Article 2 Definition of Basic Terms

Transcription

1 GENERAL BUSINESS TERMS AND CONDITIONS FOR PERFORMACE OF BANKING DEALS PART ONE GENERAL PROVISIONS Article 1 Initial Provisions 1. The present General Business Terms and Conditions for Performance of Banking Deals (hereinafter referred to as the GBT&C ) regulate legal relations between UniCredit Bank Czech Republic and Slovakia, a.s., Želetavská 1525/1, Praha 4 - Michle, Company ID No.: , Register maintained by the Municipal Court in Prague, part: B, entry: 3608, organizational unit (branch of a foreign bank): UniCredit Bank Czech Republic and Slovakia, a.s., pobočka zahraničnej banky, Šancová 1/A, Bratislava, Company ID No.: , Register maintained by the District Court in Bratislava I, part: Po, entry: 2310/B (hereinafter referred to as the Bank ) and the Client within performance of banking deals by way of an organisational unit in the Slovak Republic. 2. The present GBT&C lay down a part of contents of Contract concluded between the Bank and the Client. The Contract specifies the contents of rights and obligations (commitments) of the Bank and the Client in providing Banking Deals and method of concluding Banking Deals, unless otherwise follows from an agreement between the Bank and the Client. The GBT&C constitute a part of any Contract concluded between the Bank and the Client in connection with the relevant Banking Deal, without regard to whether the Banking Product is regulated herein or not. 3. In the extent in which provisions of written Contract concluded between the Bank and the Client in connection with a certain Banking Deal differ from Special Business Terms and Conditions, which can regulate relationships between the Bank and the Client for selected Banking Products and to which such written Contract refers, and from provisions of the present GBT&C, there shall be decisive provisions of such written Contract, Special Business Terms and Conditions and the GBT&C (with preference of provisions of special parts over general or final provisions) and that in the order specified herein. 4. If Special Business Terms and Conditions contain regulation different from the GBT&C, such a regulation shall prevail over the GBT&C, except for the cases specified herein. If, in connection with a certain Banking Product, some legal relationships between the Bank and the Client are regulated differently in several Special Business Terms and Conditions issued by the Bank, the regulation of these legal relationships contained in the Special Business Terms and Conditions, which expressly stipulate that their provisions shall prevail over other provisions, which are specifically determined by the Special Business Terms and Provisions, in case of a different regulation of legal relationships between the Bank and the Client, shall be always decisive. 5. All legal relationships not regulated by the Contract, the present GBT&C or Special Business Terms and Conditions shall be governed by valid generally binding legal regulations of the Slovak Republic.

2 Article 2 Definition of Basic Terms 1. Terms provided in this Articles whose meaning is determined anywhere in the text hereof shall have the meaning provided therein, as well as in other place herein, as well as in Special Business Terms and Conditions and in Contracts or documentation connected with Contracts, unless otherwise required by the context. This shall apply similarly also to the meaning of terms introduced for abbreviated indication of a certain expression. If, in connection with determination of meaning of a certain term, there is used upper case initial letter in such term, then it is solely for the purpose of simplifying the orientation in the text and the term shall have the same meaning also with lower case initial letter, unless otherwise follows from the context. Unless otherwise follows from the context, terms in singular shall also include plural and vice versa. Banking Deal shall mean origin, change or cessation of obligation legal relationships between the Bank and the Client and any operations connected with bank activities including Disposal of Deposits. Banking Day shall mean a working day when the Bank and other financial institutions participating in performance of payment transaction perform Banking Deals in the extent of their permit, possibly perform other activities and provide other services in the extent of their line of business and such a day is not a bank holiday or rest day. Banking Day shall not be for instance: days off, bank holidays, rest days, and days declared as non-banking days by the Bank by Publication. Banking Product shall mean a product and service of the Bank, which the Bank provides to the Client within the framework of Banking Deals on the basis of contract. Bank Secret the subject-matter of the bank secret shall be all the information and documents about matters concerning the Client of the Bank, which are not publicly available, especially information about deals, balances on Accounts and balances of Deposits. Information and documents about matters protected by the Bank Secret can be provided by the Bank to third parties only with prior written consent of the relevant Client or upon written Instruction of the relevant Client, unless otherwise provided for in the Act on Banks. Current Account shall mean an account established by the Bank for its Owner (in his first name and surname, if natural person, business name or name, if legal entity) until a certain period of time and in the agreed currency on the basis of written contract on current account. Unless otherwise implied by the relevant contract on current account, the Current Account is a Payment Account and the contract on current account is a Framework Agreement at the same time (i.e. performance of payment transactions not specified individually in the contract) in compliance with the Act on Payment Services. Special type of Current Account shall be any other type of account, which the Bank will offer to Clients, e.g.: Savings Account and Reference Account. Price List shall mean Price List of Bank's Services for Citizens and Price List of Bank's Services for Entrepreneurs, Price List of Bank's Services for Companies and Price List of Bank's Services for Private Clients, valid and effective in the current wording by Publication. Deposit Re-Establishment Date shall mean the day following after the last day of Restriction Period, if there is agreed repetition of the Restriction Period. 2

3 Deposit Establishment Date shall mean the date of conclusion of agreement on deposit to Deposit Account, unless other Deposit Establishment Date is agreed in such an agreement as a start of the Restriction Period. Due date of the deposits open for the fixed period of time defined in days, it is the day following the last day of the fixed period of time. The due date of the deposits open for the fixed period of time defined in months it is the day the identification, or number of which corresponds to the day, when the deposit was open. If there is no such day in the month, the due date will fall on the last day of such month. If the due date falls on the day that is not the business day of the bank, the due data will be the following business day of the bank. However, each next due date shall be counted from the last due date (the day of the repeated opening of the deposit). The due date defined in this way will be applied unless the due date is agreed otherwise herein, or in the Agreement Discrete data shall mean data used to verify Client s identity in communication with the Bank via telephone or other electronic means, as agreed between the Bank and the Client. Discrete data shall also mean a password, if agreed between the Bank and the Client. Disposable Balance shall mean current balance on the Account with which the Account Owner or Authorised Person shall be entitled to dispose. Restriction Period shall mean a period, which starts on the Deposit Establishment Date and ends on the day preceding the Maturity Date. Confidential Information shall mean all the information concerning Clients of the Bank, which the Bank acquired about Clients during or in connection with performance of banking activities (bank information), including information being subject-matter of Bank Secret pursuant to the Act on Banks, trade secret pursuant to the Commercial Code or which is Personal Data, as well as all the other information on the legal status or economic and financial situation and activity of the Client. Financial Note shall mean a security with unconditional promise of drawer being the Bank to pay entitled person specified in the note a financial sum indicated in the note within maturity date of the note. The Bank shall issue Financial Note on the basis of conclusion of a special contract against receipt of Client's Deposit. Client shall mean natural person or legal entity, which is in obligation relationship with the Bank and/or to which the Bank provides or will provide Banking Products and/or with which the Bank negotiated about conclusion of Banking Deal, although the Banking Deal did not take place and/or which is no longer a Client of the Bank. The term Client shall also mean Client - Consumer, unless otherwise provided. Client Consumer shall mean Client being consumer pursuant to special legal regulations. The Bank shall not consider any legal entity or any natural person entrepreneur to be the Client Consumer, not even if such a person employs less than ten people and its yearly turnover or total yearly balance amount is up to EUR 2,000,000. Account Owner shall mean natural person or legal entity, who/which concluded Contract with the Bank, in whose name or in which business name the account is denominated, and who/which is entitled to perform all the legal acts with the Account and/or financial means on the Account. 3

