CIB Bank Ltd. General Business Regulations (hereinafter Business Regulations )

Transcription

1 CIB Bank Ltd. General Business Regulations (hereinafter Business Regulations ) 1

2 I. GENERAL PROVISIONS OF THE BUSINESS REGULATIONS 1. Introductory provisions 1.1. The General Business Regulations (hereinafter: Business Regulation) contains the general terms and conditions of the legal transactions concluded between the CIB Bank Ltd. (seat: 1027 Budapest, Medve u , founded on 9 November 1979, registered under company registration number by ruling /1 of the Municipal Court of Budapest acting in its capacity as company court, operating permit 957/1997/F issued by the Hungarian Supervisory Authority for Money and Capital Markets on 27 November 1997 (hereinafter: Bank) and its Clients, which shall be binding upon both the Bank and the Client without a separate stipulation to this effect, unless otherwise provided by specific contracts or special business regulations ([*]) applicable to the various types of credit-institution transaction. The general provisions of these Business Regulations shall prevail in those issues with respect to which the special business regulations applicable to the individual types of credit-institution transaction or in the absence of these the special provisions of these Business Regulations pertaining to the given activity do not establish rules different from these Issues not regulated by the contract concluded between the Bank and the Client shall be primarily governed by the business regulations applicable to the individuals types of credit-institution transaction, or, in the absence of any relevant provisions thereof, the present Business Regulations, whereas issues not regulated herein shall be governed by the latest effective statutory regulations. At the same time, with respect to certain banking transactions particularly commissions related to foreign trade the appropriately published international contracts and regulations (practices) shall apply The Business Regulations are public and available to any person in the Bank's premises open to Clients and on the website. At the Client s request, the Bank shall make available the Business Regulations free of charge The List of Conditions constitutes an inseparable part of these Business Regulations The Bank reserves the right to unilaterally supplement the Business Regulations and the List of Conditions whenever a new service is introduced. Such supplements and amendments shall, as of the time of their entering into effect, also apply to any existing contracts If any provision, or a part thereof, of any contract concluded between the Bank and the Client loses effect or becomes unenforceable, this shall not affect or impair the other provisions herein. In such case, the Bank and the Client shall replace the void or inoperative provision with a valid and enforceable provision that is the closest to the spirit and business objectives of the provision to be replaced As of 1 January 2008, after the merger of CIB Bank Ltd. and Inter-Európa Bank Ltd., the scope of these Business Regulations shall also include the regulations of the legal predecessor Inter-Európa Bank Ltd. entitled General Credit and Risk Assumption Contracting Terms for Private Person Clients and General Credit and Risk Assumption Contracting Terms for Business and Other Organisations replacing the previous regulations entitled Credit and Risk Assumption Business Regulations for Private Person Clients and Credit and Risk Assumption Business Regulations for Business and Other Organisations. 2

3 1.8. As of 1 January 2008, due to the merger of CIB Bank Ltd. and Inter-Európa Bank Ltd., the General Business Regulations of Inter-Európa Bank Ltd. shall lose their effect and shall be replaced by the General Business Regulations of CIB Bank Ltd As of 30 June 2009, the General Terms of Contract pertaining to bank accounts kept for non-residents shall lose effect and shall be replaced by the General Business Regulations of CIB Bank Ltd. Wherever a reference is made to the General Terms of Contract pertaining to bank accounts kept for non-residents, this shall hereinafter be interpreted as the General Business Regulations of CIB Bank Ltd Should an issue arise in the course of business relations that is not regulated either by these Business Regulations or by individual agreements, then the relevant provisions of the Civil Code of the Republic of Hungary or other applicable statutory regulations shall apply Whenever a credit/loan/financial lease agreement is concluded, the Bank shall examine whether the Client qualifies as a Micro-enterprise or Other Micro-enterprise. In the case of all those customers who on 1 August 2009, when Act XIII of 2009 on the amendment of certain laws affecting the supervision of the financial intermediation system enters into effect, already qualify as Clients, the Bank shall perform the classification on the basis of the latest available balance-sheet data. Definitions VAT Act means Act CXXVII of 2007 on value-added tax Transfer means the payment service performed on the basis of an instruction of the Client as paying party in the course of which the Payment Account of the Client, as paying party, is debited in favour of the beneficiary, as well as official transfers and transfers performed on the basis of a transfer ruling Signature Card means the standard document used by the Bank, completed simultaneously with the signing of the individual contract concluded between the Client and the Bank, containing the specimen signatures of those vested with disposal rights under the contract and constituting an inseparable part of the Framework Agreement Banking Hours means the schedule, determined by the Bank, for the acceptance and execution of payment orders Banking Day means a day on which the Bank, according to its latest effective opening hours, conducts business activity, that is, on which the Bank is open for the execution of payment operations Banking Holiday" means a day on which the Bank does not conduct business activity Bank Account means the account opened by the Bank in the Client s name for the purpose of executing payment operations, and includes the cash-flow account Bank Account Statement means the retrospective information that, based on an instruction enshrined in the framework agreement, is sent by the Bank to the Client regarding any movements on the Client's account, or, if the Client does not have an account managed by the Bank, regarding transactions executed without the use of an account, including the statement containing all the fees, costs and other payment obligations payable by the Client to the Bank in relation to the payment service Acceptance means the acceptance of a payment order: 3

