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Erebor Deposit Program Custodial Agreement

You hereby agree to participate in the custodial deposit program (the "Sweeps Program") offered by Erebor Bank, N.A. (the "Bank") as described below and agree to be bound by the terms and conditions set forth below.

Enrollment in the Program is a condition of maintaining a deposit account at the Bank unless and until the Bank determines otherwise in its sole discretion. By signing this document ("Agreement"), you are authorizing the Bank to place your funds at one or more Destination Institutions (defined below) through Coastal Community Bank ("Coastal") or through networks provided by Bank's third-party service providers, including those through ICS®, the IntraFi Cash Service^(SM) of IntraFi Network LLC ("IntraFi") or through Demand Deposit Marketplace (DDM) Program, (the "R&T Program") administered by R&T Deposit Marketplace, LLC (d/b/a R&T Deposit Solutions) ("R&T").

"Custodian" means, in the case of the Omni Program (defined below), Coastal and, in the case of the Sweeps Program, any custodian used by such networks, which may include The Bank of New York Mellon.

If Custodian or any Destination Institution fails, and federal deposit insurance payments become necessary, you may be delayed in receiving your payment. In such case, the Bank will not be obligated to credit your account with funds in advance.

You acknowledge and agree Bank may, in its sole discretion, choose to place any of your deposits through IntraFi's network, the R&T Program or the Omni Program. You understand and agree that Bank, as your agent, to enroll you in one or more such program and that Bank may place any or all of your funds on deposit with Bank through one or more such programs in an amount determined in Bank's sole discretion. You further authorize Bank, from time to time, to reallocate your deposits between one or more such programs. Please carefully review the section titled Conflicts of Interest / Waiver of Conflicts.

The schedules attached hereto are an integral part of this Agreement and are deemed incorporated by reference herein, and by agreeing to the terms of this Agreement, you agree to the terms set forth on Schedule 1, which governs any funds placed through the R&T Program administered by R&T. For purposes of this paragraph, you agree to the terms of the Agency Appointment & Relationship paragraph set forth immediately below. Capitalized terms used in this Agency Appointment & Relationship paragraph that are not defined herein shall have the meanings ascribed to such terms in Schedule 1.

Agency Appointment & Relationships

In accordance with the Customer T&Cs, you hereby enroll in the R&T Program and appoint the Bank as your agent or sub-agent for all purposes with respect to the R&T Program, including to (directly or indirectly through its agents and sub-agents, including Sending Institution and Stable and its respective agents and third-party service providers, including Settlement Bank and Custodian) open and maintain one or more Program Accounts at one or more Receiving Institutions and hold Program Deposits at Settlement Bank and Receiving Institutions.

Such Program Accounts shall be held in the name of the Bank's agent, Stable (or another custodian as selected by R&T) as agent for the institutions participating in the R&T Program (including Your Institution) as agent for its customers (including you). Program Accounts also may be held in the name of the Bank as agent for its customers (including you). Program Deposits in the Program Accounts are owned beneficially by you and other R&T Program customers. You hereby direct the Bank, as your agent or sub-agent, to effect deposits to and withdrawals from such Program Accounts pursuant to the Customer T&Cs.

You further authorize the Bank to appoint and authorize (if the Bank engages a Sending Institution), Sending Institution as its agent and R&T to administer the R&T Program, including to provide technology services to facilitate deposits to and withdrawals from such Program Accounts. You further authorize R&T to engage other agents and third-party service providers, including the Settlement Bank and Custodian, to assist it in administering the R&T Program.

You agree to be bound by all acts by the Bank, Sending Institution, R&T and Stable whom you further hereby authorize, in turn, to appoint such other agents and service providers from time to time with or without notice to you, including the Settlement Bank and Custodian, and for which you agree to be bound by their acts.

In the event of a conflict between Schedule 1 and any other term of this Agreement, Schedule 1 shall take precedence with respect to the R&T Program administered by R&T.

Please take note that:

  1. Custodian and each Destination Institution is a bank that is insured by the Federal Deposit Insurance Corporation ("FDIC").

  2. FDIC deposit insurance only covers the failure of insured banks.

  3. Certain conditions must be satisfied for FDIC deposit insurance coverage to apply on deposits held by Custodian and each Destination Institution.

