ONLINE BANKING AGREEMENT
TERMS AND CONDITIONS OF USE
WELCOME TO FIRST BANK'S WEB SITE (First Bank Home Page). THESE TERMS AND CONDITIONS OF USE GOVERN THE USE OF THIS SITE. PLEASE READ THEM CAREFULLY BEFORE ACCESSING THE SITE. IF YOU DO NOT AGREE WITH THESE TERMS DO NOT ACCESS THE SITE. BY ACCESSING THE SITE OR ANY OF ITS PAGES YOU AGREE TO BE BOUND BY THESE TERMS.
Product and Services Information
This Site has been established by First Bank for the purpose of conveying information about First Bank's products and services and to allow communication between First Bank and its customers. Nothing contained in any page on this Site takes the place of First Bank's agreements that govern our products and services and disclosures made in accordance with federal and state laws and regulations. If any information on the Site conflicts with that in First Bank's agreements and disclosures, such agreements and disclosures will control.
Benefits of Online Banking
Through Online Banking, you can manage eligible accounts from your home or office on a personal computer. Online Banking can be used to conduct any of the following "On-line Financial Services": Obtain balances and transaction histories on all eligible accounts enrolled in Online Banking; Transfer money between eligible accounts; transfer money to pay First Bank for overdraft protection, consumer loans, home equity loans, or certain other eligible loans; and pay bills to any merchant, Bank or an individual with a U.S. address. First Bank may, from time to time, introduce new On-line Financial Services, by using those services when they become available, you agree to be bound by the terms contained in this Agreement, and its subsequent amendments.
(The number of transfers you can make from an account may be limited as described in the applicable account agreement. In addition, if a hold is placed on any funds deposited in an eligible account, you may not transfer the portion of funds being held until that hold expires.)
Subscription Requirements
To subscribe to First Bank's Online Banking service ("Online Banking"), you must maintain at least one deposit account with First Bank, which may include the following types of accounts: checking account, savings account or money market account (collectively and individually, "Accounts"). Online Banking will allow you to access more than one Account, view Account balance and transaction information, transfer funds among designated Accounts, send electronic communication to First Bank and receive electronic communication from First Bank. Secure Messaging will not necessarily be received immediately. Therefore, do not rely on electronic mail if you need to communicate with us immediately. Call customer service at (866) 319-4093.
Security Procedures
Upon becoming an Online Banking customer, you will receive a USERNAME/PASSWORD, which will allow access to information on your existing Accounts with First Bank. Use of the USERNAME/PASSWORD assigned to you will indicate to First Bank your acceptance of these Terms. Each time you engage in an Online Banking Transaction, you will be required to enter your USERNAME/PASSWORD. Any person(s) initiating an Online Banking Transaction on behalf of a commercial customer by entering the correct USERNAME/PASSWORD is deemed as acting with the full authority of the Board of Directors, members general partners or management, as applicable, of the commercial customer. You are responsible for maintaining the confidentiality of your USERNAME/PASSWORD and any breach of confidentiality must be promptly reported First Bank. First Bank reserves the right to prevent your access to Online Banking should First Bank have reason to believe the confidentiality of your USERNAME/PASSWORD has been compromised.
You acknowledge and agree that by providing any personal or proprietary information through Online Banking , you consent to the transmission of such personal or proprietary information to First Bank , its agents and processors as necessary for secure processing in accordance with First Bank's standard business practices.
Customer Responsibilities
You shall be responsible for all Online Banking Transactions you authorize. You shall also be responsible for all Online Banking Transactions initiated by persons to whom you have given your USERNAME/PASSWORD. First Bank shall consider all requests submitted using the USERNAME/PASSWORD through the Online Banking system to be the equivalent to a requested submitted in writing and signed by you. You also have responsibilities as governed by the Electronic Fund Transfer Act (15 U.S.C. 1693, et seq.) as more fully described below.
In order to maintain secure communications and reduce fraud, you agree to protect the security of your numbers, codes, marks, signs, public keys, or other means of identification (access codes). We reserve the right to block access to the Online Banking services to restore security to our Website and systems, if we believe your access codes have been or may be obtained or are being used or may be used by an unauthorized person(s).