4 Minimum Balance shall mean minimum amount of financial means on the Account or Bankbook determined by the Bank, which the Client shall be obliged to observe in compliance with the Basic Terms and Conditions of Accepting Deposits. Disposal of Deposit shall mean any establishment, deposition, transfer, withdrawal or cancellation of the Deposit, its assignment or pledging, limiting its payment, allowing use of the Deposit to other (third) person, as well as any change of terms and conditions of deposition of the deposit. Civil Code shall mean Act No. 40/ 1964 Coll. Civil Code as amended. Civil Court Order shall mean Act No. 99/1963 Coll. Civil Court Order as amended. Business Place shall mean organisational unit of the Bank Business Premises shall mean premises of Business Places, possibly also other administrative premises of the Bank in which there are usually concluded legal relationships between the Bank and the Client. Business Premises shall be deemed as a place of performance. For all the legal relationships between the Client or a third party and the Bank, there shall apply the law valid in the place of performance, unless otherwise agreed between the Client and the Bank. Commercial Code shall mean Act No. 513/1991 Coll. Commercial Code as amended Authorised Person shall mean natural person authorised by the Client in Specimen Signature or by special power of attorney for legal acts towards the Bank, signed by the Client in front of an employee of the Bank or with officially certified signature of the Client or another person authorized to dispose of the Client s funds on the basis of another permit. Special Business Terms and Conditions shall mean terms and conditions of the Bank issued to selected Banking Deals, which regulate relationships between the Bank and the Client. Personal Data shall mean personal data of the Client natural person pursuant to the Act on Personal Data Protection as amended, which the Bank acquired about the Client during or in connection with performance of Banking Deals. Specimen Signature shall mean a form of the Bank, which contains specimen signatures of persons and/or other identification of persons who are authorised by the Account Owner, by filling up the form, to dispose of financial means on his Account, determination of method of disposal of financial means on his Account by such persons, delivery and receipt of documents; correctness of data provided in the Specimen Signature and authenticity of signatures of these persons shall be confirmed by the Account Owner in his signature. Bank's Claim shall mean right of the Bank for financial performance towards the Client. Deposit Insurance shall mean insurance of deposits/protection of deposits pursuant to Act No. 21/1992 Coll. on banks as amended valid in the Czech Republic. Instruction shall mean an order, Payment Order, or any request of the Client delivered to the Bank in connection with performance of Banking Deals. 4

5 Charges shall mean charges determined in the Contract, in other contracts, in Special Business Terms and Conditions, in the GBT&C and in the Price List, which the Bank charges in the amount according to the Price List valid on the day of performance of the charged operation, unless otherwise agreed between the Bank and the Client. Authorised Overdraft shall mean a form of consumer loan which allows the Client Consumer to dispose of funds beyond the current balance of the Client's Current Account maintained in the Bank. Framework Agreement shall mean any Contract, without regard to its identification, the subject of which is provision of Payment Services (for instance: contract on current account, contract on issuance and use of payment card). The relevant contract, Special Business Terms and Conditions to the relevant Banking Product, GBT&C, Price List and other documents whose contents relate to the relevant Banking Deals and which are Published shall constitute an inseparable part of the Framework Agreement depending on the Banking Products provided. Reference Account shall mean a Current Account, which will be established by the Bank for the Client in the contract on deposit account and which is intended for performance of payment services directly related with creation of Deposits on the Deposit Account and receiving payments from the Deposit Account. Complaint Code shall mean regulation of the Bank regulating procedures of accepting, recording and handling complaints, which the Bank shall be entitled to modify and shall inform the Client about its modifications by Publication. Court of Arbitration shall mean the Standing Court of Arbitration of the Slovak Banking Association established pursuant to special legal regulations by the Slovak Banking Association with its seat at Rajská 15/A, Bratislava, IČO (Corporate Identification No.): , which was established on Bank's Group shall mean all the persons who have any direct or indirect property share in the Bank and then all the persons in which any person referred to in the previous part of the sentence has any direct or indirect property share and if the relevant person does not create registered capital, then a share in voting rights. The Bank's Group shall further include all the persons in which the Bank has any direct or indirect property share and if the relevant person does not create registered capital, then a share in voting rights. Client's Group shall mean all the persons who pursuant to relevant provisions of the Commercial Code are controlled by the Client, who pursuant to the Commercial Code control the Client or who are jointly with the Client controlled by a third party. Electronic Banking Service shall mean a service provided by the Bank which allows remote communication of the Client or other authorised person with the Bank through a special technical and software equipment in the extent of active operations and/or passive operations. Joint Deposit shall mean Deposit of two or several Clients who have same rights and obligations with regard to the Deposit. Account shall mean Current Account or other account of the Client, which was established by the Bank for the Client on the basis of a written Contract on Current Account and which is used for performance of payment transactions. 5

6 Interest Rate shall mean a rate on the basis of which there are calculated interests, which the Client shall be obliged to pay the Bank on loan or which the Bank shall be obliged to pay to the Client on Deposit; the Bank is Publishing the current amount of the Interest Rate of the Banking Deals; for the purposes of performance of obligations pursuant to the Act on Banks it shall be deemed as agreed that change of the amount of the Interest Rate shall come into force on the date of Publication, unless otherwise agreed. Publication shall mean disclosure of document or information in publicly accessible Business Premises and/or through the Electronic Banking Services and/or on the Internet site of the Bank and/or in other, after Bank's consideration, suitable form or in other suitable form agreed with the Client, whereby the document or information shall come in force, unless otherwise provided by a special act. Deposit shall mean financial means entrusted with the Bank, which represent obligation of the Bank towards the Client to pay them. Deposit Account shall mean an account established by the Bank for its Owner in the agreed currency on the basis of a written Contract on Deposit Account and it shall pay interest on the financial means on such an account. The Deposit Account cannot be used for performance of cashless payment transactions, except for crediting Deposits in the form of a transfer from an Account within the Bank. Bankbook shall mean a security, which contains confirmation of the Bank on receipt of the Deposit, its amount, changes and final balance. Bankbook cannot be used for performance of cashless payment system, except for crediting Deposits in a form of transfer from an Account within the Slovak Republic. GBT&C shall mean the present General Business Terms and Conditions of the Bank. Selected Acts for Blind Clients shall mean acts with blind Clients when there is required submission of Notarial Deed on authorisation of other not blind person who will act and sign on his behalf. There are considered mainly the following acts: conclusion of any loan contract, conclusion of any Contract, withdrawals and transfers of financial means. Security shall mean any power of pledge, retention right, assignment or other security or any other agreement having effect of a security. Basic Deposit shall mean a minimum amount of financial means, which the Bank accepts as the first deposit to the Account or Bankbook as at establishment of the Account or Bankbook. Act on Banks shall mean Act No. 483/2001 Coll. on Banks and on Modification and Amendment of Certain Acts as amended. Act on Personal Data Protection shall mean Act No. 122/2013 Coll on Personal Data Protection and on Modification and Amendment of Certain Acts as amended. Act on Deposits Protection shall mean Act No. 118/1996 Coll. on Deposits Protection and on Modification and Amendment of Certain Acts as amended. Act on Payment Services shall mean Act No. 492/2009 Coll. on Payment Services and on Modification and Amendment of Certain Acts. 6