Additional detail and important information are found below. Please read this Agreement carefully and keep a copy for your records. This Agreement supplements any other agreements you have entered into, or may enter into in the future, with the Bank with respect to your Account (as defined below) or otherwise, including but not limited to the deposit account agreement and accompanying disclosures governing your Account (the "Deposit Account Relationship Agreement"); in the event of any conflict between such other agreements and this Agreement, the terms of this Agreement shall govern. If you have any questions about any provisions of this Agreement, please contact us.

Introduction

a) To participate in the Sweeps Program, you must maintain a deposit account with the Bank (your "Account").

b) You agree to appoint the Bank as your agent and custodian for the purpose of depositing any or all of your Account funds into a deposit account at Custodian or a Destination Institution.

c) You authorize the Bank to act as your agent and custodian for your funds within the meaning of 12 C.F.R. § 330.5(b)(1).

d) You authorize the Bank to enter into an ICS Omni Deposit Placement Agreement (the "Omni Agreement") with Coastal and to submit your funds through the ICS Omni Program (the "Omni Program" which shall be considered part of the Sweeps Program) within ICS®, the IntraFi Cash Service® of IntraFi LLC, for placement at depository institutions at which deposits may be placed through ICS (each, a "Destination Institution"), and you authorize the Bank to enter into one or more agreements with IntraFi and its Custodian (the "IntraFi Agreement", and individually and collectively with Omni Agreement, the "Network Agreement") and to submit your funds through IntraFi Cash Service® of IntraFi LLC for placement at Depository Institutions.

A LIST IDENTIFYING INTRAFI NETWORK BANKS, WHICH ARE FDIC-INSURED DEPOSITORY INSTITUTIONS, APPEARS AT HTTPS://WWW.INTRAFI.COM/NETWORK-BANKS. CERTAIN CONDITIONS MUST BE SATISFIED FOR "PASS-THROUGH" FDIC DEPOSIT INSURANCE COVERAGE TO APPLY . IntraFi network banks may be added or removed without notice.

e) As your agent and custodian, the Bank may establish one or more deposit accounts for your benefit, and the benefit of others, at Custodian (and Custodian may establish accounts at sub-custodians) and at one or more Destination Institutions and will maintain records of your beneficial interest in such account(s) (such beneficial interest in such account(s) evidenced on the records of the Bank, your "Custodian Account" or "Destination Institution Account", respectively, and Custodian Account, with Destination Account, the "Sweeps Account"). Under the Omni Program, Coastal will act as the Bank's agent and custodian in placing your deposits and establishing and maintaining records of Destination Institution Accounts, and The Bank of New York Mellon provides services that support deposit placement through the Sweeps Program, including acting as Coastal's sub-custodian under the Omni Program.

f) When you deposit funds into your Account, your funds will (i) remain, in whole or in part, on deposit in your Account; (ii) be deposited by the Bank, as your agent and custodian, in whole or in part, into your Custodian Account; or (iii) be deposited by the Bank, as your agent and custodian, in whole or in part, into your Custodian Account and be deposited by Custodian, as agent and custodian of the Bank, acting as your agent and custodian, in whole or in part, into one or more Destination Institution Account(s) . At any time, the amount of your funds on deposit in your Account compared to the amount of your funds on deposit in your Custodian Account or Destination Institution Account(s) may change. You authorize Bank, as your agent, to transfer, from time to time, funds from your Account to the Sweeps Account and to withdraw, from time to time, your funds from the Sweeps Account for deposit into the Account, each in the sole discretion of Bank, subject to the terms of this Agreement.

g) Funds on deposit in your Account may be deposited into a Custodian Account or Destination Institution Account at any time based on availability, capacity, and the business relationship between the Bank and Custodian or sweeps network. The placement of funds with Custodian or Destination Institution by the Bank may present certain conflicts of interest. Please see the section titled "Conflicts of Interest / Waiver of Conflicts" below.

h) Your funds at the Bank, Custodian and each Destination Institution are eligible for FDIC insurance coverage up to $250,000 for all deposits held in the same insurable capacity in which your Account or Custodian Account or Destination Institution Account, as applicable, is held (e.g., individual account, joint account, etc.) per institution (the "Insurance Limit"). Please read the sections titled "Information About FDIC Insurance of Your Deposits at Custodian and Destination Institutions" below. Funds placed at Custodian or Destination Institution will be a deposit obligation solely of such Custodian or Destination Institution, as applicable, at which it is held. It will not be a deposit obligation of Bank or of any other person or entity.