4 (a) in the event of a transfer, this means the time that the Bank has received the transfer order in possession of all the data necessary for the execution of the order including, in particular, the identification data of the persons with appropriate disposal rights and the financial coverage is available, or, in the case of partial execution, the financial coverage required for the first instalment is available; (b) In case of collection: 1. if the Bank is the beneficiary s payment service provider, the time that the Bank has received the collection order in possession of all the data including the identity of the person with disposal rights and the documents necessary for it to fulfil its tasks. 2. if the Bank is the Client s payment service provider, the time that the Bank has received the collection order in possession of all the data and documents necessary for the fulfilment of its tasks. (c) In the case of cash payment 1. If cash is being paid in at the cash desk, the time that the bank has taken over the cash from the Client, in possession of all the data necessary for execution, 2. If the payment is made at an ATM suitable for making cash deposits, the time that the Bank has verified the amount deposited, which time may not come after the day of actual payment by more than three Banking Days, 3. if money is being withdrawn, the time that the Bank has received the payment order in possession of all the data necessary for effecting the payment, and sufficient funds are available for fulfilling the payment order Domestic payments : means all those Payment Operations within the framework of which the payment service providers of both the paying party and the beneficiary provide their services within the boundaries of the Republic of Hungary Submission/Receipt/Approval Paper-based: The payment order form completed by the Client in compliance with the legal regulations on payments arrives at the branch and is registered by the administrator (the registration appears on the order as an indication of the time of receipt). Via an electronic channel (InternetBank, WAP Bank, BT, MobilBank): The payment order submitted by the Client through the electronic channel, provided with a signature code and completed in compliance with the legal regulations on payments and the particularities of the electronic channels, has entered the Bank s systems. CIB24: A payment order provided by a customer who has been identified based on the Telephone Personal Identification Code, in compliance with the legal regulations on payments, is recorded by CIB Collection means the payment service performed on the basis of the beneficiary s instructions, in the course of which the Payment Account of the paying party is debited in favour of the beneficiary on the basis of the consent given by the paying party to the beneficiary, to the beneficiary's bank or to the paying party's own bank Bszt. means Act CXXXVIII of 2007 on investment enterprises and commodity exchange service providers and the rules governing the activities they may perform. 4

5 1.25. CIB Bank Group or CIB Group means the entities specified in Annex 1 to these Business Regulations Unique identifier means the Payment Account or, in the absence of such, the combination of letters, digits or symbols specified by the Bank for the Client in order to ensure clear and unambiguous identification of the beneficiary EEA state means a member state of the European Union or any other country that is party to the European Economic Area Treaty EEA currency means the legal tender of an EEA state Intra-EEA payment operation : A Payment Operation in the course of which the payment service provider of both the paying party and the beneficiary, or the only payment service provider performing the transaction, provides its payment service within the EEA, and such payment service is provided in euro or in the currency of an EEA state outside the eurozone Value Date means the day which the Bank takes into account for the purpose of calculating the interest due on an amount booked to the credit or to the debit of the Payment Account Processing : means the performance of all tasks that are necessary for the Bank to execute a payment order Paying Party means the legal entity, a) who, as the owner of the Payment Account, approves a payment order to be fulfilled from its Payment Account, or b) who, in the absence of a Payment Account, gives a payment order, or c) whose Payment Account is debited on the basis of an official transfer order or a transfer ruling Payment Operation means the performance, independently of the legal relationship between the paying party and the beneficiary, and according to a particular payment method, of an order initiated by the paying party, the party entitled to give official transfer orders or the party issuing a transfer ruling, Payment Account means the account opened in the name of the Bank s Client for the purpose of executing payment transactions specified by the relevant legal regulations and these Business Regulations, including the bank account, the current account, the cash-flow account, the restricted purpose account and the credit card account Authentication means a procedure which enables the Bank to check the usage of a cash-substitute payment instrument, as well as verify its personal security elements Hpt. means Act CXII 1996 on credit institutions and financial enterprises Written Form means any modification of the Framework Agreement made in writing, including any limit modifications implemented through a landline telephone, with the proviso that the limit modifications implemented by telephone at any party's request shall be confirmed by the parties at any time subsequently. 5