Bank Responsibilities
First Bank shall be responsible for performing services expressly provided for in these Terms, and shall not be liable for any error or delay so long as First Bank has acted in accordance with these Terms and Account agreements. First Bank shall not be liable if you do not have sufficient funds in a designated Account to complete the transaction you initiate or if the Account is closed.
First Bank shall not be liable if you have not given First Bank complete, correct or current transfer instructions or if you have not followed proper instructions provided through the Online Banking website. First Bank shall not be responsible for any loss, damage, liability or claim arising, directly or indirectly from any error, delay or failure in performance of any of its obligations hereunder which is caused by fire or other natural disaster, strike, civil unrest, any inoperability of communications facilities or any other circumstance beyond the control of First Bank.
Computer Equipment and Software
You must have an Internet Service Provider and a web browser to utilize Online Banking through the Internet. In an effort to provide the highest degree of confidentiality and security, First Bank recommends the use of browsers that provide encryption using a 128-bit key. The higher level of encryption, the more difficult it is for unauthorized people to read information. First Bank is not liable for losses resulting from the use of any browser using less than 128-bit data encryption. If you elect to use a browser that does not use 128-bit encryption, this implies your acceptance of this risk.
You are solely responsible for the maintenance, installation and operation of your computer and for the software used in accessing Online Banking. First Bank shall not be responsible for any errors, deletions, or failures that occur as a result of any malfunction of your computer or software, nor shall First Bank be responsible for any computer virus that affects your computer or the software while using Online Banking.
Daily Processing Deadlines
Account information displayed through Online Banking is the current information as of the previous business day. Funds transfers between Account(s) initiated on your computer using Online Banking , and received by First Bank or its agent(s) by 4:30 P.M. EST Monday-Thursday and 6:00 P.M. on Friday will be effective on the current business day. Funds transfers initiated on you computer and received after these times or all day Saturday, Sunday and banking holidays will be effective the following business day. (NOTE: The cutoff deadline for Bill Payment requests is discussed in the Bill Payment section of this agreement.)
Withdrawal Transaction Limitations
The restrictions on the number of withdrawals from your savings and money market (Hi-Fi) accounts apply to funds transfers between Accounts.
Fees
The following fees will be applicable to Online Banking:
- Viewing account information — no charge
- Transfers of funds between Accounts — will be subject to any fees applicable to withdrawals from your Account as stated in your Account's disclosures or First Bank's fee schedule, as amended from time to time.
- All other services — fees for any other service made available or requested by you via this Site, will be as stated in First Bank's fee schedule, as amended from time to time.
- Bill Payment is available for unlimited use at no charge. If at any time your Bill Payment activity ceases for a period of more than 90 days, the Bank reserves the right to remove your access from the Bill Payment service.
Electronic Fund Transfer Act Disclosure
Some of the terms set forth below are governed by the Electronic Fund Transfer Act ("EFT Act"), which is only applicable to consumers. Commercial Account holders are not entitled to the rights provided under the EFT Act. Any consumer Online Banking transfers you complete using your USERNAME/PASSWORD over this Site are subject to the EFT Act and this disclosure.
Reporting Unauthorized Transactions
You must notify First Bank IMMEDIATELY if your USERNAME/PASSWORD has been lost or stolen, or if you believe unauthorized transactions are being made from your Account(s). Telephoning is the best way of minimizing possible losses. Contact the Customer Service Center at (863) 983-8191 or write First Bank at:
First Bank
Attn: Customer Service
PO Box 1237
300 E Sugarland Hwy
Clewiston, FL 33440
Clewiston (863) 983-8191
LaBelle (863) 675-4242
Fort Myers (239) 437-8191
Moore Haven (863) 946-1515
Failure to notify First Bank could result in the loss of all money in your Account plus your maximum line of credit, if you have one. If you report within two (2) business days, the loss sustained by you will be no more than $50 if your USERNAME/PASSWORD is used without your permission.
If you do not notify First Bank within two (2) business days after learning of the loss of theft of the USERNAME/PASSWORD, and First Bank can prove that it could have prevented someone from using the USERNAME/PASSWORD without your permission had it been notified, you could lose as much as $500.
