Preview
FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24
NYSCEF DOC. NO. 2 Cardmember Agreement: Part 1 of 2 As of: 07/20/2022
RECEIVED NYSCEF: 02/21/2024
Business Platinum Card® Company Name:SARATOGA RAIL FENCE
Cardmember Name: ALAN LIVINGSTON
Account Ending 000
In:Ï
Pay Over Time Limit: $10,000
Rates and Fees Table Issuer: American Express National Bank
0.00°/o introductory APR through your billing period that ends in August, 2023. After that,
APR) or Pay veÎ TRate,
Feature your APR will be 23.74% (Prime Rate + 18.99%). This APR will vary with the market
based on the Prime Rate.
Penalty APR and When it 29.99% (Prime Rate + 25.99%)
Applies
This APR will vary with the market based on the Prime Rate.
This APR will apply to your account if:
1) you make a payment that is returned;
2) do not pay at least the Minimum Payment Due by the Closing Date of the billing
period in which it is due 2 times in 12 billing periods; or
3) have any minimum amount due remaining unpaid for 2 billing periods in a row.
How Long Will the Penalty APR Apply? If the penalty APR is applied for any of these
reasons, it will apply, subject to applicable law, for at least 12 billing periods in a row.
In addition, the penalty APR will continue to apply until after you have made timely
payments with no returned payments for 12 billing periods in a row.
How to Avoid Paying Your due date is at least
25 days after the close of each billing period. For transactions
Interest added automatically to a Pay Over Time balance, we will charge interest beginning on the
date of each transaction. We will not charge you interest if you pay your entire balance by
the due date each month.
Annual Membership Fee $695
Transaction Fees
" Foreign Transaction None
Penalty Fees
" Late Payment $39 or 2.99% of any past due Pay In Full amount, whichever is greater.
" Returned Payment $39.
How we calculate interest: We use the Average Daily Balance method (including new transactions). See the How we
calculate interest section in Part 2.
Loss of Introductory APR: If a penalty APR applies to your account for any reason we will end any introductory APRs
and a penalty APR will apply to your Account.
349993011748813 CMAEUAOT0000010 1122753 1122698 Page 1 of 2
FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24
How
NYSCEF DOC. NO. and
Rates 2 Fees Work RECEIVED NYSCEF: 02/21/2024
Calculating The Annual Percentage Rate ( APR) for variable rates is determined by adding an amount ( margin) to
APRs and DPRs the Prime Rate (see Determining the Prime Rate in Part 2). The Daily Periodic Rate ( DPR) is 1/365th of
the APR, rounded to one ten-thousandth of a percentage point.
Rate Description Prime + Margin APR DPR
Introductory APR n/a 0.00% 0.0000%
APR Prime + 18.99% 23.74% 0.0650%
Penalty APR Prime + 25.99%* 29.99% 0.0822%
*The variable penalty APR will not exceed 29.99%
When the penalty APR will The Penalty APR applies to Pay Over Time balances if:
- you do not pay at least the Minimum Payment Due by the
apply Closing Date of the billing period in
which it is due 2 times in 12 billing periods,
- you do not
pay at least the Minimum Payment Due by the Closing Date of the billing period in
which it is due and you still do not pay it by the Closing Date of the next billing period, or
- your payment is returned
by your bank.
How long the penalty APR The penalty APR will apply until after you have made timely payments with no returned payments for
will apply 12 billing periods in a row.
Annual Membership This fee is on the Rates and Fees Table on page 1 of Part 1. We will charge $350 for each additional
Business Platinum Card, $200 for each additional Executive Business Card, and $45 for each
additional Business Gold Rewards Card.
Late Payment If we do not receive the Amount Due (Minimum Payment Due if you have a Pay Over Time balance) by
its Payment Due Date, the fee is $39.
For each following Payment Due Date that an amount past due remains unpaid, we may charge a fee
of the greater of $39 or 2.99% of any past due Pay In Full amounts. Your late fee will not exceed the
Amount Due.
Paying late may also result in a penalty APR. See When the penalty APR will apply above.
Returned Payment $39 if your payment is returned unpaid the first time we present it to your bank. A returned payment
may also result in a penalty APR for Pay Over Time balances. See When the penalty APR will.apply
above.
Returned Check $38 if you use your card to cash a check at one of our approved locations and the check is returned
unpaid. We will also charge you the unpaid amount.
Account Re-opening $25, if your account is cancelled, you ask us to re-open it, and we do so.
Foreign Transaction None
About Pay Over Time Pay Over Time allows you to pay eligible charges on your Account over time, with interest.
At Account opening, the Pay Over Time feature on your Account is set to On. That means we will
automatically place eligible purchases into your Pay Over Time balance.
See More About Pay Over
Time in Part 2 of this The feature allows you to alternate between On and Off settings. When turned Off, no new charges will
Agreement for important be included in your Pay Over Time balance. You can change this setting by calling the number on the
additional information back of your Card or by managing your settings within your mobile app or online account.
about the Pay Over Time If you transfer to a new Card product with the same Account number at any time, you will remain
feature. eligible for Pay Over Time, and your current setting at the time of transfer will remain in effect on your
new Card.