6 1.38. Language of communication : the language of the bank service contract constituting a part of the Framework Agreement Beneficiary means the legal entity who is the beneficiary of the money that is the subject-matter of the payment operation Framework Agreement means the contract comprising the service contract, the authorisation contract (if necessary), the users annexes to the authorisation contract (if necessary), the Business Regulations, the Lists of Conditions, the Notices, the forms generated by the Bank, the Banking Hours and the exchange rate table, the Signature Card, the Stamp Card (if necessary) concluded between the Bank and the Client for the provision of payment services, which determines with respect to a specific period the essential terms and conditions of the payment orders and payment transactions based on the framework agreement, including the opening of the Payment Account KHR means the central credit information system recognised by the Hungarian Financial Supervisory Authority List of Conditions means the conditions of the non-individual transactions concluded between the Bank and the Client as determined in the lists of conditions and notices published in compliance with the relevant legal regulations and these Business Regulations Micro-enterprise : an enterprise defined in point 51 section III of annex 2 to Act CXII of 1996 on credit institutions and financial enterprises and in 2 (17) of Act LXXXV of 2009 on the provision of payment services Other Micro-enterprise : an enterprise which at the time of execution of the framework agreement for the provision of payment services or at the time of a one-off payment order has less than 10 employees in total, and in the business year preceding the conclusion of the contract had an annual revenue or balance sheet total of more than EUR 2 million but less than HUF 1 billion or an equivalent forint balance sheet total calculated at the official exchange rate published by the National Bank of Hungary (MNB) on the last day of the business year preceding the conclusion of the contract International Practices means, without limitation, the Uniform Customs and Practice for Documentary Credit, the "Uniform Rules for Collections", the "Uniform Rules for Contract Guarantees" and the "Uniform Rules for Demand Guarantees" (hereinafter together: "ICC requirements") issued and occasionally amended by the International Chamber of Commerce, 38 Cours Albert 1er, Paris; hereinafter: ICC Cash Flow Account means the Payment Account that the Account Holder opens, or has opened in the context of its business activity, based on an obligation under the law, for the purpose of receiving and initiating payments Pft. means Act LXXXV of 2009 on the provision of payment services Pmt. means Act CXXXVI of 2007 on the prevention of money laundering and terrorism financing Reference exchange rate means the latest effective exchange rate between the currencies published by the Bank or the currencies available to the public Reference interest rate means the latest effective interest rate reflecting the changes in the capital and money market interest rates, which is used as a basis for the calculation of any applicable interest rate, is calculated on the basis of the publicly announced conditions, is published regularly, is available to the public and is determined in the List of Conditions in relation to a specific payment service. 6

7 1.51. Availability means the method applied by the Bank for informing its clients, in the course of which a specific subsequent information is made available by the Bank to the Client, at the Client's request, with respect to a specific month, on one occasion, free of charge, via Internet Banking, or, if so requested by the Client via CIB24, it is sent by the Bank to the Client by mail, or it is provided to the Client by the Bank personally at the branch, at the Client's request Sztv. means Act C of Bank Statement means the subsequent information sent by the Bank to the Client on the basis of the Order issued under the Framework Agreement provided to the Client in relation to the Order fulfilled on the Client s Payment Account held with the Bank or, in the absence of such, in relation to transactions implemented without the use of a Payment Account Account Holder means a natural person or a legal entity or a company without legal entity qualifying as Micro-enterprise or Other Micro-enterprise to which the Bank provides payment services, or which has a valid bank account or a joint securities contract with the Bank, or a card-owner who has a credit card agreement with the Bank Durable Data Carrier means a device which can be used by the Client for a long-term storage of the data addressed to the Client for a period corresponding to the purpose of such data, for displaying the stored data in unchanged format and with unchanged content, that is, the information provided by the Bank to the Client in printed format and on CDs Telecommunication Device means any device suitable for making declarations by the parties in their absence for the purpose of concluding the Framework Agreement and the contract for a one-off payment order Client : A Client means any person that uses the Bank's financial and/or supplementary financial services and investment services and who is (i) of at least 18 years of age, capable of acting without restriction in his own name, an FX-Hungarian or FX-foreign natural person, (ii) an FX-Hungarian or FXforeign sole trader (if he qualifies as such pursuant to the law of his country of origin), (iii) an FX- Hungarian or FX-foreign legal entity, or company or organisation without legal personality, including the Account Holder RTGS means the real-time gross accounting system operated by MNB. 2. Public Access to the Business Regulations 2.1. These Business Regulations shall be made accessible to the public and may be viewed and consulted at the client-service premises of the Bank during advertised business hours, as well as on the Bank's website at At the Client's request, the Bank shall provide the Client with the Business Regulations free of charge. 3. Modification of the Business Regulations 3.1. A Bank shall notify the Clients qualifying as retail clients or Micro-enterprises about any unfavourable modifications in the credit/loan/financial lease agreements at least 60 days, or in the case of other Clients or contracts 15 days prior to such modification s entering into effect, by displaying the text of the modification at the branch and on its web site ( 7

8 notify its Clients about conditions related to the use of the Bank Card or other electronic means of payment at least 2 months prior to such condition s taking effect, by displaying the text of the modification at the branch and on its web site ( The Bank shall notify its Clients about any such modifications that are not unfavourable to the Clients no later than on the Banking Day prior to the day that the modification is due to go into effect, by way of displaying such modification in the branches and on its website ( The Bank shall also notify directly its Clients qualifying as retail clients and Micro-enterprises about any unfavourable changes in the Business Regulations affecting interests, charges or costs except for modifications in the interest tied to a reference interest rate and about any resulting changes in the repayment instalment. Direct notification shall mean any of the following: notification by post; sending an electronic message to the notification address provided by the Client; a recorded telephone conversation with the Client; notification via CIB24, after providing the Telephone Personal Identification Code; sending an SMS, as part of the CIB Mobile Bank or Security SMS service, to the mobile number provided by the Client; sending an SMS to the notification phone number provided by the Client; notification as part of the CIB Home Bank / CIB Business Terminal service, after identification of the Client; notification as part of the CIB Internet-based Electronic Services, after identification of the Client; notification via the ATM units operated by the Bank, after entering the PIN code of the Card Owner Account Statement 3.3. It does not qualify as a modification unfavourable to the Client, if, in the case of interest tied to a reference interest rate, a change in the extent of the interest is entailed by a change in the reference interest rate The CIB Prime Rate is the reference interest rate applied with respect to loans extended by the Bank to sole traders and companies, the extent of which is published by the Bank in the relevant List of Conditions and the Schedule of Interest Rates The Bank may unilaterally modify the percentage rate (the extent of the interests, charges and costs payable by the Client as determined in the List of Conditions, the Schedule of Interest Rates or in any other manner) under the following conditions or circumstances, in a manner that is unfavourable to Clients qualifying as retail customers and Micro-enterprises in respect of their credit/loan/financial lease agreements: an increase in the Bank s financing/refinancing costs; 8