Periodic Statements
First Bank will mail or deliver to you periodic statements for your Account(s) as disclosed in your deposit or credit agreements. First Bank will include any transfers you authorize through Online Banking on your statements.
You agree to review your periodic statement for accuracy of all data in accordance with these Terms and any other deposit or credit agreements governing your Account. You should promptly notify First Bank of any discrepancies.
First Bank's Business Days
First Bank's business days are Monday-Friday. Federal holidays on which our offices are closed are not considered business days.
You may access Account information through Online Banking 24 hours a day, seven days a week, except for interruptions due to maintenance or matters beyond First Bank's control. First Bank does not warrant that Online Banking will be available at all times.
Error Resolution
If your Account statement shows electronic transfers you did not make, or you feel any statement or receipt is wrong, or you wish to have more information about a transfer listed on a statement or receipt, contact us in writing or by telephone. Contact the Customer Service Center at (863) 983-8191 or write First Bank at:
First Bank
Attn: Customer Service
PO Box 1237
300 E Sugarland Hwy
Clewiston, FL 33440
We must hear from you within sixty (60) days after we send you the FIRST statement on which the problem or error appeared. If you fail to notify First Bank within the sixty (60) day period, you may not recover any of the money you lost if we can establish that the loss could have been avoided had you notified us on time.
When you contact us:
- Tell us your name and Account number;
- Describe the error or the transfer you are unsure about, and explain as clearly as possible why you believe it is an error or why you need more information; and
- Tell us the dollar amount and the item reference number of the suspected error.
- If you notify us by telephone, we may require that you send us your compliant or question in writing within ten (10) business days. If we ask you to put 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 of our investigation within ten (10) business days after notice of the problem and will correct any error promptly. If we need more time, however, we may take up to forty-five (45) days (ninety (90) days if the transfer involved a new account, a point of sale transaction, or a foreign initiated transfer) to investigate your complaint or question. You will have the use of the money during the time it takes us to complete the investigation. If we decide no error occurred, we will send you a written explanation within three (3) business days after our investigation is completed. You may ask for copies of the documents we used in our investigation.
Bill Payment Service
This is your bill paying agreement with First Bank. You may use First Bank 's bill paying service, Bill Pay, to direct First Bank to make payments from your designated checking account (Savings, Money Market (Hi-Fi) accounts not available for use with Bill Payment) to the Merchants/Individuals you choose in accordance with 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 governing your Account (the Account Rules).
"You" or "your" means each person who is authorized to use the Service. "Merchant" means anyone, including the Bank, you designate and the Bank accepts as a payee.
How to set up Merchants/Payments
When you sign onto the bill pay system you will establish your list of Merchants by selecting the Add button on the Set up Accounts and Payee screen. You may add a new payment for any Merchant but only if they are on your authorized list of payees. If the Merchant is not set up for electronic payments, the service will generate a paper check for payment. The check will carry your account number and will clear directly through your account. A unique check number will appear on your statement for easy recognition. The Bank reserves the right to refuse the designation of a Merchant for any reason. The Bank is not responsible if a Bill Payment can not be made due to incomplete, incorrect, or outdated information provided by you regarding a Merchant or if you attempt to pay a Merchant that is not on your Authorized Payee list.
The Bill Payment Process
The Bank will process payments on the business day (generally Monday through Friday, except holidays) you designate the bill is to be processed, provided the payment request is received prior to the cut-off time which is currently 12:45 p.m. on that day. Bill payment requests received after the business day cut off time or at any time on a non-business day will be processed on the next business day. The Bank reserves its right to change the cut-off time by giving you notice if it changes.
FOR RECURRING PAYMENT REQUESTS, IF YOU DESIGNATE A PROCESSING DATE OF THE 28TH THROUGH THE 31ST OF A MONTH, YOU MUST SELECT THE OPTION OF "LAST BUSINESS DAY" FOR PROCESSING TO BE ALWAYS INITIATED ON THE LAST CALENDAR DAY OF THE MONTH. Otherwise, recurring payment requests will be processed on the dates you have designated, unless such date falls on a non-business day resulting in your payment being processed on the next business day.