Part 1, Part 2 end any supplements or amendments make up your Cardmember Agreement.
349993011748813 CMAEUAOT0000010 1122753 1122698 Page 2 of 2
FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24
NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024
FDR 1122753 °°°²8234
Cardmember Agreement: Part 2 of 2
How Your American Express Account Works
Introduction
About your Cardmember This document together with Part 1 make up When you or an Additional Cardmember, as defined
Agreement the Cardmember Agreement (Agreement) for below, use the Account (or sign or keep a card), you
the Account identified on page 1 of Part 1. Any agree to the terms of the Agreement.
supplements or amendments are also part of the
Agreement
Words we use in the We, us, and our mean the issuer shown on page to access your Account. A charge is any amount
Agreement 1 of Part 1. Except as provided below, Basic added to your Account, such as purchases and
Cardmember means the person who applied fees. A purchase is a charge for goods, services, or
for this Account or to whom we address billing person-to-person transactions. A person-to-person
statements. Company means the business for which transaction is a charge for funds sent to another
the Account is established. You and your mean the person.
Basic Cardmember and the Company. You agree, To pay by a certain date means to send your payment
jointly and severally, to be bound by the terms of this so that we receive it and credit it to your Account by
Agreement. that date (see About your payments in Part 2).
Card means any card or other device that we issue
Additional Cardmembers At your request, we may issue cards to Additional If you want to cancel an Additional Cardmember's
Cardmembers. They d a not have accounts with us .. right to use your Account (and cancel their card) you
but they can use your Account subject to the terms of must tell us.
this Agreement.
We may refer to Additional Card(s) and Additional
You are responsible for all use of the Account by Cardmember(s) as Employee Card(s) and Employee
Additional Cardmembers and anyone they allow Cardmember(s). All terms and conditions that apply to
to use the Account. You must pay for all charges Additional Cards also apply to Employee Cards.
they make. You must share this agreement with a(I If an Annual Membership fee applies for an Additional
Additional Cardmembers.
Card, please refer to the refund policy disclosed
You must tell Additional Cardmembers that: in the Closing your Account sub-section of your
" we may obtain, provide and use information about Cardmember Agreement. If a single Annual
them.
Membership fee applies for a group of Additional
" their use of the Account is subject to this Cards on your Account, this policy will apply when
Agreement. you cancel the Additional Card on which the fee was
You authorize us to give Additional Cardmembers assessed. If an Annual Membership fee applies to
information about the Account and to discuss it with Additional Cards on your Account, it is shown on page
them. 2 of Part 1 of the Cardmember Agreement.
Replacement Basic You must tell us if the Basic Cardmember is no longer obligations and liabilities of the Basic Cardmember
Cardmember an employee or officer of the Company or does not under this Agreement, as of the date that such person
want to be the Basic Cardmember. In that case, you replaces the Basic Cardmember. That person is
must either close the Account, or propose another subject to our approval.
person to replace the Basic Cardrnember. You agree that the Basic Cardmember remains the
If you propose another person to replace the Basic Basic Cardmember until we approve a replacement or
Cardmemiier, that person must agree to assume the the Account is closed.
About using your card
Using the card You may use the card to make purchases. You may parties to store your card number and expiratior' date,
also use the card at an ATM to get cash from a so that, for example:
checking account you designate. " the merchant may charge your account at regular
Each Cardmember acknowledges and agrees that inteNa
cards are intended to be used for the Company's sy ake charges using that stored card
information.
commercial or business purposes.
We may (but are not required to) tell these merchants
We decide whether to approve a charge, including and third parties if your expiration date or card number
cash advances subject to I.imits on Cash Advances changes or if your account status is updated, including
and person-to-person transactions subject to Limits if your account is cancelled. If you do not want us
on person-to-person transactions below, based on to share your updated account information, please
how you spend and pay on this Account and other contact us using the number on the back of your card.
accounts you have with us and our Affiliates. We
Keep your card safe and don't let anyone else use it.
also consider your credit history and your personal
If your card is lost or stolen or your Account is being
resources that we know about.
used without your permission, contact us right away.
You may arrange for certain merchants and third You may not use your Account for illegal activities.
Limits on person-to-person Your person-to-person transactions may not exceed You agree to manage your Account so that the total
transactions the following limits within any 30-day period: of your person-to-persort transactions in any 30-day
Card® Period do not exceed the limit on person-to-person
Plum $2,000
Green Card $2,000 transactions.
Gold Card $2,000 We may not approve a person-to-person transaction if
Exec. Bus. Card $2,000 it would cause your Account to exceed the applicable
Card® person-to-person transaction timit.
Platinum $4,000
Centurion®
Card $5,000
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NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024
Promise to pay You promise to pay all charges, including:
" charges you make, even if you do not present your card or sign for the transaction,
" charges that other people make, whether or not you or an Additional Cardmember intend to let them use the
Account, subject to applicable law, and
" charges that Additional Cardmembers make or permit others to make.