7 Act on the Protection against Criminal Income Legalisation and Terrorism Financing shall mean Act No. 297/2008 Coll. on the Protection against Criminal Income Legalisation and Terrorism Financing and on Modification and Amendment of Certain Acts as amended. Labour Code shall mean Act No. 311/2001 Coll. Labour Code as amended. Notes and Cheque Act shall mean Act No. 191/1950 Coll. as amended. Legal Representative shall mean legal representative of minor or other person, namely parent of child, adoptive parent or other person appointed by public authority body pursuant to generally binding legal regulations. Contract shall mean a legal act, which determines the contents of rights and obligations (commitments) of the Bank and the Client in providing Banking Deals and method of conclusion of Banking Deals and which was binding until effect of the present GBT&C and/or will be binding after effect of the present GBT&C for the Bank and the Client. Contract on Current Account shall mean a contract on current account pursuant to Article 708 through Article 715 of the Commercial Code. Contract on Deposit shall mean a contract, which arises by deposition of funds as a Deposit by the Client with the Bank and by acceptance of the Deposit by the Bank in compliance with Article 778 through Article 780 of the Civil Code. Contract on Deposit Account shall mean a contract on deposit account pursuant to Article 716 through Article 719a of the Commercial Code. Account Cancellation shall mean an act of the Bank by which, in case of termination of contractual relationship between the Bank and the Client, there is performed technical cancellation of maintenance of the Account in the Bank's information system. Information on the cancelled Account and/or Deposit Account and documentation to them is being stored by the Bank during the period of time determined by generally binding legal regulations. 2. Headings used in the present GBT&C or in the Contract, a part of contents of which they determine, are used only for easier orientation in the text and they shall not have influence on the interpretation of the present GBT&C or the Contract a part of contents of which they determine. 3. Reference to generally binding legal regulation shall mean a generally binding legal regulation in its valid and effective wording. PART TWO COMMON PROVISIONS Chapter One BANKING DEALS Article 3 Origin, Change and Cessation of Obligation Relationships 1. The Bank shall perform Banking Deals with its Clients on the basis of a contract. 2. The obligation relationship shall arise by conclusion of a written Contract, also in cases when generally binding legal regulations do not require written form, between the Bank and the Client for the relevant Banking Deal, unless otherwise provided in the present 7

8 GBT&C. The obligation relationship between the Bank and the Client can arise also on the basis of an agreement made through telephone or other electronic means, which allow recording of the contents of legal act and determination (identification) of the Client. 3. Changes of the obligation relationship between the Bank and the Client based on a Contract can be made: a) on the basis of an agreement of both parties in writing, whereas the change must be signed by both parties, on the basis of an agreement carried out via telephone or other electronic means enabling to capture contents of a legal act and identification of the Client, except for change of the present GBT&C pursuant to Article 51 paragraph 3 hereof, unless otherwise agreed; or b) if a claim from the Account, Deposit Account or the Bankbook passed to a different person (change of Account Owner) in a manner not requiring consent of the Bank. In such case, the Bank requires proving of legal cause on the basis of which the change was made. 4. All Contracts concluded between the Bank and the Client shall be worked out in such number of counterparts that every party will receive per one counterpart, unless otherwise provided for in the Contract. 5. Unless otherwise agreed between the Client and the Bank in writing and if not otherwise provided for in generally binding legal regulations, both the Client and the Bank shall be entitled to anytime, for whatsoever reason or even without giving any reason, to fully terminate the obligation relationship. The termination shall take effect on the date of its delivery to the other Party, unless otherwise provided in the present GBT&C or in the Contract. 6. The Bank shall be entitled to terminate the relevant Contract with immediate effect by a written notice if the Client provably acted in a fraudulent manner or in case of breach of contractual terms and conditions provided in the relevant Contract. 7. The Bank shall be entitled to withdraw from the Contract, in particular if: a) the Client provided incorrect data or withheld data about his property relations or other significant data necessary for conclusion or duration of the contractual relationship between him and the Bank, or b) the Client breached provisions of the Contract in a serious way, or c) there is a reasonable suspicion of the Bank, that actions of the Client are not in compliance with valid generally binding legal regulations or he is trying to circumvent them, or his actions are at variance with good manners or with principles of honest business connections or there occurred significant changes in conditions of the Client, which do not give a guarantee of performance of the Contract, or d) termination of the business relation is imposed by the generally binding legal regulations regarding protection against criminal income legalisation and terrorism financing or in case of violation of obligations or application of restrictions resulting from the generally binding legal regulations on implementation of international sanctions, or e) there occurred significant unfavourable changes in property conditions of the Client or satisfaction of Bank's Claims is otherwise endangered according to the Bank's judgement, or f) the Client failed to provide, even after call of the Bank to do so, corresponding Security or failed to replenish existing Security, or g) the Client settled his monetary obligations towards other banks, provided other banks with more favourable Security than he provided the Bank or offered in favour of other banks Security whereby he made fulfilment of his obligations towards the Bank more difficult, or h) the Client revoked some of the consent granted under Article 6 hereof and revocation of such consent prevents the Bank to continue in proper fulfilment of its obligations resulting herefrom due to legislative or operational reasons, or 8