YOU MUST ALLOW AT LEAST FIVE (5) BUSINESS DAYS, PRIOR TO THE DUE DATE, FOR EACH BILL PAYMENT (RECURRING OR VARIABLE) TO REACH THE MERCHANT. (IT IS THE RESPONSIBILITY OF THE SUBSCRIBER TO SCHEDULE/ACTIVATE RECURRING PAYMENTS) Due to circumstances beyond our control, some Merchants take longer to post payments than others. We suggest sending your first payment eight (8) business days in advance of the Due Date. After your first payment has posted you will have a better understanding of how much time to allow for each Merchant.
You must select a Payment Date that is at least five (5) business days before the actual Due Date reflected on your Payee statement. If your actual Due Date falls on a non-business day you must select a Payment Date that is at least one business day before the actual Due Date. Payment Dates should be prior to any late date or grace period.
When you have scheduled a payment, you authorize the Bank to debit your Payment Account and remit funds on your behalf. You certify that your Payment Account is an account from which you are authorized to make payments and any payment you make will be debited from this account. You also authorize the credit of returned payments from using the Bill Pay Service.
The Bill Pay Service will incur no liability and a Service Guarantee shall be void if the Bill Pay Service is unable to complete any payments initiated because of any of the following:
1. You have not provided the Bill Pay Service with the correct payment account information, or the correct name, address, phone number, or account information for the Merchant upon initiation of the payment; and/or,
2. Circumstances beyond the control of the Bill Pay Service (such as, but not limited to, fire, flood, or interference from an outside force) prevent the proper execution of the transaction and the Bill Pay Service has taken reasonable precautions to avoid those circumstances;
3. The payment-processing center is not working properly and you know or have been advised by the Bill Pay Service about the malfunction before you execute the transaction;
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 the Bank. The 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. If you do not have sufficient funds in the Account and the Bank has not exercised its right to reverse or reject a Bill Payment, you agree to pay for such payment obligations on demand. You further agree the Bank, at its option, may charge any of your accounts with the Bank to cover such payment obligations.
The Bill Pay Service reserves the right to select the method in which to remit funds on your behalf to your Merchant.
Any 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 the Bill Payment is going to be initiated.
Returned Payments
In using the Bill Pay Service, you understand that the Bill Pay Service and/or the United States Postal Service may return payments for various reasons, such as, but not limited to, the account number is not valid; the Bill Pay Service is unable to locate account; or Payee account is paid in full. The Bill Pay Service will use its best efforts to research and correct the returned payment, or void the payment and credit your Payment Account. You may receive notification from the Bill Pay Service.
Liability
You are solely responsible for controlling the safekeeping of, and access to, your password. 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 the Bank and arrange to change your password. You will be responsible for any Bill Payment request you make that contains an error or is a duplicate of another Bill Payment. The 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. The Bank is not liable for any failure to make a Bill Payment if you fail to promptly notify the Bank after you learn that you have not received credit from a Merchant for a Bill Payment. The 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 the Bank's agent. In any event, the Bank will not be liable for any special, consequential, incidental, or punitive losses, damages, or expenses in connection with this Agreement or the Bill Pay Service, even if the Bank has knowledge of the possibility of them. The 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 the Bank's reasonable control.
Amendment and Termination
The 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 Bank's records, by posting notice in branches of the Bank, or as otherwise permitted by law.
The Bank has the right to terminate this Agreement at any time. You may terminate this Agreement by written notice to the Bank. The Bank is not responsible for any fixed payment made before the Bank has a reasonable opportunity to act on your termination notice. You remain obligated for any payments made by the Bank on your behalf.
Responsibility
Neither the Bank nor its suppliers will be liable for any transaction if: (i) you do not have enough money in your account to complete the transaction; (ii) a legal order prohibits withdrawals from your account; (iii) your account is closed or has been frozen; (iv) the transaction would cause your balance to go over the credit limit for any credit arrangement set up to cover overdrafts; (v) you, or anyone you allow, commits fraud or violates any law or regulation in connection with Online Banking or On-line Financial Services; (vi) any electronic terminal, telecommunication device or part of the electronic fund transfer system is not working properly; (vii) you did not provide us with complete and correct payment or transfer information; (viii) you did not properly follow the instructions for use of Online Banking or On-line Financial Services; (ix) you knew that Online Banking and/or the On-line Financial Services were not operating properly at the time you initiated the transaction or payment; (xi) there is postal delay; or (xi) circumstances beyond our control (such as fire, flood or improper transmission or handling by a third party) that prevent, hinder or delay the transaction.