i) Funds in your Account and/or your Custodian Account and/or your Destination Institution Account(s) may exceed the Insurance Limit, meaning that some of your funds may be uninsured; provided, however, that the Sweeps Program is designed so that, at each Destination Institution, no more than $250,000 will be attributable to you (excluding any deposits you may have at a Destination Institution outside of the Sweeps Program). Amounts in excess of the Insurance Limit at the Bank, at Custodian, or at one or more Destination Institutions will not be covered by FDIC insurance. As your agent and custodian, the Bank may also place your funds in an amount greater than the Insurance Limit in your Custodian Account and/or your Account and/or your Destination Institution Accounts, even if your funds could remain in your other account(s) in an amount that does not exceed the Insurance Limit.

j) Any funds (including certificates of deposit) that you maintain in the same insurable capacity (e.g., individual account, joint account, etc.) directly with the Bank, including through an intermediary (such as a broker), regardless of the number of accounts, will be aggregated with funds in your Account for purposes of the Insurance Limit. Any funds (including certificates of deposit) that you maintain in the same insurable capacity (e.g., individual account, joint account, etc.) directly with Custodian, including through an intermediary (such as a broker), regardless of the number of accounts, will be aggregated with your funds in the Custodian Account at Custodian for purposes of the Insurance Limit. Any funds (including certificates of deposit) that you maintain in the same insurable capacity (e.g., individual account, joint account, etc.) directly with a Destination Institution, including through an intermediary (such as a broker), regardless of the number of accounts, will be aggregated with your funds in the Destination Institution Account at the Destination Institution. You are responsible for monitoring the total amount of deposits that you have with the Bank, Custodian, and each Destination Institution in order to determine the extent of FDIC insurance coverage available to you. You may contact the Bank, or check your customer portal, to determine the amount of your funds on deposit at Custodian or a Destination Institution(s).

k) The Custodian Account is solely the obligation of Custodian and is neither directly nor indirectly an obligation of the Bank. You will not have a direct relationship with Custodian by virtue of this Agreement. All deposits and withdrawals to and from the Custodian Account will be made by the Bank on your behalf. Information about the Custodian Account may be obtained from the Bank, not Custodian.

l) A Destination Institution Account is solely the obligation of that Destination Institution and is neither directly nor indirectly an obligation of the Bank or Custodian. You will not have a direct relationship with a Destination Institution by virtue of this Agreement. All deposits and withdrawals to and from a Destination Institution Account will be made by Custodian on behalf of the Bank on your behalf. Information about a Destination Institution Account may be obtained from the Bank, not the Destination Institution.

m) All communications regarding the Sweeps Program, including periodic statements and notices regarding changes to the Sweeps Program, will be provided to you by the Bank, and not by Custodian or a Destination Institution. If you have any questions regarding the Sweeps Program, please contact us.

n) The Bank, in its sole discretion, may make exceptions to the terms and conditions of the Sweeps Program from time to time.

o) Settlement of payments to and from Custodian and/or Destination Institution will occur each day that is not a Saturday, a Sunday, or another day on which banks in New York, New York or Ohio, are authorized or required by law or regulation to close.

p) You may inform us of any depository institution you wish to exclude from eligibility to receive deposits we place for you through the Sweep Program ("Exclusions List"). We may require you to provide your initial Exclusions List by giving us notice in any manner we specify, which may include providing a list by email or contacting us in accordance with your Deposit Account Relationship Agreement. An Exclusions List will be effective within three business days after the first business day on which we have received the Exclusions List from you. You may add to or subtract from your Exclusions List by giving us notice in a manner we specify, which may include providing such additions or subtractions by email or contacting us in accordance with your Deposit Account Relationship Agreement. If you do so, the revised Exclusions List will be effective within three business days after the first business day on which we have received the notice.