9 i) there commences judicial proceedings towards the Bank, which will relate to any obligation relationship between the Bank and the Client, or j) the Client or persons directly or indirectly controlling the Client (hereinafter referred to as the Responsible Persons ) will, for the duration hereof, included in the Sanctions Lists or other similar lists (hereinafter referred to as the Sanctions Lists ) issued by (i) European Union or some of its member states, (ii) United States of America, (iii) United Nations Organization, (iv) Slovak Republic or (v) Czech Republic (hereinafter referred to as the Entitled Persons ), or k) the Authorized persons will (otherwise than by inclusion in the Sanctions Lists) publicly declare sanctions (hereinafter referred to as Sanction Declaration ) towards Responsible Persons, or l) the Performance granted to the Client or to another person assigned by the Client to act on his behalf and at his account will be directly or indirectly utilized in favour of a third person (i) included by an Entitled Person in the Sanctions Lists, or (ii) towards whom an Entitled Person implemented a Sanctions Declaration. The Bank and the Client agree that upon withdrawal from the Contract under this point, the Contract shall be cancelled as of the day when the Bank s expression of will is delivered to the Client. If such circumstances occur which entitle the Bank to withdraw from the Contract, the Bank shall also be entitled to accelerate the loan (to call the early maturity of the loan), if there is a credit relationship with the Client. 8. The Bank and the Client shall be obliged, as at the date of termination of obligation relationship, to make all the acts required to prevent origin of damage. The Client shall be obliged, upon call of the Bank and without undue delay, to pay the Bank any obligations, which arose during validity of the obligation relationship and which will emerge after its termination, unless otherwise provided for by a special act. 9. The present GBT&C shall be valid also after termination of the obligation relationship of the Client and the Bank until full settlement of their mutual relationships. 10. Provisions of paragraphs 5 through 9 of this Article shall always supplement provisions regarding cessation of legal relationships provided in the Contract and/or in the Part Three hereof. Article 4 Acting of the Client and Proving Identity 1. Only natural person older than 18 years of age shall have the capacity to enter into Banking Deals in own name, unless such person was deprived of the capacity to enter into legal transactions, or the person's capacity has been limited by valid court decision. Legal representative (in case of minor, the Bank shall be entitled to require that both legal representatives will act on behalf of the minor jointly or that relevant decision of a court will be submitted to the Bank) or appointed representative shall act towards the Bank on behalf of persons not having full capacity to enter into legal transactions, whereas the legal representative or appointed representative shall be obliged to submit the Bank originals of documents proving his authority to act on behalf of the incapable person. Client natural person entrepreneur shall act in relation to the Bank in person or trough a representative. 2. Client natural person not capable of reading or writing shall be obliged to make written legal act in relation to the Bank in a form of Notarial Deed on authorisation of other person who will act and sign in his behalf. Person who will be so authorised by the Client natural person unable to read or write can act independently in case of legal acts listed in the power of attorney. The Notarial Deed is not required if such Client has the ability to familiarise himself with the contents of legal act by using tools or special aids or through accompanying person selected by him and if he is able to sign the document in own 9

10 hand. The Bank shall check identity also of the accompanying person, namely by valid identity document. 3. Statutory body and/or other person authorised to act on behalf of legal entity (e.g.: proxy, liquidator and the like) shall act on behalf of legal entity being recorded in the Commercial Register or other register determined by the act, and that in the manner laid down by valid and current extract from the Commercial Register or other register determined by the act (the Bank shall be entitled to determine if the extract is current). 4. In case of legal entity not being recorded in the Commercial Register or other register determined by the act, the statutory body, i.e. persons who are authorised to do so according to the deed on establishment of the legal entity or according to other corresponding deeds in compliance with relevant valid generally binding legal regulations, shall act on behalf of such legal entity. 5. In case of change in composition of the statutory body of a legal entity, such change shall be effective towards the Bank in the moment of submission to the Bank of original or officially certified copy of valid decision of such body, which is authorised to make such change. This provision shall be without prejudice to the obligation of the Client to put record in the Commercial Register or other register determined by the law in compliance with factual legal status, as well as to the obligation of the Client to submit the Bank, without undue delay after making change in the Commercial Register or other register determined by the law, new extract from such register. The Bank shall be entitled to assess credibility and sufficiency of submitted documents at own discretion. 6. Both natural person and legal entity shall be entitled to be represented for legal act by representative on the basis of written power of attorney. The power of attorney must be sufficiently certain, it must be obvious from the power of attorney who is represented and who is representative, and for what legal acts it is granted. The Bank shall be entitled to assess definiteness of the power of attorney at own discretion. Signature of the donor of power on the power of attorney must be officially certified. The Client undertakes to notify the Bank without undue delay about termination of validity of the power of attorney or about any change of the power of attorney. The Bank shall not be obliged to accept and allow the Client to act in relation to the Bank on the basis of general power of attorney or such power of attorney, which allows doubts as for the scope of authorisation of the representative. 7. If the power of attorney is issued outside the territory of the Slovak Republic, signature on the power of attorney shall be certified by a person authorised to perform certification of signatures in a country where the power of attorney was issued. The Bank shall be entitled to require that such a power of attorney will be officially certified and equipped with a higher verification in compliance with international treaties binding for the Slovak Republic and official translated into the Slovak language. This shall apply similarly to any other foreign public documents. 8. For every Banking Deal, the Bank shall be obliged to require proving the identity of the Client, unless otherwise provided for in a special regulation. The Client shall be obliged to satisfy every such request of the Bank. The Bank shall be obliged to refuse to perform Banking Deal with preserving anonymity of the Client. 9. For every Banking Deal, the Client natural person shall prove his identity by valid identity document or by his signature, if such Client is personally known and if his signature is beyond any doubts corresponding with signature of the Client in the Specimen Signature filed with the Bank, when the Client proved his identity by valid identity document when signing the Specimen Signature. For the purposes of protection of Client's property, the Bank shall be entitled to require, for proving identity of the Client, even several official documents certifying identity of the Client or answering to supplementary information concerning Accounts or Bank Products, which the Bank maintains for the Client. 10

11 10. During performance of Banking Deal through technical devices, the Client shall prove his identity by special identification number or similar code assigned to the Client by the Bank and by authentication data to be agreed by the Bank with the Client, or by electronic signature. 11. If representative acts on behalf of the Client, whether on the basis of law or on the basis of power of attorney, the Bank shall check identity of the representative, as well as document according to which the authorisation for representation is obvious. Natural person acting on behalf of legal entity shall prove identity in the same manner as the Client natural person. In case of minor Client who does not have identity document, the Bank shall check identity of legal representative who is submitting document from which his authorisation for representation is obvious, as well as birth certificate of the minor Client (document corresponding with birth certificate, if the minor Client was born outside the territory of the Slovak Republic) or extract from the book of births or, if the representative is appointed by decision of a court, written declaration of the court on the scope in which he is authorised to act on behalf of the minor Client (decision of a court). 12. For the purposes of proving identity in case of Banking Deal mainly the following shall be deemed as a document of identity: ID, passport, document of residence permit in case of alien or identity document of citizens of Member States of European Communities (European Union) at the discretion of the Bank. The Bank shall be entitled, in cases determined by the Bank, to require from the Client supplementary identity document. The Client agrees that the Bank will make copy of the identity document, which the Client submitted to the Bank, and to store such copy within the framework of information about the Client. The Bank shall be entitled to assess at own discretion sufficiency and credibility of documents submitted by the Client with the aim to prove his identity and facts provided by the Client. If the Bank is not able, on the basis of submitted documents, to duly identify the Client, the Bank shall be entitled to refuse to conclude Banking Deal. In such case, the Bank shall bear no liability for damage or detriment suffered by the Client in relation to that. 13. In order to prove tax domicile, the Client shall be obliged to submit the Bank confirmation of his tax domicile issued by tax authority of the country where the Client has his registered seat or residence. Article 5 Information Duties of the Client 1. The Client shall be obliged to prove his identity or provide the Bank with document on its establishment and legal existence (document proving juridical subjectivity, whereas the Bank shall be entitled to determine topicality of such document) as at conclusion of any Banking Deal and anytime when required by the Bank during validity of the obligation relationship. The Client shall be obliged to submit documents by which the Client proves to the Bank, pursuant to Article 13 paragraph 4 hereof, his identity or his establishment and legal existence and authorisation to act in the form of original or officially certified copy. The Bank shall be entitled to require that transcript of documents and signatures on documents will be officially certified in compliance with valid generally binding legal regulations. 2. The Client who is recorded in the Commercial Register shall be obliged, without undue delay after any changes of facts being subject-matter of record in the Commercial Register, to take acts leading to harmonisation of record in the Commercial Register with actual legal status and to submit the Bank the current extract from the Commercial Register, immediately after recording the required changes in the Commercial Register. The present provision shall apply accordingly to changes concerning records in the Trade Register or in other register determined by law. 11