Electronic Mail
Electronic Communication (secure messages) to First Bank may be delayed; therefore, if you need First Bank to receive information concerning your Account immediately ( e.g. , to stop payments, to report a lost or stolen card or to report unauthorized use of your Account), you must contact First Bank in person or by telephone. First Bank shall have a reasonable period of time after receipt to act on requests or information you send by electronic mail. We recommend that you do not send sensitive and/or confidential information by electronic mail unless you do so via secure messaging. It is your responsibility to ensure we have a valid email address at all times. You may update your email information through the Online Banking User Center.
Account Information
First Bank may disclose information to a third party about your Account or the transfers only if you have given us permission to do so, or when it is necessary to (1) complete transfers, (2) verify the existence or status of your Account to a third party such as a credit bureau or merchant, or (3) comply with a court order or the request of a government agency. Please refer to First Bank 's Privacy Policy posted on the Site for more information on First Bank 's use of its customer's personal and account information provided to or held by First Bank.
Credit Information
You acknowledge and agree that First Bank or a third party acting as our agent, may obtain and use information from credit bureaus and consumer reporting agencies in connection with any accounts, products and services offered by us to investigate or reinvestigate any information provided by you.
Changes/Interruptions in Services
We may on a regular basis perform maintenance on our equipment or system, which may result in interrupted service or errors in the service. We also may need to change the scope of our services from time to time. We will attempt to provide prior notice of such interruptions and changes but cannot guarantee that such notice will be provided.
Links to Other Internet Sites
From time to time First Bank may place links to third party web sites on this Site. First Bank has no control over any other site and is not responsible for the content on any site other than this Site. You should refer to any terms of use, privacy policies and other notices on such third party sites before using them. You assume all responsibility when you go to other sites via the links on this Site and for your dealings with such third party web sites. You should take precautions when downloading files from third party sites to protect your computer software and data from viruses and other destructive programs.
Electronic Signatures and Authentication
First Bank may, in accordance with federal law, adopt or accept commercially reasonable electronic signatures and/or authentication procedures to verify customer identity, authenticate customer signature authorization, and confirm that information electronically received by First Bank has not been altered during transmission. Such electronic signatures shall consist of symbol(s) or code(s), which may be affixed or contained in electronic agreements, disclosures, notices, records or data transmitted by you or First Bank to the other party. Neither First Bank nor you shall disclose to any unauthorized person the confidential electronic signature of the other party.
Data Recording
You agree that by using Online Banking to conduct transactions, the information and transfers will be recorded and/or data captured. By using First Bank's service you consent to such recording.
Proprietary Information
The information and materials contained in this Site are owned by First Bank or by others, as applicable. No material may be copied, displayed, transmitted, distributed, framed, sold, stored for use, downloaded, or otherwise reproduced except as permitted by law. All contents of this Site are © 2003 First Bank . All rights reserved. Online Banking contains copyrighted material, trademarks, service marks, logos, trade dress and other proprietary content, including but not limited to text, software, sound, photographs, buttons, images, video and graphics, the entire selection, coordination, arrangement and "look and feel" of Online Banking is copyrighted as a collective work under United States copyright laws. Neither these Terms nor your use of Online Banking transfers any right, title or interest in the Site or content on this Site to you, and First Bank and its third party licensors retain all of its and their respective right, title and interest to the Site and its content.