Appointment of the Bank as Your Agent and Custodian

a) You appoint the Bank, and the Bank agrees to be appointed, as your agent and custodian to hold in safekeeping the Custodian Account at Custodian, and all records relating thereto. You authorize the Bank to execute and deliver or file on your behalf all appropriate receipts, agreements, releases and other instruments, including whatever agreements may be required to establish and maintain the Custodian Account.

b) You agree that the Bank, as your agent, may place any or all of your funds on deposit in your Account from time to time at Custodian in amounts determined in accordance with this Agreement.

c) You authorize the Bank to deliver or transfer the funds on deposit in the Custodian Account to your Account from time to time.

d) You authorize the Bank to act as your agent and custodian for your funds within the meaning of 12 C.F.R. § 330.5(b)(1).

e) You authorize the Bank to enter into the Network Agreement and to submit funds through the Sweeps Program for placement at one or more Destination Institutions. You authorize the Bank to appoint Custodian to act as the Bank's agent and custodian in placing deposits for you through the Sweeps Program at one or more Destination Institutions.

f) You agree that the Bank may comply with any writ of attachment, execution, garnishment, tax levy, restraining order, subpoena, warrant or other legal process that the Bank believes (correctly or otherwise) to be valid. The Bank may notify you of such process by telephone, electronically or in writing. If the Bank is not fully reimbursed for its record research, photocopying and handling costs by the party that served the process, the Bank may charge such costs to your Account, in addition to any minimum fee the Bank may charge for complying with legal processes.

g) You agree that the Bank may honor any legal process that is served personally, by mail, or by facsimile transmission at any of the Bank's offices or an office of the Bank's agent (including locations other than where the funds, records or property sought is held), even if the law requires personal delivery at the office where the Custodian Account, a Destination Institution Account, or records are maintained.

h) You agree that the Bank shall have no liability to you for any action taken or omitted by the Bank hereunder in good faith.

i) You agree to indemnify the Bank and its nominees against, and to hold the Bank and its nominees harmless from, all expenses (including counsel fees), liabilities, losses and claims arising out of the Sweeps Program and the holding, delivery or transfer of the Custodian Account and the Destination Institution Account(s) and compliance with any legal process that the Bank believes (correctly or otherwise) to be valid.

Operation of the Sweeps Program

a) Accounts at the Bank

  • To participate in the Sweeps Program, an Account will be established for you at the Bank pursuant to your Deposit Account Relationship Agreement. The Bank will act as your agent and custodian with respect to the funds from your Account that are deposited into your Custodian Account at Custodian pursuant to the terms of this Agreement. Please read the section titled "Your Relationship with the Bank, Custodian and a Destination Institution" below.

b) Accounts at Custodian

  • The Bank, as your agent, will open a Custodian Account at Custodian and act as your custodian with respect to the Custodian Account into which your funds are deposited from time to time.

  • Your funds will be placed at Custodian based on business arrangements between the Bank and Custodian. Please read the section titled "Conflicts of Interest / Waiver of Conflicts" below.

  • The Bank will place your funds at Custodian as your agent without regard to the Insurance Limit or whether your funds could remain in your Account in an amount under the Insurance Limit. Any other deposits you have at Custodian outside of the Sweeps Program may reduce the amount of FDIC insurance coverage for which you are eligible through the Sweeps Program.

c) Accounts at Destination Institutions

  • The Bank, as your agent, will submit funds through Custodian, as the Bank's agent, for placement in one or more Destination Institution Account(s) as part of the Sweeps Program.

d) Types of Accounts and Limits

  • Deposits that we place for you at a Destination Institution will be placed in a Sweep Account that is a demand deposit account ("DDA") or a Sweep Account that is a money market deposit account ("MMDA"). In accordance with federal regulations, each Destination Institution reserves the right to require written notice of an intended withdrawal from an MMDA not less than seven days before the withdrawal is made, and, to the extent permitted by applicable law, may limit your withdrawal to six withdraws from MMDAs in a month.

e) Deposit Procedures

  • You agree that the Bank, as your agent, may deposit funds in your Account into a Custodian Account, or into one or more Destination Institution Account(s) through Custodian, as the Bank's agent, on your behalf.

  • You understand and agree that your funds may, on any given day, be held in whole or in part, at the Bank, at Custodian, or at one or more Destination Institutions.

  • Periodically, your previously deposited funds may be reallocated among Custodian, the Bank and one or more Destination Institutions.

  • You understand and agree that deposit amounts at the Bank, at Custodian, or at a Destination Institution, in excess of the Insurance Limit will not be insured by the FDIC. You understand and agree that it is your obligation to monitor your funds deposited at Custodian and at each Destination Institution. You may contact the Bank, or check your customer portal to determine the amount of your funds on deposit at the Bank, at Custodian, or at one or more Destination Institutions.