12 3. The Client shall be obliged to notify the Bank, without undue delay, about any changes of data provided by the Client to the Bank in connection with the Banking Deals being performed between the Bank and the Client and to submit the Bank documents sufficiently proving, at the Bank's discretion, these changes and other information, which the Bank can reasonably require in this connection. Changes proved by the Client shall take effect and be binding upon the Bank on the business day following after the day of delivery of the relevant notice to the Bank; in extraordinary cases, the Bank shall be entitled to agree that the relevant notification will take effect as soon as in the moment of its delivery. The Bank shall not be obliged to accept any notification of the Client, which, at own discretion of the Bank, is not supported sufficiently by provable documents and supplemented by data required by the Bank. 4. The Client shall be obliged to notify the Bank, without undue delay, about all facts, which can cause misuse of disposal of financial means on the account or which could cause detriment or unjustified enrichment of the Client, Bank or third party (e.g. loss of identity document). 5. As at conclusion of Banking Deal, as well as during validity of obligation relationship, the Client shall be obliged to notify the Bank in writing about facts, which would cause that the Client will be deemed as a person with special relationship with the Bank according to valid generally binding legal regulations. 6. The Client shall be obliged to provide the Bank with any necessary information, which the Bank may reasonably require within fulfilment of its obligations pursuant to generally binding legal regulations regarding measures against criminal income legalisation and terrorism financing and generally binding legal regulations on implementation of international sanctions. Otherwise, the Bank shall be entitled to refuse conclusion of Banking Deal, to terminate the Banking Deal or refuse to carry out the specific Banking Deal pursuant to 15 Act on Protection Against Criminal Income Legalisation and Terrorism Financing. 7. In connection with fulfilment of the information duty, the Client shall be obliged to provide the Bank with cooperation and take measures reasonably required by the Bank as measures, which need to be taken in order to verify facts, which the Bank has learned from the Client or third parties. 8. The Bank shall not bear responsibility for any losses or damage, which could be suffered by the Client due to failure to comply with or later fulfilment of his obligations pursuant to this Article hereof. Article 6 Bank Secret, Confidential Information and Personal Data Protection 1. For the purposes of detecting, verifying and control of identification of Clients and their representatives, for the purposes of concluding and performing Banking Deals with Clients and for other purposes stipulated in the Act on Banks, the Bank is obtaining and processing Personal Data of the Client and his representatives in the extent and in the manner determined in the Act on Banks, whereas the Client and his representatives shall be obliged, upon request of the Bank, to provide the Bank with data in the extent determined in Article 93a of the Act on Banks as amended. The Bank shall be obliged, even without consent of the Client, to disclose and provide for processing Personal Data of the Client to other persons determined by the Act on Banks or by special act, namely under the terms and conditions stipulated therein. Failure to provide the Personal Data, which the Client is obliged to provide, or failure to comply with other requirements and conditions for conclusion or performance of the Banking Deal, which are determined by generally binding legal regulations, or agreed with the Bank, can have negative impact on conclusion of the Banking Deal by the Bank. 12

13 2. By signature of the Contract, the Client gives express consent that the Bank shall be entitled to provide Confidential Information: a) to any member of the Bank's Group, especially for the purposes connected with business activity of the Bank or a member of the Bank's Group, e.g. for assessment of risk management and prudent business of the Bank, reporting within the Bank's Group, documenting activity of the Bank, namely in the extent to achieve the purpose of processing; b) to third entities for the purpose of provision of the required Banking Deal by the Bank or use of supplementary services offered by the Bank, however, provided by the third entity (especially persons securing Payment Transactions, issuing Payment Cards, providing insurance and the like); c) to provider of services with whom the Bank has concluded contract for securing activities to support performance of banking activities or with whom the Bank cooperates in performance of banking activities, including a service provider outside the territory of the Slovak Republic (as for example: card companies and associations; insurance companies; persons cooperating with the Bank on the basis of an agreement on temporary assignment in compliance with the Labour Code; merchants accepting payment cards; entities that secure for the Bank payments services and settlements; entities that secure for the Bank issuance of electronic means of payments; administrators of Bank's information systems; administrators of Bank's registry records; mediators and business representatives of the Bank and the like), namely for the purpose of performance or securing performance of activities supporting performance of banking activities. If the subject-matter of the service is personal data processing the entity authorized by the Bank shall be advised to the Client through the notice published in the Business Premises and/or on the Internet page of the Bank, unless the Bank gives the notice in any other appropriate manner. Personal data shall be processed in the extent and under the conditions agreed with the service provider in a written contract pursuant to Art. 8 of the Personal Data Protection Act or written authorisation; d) to third entities for the purpose of protection and enforcement of rights of the Bank from the Banking Deal out-of-court or by court, or assignment of payable claim of the Bank and its appurtenance, including disclosure of Confidential Information in connection with negotiations concerning such authorisations or conclusion of contract; e) to entity, which keeps register of powers of pledge and to its members and/or to a body of state administration, which keeps special register and/or to a body of state administration in the area of Land Register; f) to the National Bank of Slovakia and to the Ministry of Finance of the Slovak Republic regarding matters concerning mortgage loan in compliance with the Act on Banks and generally binding legal regulations; g) to the National Bank of Slovakia, Ministry of Finance of the Slovak Republic, Slovak Statistical Office or to other entity of law pursuant to generally binding legal regulations; h) to entities with which the Bank consults business case or requires written opinion of such entities on the business case (e.g. to its auditors, external legal consultants, interpreters), if deemed necessary by the Bank; i) to auctioneer with whom the Bank filed a proposal for auction performance for the purposes of auction performance, and j) to the Czech National Bank, to other banks, branches of foreign banks, which perform banking activities in the territory of the Slovak Republic on the basis of a valid banking licence and/or to foreign banks, namely for the purposes of information exchange pursuant to the Act on Banks and/or for the purposes of protection against possible damage and/or losses arising from suspicious or fraudulent actions of Clients and/or 13