Declined transactions We may decline to autnorize a charge. Reasons We are not responsible for any losses you incur if we
we may do this include suspected fraud and our do not authorize a charge. And we are not responsible
assessment of your creditworthiness. This may occur if any merchant refuses to accept the card.
even if your Account is not in default.
More about Pay Over Time Pay Over Time enables you to pay eligible purchases over time, with interest. Certain charges are not eligible
for Pay Over Time, such as cash and similar transactions. We may change which charges are eligible to be
placed into your Pay Over Time balance.
On each statement, your Account Summary will show your Pay Over Time New Balance, which is the amount
that is eligible to be paid over time (see When you must pay in Part 2).
We apply charges to your Pay Over Time balance in accordance with the On/Off setting in effect at 8 p.m.
Eastem Time on the transaction date provided by the merchant. The transaction date provided by the merchant
may differ from the date you made the charge if, for example, there is a delay in the merchant submitting the
transaction to us or if the merchant uses the shipping date as the transaction date.
We assign a Pay Over Time Limit to your Account. We will not place any charge into your Pay Over Time
balance if it would cause your Pay Over Time balance to go over your Pay Over Time Limit. Your Pay Over
Time Limit is shown on page 1 of Part 1 and on each statement We may increase or reduce your Pay Over
Time Limit. We may do so even if you pay on time and your Account is not in default. We will tell you if we
change that amount. You must pay in full all charges that are not placed into a Pay Over Time balance.
About your payments
When you must pay You must pay the Amount Due no later than the receive it in such time and manner by the Payment
Payment Due Date shown on your statement to Due Date shown on your statement.
avoid a late payment fee. If a statement includes
a Pay Over Time balance, it will show a Minimum Each statement also shows a Closing Date. The
Payment Due. In this case, you must pay at least the Closing Date is the last day of the billing period
Minimum Payment Due by the Payment Due Date. covered by the statement. Each Closing Date is about
Each statement also states the time and manner 30 days after the previous statement's Closing Date.
by which you must make your payment for it to be
credited as of the same day it is received. For your
payment to be considered on time, we must
How to make payments Make payments to us in U.S. dollars with: the billing statement. If we receive it after that time, we
" a single check drawn on a U.S. bank, or will credit the payment on the day after we receive it.
" a single negotiable instrument clearable through
If your payment does not meet the above
the U.S. banking system, for example a money
requirements, there may be a delay in crediting the
" an electronic payment that can be cleared Account. This may result in late fees and additional
through the U.S. banking system. interest charges (see How Rates and Fees Work on
page 2 of Part 1).
When making a payment by mail:
" make a separate payment for each Account, We will not accept a payment made in a foreign
" mail your payment to the address shown on the currency or a payment drawn on an account at a bank
payment coupon on the billing statement, and located outside of the U.S.
" write the Account number on your check or
negotiable instrument and include the payment If we process a late payment, a partial payment, or a
coupon. payment marked with any restrictive language, that will
have no effect on our rights and will not change this
If your payment meets the above requirements, we
Agreement.
will credit it to the Account as of the day we receive
it, as long as we receive it by the time disclosed in
How we apply payments and If a statement includes a Pay Over Time balance, it will show a Minimum Payment Due. The Minimum Payment
credits Due is the Pay In Full New Balance plus the Pay Over Time Minimum Due.
If you have a Pay Over Time balance, we generally apply payments-up to the Minimum Payment Due-first to
the Pay Over Time Minimum Due and then to the Pay In Full New Balance. When applying a payment to the
Pay Over Time Minimum Due, we apply it first to the balance with the lowest interest rate and then to balances
with higher interest rates.
After the Minimum Payment Due has been paid, we apply payments to the remaining Pay Over Time balance.
When we do this, we apply payments first to the balance with the highest interest rate and then to balances
with lower interest rates.
In most cases, we apply a credit to the same balance as the related charge. We may apply payments and
credits within balances, and among balances with the same interest rate, in any order we choose.
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NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024
About your Minimum Payment Due
How we calculate Your The Minimum Payment Due is the Pay in Full New Balance plus any Pay Over Time Minimum Due. To
Minimum Payment Due calculate the Pay Over Time Minimum Due for each statement, we take the higher of (1) or (2) below, then we
round that number to the nearest dollar and add any Pay Over Time amount past due:
(1) $35, or a Ogeg7e
(2) The amount calculated using the following 9
-
''. steps;
I. Subtract the interest charged on the :
statement from the Pay Over Time New
Balance. This gives you a Modified Pay
Over Time Balance. 9
II. Add the following together
" 1% of the portion of the Modified Pay
Over Time E'alance less than or equal to $23Ö 0M
$25,000 and
" 5% of the portion of the Modified Pay
Over Time Balance greater than $25,000
and less than or equal to $75,000 and M
" 10% of the portion of the Modified Pay 0
Over Time Balance greater than $75,000
and less than or equal to $100,000 and
" 35% of the portion of the Modified
Pay Over Time Balance greater than
Ill. Div de ti e sum from step II by the Modified
Pay Over Time Balance and round to four
decimals (ex 0.1234)
IV. Multiply the result from step Ill and the
Modified Pay Over Time Balance.
V. Add the interest charged on the statement
to the result from step IV.