NO WARRANTIES
NEITHER FIRST BANK NOR ANY OF ITS AFFILIATES MAKES ANY WARRANTY OF ANY KIND REGARDING THE PRODUCTS AND SERVICES ADVERTISED ON OR ACCESSED THROUGH THIS SITE OR ANY LINKED SITE. FIRST BANK WILL USE REASONABLE EFFORTS TO ENSURE THAT ALL INFORMATION DISPLAYED IS ACCURATE; HOWEVER, FIRST BANK EXPRESSLY DISCLAIMS ANY REPRESENTATION AND WARRANTY, EXPRESS AND IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, AND THE ABILITY TO USE THE SITE WITHOUT CONTRACTING A COMPUTER VIRUS. FIRST BANK IS NOT RESPONSIBLE FOR ANY LOSS, DAMAGE, EXPENSE, OR PENALTY (EITHER IN TORT, CONTRACT, OR OTHERWISE), INCLUDING DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE AND INCIDENTAL DAMAGES, LOST PROFITS OR DAMAGES THAT RESULT FROM INCONVENIENCE, DELAY OR LOSS OF USE, THAT RESULT FROM THE ACCESS TO OR USE OF THIS SITE. THIS LIMITATION INCLUDES, BUT IS NOT LIMITED TO, THE OMISSION OF INFORMATION, THE FAILURE OF EQUIPMENT, THE DELAY OR INABILITY TO RECEIVE OR TRANSMIT INFORMATION, THE DELAY OR INABILITY TO PRINT INFORMATION, THE TRANSMISSION OF ANY COMPUTER VIRUS, OR THE TRANSMISSION OF ANY OTHER MALICIOUS OR DISABLING CODE OR PROCEDURE. THIS LIMITATION APPLIES EVEN IF FIRST BANK OR ANY OF ITS AFFILIATES HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. YOU AGREE THAT, EXCEPT AS EXPRESSLY STATED HEREIN, THERE IS NO WARRANTY OF MERCHANTABILITY, NO WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, AND NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, REGARDING ANY ASPECT OF ONLINE BANKING.
LIMITED LIABILITY
BY ACCESSING ONLINE BANKING THROUGH THE WORLD WIDE WEB, YOU AGREE THAT THE NEITHER FIRST BANK NOR ANY OF ITS AFFILIATES SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNATIVE COSTS, EXPENSES OR DAMAGES (INCLUDING LOST SAVINGS OR PROFITS, LOST DATA, BUSINESS INTERRUPTION OR ATTORNEY'S FEES) ARISING OUT OF OR RELATED TO THESE TERMS OF YOUR USE OF THIS SITE. THE MAXIMUM AGGREGATE LIABILITY OF FIRST BANK FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF THE FORM OR CAUSE OF ACTION, SHALL BE ONE HUNDRED US DOLLARS ($100).
Severability
If any provision of these Terms are found to be invalid or unenforceable under applicable law, said provision shall be ineffective to the extent of such invalidity only, without affecting the remaining provisions of these Terms.
Amendment
These Terms may be amended by First Bank from time to time by posting the new Terms of Use on the Site. Please review these Terms periodically for any updates and changes. You agree to be subject to these Terms as changed from time to time. To the extent required by law, revised information will be made available at any Bank office and, in many cases, will be mailed or sent via electronic mail to you. You will be required to abide by these changes in future transactions.
Jury Trial Waiver and Arbitration
You hereby knowingly, voluntarily, intentionally and irrevocably waive the right to a trial by jury in respect to any litigation based hereon or arising out of these Terms or relating to the account as permitted under applicable law.
You agree that any dispute arising out of or relating in any way to your use of this Site or Online Banking requires that such claim be resolved exclusively by confidential binding arbitration except that, to the extent you have in any manner violated or threatened to violate Bank's intellectual property rights, Bank may seek injunctive or other appropriate relief. The arbitration shall be conducted before three neutral arbitrators in the city of Clewiston , Florida, in accordance with the rules of the American Arbitration Association ("AAA"), as then in effect. No claims of any other parties may be joined or otherwise combined in the arbitration proceeding. Unless otherwise expressly required by applicable law, each party shall bear its own attorneys' fees without regard to which party is deemed the prevailing party in the arbitration proceeding. Except for punitive and consequential damages (which may not be awarded), and subject to these Terms, the arbitrators shall be authorized to award either party any provisional or equitable remedy permitted by applicable law. The parties shall equally share all AAA charges and fees associated with the arbitration.
BECAUSE THE USE OF THIS SITE REQUIRES THE ARBITRATION OF ANY CLAIMS OR DISPUTES EXISTING BETWEEN THE PARTIES, NEITHER PARTY WILL HAVE THE RIGHT TO PURSUE THAT CLAIM IN COURT OR BEFORE A JUDGE OR JURY OR TO PARTICIPATE IN A CLASS ACTION OR ANY OTHER COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATORS' DECISION WILL BE FINAL AND BINDING. OTHER RIGHTS THAT EITHER PARTY WOULD HAVE IF SUCH PARTY WENT TO COURT, INCLUDING WITHOUT LIMITATION THE RIGHT TO CONDUCT DISCOVERY OR TO APPEAL, MAY BE LIMITED OR UNAVAILABLE IN ARBITRATION.