14 unusual business transactions and/or actions and transactions suspicious of terrorism financing in the compliance with the Act on the Protection against Criminal Income Legalisation and Terrorism Financing. 3. By signature of the Contract, the Client gives his express consent that the Bank shall be entitled to process Personal Data in the extent title, first name, surname, address, address and telephone number for the purposes of performing marketing, including direct marketing or marketing research of the Bank or of a member of the Bank's Group, in particular, but not limited to, for the purposes of offering Banking Deals or Banking Products, researches related to provision of Banking Deals and Banking Products, and to provide such Personal Data, including information that there is considered a Client of the Bank, to entities performing marketing, including direct marketing or marketing research for the Bank or a member of the Bank's Group for the above-mentioned purposes and in the extent provided. The customer gives his express consent that for the purposes of marketing, including direct marketing of the Bank, or a member of the Group which the bank belongs to, in particular, but not only for the purposes of offering the bank transactions or products and the related services, the Bank is entitled to send to the customer messages by phone, fax, , SMS and/or to use the automatic phone calling system and/or use other means of long-distance communication that enables the bank communicate individually with the customer. For the above mentioned purposes the Bank is authorized to use the telephone number provided by the customer. 4. The Client shall be liable for correctness and veracity of Personal Data, which he provided to the Bank in the extent determined in the Act on Bank and required in case of single Banking Deals for the purpose of unambiguous identification of the Client. 5. Client agrees with processing of the provided Personal Data in the Bank's information system and with entering of the same for processing purposes in the information system in the extent required to fulfil a particular processing purpose under section 2 of this Article to the entities listed in section 2 of this Article; this shall also apply in the event of cross-border flow of information to the countries that warrant reasonable protection levels pursuant to the generally binding legal regulations. At the same time, the Client agrees that the Bank will make Personal Data provided by the Client available for recipient of payment during performance of payment services and settlement pursuant to a special regulation, as well as to a third person, if such Personal Data constitute a part of information and documents concerning such third person, which are stored in the Bank. 6. The Client agrees with disclosure and provision of all data on loans and bank guarantees provided to the Client, data on claims and their security, which the Bank has towards the Client from granted loans and guarantees, and data on repayment of his obligations and data on his solvency and credibility in terms of repayment of his obligations, and that including data obtained by the Bank in the course of negotiations on conclusion of the Banking Deal, which (the data) are subject to protection of the Bank Secret, namely: to company of auxiliary banking services, which is an operator of joint register of banking information according to the Act on Banks, to entities authorised to process Personal Data in the joint register of banking information under the terms and conditions determined by a special law, as well as to banks and branches of foreign banks pursuant to the Act on Banks and the Act on National Bank of Slovakia. 7. The Client agrees that Sociálna poisťovňa (Social Insurance Company) with its seat at Ul. 29.augusta 8 and 10, Bratislava (hereinafter referred to as the Sociálna poisťovňa ) will provide his Personal Data in the following extent: whether the Client is employed, who is his employer and on the basis of what type of labour-law relationship he his employed, duration of his employment and insurance, amount of basis of assessment of all or single employers and average amount of the basis of assessment, whether the Client receives invalid pension, all that to the Bank and Slovak Banking Credit Bureau, s.r.o., with its seat at Malý trh 2/A, Bratislava , IČO (Corporate Identification No.): , recorded in the Commercial Register kept by the District 14

15 Court Bratislava I, section Sro, insert No.30071/B (hereinafter referred to as the SBCB ) and that the Bank will provide Sociálna poisťovňa and SBCB with personal data in the above-mentioned extent for the purpose of their verification in connection with origin and duration of obligation relationship of the Client with the Bank. The consent shall be granted for the period until expiry of 10 years since it was granted; the consent can be revoked only in case of provable breach of terms and conditions of personal data processing for which the consent was granted. The Client represents that he is aware of his rights of an affected person pursuant to Personal Data Protection as amended; 8. The consent of the Client referred to in Article 6 paragraph 5 hereof shall be irrevocable during the period determined by generally binding legal regulations, however at least during the period of fulfilment of the purpose of Personal Data processing. However, the Client shall be entitled to revoke such consent if it proves that Personal Data are being processed at variance with the present GBT&C. 9. The Client shall be entitled to provide, for the information system of the Bank, Personal Data of a third person only in a case that he has a written irrevocable consent of such third person for provision and processing of the person's Personal Data to the Bank and entities referred to in Article 6 paragraph 2 hereof. If the Client provides the Bank with Personal Data of a third person without written consent of the relevant third person, he shall be obliged to compensate the Bank for possible damage, which would be suffered as a result of that. 10. The Bank shall maintain confidentiality about the Confidential Information and shall secure its security by protecting it against destruction, loss, damage, theft or misuse. For the purposes of protection, the Bank shall take and control measures securing the strictest standard of protection. The Bank requires security and the obligation to maintain confidentiality in the above-mentioned scope also from persons to whom the Confidential Information was provided or disclosed in compliance with this Article of the GBT&C. 11. Client acknowledges that Client has been informed of Client's rights in the area of protection of the rights of involved persons resulting from the Personal Data Protection Act. Client being the involved person pursuant to the Personal Data Protection Act was instructed in compliance with Art. 28 of the Personal Data Protection Act about Client's right to request from the Bank as the processor based on a written request: a) confirmation of whether or not Client's Personal Data are processed; b) in a generally understandable form: information about the processing status of Client's Personal Data in the information system in the extent of Art. 15 sect. 1 indent a) through e) second and sixth clause of the Personal Data Protection Act; if the decision under Art. 28, sect. 5 of the Personal Data Protection Act is issued, Client shall be entitled to become familiar with the transaction processing and evaluation procedure; c) in a generally understandable form, the exact information about the source from which Client's Personal Data have been obtained for processing; d) in a generally understandable form, list of Client's Personal Data being subject to processing; e) correction or liquidation of incorrect, incomplete or outdated Personal Data being subject to processing; f) liquidation of Personal Data where the purpose of processing expired; if official documents containing Personal Data are processed, Client can apply for the return thereof; g) liquidation of Personal Data being subject to processing in case of violation of the Act; h) blocking of Client's Personal Data due to revocation of the consent before expiry thereof, if the processor processes Personal Data based on a consent of the involved person; i) based on gratuitous written request, Client shall be entitled to object to: (i) processing of Client's Personal Data that the Client believes to be processed for the purposes of 15

