will not be liable if there are insufficient available funds in the Account or credit availability at the time of any scheduled payment; if a legal order directs us to prohibit withdrawals from the Account; if the Account is closed or frozen; or if any part of the EFT system outside of our control is not operating properly.

No single transaction will exceed $9999.99. The total amount of all bill payments in any one (1) Business Day shall not exceed $20,000.00. You may not use Internet Banking to (a) pay taxes or make other payments to governmental agencies, (b) pay court-directed alimony or support, and (c) make payments to payees outside of the United States or U.S. territory.

Loan Services

You may make payments to eligible loans from your Accounts, initiate advances from eligible loans to your Accounts if the eligible loan allows for such advances and there is availability on such loan, and obtain historical information regarding eligible loans through Internet Banking. The Bank in its sole discretion shall determine the types of loans that qualify as “eligible loans” under this section.

Access Requirements

You are responsible for obtaining, installing, maintaining and operating all necessary hardware, software, and Internet services necessary to use Internet Banking. We will not be responsible for the failure or malfunction of your hardware, software or any Internet services. We require your browser to be, at a minimum, a fully SSL-compliant, 128 bit encrypted browser. You agree that you are solely responsible for the performance and protection of any browser used in connection with Internet Banking including the prompt adoption by you of all security patches and other security measures issued or recommended from time to time by the suppliers of such browsers.

You may be required to use a digital security device (“Token”), which will be supplied by us. You must notify us immediately if a Token is damaged, lost or stolen, or if you need replacement or additional Tokens.

Access Codes

You are required to use a User ID and password (the “Codes”) every time you access Internet Banking, and maintain the confidentiality and control of the Codes at all times. We may require you to change the Codes periodically.

YOU AGREE TO TAKE ALL REASONABLE PRECAUTIONS TO PREVENT UNAUTHORIZED ACCESS TO YOUR ACCOUNT(S) AND CODES. YOU MUST NOTIFY US IMMEDIATELY IF YOU KNOW OF OR SUSPECT ANY UNAUTHORIZED ACCESS TO INTERNET BANKING, THE WEBSITE, OR THE SUPPORT SERVICE OR ANY UNAUTHORIZED TRANSACTION OR INSTRUCTION WHICH YOU KNOW OF TO BE SUSPECT. IF YOU BELIEVE YOUR CODES HAVE BEEN STOLEN OR COMPROMISED, YOU AGREE TO IMMEDIATELY NOTIFY US AT 855-257-4149.

Security Procedures

We utilize out-of-band-authentication at login if your device (PC, laptop, tablet, and smart phone) is not recognized or there are anomalies in the device profile. For your security, you will receive a system generated phone call or text message if an attempt to login is is made using an unrecognized device.You are responsible for investigating, implementing and maintaining adequate online banking commercially reasonable security procedures related to access to and use of Internet Banking. However, we will publish minimum security procedures and client education information for online banking security on our website at www.firstbusiness.com.

We will set up limits for bill payment, funds transfer, wires, and other treasury management services.

The Internet Banking services hereunder are provided as a convenience to you and are accessed through the Internet, which is a public system over which we have no control.

You agree that it is your sole responsibility to set up, maintain and regularly review security procedures concerning access to, and use of, Internet Banking. This includes, but is not limited to, a device, computer or computer network owned, controlled or used by you; the control of your Internet access services; and the control of your Codes and Tokens.

You agree to install, update, maintain and properly use reasonable security products that are appropriate for you, such as the following, without limitation:

  • Firewall to prevent unauthorized access.
  • Anti-virus protection to prevent your PC or device from being victimized by the latest viruses and other destructive or disruptive components
  • Anti-spyware protection to prevent spyware from providing potential tracking information about your Web activities.
  • A product that indicates the Web site you are on, or an Internet browser that indicates the site name.

You agree to install, update, maintain and properly use reasonable Operating Systems with the latest patches when they are available, particularly when and if they apply to a known exploitable vulnerability. Furthermore, you also agree to update and maintain any installed desktop applications with the latest patches applied when they are available, particularly when and if they apply to a known exploitable vulnerability.

You confirm that you have assessed the security procedures for Internet Banking and have determined that these features, in combination with your own security measures, are adequate for your Account(s). You agree to comply with the terms of the Agreement, including these Terms and Conditions, and any other reasonable instructions or recommendations we may issue to you regarding Internet Banking security including, without limitation, security procedures for online banking security as published on our website.