9 an increase in the country risk reflecting the political and economic situation in Hungary; an increase in the yield on the securities issued by the Bank; an increase in the central bank base rate; an increase in the capital/money market interest rates; an increase in interbank loan interest rates; an increase in the yields on securities; an increase in the Bank s costs related to credit/operational risks, with special regard to changes in the risk/risk factors associated with retail loans; a decrease in the creditworthiness, or a detrimental change in the credit rating/liquidity, of the Client or the Co-debtor; a decrease in the value of the Collateral available for the fulfilment of the existing liability; any legislative changes or provisions issued by the central bank or others (including, without limitation, the international card companies) which cause additional costs or a decrease in revenues for the Bank; unfavourable changes in the rules on obligatory reserves; changed or cancelled state interest subsidies for housing purposes (also in respect of private persons, legal entities, business associations without legal entity, condominiums and municipalities); an increase in the Bank s obligations regarding payment of public charges; a double-digit increase in the annual consumer price index; an increase in the Bank s operating costs for reasons falling outside the Bank s sphere of interest (including primarily, though not exclusively, the rent and operation/maintenance costs of the Bank s sale points and office premises, an increase in the commissions paid to external parties in relation to the sale/intermediation of specific products and services, etc.) an increase in the fee of any cost elements directly related to the provision of specific services which is paid by the Bank to other service providers, introduction of new fee elements by the service providers, or any changes in the business regulations and the latest public notices of the service provider; an increase in the price of postal and telecommunication (telephone, internet) services, any changes in the Business Regulations and public notices of the postal or telecommunication service provider If any of the above conditions give grounds for a decrease in the interest, fee or cost elements, the Bank shall decrease such interest, fee or cost elements If a Client qualifying as a retail customer or a Micro-enterprise enters into a credit/loan/financial lease contract or any other contract, or if a Client not qualifying as a retail customer or a Micro-enterprise 9

10 enters into any kind of contract, the Bank may modify the Business Regulations with regard to interests, fees or costs or any other terms of contract in a manner unfavourable to the Client, as well as in other cases, such as: a change in any legal or administrative regulations, court decisions, provisions issued by the central bank, the supervisory authority or any other authority, or a change in the interpretation and application of such regulations, or the introduction of a new source of law resulting from EU legislation which is to be applied in Hungary with binding effect and is expected to be adopted by Hungarian law, or any changes is such sources of law; changes in the Bank s IT systems, internal processes, or procedural, operational and risk assumption regulations; introduction of new services provided to Clients, cancellation or suspension of an existing service; in the case of services provided by, or with the intermediation of, third parties, a change in the terms and conditions of the service by third parties; in the case of services provided on a refinancing basis, a modification implemented by the refinancer in the conditions of refinancing; as a consequence of a transformation under the corporate law affecting the Bank, including primarily, though not exclusively, the harmonisation of, and elimination of differences between, IT systems, records, procedural rules and processes The Client may, until such time as a unilateral modification of the Business Regulations unfavourable to the Client enters into effect, terminate its credit/loan/financial lease agreement. In this case the Bank shall not be entitled to charge a fee due to the termination If the Client raises no objections to the modification in the Business Regulations before it goes into effect, the modification shall be deemed to have been accepted by the Client A modification in the Business Regulations shall, as of its going into effect, also apply to existing contracts, provided that, in the case of Clients qualifying as retail customers or Microenterprises, an interest, fee or cost under a credit/loan/financial lease agreement is modified unilaterally, as described above. The same shall apply to the credit/loan/financial lease agreements of Clients not qualifying as retail customers or Micro-enterprises as well as to any other contracts of any Clients, in addition to those listed above, in the event of a change in any of the terms and conditions of such contracts In relation to the merger of Inter-Európa Bank Ltd. and CIB Bank Ltd., in an effort to harmonise/standardise the IT systems, records, procedural rules and processes of these two companies, the Bank may change any provisions of both these Business Regulations and the individual client contracts concluded earlier with the Client. The Bank shall modify the contracts concluded with the Client by providing the Client with a copy of the contract amendment 30 days prior to the planned day of entering into effect, both by mail and in its notice, and by making available an electronic version of the planned modifications as well. The Bank may modify the day of the planned contract modifications taking effect also after the written notice on the contract modification, and the Bank shall notify the Client about such modification separately. If the Client submits no written objections to the contract modification within 15 days from the receipt of the related written notification, the Bank shall consider that the Client 10