Your Pay Over Time Minimum Payment Due will not
exceed your Pay Over Time New Balance. You may
pay more than the Minimum Payment Due, up to
,, . your entire outstanding balance, at any time.
About interest charges on Pay Over Time balances
When we charge interest We charge interest on transactions placed in the Pay Over Time Balance beginning on their transaction date
until they are paid. However, we will not charge interest on these transactions during a billing period if:
" your Pay Over Time Previous Balance for the billing period is zero; or
" you paid the Account Total Previous Balance for each of the previous two billing periods in full by the
Payment Due Date shown on their respective statements.
How we calculate interest We calculate interest for a billing period by first calculating intebst on each Pay Over Eme balance. Pay Over
Time balances may have different interest rates.
We use the Average Daily Balance method Daily Balance
(including new transactions) to calculate interest For each day a DPR is in effect, we calculate the delly
charges for each balance. The total interest charged balance for each balance by:
for a billing period is the sum of the interest charged " taking the beginning balance for the day,
on each balance. " adding any new charges,
Interest " subtracting any payments or credits; and
The interest charged for a balance in a billing period, " making any appropriate adjustments.
except for variations caused by rounding, equals: We add a new charge to a daily balance as of its
" Average Daily Balance (ADB) x transaction date.
" Daily Periodic Rate (DPR) x Beginning balance
" number of days the DPR was in effect. For the first day of a billing period, the beginning
ADB balance is the ending balance for the prior billing
To get the ADB for a balance, we add up its daily period, including unpaid interest. For the rest of the
balances. Then we divide the result by the number billing period, the beginning balance is the previous
of days the DPR for that balance was in effect. If the day's daily balance plus an amount of interest equal
daily balance is negative, we treat it as zero. to the previous day's daily balance multiplied by the
DPR for that balance. This method of calculating the
DPR
A DPR is 1/365th of an APR, rounded to one beginning balance results in daily compounding of
interest.
tenthousandth of a percentage point. Your DPRs
When an interest rate changes, the new DPR may
are shown in How Rates, Fees and PayŒver Time
Work on page 2 of Part 1. come into effect during-not just at the beginning of-
the billing period. When this happens, we will create a
Mi2ilillij PNgW new balance and apply the new DPR to it. To get the
are , beginning balance on the first day for this new balance,
we multiply the previous day's daily balance by the old
DPR and add the result to that day's daily balance.
Other methods
To calculate the ADB and interest charges, we may
si ÈiiS use other formulas or methods that produce equivalent
results. Also, we may choose not to charge interest on
certain types of charges.
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NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024
Determining the Prime Rate We use the Prime Rate from the rates section of The Wall Street Joumal. The Prime Rate for each billing
period is the Prime Rate published in The Wall Street Joumalon the Closing Date of the billing period.
The Wall Street Joumal may not publish the Prime Rate on that day. If it does not, we will use the Prime Rate
from the previous day it was published. It The Wall Street Joumal is no longer published, we may use the
Prime Rate from any other newspaper of general circulation in New York, New York. Or we may choose to use
a similar pubilshed rate.
If the Prime Rate increases, variable APRs (and corresponding DPRs) will increase. In that case, you may pay
more interest and may have a higher Minimum Payment Due. When the Prime Rate changes, the resulting
changes to variable APRs take effect as of the first day of the billing period.
Other important information
Changing the Agreement We may change the terms of, or add new terms to, This written Agreement is a final expression of the
this Agreement. We may apply any changed or new agreement goveming the Account. The written
terms to any existing and future balances on the Agreement may not be contradicted by any alleged oral
Account, subject to applicable law. agreement.
Converting charges made in a If you make a charge in a foreign currency, AE Exposure Management Ltd. ("AEEML") will convert it into
foreign currency U.S. dollars on the date we or our agents process it, so that we bill you for the charge in U.S. dollars based
upon this conversion. Unless a particular rate is required by law, AEEML will choose a conversion rate that is
acceptable to us for that date. The rate AEEML uses is no more than the highest official rate published by a
govemment agency or the highest interbank rate AEEML identifies from customary banking sources on the
conversion date or the orlor business day. This rate may differ from rates that are in effect on the date of your
charge. We will bill charges converted by establishments (suchtas airlines) at the rates they use.
Changing your billing address You must notify us immediately if you change the:
" mailing address, email address, telephone numbers, or fax numbers that we use to send you billing
statements, notices or other communications.
" legal entity of the Company.
" tax identification number.
Closing your Account You may instruct us to close the Account by calling Date of the billing statement on which that fee appears.
us or writing to us. The Basic Cardmember agrees For cancellations after this 30 day period, the Annual
to inform the Company prior to instructing us to do Membership fee is non-refundable. If an Annual
so. Membership fee applies to your Account, it is shown
The Basic Cardmember and the Company remain on page 1 and page 2 of Part 1 of the Cardmember
Agreement.
jointly and severally Ilable for all Charges made on
the Account. If your billing address is in the Commonwealth of
If an Annual Membership fee applies, we will refund Massachusetts at the time you close your account, this
this fee if you notify us that you are voluntarily policy will not apply to you.
closing your Account within 30 days of the Closing
Cancelling or suspending your We may: We may do any of these things at our discretion, even
Account " cancel your Account, if you pay on time and your Account is not in default.