To further enhance your security, you agree to follow these minimum general safety guidelines:

  • You will never walk away from your computer while logged on to the Internet Banking services.
  • You will check your Account balances and activity promptly, thoroughly and regularly, and report any suspicious activity immediately to Client Services at 855-257-4149.
  • You will memorize your Codes and change them regularly.
  • You will never disclose your Codes to any other person. Your Codes are for your personal use and should be kept confidential by you. If someone identifies himself as one of our employees and asks for your Codes, that person is an imposter.
  • You will choose Codes that are not easy to guess. Passwords must be a minimum of eight, and maximum of thirty two alphanumeric characters, with at least two alphabetic characters and two numerical characters. Most special characters are allowed. Passwords must have no more than three consecutive repeating characters. A password cannot be changed to one of the last fifteen (15) passwords set by you. A user can only reset their password once daily.

You will read and stay abreast of the security procedures for online banking security as published on our website. From time to time, these security procedures may be updated. Additional security procedures and information can be obtained on our website or by request.

Electronic mail ("E-mail")

Communication with us via E-mail is available through Internet Banking. You understand and acknowledge that communications transmitted via E-mail may not be secure. Accordingly, you should not provide any confidential information in E-mail communications, including, without limitation, any Codes or any initiation of transactions on your Accounts. E-mail communications will be read by us once per day. For immediate communication with us, please telephone Client Services at 855-257-4149.

Authorization for Services

You authorize us to follow your instructions. With regard to all Internet Banking services, you are responsible for having sufficient and available funds on deposit to make payments in full or transfers on scheduled dates. In our sole discretion, we may refuse to process any transaction that exceeds any limitation set forth in these Terms and Conditions, the Agreement, or any related agreements. You authorize us to withdraw funds in accordance with your instructions. If any transaction would result in an overdraft to a designated Account, we may choose to either complete or refuse to complete the transaction. If your Account is overdrawn, you agree to immediately pay the overdrawn amount to us, together with any additional applicable fees. We are not obligated, however, to permit any further overdrafts or to give any notice that further overdrafts will not be permitted, regardless of how many overdrafts may have been permitted previously. If your Account is maintained in connection with any overdraft credit plan, any overdraft will be made in accordance with the agreement or rules governing that Account rather than these Terms and Conditions. You further agree to pay us, without defense or set-off, any and all loan advances obtained via Internet Banking and to pay any other charges due in accordance with any applicable loan or credit agreements. We may automatically deduct fees from an Account, even if they create an overdraft, and we may assess the appropriate overdraft fees.

Unauthorized Transactions

An “unauthorized transaction” is an online banking transfer or bill payment related to an Internet Banking service that does not benefit you and is made by a person who does not have actual authority to make such payment or transfer. We may require you to change your Codes (as defined herein) periodically. Contact us immediately if you believe someone has obtained your Codes without your permission of if someone has transferred or may transfer money from your Accounts without your permission. Contacting us immediately at 855-257-4149 is the best way of minimizing your losses from unauthorized transactions. Alternatively, you may email us at madisonclientservices@firstbusiness.com. If your monthly statement contains transactions that you did not make, you must notify us at once.

Limitation of Liability

You will have no liability for unauthorized transactions to or from a personal account if you notify us within 60 days after the statement showing the transaction has been mailed or made available to you. If you do not notify us within this 60-day time period, you may lose any amount transferred without your authorization after the 60 days, if we can prove that we could have stopped the unauthorized transactions if you had told us in time. If a good reason kept you from telling us, we may extend the period.

To the extent not otherwise prohibited by applicable law, our liability to you is otherwise as stated in these Terms and Conditions and as further explained in any agreements, notices and disclosures that we separately provide to you from time to time regarding your deposit and/or loan Account(s). Under no circumstances will we have any liability to you for failing at any time to provide access to your Accounts through Internet Banking. Unless otherwise provided herein, you agree that in no event will we be liable for any technical, hardware or software failure of any kind, any interruption in the availability of Internet Banking services, any delay in operation or transmission, or any incomplete transmission, loss of data or other similar loss.

Our responsibility and liabilities in providing Internet Banking services shall be as expressly stated in these Terms and Conditions, as modified in accordance herewith.