16 direct marketing without Client's consent and request liquidation thereof, (ii) use of Personal Data set forth in Art. 10 sect. 3 indent d) of the Personal Data Protection Act for the purposes of direct marketing through post office, or to (iii) provision of Personal Data set forth in Art. 10 sect. 3 indent d) of the Personal Data Protection Act for the purposes of direct marketing; j) based on gratuitous written request or personally, if the matter bears no delay, Client shall be entitled to object with the Bank as the processor at any time to: 1. processing of Personal Data in cases under Art. 10 sect. 3 indent a), e), f) or g) of the Personal Data Protection Act expressing legitimate reasons or submitting evidence of unauthorized infringement of Client's rights and interest protected by law that are or can be impaired in a particular case by such processing of Personal Data; unless prevented by legal reasons and if proved that the objection of the involved person is legitimate, processor shall block and liquidate the Personal Data processing of which is objected to by the involved person as soon as possible 2. object to and not subdue to the processor s decision that would have legal effects or significant impact for the Client if such decision is issued exclusively based on automatic processing of Client's Personal Data. Client shall have, as the involved person, right to request the processor to investigate into the decision issued using a method different from the automatic form of processing and the processor shall be obliged to comply with the request of the involved person, with the involved person playing a decisive role in the examination of the decision; processor shall inform the involved person of the method of examination and the results thereof in a time period as set forth in Art. 29, sect. 3 of the Personal Data Protection Act. The involved person shall not have such right only if so provided by a separate act that regulates measures to secure legitimate interest of the involved person, or if processor issued a decision within pre-contract relations or during contractual relations complying with the request of the involved person, or if the processor adopted based on a contract any other reasonable measures to secure legitimate interest of the involved person; k) has right to disagree with the decision of the Bank as the processor based on the Personal Data Protection Act and refuse transfer of Client's Personal Data to a third country that does not warrant adequate protection level for Personal Data, if the transfer is to be effected based on the Personal Data Protection Act; l) in case of a suspicion that Client's Personal Data is not processed in an authorised manner, Client shall be entitled to file a motion with the Personal Data Protection Authority to institute personal data protection proceeding. Chapter Two COMMUNICATION OF THE CLIENT WITH THE BANK Article 7 Communication 1. The Client agrees that the Bank will record, even without prior notification, any communication between the Bank and the Client by means of any available technical equipment and archive all these records, as well as copies of all information and documents, which the Bank receives from the Client or third parties. The Client agrees that the Bank shall be entitled, in case of dispute, to use such records and copies as a mean of evidence. 2. The Bank shall be entitled to require from the Client that all Instructions, which were not made in writing, will be confirmed within three Banking Days by delivery of their written 16

17 original to the Bank. If the Client fails to make such confirmation within the abovementioned deadline, the Bank shall not be obliged to accept such Instruction. However, if the Bank does so, it shall not be responsible for damage, which will arise by its procedure on the basis of such unconfirmed Instruction. The Client shall pay the Bank any damage or costs, which will be suffered by the Bank due to making the Instruction. 3. With regard to the provided services and products, the customer gives express consent to the bank to send to the customer SMS, that can contain the information, or notices. The Bank is authorized to send the SMS to the telephone number provided by the customer, or to other telephone numbers of the customer. Article 8 Instructions of the Client to the Bank 1. The Bank shall accept Instructions of the Client, Authorised Person or other person who is authorised according to valid generally binding legal regulation to place such Instruction, if the Bank does not have doubts as for their identity. 2. The Client shall be obliged to secure that Instruction delivered to the Bank will: a) be certain, clear, correct, exact and complete, b) be delivered to the Bank, c) be signed in compliance with the Specimen Signature filed with the Bank, unless otherwise agreed between the Bank and the Client, d) be in compliance with internal regulations of the Bank being Published and in compliance with relevant valid generally binding legal regulations, e) not be at variance with the principles of fair business relations or good manners. 3. The Bank does not check correctness, accuracy or completeness of data provided by the Client in the Instruction. 4. The Bank does not check justifiability of Instructions placed and confirmed by identification codes of the Bank; Instruction placed in such way is irrevocable. 5. The Bank shall perform Instructions within adequate deadlines according to their nature and complexity, in compliance with the relevant business practice and valid generally binding legal regulations. The Bank shall be entitled to determine differently conditions in case of delivery and performance of Instructions before the end of the calendar year. Information about such different conditions shall be Published by the Bank. 6. The Bank shall not bear liability for consequences of performance of the Instruction and for possible damage arisen due to performance of the Instruction. The Bank shall further bear no liability for damage caused by imitation of signature of the Client or representative of the Client and for damage arisen from incorrectly or incompletely completed, forged or altered documents. The Client shall compensate the Bank for any damage or costs, including costs on legal assistance, which can be suffered by the Bank due to performance of the Instruction. 7. The Bank shall be entitled, exclusively at its own discretion, to refuse performance of any Instruction, which does not comply with the terms and conditions of the present GBT&C. 8. The Bank shall be entitled to refuse performance of Instruction if there occur cases of unclear legal relations, if it has doubts whether the person placing the Instruction is actually authorised to do so, and that until the period when such authorisation is satisfactorily proved to the Bank; this shall apply accordingly in case of obvious discrepancies in interests of Authorised Persons. 9. Instruction can be delivered to the Bank only on Banking Day during opening hours of cash desk of the relevant Business Place except for Instructions being delivered in a form of technical carriers and data transfers (e.g. by means of electronic banking). If the Bank accepts any Instruction after the determined Cut-Off Time, it shall be deemed that the Instruction was delivered on the next Banking Day. 17

18 10. For reasons worthy of special attention, the Bank shall be entitled to limit or suspend its operation for the period necessary. Information about limitation or suspension of operation shall be Published by the Bank. Article 9 Removal of Errors in Communication 1. If the Bank detects that there occurred error in any confirmation, statement from Account or in other document delivered by the Bank to the Client, the Bank shall inform the Client about this fact without undue delay. 2. The Client undertakes, after receipt, to check confirmations, statements from Accounts, notices and other documents delivered to the Client by the Bank. The Client shall be further obliged to check whether all the Instructions placed by the Client or on behalf of the Client were duly made by the Bank. If the Client detects that there occurred any error, he shall notify the Bank about this fact without undue delay. The Bank shall be obliged to remove such errors detected without undue delay, unless it is prevented by any other fact. 3. Information contained in any confirmation, statement from Account, notification or other document sent by the Bank to the Client shall be deemed as accepted, confirmed and approved by the Client if the Client fails to notify the Bank in writing that he does not agree with their contents within the deadline of fourteen (14) calendar days since their delivery to the Client, unless a longer deadline is provided for in a special act. Article 10 Notifications and Delivery 1. Documents between the Bank and the Client shall be delivered in person, by courier, by mail or by means of electronic communication media (fax, or other electronic medium). The Client shall submit the Bank in person documents in determined premises of the Business Places during opening hours of cash desk of the Business Place. 2. Documents being delivered in person (collected by the Client) or delivered by courier shall be deemed as delivered by their hand-over. If addressee refuses to take over the document being delivered, the document shall be deemed as delivered on the day of its refusal, confirmed by employee of the Bank or the postman. 3. Documents delivered to the Client who is not a Consumer a) by electronic communication media shall be deemed delivered in the moment of printing out the message of their dispatch (fax) or in the moment of receipt of message of their delivery ( ); if operator of recipient of the message sent by e- mail does not issue such confirmation, the document shall be deemed delivered in the moment of dispatch of message; b) by ordinary mail shall be deemed delivered inland on the third day after its posting and abroad on the seventh day after its posting; c) by registered mail shall be deemed delivered on the third day after its posting unless it is returned; if the mail is returned, the mail shall be deemed delivered on the day when the post office returns it to the Bank. 4. Documents delivered to a Client Consumer a) by electronic communication media shall be deemed delivered in the moment of receipt of message of their delivery ( ), b) by mail can have a form of ordinary or registered mail. If the addressee of a registered mail has not been reached, documents shall be deemed delivered if they are received by another adult living in the same apartment or house. If the document cannot be delivered this way and the addressee fails to pick it up at the post office, the document shall be deemed delivered on the 18