" can or us ny featu o our Account,
rds
and
" notify merchants that your Account has been We may agree to reinstate your Account after
Preview
FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24 NYSCEF DOC. NO. 2 Cardmember Agreement: Part 1 of 2 As of: 07/20/2022 RECEIVED NYSCEF: 02/21/2024 Business Platinum Card® Company Name:SARATOGA RAIL FENCE Cardmember Name: ALAN LIVINGSTON Account Ending 000 In:Ï Pay Over Time Limit: $10,000 Rates and Fees Table Issuer: American Express National Bank 0.00°/o introductory APR through your billing period that ends in August, 2023. After that, APR) or Pay veÎ TRate, Feature your APR will be 23.74% (Prime Rate + 18.99%). This APR will vary with the market based on the Prime Rate. Penalty APR and When it 29.99% (Prime Rate + 25.99%) Applies This APR will vary with the market based on the Prime Rate. This APR will apply to your account if: 1) you make a payment that is returned; 2) do not pay at least the Minimum Payment Due by the Closing Date of the billing period in which it is due 2 times in 12 billing periods; or 3) have any minimum amount due remaining unpaid for 2 billing periods in a row. How Long Will the Penalty APR Apply? If the penalty APR is applied for any of these reasons, it will apply, subject to applicable law, for at least 12 billing periods in a row. In addition, the penalty APR will continue to apply until after you have made timely payments with no returned payments for 12 billing periods in a row. How to Avoid Paying Your due date is at least 25 days after the close of each billing period. For transactions Interest added automatically to a Pay Over Time balance, we will charge interest beginning on the date of each transaction. We will not charge you interest if you pay your entire balance by the due date each month. Annual Membership Fee $695 Transaction Fees " Foreign Transaction None Penalty Fees " Late Payment $39 or 2.99% of any past due Pay In Full amount, whichever is greater. " Returned Payment $39. How we calculate interest: We use the Average Daily Balance method (including new transactions). See the How we calculate interest section in Part 2. Loss of Introductory APR: If a penalty APR applies to your account for any reason we will end any introductory APRs and a penalty APR will apply to your Account. 349993011748813 CMAEUAOT0000010 1122753 1122698 Page 1 of 2 FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24 How NYSCEF DOC. NO. and Rates 2 Fees Work RECEIVED NYSCEF: 02/21/2024 Calculating The Annual Percentage Rate ( APR) for variable rates is determined by adding an amount ( margin) to APRs and DPRs the Prime Rate (see Determining the Prime Rate in Part 2). The Daily Periodic Rate ( DPR) is 1/365th of the APR, rounded to one ten-thousandth of a percentage point. Rate Description Prime + Margin APR DPR Introductory APR n/a 0.00% 0.0000% APR Prime + 18.99% 23.74% 0.0650% Penalty APR Prime + 25.99%* 29.99% 0.0822% *The variable penalty APR will not exceed 29.99% When the penalty APR will The Penalty APR applies to Pay Over Time balances if: - you do not pay at least the Minimum Payment Due by the apply Closing Date of the billing period in which it is due 2 times in 12 billing periods, - you do not pay at least the Minimum Payment Due by the Closing Date of the billing period in which it is due and you still do not pay it by the Closing Date of the next billing period, or - your payment is returned by your bank. How long the penalty APR The penalty APR will apply until after you have made timely payments with no returned payments for will apply 12 billing periods in a row. Annual Membership This fee is on the Rates and Fees Table on page 1 of Part 1. We will charge $350 for each additional Business Platinum Card, $200 for each additional Executive Business Card, and $45 for each additional Business Gold Rewards Card. Late Payment If we do not receive the Amount Due (Minimum Payment Due if you have a Pay Over Time balance) by its Payment Due Date, the fee is $39. For each following Payment Due Date that an amount past due remains unpaid, we may charge a fee of the greater of $39 or 2.99% of any past due Pay In Full amounts. Your late fee will not exceed the Amount Due. Paying late may also result in a penalty APR. See When the penalty APR will apply above. Returned Payment $39 if your payment is returned unpaid the first time we present it to your bank. A returned payment may also result in a penalty APR for Pay Over Time balances. See When the penalty APR will.apply above. Returned Check $38 if you use your card to cash a check at one of our approved locations and the check is returned unpaid. We will also charge you the unpaid amount. Account Re-opening $25, if your account is cancelled, you ask us to re-open it, and we do so. Foreign Transaction None About Pay Over Time Pay Over Time allows you to pay eligible charges on your Account over time, with interest. At Account opening, the Pay Over Time feature on your Account is set to On. That means we will automatically place eligible purchases into your Pay Over Time balance. See More About Pay Over Time in Part 2 of this The feature allows you to alternate between On and Off settings. When turned Off, no new charges will Agreement for important be included in your Pay Over Time balance. You can change this setting by calling the number on the additional information back of your Card or by managing your settings within your mobile app or online account. about the Pay Over Time If you transfer to a new Card product with the same Account number at any time, you will remain feature. eligible for Pay Over Time, and your current setting at the time of transfer will remain in effect on your new Card. Part 1, Part 2 end any supplements or amendments make up your Cardmember Agreement. 