WE, OUR AFFILIATES, SERVICE PROVIDERS AND AGENTS WILL INCUR NO LIABILITY FOR LATE OR UNSUCCESSFUL BILL PAYMENT ATTEMPTS, TRANSACTIONS OR TRANSFER ATTEMPTS: IF THE DESIGNATED ACCOUNT HAS INSUFFICIENT FUNDS; IF YOU HAVE EXCEEDED OR WILL EXCEED YOUR DAILY TRANSACTION LIMIT FOR A PARTICULAR SERVICE (IN WHICH CASE WE HAVE THE RIGHT TO PROCESS PAYMENTS IN ANY ORDER THAT WE DETERMINE IN OUR SOLE DISCRETION IS APPROPRIATE); IF THE MONEY IN THE ACCOUNT IS SUBJECT TO LEGAL PROCESS OR OTHER ENCUMBRANCES RESTRICTING ITS TRANSFER; IF INCOMPLETE OR INACCURATE INFORMATION IS FORWARDED TO US BY THE UNITED STATES TREASURY OR THROUGH AN AUTOMATED CLEARING HOUSE; IF A USER CODE HAS BEEN REPORTED AS LOST OR STOLEN; IF OUR EQUIPMENT, THE SOFTWARE, OR COMMUNICATIONS LINK IS NOT WORKING PROPERLY; IF THE INTERNET BANKING SERVICE OR WEBSITE IS MALFUNCTIONING; IF YOU FAIL TO SCHEDULE A PROPER DATE FOR PAYMENT SUFFICIENTLY IN ADVANCE OF THE DATE THAT A PAYMENT IS DUE; IF YOU HAVE FAILED TO PROVIDE PROPER PAYEE INFORMATION, FAILED TO PROPERLY FOLLOW BILL PAYMENT INSTRUCTIONS, OR THE PAYEE OR TRANSFER RECIPIENT MISHANDLES OR DELAYS A PAYMENT OR TRANSFER OR BILLING STATEMENT; IF YOUR ELECTRONIC BILL IS INACCURATE OR INCOMPLETE; IF YOU FAIL TO PROVIDE US OR ANY PAYEE WITH YOUR UPDATED OR CHANGED CONTACT INFORMATION; IF WE HAVE REASONABLE GROUNDS TO BELIEVE THAT SUCH TRANSFER OR BILL PAYMENT IS UNAUTHORIZED; IF YOU FAIL TO CHECK ON THE DELIVERY OR STATUS OF BILLS OR FAIL FOR ANY REASON TO RECEIVE A NOTIFICATION OR REMINDER REGARDING THE DELIVERY OR STATUS OF A BILL; IF THERE ARE ANY DELAYS IN ANY MAIL OR E-MAIL SERVICE; IF YOUR EQUIPMENT, SOFTWARE OR INTERNET CONNECTION OR INTERNET SERVICE PROVIDER WAS MALFUNCTIONING AT THE TIME SUCH TRANSFER OR BILL PAYMENT ATTEMPT WAS MADE, OR FOR ANY CIRCUMSTANCES BEYOND OUR CONTROL, INCLUDING ANY NATURAL DISASTERS, DELAYS IN MAIL SERVICE, OR OTHER FORCE MAJEURE EVENTS; IF ANY OTHER EXCEPTIONS OCCUR THAT ARE STATED IN THE AGREEMENT, THESE TERMS AND CONDITIONS, ANY RELATED AGREEMENTS, OR OUR DEPOSIT ACCOUNT RULES.

WE WILL IN NO EVENT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER INCURRED BY YOU, REGARDLESS OF WHETHER WE WERE ADVISED OF THE POSSIBLE OCCURRENCE OF SUCH DAMAGES, AND YOU HEREBY WAIVE ALL SUCH DAMAGES. YOU HEREBY AGREE THAT THE REMEDIES PROVIDED IN THESE TERMS AND CONDITIONS WILL BE YOUR SOLE AND EXCLUSIVE REMEDIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

If you follow all of the procedures described in these Terms and Conditions as well as on any online help screens, and if we, solely as the direct result of our error, misdirect or fail to timely send a properly authorized and properly set up payment or transfer, then we will reimburse you for any late charge penalty assessed by a payee or financial institution because your payment was received late. If, solely as a direct result of our error, we incorrectly execute the amount of your payment request, then we will credit or debit your Account, whichever may be applicable, with the difference between the actual amount that we debited and the proper amount that should have been debited. If, solely as a direct result of our error, we send a payment to an incorrect person, then we will return the improperly transferred funds to your Account and subsequently pay the funds from your Account to the proper payee or financial institution. In all other events, the risk of incurring and the responsibility for paying any and all late charges or other damages or penalties shall be borne exclusively by you. If you think you are entitled to a reimbursement for a late charge penalty, call us at 855-257-4149.