11 has implicitly accepted the suggested modification. If the Client rejects a contract modification, or any part thereof, suggested by the Bank, then both the Bank and the Client may terminate the legal relationship arising from that specific client contract in writing, with 30 days notice of termination, unless otherwise provided in the contract, with the proviso that until the end of the termination period the rules related to the contractual relationship established between them will not change. The Client understands that the termination of the contractual legal relationship established between the Bank and the Client shall not affect any payment or other obligations of the Client and the Bank arising from such legal relationship Special provisions applicable to unilateral modifications in the Framework Agreement concluded in respect of the Bank Account Management service are contained in Section 23 of the Business Regulations. 4. Relationship between the Client and the Bank 4.1. Client identification i. In keeping with the provisions of the Act on the Prevention and Impeding of Money Laundering and Terrorism Financing, the Bank shall, in the cases specified below, carry out a check on the identity of the Client, his authorised representative, or the person who has a right of disposal over the Client s account (verification and identification of the personal identity based on certificates): at the time that a business relationship is established with the Client, i.e. at the time that a written contract is concluded which relates to the Client, his authorised representative or the person that has a right of disposal over his account when fulfilling a transaction order the amount of which is equal to or more than HUF 3,600,000, when several transaction orders that are either known to be interrelated or that are suspected of being interrelated are given, at the time that the transaction order is given that results in the exceeding of the three million six hundred thousand forint threshold limit; in the event that data, facts or circumstances indicative of money laundering or terrorism financing arise, if due diligence has not yet taken place as referred to above, in all such cases in which there is doubt regarding the veracity or adequacy of the earlier recorded customer identification data, in the case of currency exchange transactions involving HUF 500,000 or more Declarations made during the verification of personal identity and during identification In the course of the identity-verification process, the Client must issue a written declaration to the Bank as to whether he is doing so on behalf or in the interest of himself or of the beneficial owner (hereinafter: beneficial owner) In the event that, during the course of the contractual relationship, doubt arises as to the identity of the beneficial owner, the Bank shall request the Client to issue a repeat declaration. 11

12 Clients residing abroad shall make a written declaration to the service provider as to whether, under the laws of their country, they qualify as a politically exposed person, and if so, they must make reference to the specific legal act and the relevant section thereof In the absence of such a declaration, the Bank shall refuse to conclude the contract and to execute the transaction order Documents used for certifying personal identity In the course of the identity-verification process, the Client shall present to the Bank the documents listed below: a) in the case of natural persons a Hungarian natural person shall show his official document suitable for the purposes of personal identification and his official certificate giving proof of address, a foreign natural person shall show his passport or personal identity certificate, provided that this contains authorisation for his residing in Hungary, or else a residence permit or a permit containing authorisation for residence; a natural person below the age of 14 years shall show his official document suitable for the purposes of personal identification and his official certificate giving proof of address, or his passport and his official certificate giving proof of address b) in the case of a legal person or other organisation without legal personality in addition to presenting the legal documents listed under point a) of the person(s) who is (are) authorised to proceed in his name or on the basis of his authorisation a document not older than 30 days proving that: the resident business has been registered by the company court, or that the company has filed a registration request with the company court; in the case of a sole trader, he has a tax number or that he has filed a tax number registration request with the tax authority, in the case of other domestic legal persons, provided that an official or court registration is needed for its foundation, that the registration has occurred in the case of a foreign legal person or organisation without legal personality, that the organisation has been registered or entered into the registry pursuant to the law of the country of origin; c) before filing the request for company registration, official registration or court registration with the company court, the official authority or the court, the deed of foundation (articles of association) of the legal person or other organisation without legal personality. In this case the legal person or other organisation without legal personality shall be obliged to provide to the Bank, within 30 days, a document proving the registration in the company register, or at an authority or court, and the Bank shall record the company registration number or other registration number. If there is any doubt, the Bank may request the Client to produce other documents as well Recording of personal identification data In the course of the personal identification procedure, the Bank records the following data: 12

13 a) with respect to a natural person 1. his/her family and first name (name at birth), 2. address, 3. place and date of birth, 4. nationality, 5. mother s maiden name, 6. type and number of identification document, 7. in the case of a foreign national, those of the data items specified under points 1-6 that may be determined based on the identification document, as well as the person's address in Hungary; b) with respect to a legal person or an organisation without legal personality: 1. name, abbreviated name, 2. address of the head office and of any other registered premises, 3. main activity, 4. in the case of a legal entity registered in the company register, the company registration number, in the case of other legal entities, the number of the resolution on establishment (registration) or the registration number, 5. names and job titles of the authorised representatives, 6. data suitable for identifying the person authorised to receive consignments Obligation to report changes in data The Client shall notify the Bank in writing with respect to any subsequent change in the data provided in the course of the identification procedure, or change concerning the person of the beneficial owner, that occurs during the period of the contractual relationship, and shall do so within 5 (five) days from the date on which the change becomes known If, for the purpose of identity-verification or as evidence of a right of representation or any other fact, the Client provides the Bank with a document written in a foreign language, the Bank may request a Hungarian translation of such document, either in an authenticated form or translated by a professional translator In the case of documents issued by a foreign authority, the Bank may request the Client to submit a copy of such document authenticated by the Hungarian foreign representation authority competent in the location where the document was prepared, or, in the case of a public document used abroad, a copy authenticated by the competent diplomatic corps/consulate (counter-authentication), or a copy accompanied by an "Apostil" stipulated by decree 11 of 1973 on the announcement of the treaty issued on 5 October 1961 in the Hague. 13