349993011748813 CMAEUAOT0000010 1122753 1122698 Page 2 of 2 FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024 FDR 1122753 °°°²8234 Cardmember Agreement: Part 2 of 2 How Your American Express Account Works Introduction About your Cardmember This document together with Part 1 make up When you or an Additional Cardmember, as defined Agreement the Cardmember Agreement (Agreement) for below, use the Account (or sign or keep a card), you the Account identified on page 1 of Part 1. Any agree to the terms of the Agreement. supplements or amendments are also part of the Agreement Words we use in the We, us, and our mean the issuer shown on page to access your Account. A charge is any amount Agreement 1 of Part 1. Except as provided below, Basic added to your Account, such as purchases and Cardmember means the person who applied fees. A purchase is a charge for goods, services, or for this Account or to whom we address billing person-to-person transactions. A person-to-person statements. Company means the business for which transaction is a charge for funds sent to another the Account is established. You and your mean the person. Basic Cardmember and the Company. You agree, To pay by a certain date means to send your payment jointly and severally, to be bound by the terms of this so that we receive it and credit it to your Account by Agreement. that date (see About your payments in Part 2). Card means any card or other device that we issue Additional Cardmembers At your request, we may issue cards to Additional If you want to cancel an Additional Cardmember's Cardmembers. They d a not have accounts with us .. right to use your Account (and cancel their card) you but they can use your Account subject to the terms of must tell us. this Agreement. We may refer to Additional Card(s) and Additional You are responsible for all use of the Account by Cardmember(s) as Employee Card(s) and Employee Additional Cardmembers and anyone they allow Cardmember(s). All terms and conditions that apply to to use the Account. You must pay for all charges Additional Cards also apply to Employee Cards. they make. You must share this agreement with a(I If an Annual Membership fee applies for an Additional Additional Cardmembers. Card, please refer to the refund policy disclosed You must tell Additional Cardmembers that: in the Closing your Account sub-section of your " we may obtain, provide and use information about Cardmember Agreement. If a single Annual them. Membership fee applies for a group of Additional " their use of the Account is subject to this Cards on your Account, this policy will apply when Agreement. you cancel the Additional Card on which the fee was You authorize us to give Additional Cardmembers assessed. If an Annual Membership fee applies to information about the Account and to discuss it with Additional Cards on your Account, it is shown on page them. 2 of Part 1 of the Cardmember Agreement. Replacement Basic You must tell us if the Basic Cardmember is no longer obligations and liabilities of the Basic Cardmember Cardmember an employee or officer of the Company or does not under this Agreement, as of the date that such person want to be the Basic Cardmember. In that case, you replaces the Basic Cardmember. That person is must either close the Account, or propose another subject to our approval. person to replace the Basic Cardrnember. You agree that the Basic Cardmember remains the If you propose another person to replace the Basic Basic Cardmember until we approve a replacement or Cardmemiier, that person must agree to assume the the Account is closed. About using your card Using the card You may use the card to make purchases. You may parties to store your card number and expiratior' date, also use the card at an ATM to get cash from a so that, for example: checking account you designate. " the merchant may charge your account at regular Each Cardmember acknowledges and agrees that inteNa cards are intended to be used for the Company's sy ake charges using that stored card information. commercial or business purposes. We may (but are not required to) tell these merchants We decide whether to approve a charge, including and third parties if your expiration date or card number cash advances subject to I.imits on Cash Advances changes or if your account status is updated, including and person-to-person transactions subject to Limits if your account is cancelled. If you do not want us on person-to-person transactions below, based on to share your updated account information, please how you spend and pay on this Account and other contact us using the number on the back of your card. accounts you have with us and our Affiliates. We Keep your card safe and don't let anyone else use it. also consider your credit history and your personal If your card is lost or stolen or your Account is being resources that we know about. used without your permission, contact us right away. You may arrange for certain merchants and third You may not use your Account for illegal activities. Limits on person-to-person Your person-to-person transactions may not exceed You agree to manage your Account so that the total transactions the following limits within any 30-day period: of your person-to-persort transactions in any 30-day Card® Period do not exceed the limit on person-to-person Plum $2,000 Green Card $2,000 transactions. Gold Card $2,000 We may not approve a person-to-person transaction if Exec. Bus. Card $2,000 it would cause your Account to exceed the applicable Card® person-to-person transaction timit. Platinum $4,000 Centurion® Card $5,000 Version 1122753 Page 1 of 10 FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024 Promise to pay You promise to pay all charges, including: " charges you make, even if you do not present your card or sign for the transaction, " charges that other people make, whether or not you or an Additional Cardmember intend to let them use the Account, subject to applicable law, and " charges that Additional Cardmembers make or permit others to make. Declined transactions We may decline to autnorize a charge. Reasons We are not responsible for any losses you incur if we we may do this include suspected fraud and our do not authorize a charge. And we are not responsible assessment of your creditworthiness. This may occur if any merchant refuses to accept the card. even if your Account is not in default. More about Pay Over Time Pay Over Time enables you to pay eligible purchases over time, with interest. Certain charges are not eligible for Pay Over Time, such as cash and similar