Disclaimer of Warranties

THE SERVICES AND RELATED DOCUMENTATION ARE PROVIDED “AS IS.” WE DISCLAIM ANY AND ALL OTHER WARRANTIES, CONDITIONS OR REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SERVICES PROVIDED UNDER THE AGREEMENT, INCLUDING WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT WE KNOW, HAVE REASON TO KNOW, HAVE BEEN ADVISED, OR ARE OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE), WHETHER ALLEGED TO ARISE BY LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, OR BY COURSE OF DEALING. IN ADDITION, WE DISCLAIM ANY WARRANTY OR REPRESENTATION TO ANY PERSON OTHER THAN YOU WITH RESPECT TO THE SERVICES PROVIDED UNDER THE AGREEMENT.

Disclosure of Account Information to Third Parties

We may disclose information about you and your Account(s) or transactions on your Account(s) as provided in our Deposit Account Rules and our Privacy Notice. In addition, we have the right to obtain and disclose information regarding your Account(s) or transactions on your Account(s) from or to a payee or financial institution to resolve problems associated with a payment-posting or funds transfer.

You also acknowledge that support and services related to the Internet Banking services may be provided by third parties, and you authorize us to contract with third parties to provide such support and services. You release us from any liability for failures, acts or omissions of any third party system operator including, but not limited to, unauthorized access to, theft or destruction of your information or instructions.

Indemnification

Except to the extent that we are liable under these Terms and Conditions, the Agreement, or an agreement that otherwise governs your deposit and/or loan Account(s), you agree to indemnify and hold us, our affiliates, directors, officers, employees and agents harmless from all loss, liability, claims, demands, judgments and expenses arising out of or in any way connected with an Account or the performance of the Internet Banking service. This indemnification is provided without regard to whether our claim for indemnification is due to the use of Internet Banking by you or an unauthorized person purporting to be you.

Changes

Except where prior notice or authorization is required by law, we may change these Terms and Conditions at any time. When changes are made we will update the information on our Internet Banking website. You may decline to accept the changes by discontinuing use of the Internet Banking service. Continued use of the Internet Banking service following the effective date of any changes shall constitute acceptance of those changes.

Termination

Either you or we may terminate these arrangements at any time by giving written or verbal notice to the other. Use of the service may also be terminated at our discretion without notice if the service has not been used in at least 90 days. If the service is terminated due to non-usage, any payees set up via Bill Payment will be deleted. Termination shall be effective immediately upon our receipt of your written notice to terminate or our mailing to you of our written notice to terminate. Any termination of the Agreement shall not affect any of our rights and your obligations with respect to any actions initiated by you prior to the effective time of such termination, or the payment of obligations by you with respect to services performed by us prior to the effective time of such termination, or any other obligations that shall survive termination.

Governing Law

These Terms and Conditions and use of the Internet Banking services are governed by laws of the State of Wisconsin and applicable federal law and regulations, except to the extent that these Terms and Conditions can and do vary such laws. You consent to venue in the exclusive jurisdiction of the courts of Dane County, Wisconsin and the Federal District Court for the Western District of Wisconsin. To the extent that any of these Terms and Conditions cannot be legally enforced, they shall be deemed modified to the extent necessary to conform to applicable law and regulations.

Cross Collateralization, Cross Default, Cross Guaranty Agreement

Your obligations to us under the Agreement are secured and supported by any and all security interests, pledges, mortgages, or liens and guaranties now or hereafter existing and granted to us to secure indebtedness of you to us. You grant to us a security interest in, lien upon and express contractual right to set off against all depository account balances, cash and any other property of yours now or hereafter in our possession.