19 day when the post office returns it to the Bank even if the addressee has not learned about it. 5. The Client undertakes to notify the Bank address, telephone number, fax number and electronic address (e.g. ) through which the Bank will communicate with the Client and to notify the Bank without undue delay about any change of these data. If the Client fails to notify such information to the Bank, the delivery and notification made to the last address known by the Bank, possibly to the last known telephone number, fax number or electronic address (e.g. ) shall be deemed as duly made. 6. Failure to deliver awaited documents of any kind, especially of document proving performance of Payment Orders and receipt of financial sums shall be notified by the Client to the Bank without undue delay, namely after expiry of deadline within which the document should be delivered by mail. The Bank shall bear no liability for possible damage arisen due to failure to deliver documents for reasons not caused by the Bank. Article 11 Charges, Rewards, Costs 1. The Client shall be obliged to pay the Bank Charges for services being provided by the Bank. 2. Unless otherwise agreed between the Client and the Bank, Charges shall be payable as at the date provided in the Price List and if the Price List does not contain such data, then they shall be payable on the day when the charged act is made. Claims of the Bank corresponding with Charges shall be payable as at the determined date and the Bank shall be entitled to debit the sum from any Account and/or Bankbook of the Client and set-off the sum with claims of the Client towards the Bank. If balance on the Account and/or Bankbook of the Client is not sufficient to cover payable Charges, the Bank shall settle such sums to the debit of the Account. Unless otherwise agreed, the Client shall be obliged to settle balance of Bank's Claim without undue delay. 3. The Bank shall be entitled to change and/or supplement the Price List, namely for reason of changes of business policy of the Bank or in connection with development of legal environment or on the basis of changes on monetary and capital market or on the basis of changes on the banking market. The Bank shall Publish the change of the Price List, including specification of its effective date, in its Business Premises and on its web site or in other suitable way agreed with the Client. The Bank shall secure the Publishing within the deadline: a) of at least 15 days before the effective date of the change for the Client, who is not a Consumer, in compliance with the Act on Payment Services; and b) of not later than two (2) months before the effective date of the change for the Client Consumer. The Client Consumer, in case of significant increase of Charges, shall be entitled to withdraw from the Contract; written withdrawal from the Contract must be delivered to the Bank in person or in a form of registered mail matter no later than on the day preceding the effective date of change of the Price List. If the Client Consumer does not withdraw from the Contract within the deadline referred to in the previous sentence, this shall be deemed as the Client agrees with the relevant change of the Price List and the change is binding upon him. After withdrawal from the Contract, the parties shall not return to each other performances provided until withdrawal from the Contract. Both the Bank and the Client Consumer shall be obliged to repay the other party all the unpaid claims, which arose until withdrawal from the Contract. If such mutual claims and payables are not settled as at the effective date of withdrawal from the Contract, they shall not cease to exist by withdrawal from the Contract. The Bank and the Client Consumer have agreed that until the moment of due fulfilment of all claims and payables referred to in the 19

20 previous sentence of this paragraph, provisions of the present GBT&C shall apply without regard to the validity and effect of the Contract. 4. The Bank shall be entitled, at own discretion, to divide the Price List into several separate parts, in particular (but not limited to) into a part for natural persons non-entrepreneurs (citizens and private clients) and a part for natural persons entrepreneurs (entrepreneurs) and legal entities (companies), whereas each of these parts, as well as all the parts jointly shall be deemed as a single Price List. 5. The Client undertakes to pay, without undue delay upon request of the Bank, any damage and any costs spent purposefully, including costs on legal representation of the Bank suffered by the Bank in connection with: a) breach of a contractual obligation of the Client towards the Bank or in connection with solving disputes between the Bank and the Client, especially in connection with recovery of payable Bank's Claims towards the Client (including court and administration fees and other costs connected with court or out-of-court recovery of Bank's Claims); or b) court or out-of-court proceedings in which the Bank will take part in connection with court proceedings or dispute between the Client and third parties. 6. If the Bank detects that due to breach of the Client's contractual obligation damage threatens to or originates for the Bank, the Bank shall be obliged to exert adequate effort, which can be reasonably required from the Bank, in order to avoid or minimise the damage. 7. A Client Consumer shall be obliged to compensate the Bank for notary public fees, court fees and administration fees, costs of services of experts, translators and interpreters, which are related to the Banking Deal. 8. Apart from the Charges, the Client, who is not a Consumer pursuant to a special legal regulation, shall be obliged to compensate the Bank without undue delay for all costs and expenses suffered by the Bank in connection with conclusion, changes and termination of the obligation relationship with the Client, as well as in connection with a proposed relationship, in particular court fees, administration fees, notary public fees and other Charges and costs on documents and deeds, costs of services of experts, tax and economic consultants, translators, interpreters, costs of legal services. 9. The Client undertakes, without undue delay, upon request of the Bank, to pay the Bank sum of increased reasonable costs in connection with conclusion or performance of contract or in connection with financing obligations of the Bank arising from the contract, which arose due to change or adoption of a new legal regulation binding for the Bank, which applies to the Banking Deal and to the Bank in general and/or of change in interpretation of legal regulation and/or of change in situation on the market, if such change or adoption of a new legal regulation binding for the Bank, change of its interpretation or change of market occurred after conclusion of the relevant contract between the Client and the Bank. 10. The Client shall be obliged to pay the Bank other Charges and costs suffered by the Bank in connection with performance of transfers according to a special regulation, in particular in connection with the fact that: a) the Client as a principal failed to state account number in the structure required by the Bank, mediating institution pursuant to a special regulation or performing institution according to a special regulation or in the structure determined by a special regulation; c) the Client or other person involved in transfer as a principal or recipient pursuant to a special regulation, where the Client was principal or recipient pursuant to a special regulation, stated in Payment Order or Transfer Order data, which caused increase of costs on performance of the transfer spent by the Bank, mediating institution pursuant to a special regulation or performing institution according to a special regulation. 20