transactions. We may change which charges are eligible to be placed into your Pay Over Time balance. On each statement, your Account Summary will show your Pay Over Time New Balance, which is the amount that is eligible to be paid over time (see When you must pay in Part 2). We apply charges to your Pay Over Time balance in accordance with the On/Off setting in effect at 8 p.m. Eastem Time on the transaction date provided by the merchant. The transaction date provided by the merchant may differ from the date you made the charge if, for example, there is a delay in the merchant submitting the transaction to us or if the merchant uses the shipping date as the transaction date. We assign a Pay Over Time Limit to your Account. We will not place any charge into your Pay Over Time balance if it would cause your Pay Over Time balance to go over your Pay Over Time Limit. Your Pay Over Time Limit is shown on page 1 of Part 1 and on each statement We may increase or reduce your Pay Over Time Limit. We may do so even if you pay on time and your Account is not in default. We will tell you if we change that amount. You must pay in full all charges that are not placed into a Pay Over Time balance. About your payments When you must pay You must pay the Amount Due no later than the receive it in such time and manner by the Payment Payment Due Date shown on your statement to Due Date shown on your statement. avoid a late payment fee. If a statement includes a Pay Over Time balance, it will show a Minimum Each statement also shows a Closing Date. The Payment Due. In this case, you must pay at least the Closing Date is the last day of the billing period Minimum Payment Due by the Payment Due Date. covered by the statement. Each Closing Date is about Each statement also states the time and manner 30 days after the previous statement's Closing Date. by which you must make your payment for it to be credited as of the same day it is received. For your payment to be considered on time, we must How to make payments Make payments to us in U.S. dollars with: the billing statement. If we receive it after that time, we " a single check drawn on a U.S. bank, or will credit the payment on the day after we receive it. " a single negotiable instrument clearable through If your payment does not meet the above the U.S. banking system, for example a money requirements, there may be a delay in crediting the " an electronic payment that can be cleared Account. This may result in late fees and additional through the U.S. banking system. interest charges (see How Rates and Fees Work on page 2 of Part 1). When making a payment by mail: " make a separate payment for each Account, We will not accept a payment made in a foreign " mail your payment to the address shown on the currency or a payment drawn on an account at a bank payment coupon on the billing statement, and located outside of the U.S. " write the Account number on your check or negotiable instrument and include the payment If we process a late payment, a partial payment, or a coupon. payment marked with any restrictive language, that will have no effect on our rights and will not change this If your payment meets the above requirements, we Agreement. will credit it to the Account as of the day we receive it, as long as we receive it by the time disclosed in How we apply payments and If a statement includes a Pay Over Time balance, it will show a Minimum Payment Due. The Minimum Payment credits Due is the Pay In Full New Balance plus the Pay Over Time Minimum Due. If you have a Pay Over Time balance, we generally apply payments-up to the Minimum Payment Due-first to the Pay Over Time Minimum Due and then to the Pay In Full New Balance. When applying a payment to the Pay Over Time Minimum Due, we apply it first to the balance with the lowest interest rate and then to balances with higher interest rates. After the Minimum Payment Due has been paid, we apply payments to the remaining Pay Over Time balance. When we do this, we apply payments first to the balance with the highest interest rate and then to balances with lower interest rates. In most cases, we apply a credit to the same balance as the related charge. We may apply payments and credits within balances, and among balances with the same interest rate, in any order we choose. Version 1122753 Page 2 of 10 FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024 About your Minimum Payment Due How we calculate Your The Minimum Payment Due is the Pay in Full New Balance plus any Pay Over Time Minimum Due. To Minimum Payment Due calculate the Pay Over Time Minimum Due for each statement, we take the higher of (1) or (2) below, then we round that number to the nearest dollar and add any Pay Over Time amount past due: (1) $35, or a Ogeg7e (2) The amount calculated using the following 9 - ''. steps; I. Subtract the interest charged on the : statement from the Pay Over Time New Balance. This gives you a Modified Pay Over Time Balance. 9 II. Add the following together " 1% of the portion of the Modified Pay Over Time E'alance less than or equal to $23Ö 0M $25,000 and " 5% of the portion of the Modified Pay Over Time Balance greater than $25,000 and less than or equal to $75,000 and M " 10% of the portion of the Modified Pay 0 Over Time Balance greater than $75,000 and less than or equal to $100,000 and " 35% of the portion of the Modified Pay Over Time Balance greater than Ill. Div de ti e sum from step II by the Modified Pay Over Time Balance and round to four decimals (ex 0.1234) IV. Multiply the result from step Ill and the Modified Pay Over Time Balance. V. Add the interest charged on the statement to the result from step IV. Your Pay Over Time Minimum Payment Due will not exceed your Pay Over Time New Balance. You may pay more than the Minimum Payment Due, up to ,, . your entire outstanding balance, at any time. About interest charges on Pay Over Time balances When we charge interest We charge interest on transactions placed in the Pay Over Time Balance beginning on their transaction date until they are paid. However, we will not charge interest on these transactions during a billing period if: " your Pay Over Time Previous Balance for the