14 The Bank shall keep on record and safeguard the data and documents obtained during the fulfilment of its obligation related to Client due diligence throughout the term of the contractual relationship, and for another period of 8 (eight) years after the termination thereof In order to prevent the unauthorised use of documents suitable for identification, the person acting on behalf of the Client grants his/her consent to the Bank to verify on the basis of the data supplied by the Central Data Processing, Records and Election Office of the Ministry of Internal Affairs the personal data provided in the Application Form, the documents presented, the Client's photo and signature, the reason, date and time of any deletion from the register, and to request valid data from the register on the basis of the personal identification data in the course of the banking transaction in point and in the action taken for the collection of any claim originating from such transaction. In the absence of an authorisation with respect to verification, the Bank may refuse to provide the service and shall reject any liability for damages originating from such refusal. If the Client has enforced his/her right to prohibit the release of his/her data pursuant to 2(1) of Act LXVI of 1992 on the registration of the personal data and address of citizens, by this declaration, he/she grants special permission to also release data subject to the prohibition The Bank may on a risk-assumption basis request supplementary data in connection with the execution of certain orders Obligation to cooperate The Bank and the Client shall cooperate in the course of their business relations and act with due consideration for each other's interests, and they shall settle accounts with each other in the event of a termination of the related contract or the Framework Agreement The Bank shall not be obliged to enter into a contract for the provision of financial services, and it shall not be obliged to give reasons in the event that such contractual relationship is not established Obligation to provide information The Client is obliged to notify the Bank truthfully and without delay of any circumstances, facts or data, or of any changes in them, that are significant in terms of his existing relations with the Bank In addition to section 4.5, the obligation to provide information shall particularly apply to any change in the person, legal status, address, amount of registered capital and reported representative of the Client While the Client has outstanding liabilities towards the Bank, the Client shall be obliged to notify the Bank in advance, or immediately after the information has come to the Client's attention: of its decision to undergo restructuring, secession, demerger, merger or fusion; of the initiating against itself of bankruptcy, liquidation or winding-up proceedings, or if the statutory conditions for such process exist; if in any way it comes to the Client's attention that a third party has initiated liquidation proceedings against it; 14

15 if it decides to establish a company or invest a part of its assets into a company, or if it intends to assign its share in a company to a third party, if the extent of the change since the last notification to the Bank should exceed, either separately or in its entirety, 10% of the Client's registered capital; if a change occurs in its ownership structure since the last notification given to the Bank which exceeds, either separately or in its entirety, 10% of its registered capital; of any material change in its management, business activities, assets or financial position; of every material change in its senior officers and management personnel; of every circumstance that could endanger the fulfilment of its obligations towards the Bank The Client shall provide the Bank with access to its books and documents at any time, under an obligation of confidentiality on the part of the Bank, if the Bank deems it necessary to have such access in order to assess the security of an existing or a prospective bank receivable Failure to fulfil the obligation to provide information shall qualify as a material breach of contract, and the Client shall be liable for any loss or damage arising from such breach Notification The Bank and the Client shall, during their contractual relationship, cooperate appropriately, and in the course of their cooperation they shall immediately notify each other about any facts that are significant from the point of view of the banking transaction and about any changes in such facts, including in particular any changes in their name, address, phone number, representative, owner, and financial/economic position, as well as any other changes affecting their person or legal status. Liability for damages arising from failure to meet the above obligation shall be born by the failing party. The Bank reserves the right to send notifications to the Client in writing, by post The Bank shall send notifications, declarations, offers and documents (hereinafter collectively: documents ) to the Client at the address supplied to the Bank by the Client. The Bank shall not be liable for any delay in, or failure of, delivery due to the incorrectness of, or change in, the name or address supplied to it, or to reasons outside the Bank's control The Bank may at any time, without a separate notification of the Client, send any notices addressed to the Client s permanent address as certified by a public document, or to the Client s registered seat regardless of the notification address provided by the Client or the Client s instructions regarding notifications provided that the purpose of such notification is to protect the Client from damage, or to request the Client to remedy a breach of contract, or to draw the Client s attention to a substantive change in the process applied in the course of business The Bank is not obliged to send documents to the Client by registered mail or with acknowledgement of receipt requested. A document shall be deemed to have been mailed if a copy or signed copy of the original is in the Bank's possession, or if the signed sender's mailing list, dispatch receipt, or register kept by the Bank for this purpose certifies that a document has been mailed. 15