The award of the arbitrators may be enforced in any court having jurisdiction thereof. Each party hereby consents (a) to the non-exclusive jurisdiction of the courts of the State of Florida or to any Federal Court located within the State of Florida for any action (i) to compel arbitration, (ii) to enforce any award of the arbitrators, or (iii) at any time prior to the qualification and appointment of the arbitrators, for temporary, interim or provisional equitable remedies, and (b) to service of process in any such action by registered mail or any other means provided by law. Should this Section be deemed invalid or otherwise unenforceable for any reason, it shall be severed. In such event, the parties to these Terms agree that exclusive jurisdiction and venue for any claims will be in state or federal courts in Clewiston , Florida, and each party hereby waives any defense related to personal jurisdiction, process or venue.
Indemnity
You agree to indemnify, defend and hold First Bank , its affiliates, shareholders, directors, officers, co-branders, subsidiaries, parents, employees and agents, harmless from any claim, demand, liability, dispute, damage, cost, expense, or loss, including attorneys' fees and costs of litigation, arising out of, or in any way related to your use of or access to this Site, your use of Online Banking, including any use by your employees, your violation of these Terms or your violation of any rights of a third party.
Bank Waiver
First Bank may waive any term or provision of these Terms at any time or from time to time, but any such wavier shall not constitute a waiver of the term or provision in the future. The Bank shall not, by the mere lapse of time, without giving notice or taking other action, be deemed to have waived any of its rights under this Agreement.
Assignment
First Bank may assign the rights and delegate the duties under these Terms to any present or future, directly or indirectly, affiliated company or to any third parties.
Termination and Changes in Terms
Either party may terminate these Terms by giving sufficient notice to the other party. Any transaction you have initiated prior to receipt of notice of termination by First Bank will continue to be made until First Bank has had a reasonable opportunity to act upon the notice of termination. If First Bank terminates your access to Online Banking, First Bank reserves the right to immediately stop making transfers from your Account(s), including those you previously authorized. First Bank reserves the right to change the charges, fees or other terms described in this Agreement at any time. When changes are made, we will notify you by: 1) electronic mail; 2) physical mail at the address shown in our records; and/or 3) update of our web site.
Applicable Rules, Laws, and Regulations
These Terms are subject to the provisions of all applicable operating circulars of the Federal Reserve System, Federal Deposit Insurance Corporation and any other applicable provisions of Federal law. Except as so provided, these Terms and the use of this Site are governed by and interpreted in accordance with the laws of the state of Florida. These Terms shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. Venue for any action arising out of this Agreement shall be in a state court of competent jurisdiction covering Hendry County, FL, U.S.A. The prevailing party in any such action shall be entitled to the recovery of its reasonable attorney's fees, costs, and expenses.
Integration
This Agreement constitutes the entire understanding of the parties with respect to the subject matter of this Agreement, and all prior agreements, understandings and representations concerning such subject matter are canceled in their entirety. Notwithstanding the foregoing, this Agreement is in addition to any other agreements between you and the Bank.
Force Majeure
Neither party shall be liable for any loss nor damage due to causes beyond its control, including fire, explosion, lightning, pest damage, power surges or failures, strikes or labor disputes, water, acts of God, the elements, war, civil disturbances, acts of civil or military authorities or the public enemy, inability to secure raw materials, transportation facilities, fuel or energy shortages, acts or omissions of communications carriers, or other causes beyond that party's control. Either party may terminate this Agreement immediately on written notice if the other party is prevented from performing its obligations under this Agreement for a period of more than thirty (30) days due to the reasons set forth in this subsection.
Construction
This Agreement shall be construed equally against the parties regardless of who is more responsible for its preparation. If there is a conflict between a part of this Agreement and any present or future law, the part of this Agreement that is affected shall be curtailed only to the extent necessary to bring it within the requirements of that law.