Miscellaneous:

  • We may assign the Agreement or any of its rights and duties thereunder without prior notice to you or your consent, but you may not assign the Agreement or any of the rights or duties thereunder to any person without our prior written consent.
  • In the event that any provision of the Agreement or these Terms and Conditions shall be determined to be invalid, illegal or unenforceable to any extent, the remainder of the Agreement or Terms and Conditions shall not be impaired or otherwise affected and shall continue to be valid and enforceable to the fullest extent permitted by law.
  • In the event of a dispute regarding the services, you and we agree to resolve the dispute by looking to the terms and conditions contained in the Agreement, these Terms and Conditions, any related agreements, and the Deposit Account Rules and not to representations made by our employees or agents.
  • You represent and warrant that you are at least 18 years of age.
  • Our failure to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such a right or provision unless acknowledged and agreed to by us in writing.
  • The Agreement supersedes all previous agreements and understandings, either written or oral, among you and us with respect to the services described herein.

Notwithstanding anything herein to the contrary, we will not be obligated to honor, in whole or in part, any transaction or instruction which:

  • Is not in accordance with any term or condition applicable to the relevant Account;
  • We reasonably believe may have been requested or issued by someone other than you;
  • Involves funds subject to a hold, dispute, restriction or legal process which we believe prevents withdrawal;
  • We reasonably believe might violate the laws or regulations of the United States, including without limitation, regulations of the Office of Foreign Asset Control (“OFAC”);
  • Would violate any applicable provision of any risk control program of the FDIC or applicable rule or regulation of any other federal or state regulatory authority;
  • Is not in accordance with any other requirement of our applicable policies, procedures or practices; or,
  • We reasonably decline to honor for our protection.

The Agreement, including these Terms and Conditions, is intended to supplement and not to replace other agreements between you and us relating to your Accounts, including, without limitation, our Deposit Account Rules and Wire Transfer Agreements. In the event of a conflict between the Agreement or these Terms and Conditions and any other Account rules and agreements that apply to your Accounts or the functions performed using Internet Banking services, the Agreement and these Terms and Conditions shall govern and prevail. In the event of a conflict between the Agreement and these Terms and Conditions, the Agreement shall govern and prevail. The Agreement is binding upon and inures to the benefit of the parties and their personal representatives, successors and assigns.

Revised December 2013

Website Terms & Conditions

Copyright Notices

The works of authorship contained in this World Wide Website, including but not limited to all design, text, sound recordings and images, are copyrighted, except as otherwise expressly stated, by First Business Bank or one of its subsidiaries. All rights are reserved. Except as otherwise expressly stated herein, they may not be copied, transmitted, displayed, performed, distributed (for compensation or otherwise), licensed, altered, framed, stored for subsequent use or otherwise used in whole or in part in any manner without First Business Bank's prior written consent, except to the extent permitted by the Copyright Act of 1976 (17 U.S.C. ¤ 107), as amended, and then, only with notices of First Business Bank's proprietary rights. The copyright for some works of authorship may also be owned by the individual authors. You may (1) read all works of authorship at this site and (2) download in electronic form any such works for your personal use only and not for reproduction in any other form, provided you retain the copyright notices with each work.

Trademark Notices

"First Business Bank" and "First Business Bank" logo are registered trademarks of First Business Bank. Other featured words or symbols, used to identify the source of goods and services, are the trademarks of their respective owners.

Web Content and Materials The information and materials contained in this Worldwide Website Ń and the terms and conditions of the access to and use of such information and materials Ń are subject to change without notice. Not all products and services are available in all geographic areas. Your eligibility for particular products and services is subject to final First Business Bank determination and acceptance. First Business Bank OR ITS SUPPLIERS MAY DISCONTINUE OR MAKE CHANGES IN THE INFORMATION, PRODUCTS OR SERVICES DESCRIBED HEREIN AT ANY TIME. ANY DATED INFORMATION IS PUBLISHED AS OF ITS DATE ONLY, AND First Business Bank DOES NOT UNDERTAKE ANY OBLIGATION OR RESPONSIBILITY TO UPDATE OR AMEND ANY SUCH INFORMATION. First Business Bank RESERVES THE RIGHT TO TERMINATE ANY OR ALL WEB OFFERINGS WITHOUT PRIOR NOTICE TO THE USER. FURTHERMORE, BY OFFERING INFORMATION, PRODUCTS OR SERVICES VIA THIS WORLDWIDE WEBSITE, NO SOLICITATION IS MADE BY First Business Bank TO ANY PERSON TO USE SUCH INFORMATION, PRODUCTS OR SERVICES IN JURISDICTIONS WHERE THE PROVISION OF SUCH INFORMATION, PRODUCTS OR SERVICES IS PROHIBITED BY LAW.