16 The above rule does not apply to banknotes, securities and other documents representing value, or other mailing items that, due to their nature, must be handled with special care. In such cases the Bank shall send the item in a manner chosen with due care and consideration. The forwarding of the item shall be at the Client's own cost and risk In the case of a domestic address, the Bank shall be entitled to consider that a written notification has been received by the Client, i.e. that the notification has been completed, after the 3rd postal working day following the mailing; in the case of an address in Europe, after the 10th such day following the mailing; and in the case of an address outside Europe, on the 20th such day The Bank shall also be entitled to send notifications (including in particular any payment demands or cancellations) to the Client by fax. Notices sent by fax shall be deemed to have been delivered upon receipt of the confirmation of the fax activity report. If a notice is sent both by mail and by fax, the legal effect thereof shall be bound to the time of the earlier delivery The Bank may also send notices by courier. A notice sent by courier shall be deemed delivered when the confirmation of receipt has been signed by the addressee If a notice is sent via more than one channel of communication, the legal effect thereof shall be bound to the time of the earlier delivery If the Client has given a no notification requested instruction with respect to notices, the documents shall be considered delivered on the day after they are prepared and dated Notices placed in one of the Bank's mailboxes, opened to allow the Client to directly pick up notices sent by the Bank, shall be considered delivered on the Banking Day after the document is placed in the mailbox The Bank may also notify its Clients by posting a public notice on its premises used for serving Clients if the contents of the notice concern a wide range of Clients The Bank notifies its Clients of changes in its Business Regulations and List of Conditions by posting a notice on the Bank's premises The List of Conditions shall be considered to have been delivered on the Banking Day following the Banking Day on which the notice was posted during business hours The Client shall send mail to the Bank to the address of the organisational unit managing its account or designated by the Bank for this purpose The date of receipt of mail sent to the Bank shall be determined on the basis of the Bank's register of incoming mail If there is an electronic connection between the Client and the Bank, the data provided electronically shall replace the Account Statement, although at the Client s request the Bank will provide the Client with a printed Account Statement, for which the Bank may charge a separate fee. If the Client is a consumer or a Micro-enterprise, the Bank shall not impose any separate fees, costs or other payment obligations for making available or handing over an Account Statement once every month. If the Client is a consumer or a Micro-enterprise, the Bank shall not impose any separate fees, costs or other payment obligations for making available or handing over an Account Statement once every month. 16

17 At the Account Holder s request, as an extra service, the Bank may also provide multiple copies of an Account Statement, against the charge indicated in the List of Conditions. The Bank may post all the Account Statements of a Client which have the same mailing address in a single envelope If the Client so requests it in writing, the Bank shall, at the Client s responsibility, retain and deliver the correspondence on site. The Bank shall keep the retained account statements at the branch for three months, after which, if the Client appears, the Bank may charge an account statement replacement fee If the Client uses the Bank s mailbox service (c/o), then unless otherwise agreed the Bank will place all the notices in the mailbox. On the first Banking Day following the day on which the notice was placed in the mailbox the Bank shall be entitled to consider the notice delivered The Client shall send any written notices to the Bank, to the address at which the Client s bank account is managed, or, if no bank account is managed by the Bank for the Client, where the contract was concluded. With respect to written notices sent by the Client, the Bank s records shall apply The banking information provided by the Bank may only be used for the Client s own purposes. The Bank shall not consent to kind of duplication or unauthorised transfer of the information provided by it At the Bank s request, the Client shall be obliged to notarise any contract or declaration provided to the Bank in relation to the transaction, at the Client s own expense Place of performance The Bank opens and manages a bank account (or accounts) for the settlement of transactions with the Client or the settlement of the Client's debts and liabilities towards the Bank Unless there is an agreement to the contrary, the place of performance of payment obligations shall be the Bank's organisational unit managing the Client's bank account in respect of the particular transaction, and in other cases, the unit of the Bank responsible for administration Form and language of communication Unless otherwise agreed, both the Bank and the Client shall send notices, orders and messages to each other in writing, and shall put agreements between them in writing under all circumstances A document qualifies as being in writing if it bears an original signature of a person authorised to sign For the purposes of the Bank Account management service defined in Section III of these Business Regulations, a limit modification initiated by the Client by phone or via an electronic channel shall be deemed a written modification The Bank is entitled to accept notices, orders, and messages by telephone, fax, telex or depending on its relationship with the Client and the specific matter at hand. However, in such cases it is necessary to confirm them in accordance with the relevant agreement or the General Contractual Conditions. 17

18 The Bank shall not be liable for any loss or damage arising from an error, misunderstanding or mistake occurring during the transfer of data or information by telephone, fax, telex, internet or computer During the execution of the contract between the Bank and the Client and during the term of the contract or the Framework Agreement, the language of communication shall be Hungarian, or at the Client's explicit request English The Client will find the Bank s contact information on the website, under Contact. 5. Conversion in the event of late payment 5.1. If the Client fails to fulfil a payment obligation under an individual contract specified in a foreign currency by the due date, and also fails to fulfil such obligation within 15 calendar days after the due date (including the payment obligations which become due as a result of a termination by the Bank as well as the items recorded as unauthorised credit), the Bank may, at any time after the deadline of 15 calendar days, convert the Client's unpaid due debts to Hungarian forint. Conversion shall take place at the currency exchange rate quoted by the Bank at the time of the conversion After the conversion, the Client shall pay, with respect to the converted debts, interest determined in the following manner If in the individual contract the transaction interest is determined as the sum of the basic interest rate and the interest premium, then the basic interest rate expressed as LIBOR or EURIBOR will be replaced by the BUBOR quoted for periods corresponding to the terms of the individual contracts, and the CIB Prime Rate applicable to foreign currency shall be replaced by the CIB HUF Prime Rate, applying the same interest premium. If the interest rate conditions were defined in the individual contract with reference to the List of Conditions, the interest rate shall be the interest rate defined in the HUF List of Conditions applicable to the same product. The Client shall pay to the Bank as default interest the transaction interest defined in the above paragraph, calculated in forint, increased by the interest premium specified in the individual contract or, in the absence of such, in the Bank s latest effective Lists of Conditions If, on the basis of the individual contract, the payment of unauthorised credit interest pertaining to foreign-currency accounts was stipulated with respect to the late performance of any of the Client's payment obligations, then, as of the time of the conversion, the Client shall pay with respect to the converted item unauthorised credit interest pertaining to forint accounts The Bank shall notify the Client about the conversion by a unilateral declaration specifying the forint amount of the debt resulting from the conversion and the new interest rate (if the interest rate was determined in the individual contract as the sum of the basic interest rate and the interest premium, the Bank shall also specify the new basic interest rate). 6. Representatives, collaborators 6.1. In order to ensure the integrity of the relationship between the Client and the Bank, the Bank checks that the person acting on behalf of the Client is duly authorised in this regard. The Bank may request proof of representation rights at any time during the course of business negotiations or prior to, and during, the execution of orders. 18