billing period is zero; or " you paid the Account Total Previous Balance for each of the previous two billing periods in full by the Payment Due Date shown on their respective statements. How we calculate interest We calculate interest for a billing period by first calculating intebst on each Pay Over Eme balance. Pay Over Time balances may have different interest rates. We use the Average Daily Balance method Daily Balance (including new transactions) to calculate interest For each day a DPR is in effect, we calculate the delly charges for each balance. The total interest charged balance for each balance by: for a billing period is the sum of the interest charged " taking the beginning balance for the day, on each balance. " adding any new charges, Interest " subtracting any payments or credits; and The interest charged for a balance in a billing period, " making any appropriate adjustments. except for variations caused by rounding, equals: We add a new charge to a daily balance as of its " Average Daily Balance (ADB) x transaction date. " Daily Periodic Rate (DPR) x Beginning balance " number of days the DPR was in effect. For the first day of a billing period, the beginning ADB balance is the ending balance for the prior billing To get the ADB for a balance, we add up its daily period, including unpaid interest. For the rest of the balances. Then we divide the result by the number billing period, the beginning balance is the previous of days the DPR for that balance was in effect. If the day's daily balance plus an amount of interest equal daily balance is negative, we treat it as zero. to the previous day's daily balance multiplied by the DPR for that balance. This method of calculating the DPR A DPR is 1/365th of an APR, rounded to one beginning balance results in daily compounding of interest. tenthousandth of a percentage point. Your DPRs When an interest rate changes, the new DPR may are shown in How Rates, Fees and PayŒver Time Work on page 2 of Part 1. come into effect during-not just at the beginning of- the billing period. When this happens, we will create a Mi2ilillij PNgW new balance and apply the new DPR to it. To get the are , beginning balance on the first day for this new balance, we multiply the previous day's daily balance by the old DPR and add the result to that day's daily balance. Other methods To calculate the ADB and interest charges, we may si ÈiiS use other formulas or methods that produce equivalent results. Also, we may choose not to charge interest on certain types of charges. Version 1122753 Page 3 of 10 FILED: ALBANY COUNTY CLERK 02/21/2024 10:30 AM INDEX NO. 901867-24 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 02/21/2024 Determining the Prime Rate We use the Prime Rate from the rates section of The Wall Street Joumal. The Prime Rate for each billing period is the Prime Rate published in The Wall Street Joumalon the Closing Date of the billing period. The Wall Street Joumal may not publish the Prime Rate on that day. If it does not, we will use the Prime Rate from the previous day it was published. It The Wall Street Joumal is no longer published, we may use the Prime Rate from any other newspaper of general circulation in New York, New York. Or we may choose to use a similar pubilshed rate. If the Prime Rate increases, variable APRs (and corresponding DPRs) will increase. In that case, you may pay more interest and may have a higher Minimum Payment Due. When the Prime Rate changes, the resulting changes to variable APRs take effect as of the first day of the billing period. Other important information Changing the Agreement We may change the terms of, or add new terms to, This written Agreement is a final expression of the this Agreement. We may apply any changed or new agreement goveming the Account. The written terms to any existing and future balances on the Agreement may not be contradicted by any alleged oral Account, subject to applicable law. agreement. Converting charges made in a If you make a charge in a foreign currency, AE Exposure Management Ltd. ("AEEML") will convert it into foreign currency U.S. dollars on the date we or our agents process it, so that we bill you for the charge in U.S. dollars based upon this conversion. Unless a particular rate is required by law, AEEML will choose a conversion rate that is acceptable to us for that date. The rate AEEML uses is no more than the highest official rate published by a govemment agency or the highest interbank rate AEEML identifies from customary banking sources on the conversion date or the orlor business day. This rate may differ from rates that are in effect on the date of your charge. We will bill charges converted by establishments (suchtas airlines) at the rates they use. Changing your billing address You must notify us immediately if you change the: " mailing address, email address, telephone numbers, or fax numbers that we use to send you billing statements, notices or other communications. " legal entity of the Company. " tax identification number. Closing your Account You may instruct us to close the Account by calling Date of the billing statement on which that fee appears. us or writing to us. The Basic Cardmember agrees For cancellations after this 30 day period, the Annual to inform the Company prior to instructing us to do Membership fee is non-refundable. If an Annual so. Membership fee applies to your Account, it is shown The Basic Cardmember and the Company remain on page 1 and page 2 of Part 1 of the Cardmember Agreement. jointly and severally Ilable for all Charges made on the Account. If your billing address is in the Commonwealth of If an Annual Membership fee applies, we will refund Massachusetts at the time you close your account, this this fee if you notify us that you are voluntarily policy will not apply to you. closing your Account within 30 days of the Closing Cancelling or suspending your We may: We may do any of these things at our discretion, even Account " cancel your Account, if you pay on time and your Account is not in default. " can or us ny featu o our Account, rds and " notify merchants that your Account has been We may agree to reinstate your Account after