Securities Law Disclosures

First Business Bank is not a registered broker-dealer and may only offer to sell, or solicit an offer to purchase securities in any state if first registered, excluded or exempted from state broker-dealer or investment advisor registration. The information herein is not an offer to sell, or to solicit an offer to purchase, any securities by anyone in any jurisdiction in which such offer or solicitation is not authorized, or in which First Business Bank or the person making such an offer is not qualified to do so, or to anyone to whom it is unlawful to make such an offer or solicitation, or to anyone in any jurisdiction outside of the United States. Investment products and services are not bank deposits and are not FDIC insured, nor are they obligations of or guaranteed by First Business Bank. Investment products and services involve substantial risks, including the possible loss of some or all of the principal amount invested.

Links To Other Sites

Links to non-First Business Bank websites are provided solely as pointers to information on topics that may be useful to users of First Business Bank websites, and First Business Bank has no control over the content on such non-First Business Bank websites. If you choose to link to a website not controlled by First Business Bank, First Business Bank makes no warranties, either express or implied, concerning the content of such site, including the accuracy, completeness, reliability or suitability thereof for any particular purpose, nor does First Business Bank warrant that such site or content is free from any claims of copyright, trademark or other infringement of the rights of third parties or that such site or content is devoid of viruses or other contamination. First Business Bank does not guarantee the authenticity of documents on the Internet. Links to non-First Business Bank sites do not imply any endorsement of or responsibility for the opinions, ideas, products, information or services offered at such sites, or any representation regarding the content at such sites.

Limitation Of Liability

BECAUSE OF THE POSSIBILITY OF HUMAN AND MECHANICAL ERROR AS WELL AS OTHER FACTORS, First Business Bank IS NOT RESPONSIBLE FOR ANY ERRORS IN OR OMISSIONS FROM THE INFORMATION CONTAINED IN OR ACCESSED THROUGH THIS WEBSITE. ALL SUCH INFORMATION IS PROVIDED "AS IS" TO THE USER WITHOUT EXPRESS OR IMPLIED WARRANTIES OF ANY KIND INCLUDING THE WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR FITNESS FOR ANY PARTICULAR PURPOSE. FURTHERMORE, First Business Bank WILL NOT BE LIABLE FOR ANY DELAY, DIFFICULTY IN USE, INACCURACY OF INFORMATION, COMPUTER VIRUSES, MALICIOUS CODE OR OTHER DEFECT IN THIS WEBSITE, OR FOR THE INCOMPATIBILITY BETWEEN THIS WEBSITE AND FILES AND THE USER'S BROWSER OR THEIR SITE ACCESSING PROGRAM. NOR WILL First Business Bank BE LIABLE FOR ANY OTHER PROBLEMS EXPERIENCED BY THE USER DUE TO CAUSES BEYOND First Business Bank'S CONTROL. NO LICENSE TO THE USER IS IMPLIED IN THESE DISCLAIMERS. EXCEPT AS MAY BE OTHERWISE EXPRESSLY PROVIDED BY WRITTEN AGREEMENT BETWEEN First Business Bank AND THE USER, First Business Bank WILL HAVE NO TORT, CONTRACT OR ANY OTHER LIABILITY TO THE USER AND/OR ANY THIRD PARTY ARISING IN CONNECTION WITH THE USE OF THIS WEBSITE, OR RELIANCE ON ANY INFORMATION OR SERVICES PROVIDED AT THIS WEBSITE. First Business Bank WILL UNDER NO CIRCUMSTANCES BE LIABLE TO THE USER AND/OR ANY THIRD PARTY, REGARDLESS OF THE FORM OF ACTION, FOR ANY LOST PROFITS OR LOST OPPORTUNITY, OR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES WHATSOEVER, EVEN IF First Business Bank HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The user's access to and use of First Business Bank's website, and the terms of this disclaimer are governed by the laws of the State of Wisconsin. To the extent the rules in your jurisdiction require us to designate a principal office for this site, First Business Bank designates its office in Madison as its principal office. By accessing First Business Bank's website, you indicate your acknowledgment and acceptance of these terms and conditions.

Unlawful Internet Banking Gambling

Transactions restricted by the Unlawful Internet Gambling Enforcement Act (UIGEA) are prohibited from being processed through First Business commercial accounts.

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