19 6.2. If the contract is signed or a declaration is made on behalf of the Client by way of authorisation (power of attorney), the Bank may request that such authorisation be set forth in a notarised deed or in a document provided with an authentication of signature by a notary. The authorisation must clearly specify the subject-matter and the duration of the authorisation. With respect to authorisations issued abroad, the provisions of sections and shall be applied appropriately. If an authorisation does not comply with the above conditions, the Bank may refuse to sign the contract and to provide the service The Bank is entitled to consider valid any signatures of authorised representatives, registered by the Client on the form issued by the Bank for this purpose, until such time as it receives written notification accompanied, where necessary, by the appropriate legal documents of the termination or withdrawal of such rights The Client may consider as the Bank's representative any such person introduced as such by the head of any organisational unit of the Bank that provides financing, account management or other banking services to the Client. Employees working in the customer service areas of the Bank may be considered the Bank's representatives with respect to the types of transactions customarily made in such areas, except where circumstances dictate otherwise If the Bank deems it necessary or it is in the Client's interest, or if such is usual in normal business practice, the Bank may cooperate with third parties ( collaborators ) for the purpose of fulfilling the Client's orders. The Bank shall not be responsible for the activity and failure of any collaborators used by it, provided that during the selection, instruction and verification of such person the Bank proceeded with the degree of care that may be expected of it in such situations. Unless otherwise provided for by the parties, the costs charged to the Bank by such collaborator shall be borne by the Client. As regards the costs incurred due to the use of a collaborator, the Bank may only provide the information that is in the Bank s possession. The Bank shall not be responsible for the selection, cooperation or failure of a collaborator if such collaborator has been appointed in accordance with the Client s instructions or on the basis of a statutory provision. 7. Consideration 7.1. The Client pays interest, commissions, fees and costs in return for the services extended by the Bank, while the Bank, in certain specified cases, pays interest on the balance of deposits made at the Bank by the Client (hereinafter collectively: consideration ). If the Client is not a consumer, in the absence of an outgoing FX-transfer order and a provision of the Client to the contrary, the Bank shall charge the commission and other payment liabilities to the Client s 511 subaccount Any costs in excess of the usual costs of the services provided by the Bank to the Client especially the costs of any state-authority proceedings, the costs of using collaborators, and the fees and costs of legal and other experts, as well as postal charges and stamp duties shall be borne by the Client. When payment services are provided, this same rule shall be appropriately applied to the information provided in relation to payment operations, at the request of the Client or the beneficiary, with the regularity specified in sections or through telecommunication devices different from those specified in the framework agreement, with the proviso that in these cases only the actual costs incurred directly by the Bank are to be reimbursed The rates of the consideration and other costs (if these can be determined in advance) are determined in accordance with the Lists of Conditions, the Notices on Interest Rates and the contracts concluded between the Bank and the Client. 19

20 7.4. The rates of consideration stipulated in the individual contracts may only be modified in the manner stipulated in the Business Regulations or in the contract The Client must be informed of any changes to consideration rates. Changes to consideration rates may only apply to the period following such notification The Bank calculates interest, standby fees and other time-related charges to the calendar day, using the following formulae: In the case of straight interest: CAPITAL x INTEREST RATE x NUMBER OF CALENDER DAYS 100 x 360 except where the currency concerned is pound sterling or Japanese yen, in which case: CAPITAL x INTEREST RATE x NUMBER OF CALENDER DAYS In the case of discounted interest: 100 x 365 The Bank deducts the amount of interest specified in the loan contract from the loan at the time of disbursement. The amount of interest is determined using one of the following formulae, depending on the terms of the contract: Banker's discount: where: T * r * m T = the nominal value of the discounted loan on the maturity date specified in the contract r = the discount interest rate specified in the contract m = the number of days from payment of the discounted amount until maturity Mathematical discount: T * n * p 36,000 + n* p The above calculation must be carried out once for each interest-payment period of the agreed maturity. Where: T = at the time of the first calculation, the nominal value of the loan, which must be paid to the 20