  • The process for allocating deposits and funds already on deposit reflects various considerations, including the need for certain Destination Institutions to receive deposits in amounts that they have placed for their own customers and possible limits on the amounts that an institution is authorized to place or a Destination Institution has agreed to receive. Applicable deposit amounts may change from day to day.

f) Withdrawal Procedures

  • Any withdrawals from, or transactions involving, your Account will be satisfied from available balances at the Bank, if any. If available balances at the Bank are insufficient to satisfy a debit, the Bank will withdraw funds necessary to satisfy the debit from the Custodian Account, or from one or more Destination Institution Accounts, in the Bank's discretion based on availability, capacity, and the business relationship between the Bank and Custodian.

  • You agree that all withdrawals from a Custodian Account, and from a Destination Institution Account, will be made by the Bank as your agent. Limitations on your withdrawal of and access to funds may apply as set forth in your Deposit Account Relationship Agreement. You understand and agree that further delays may apply to your withdrawal of and access to funds to the extent that Custodian's actions, or a Destination Institution's actions, including operational limitations of the Sweeps Program, impact our ability to act on your withdrawal request.

g) Conflicts of Interest / Waiver of Conflicts

  • You understand and agree that there is no obligation on the Bank to place funds into a Custodian Account and/or a Destination Institution Account to maximize the amount of FDIC insurance available on your funds or to maximize the interest rates that your funds may earn. Your funds may be placed at Custodian or a Destination Institution without regard to whether such funds may exceed the Insurance Limit; provided, however, that the Sweeps Program is designed so that, at each Destination Institution, no more than $250,000 will be attributable to you (excluding any deposits you may have at a Destination Institution outside of the Sweeps Program).

  • You understand and agree that the placement of funds at Custodian or one or more Destination Institutions may reflect considerations of federal and state law, funding needs of Custodian or a Destination Institution, general economic conditions, business interests of Custodian or the Bank, or other factors. Your funds may be placed to enhance the business objectives of the Bank without any benefit to you. You understand and agree that the Sweeps Program provides financial benefits to the Bank in the form of fees obtained from Custodian or sweeps networks.

h) Information About Your Accounts

  • You will receive a periodic statement in connection with the Sweeps Program (which may be combined with the periodic statement for your Account) that will reflect:

    • The opening and closing balances of a Custodian Account and Destination Institution Account(s); and

    • The interest rate and the interest amount earned.

  • When we place deposits, we may, at our sole election, receive matching deposits placed from participating Destination Institutions or may place deposits without receiving matching deposits from Destination Institutions. We may pay fees in connection with reciprocal and/or one-way deposits. We may also receive fees from Destination Institutions in connection with deposits we place or receive. When reciprocal deposits are used, fees paid to Custodians, IntraFi or Destination Institutions may affect rate determination. You authorize us to use either the reciprocal deposit or the one-way deposit, and we may use a feature with greater benefits to you, to us, or both. Interest on your funds will be earned at the specified rate regardless of whether we receive reciprocal deposits or not.

  • We are not acting as your investment advisor, and we are not advising you about alternative investments. You are responsible for comparing the rates of return and other features of the Sweeps Account to other available deposit accounts and other kinds of investments before choosing placement through the Sweep Program. The interest rate may be higher or lower than a cost-of-funds rate for a Destination Institution, an interest rate for another customer, or interest rates on comparable deposits available directly from us, from the Destination Institutions at which the Sweeps Account are held, from other Destination Institutions, or from insured depository institutions that are not Destination Institutions.

Your Relationship with the Bank, Custodian and a Destination Institution

a) General

  • The Bank will act as your agent and custodian in establishing a Custodian Account and Destination Institution Accounts, depositing funds into the Custodian Account (and one or more Destination Institution Accounts) and withdrawing funds from the Custodian Account (and one or more Destination Institution Accounts).

  • Custodian Account ownership, and Destination Institution Account ownership, will be evidenced by a book entry on the account records of the Bank as your agent and custodian with respect to Custodian, and with respect to a Destination Institution. No evidence of ownership, such as a passbook or certificate will be issued to you. You will receive a periodic statement from the Bank, which will reflect the balances in your Account and in your Custodian Account and in your Destination Institution Account(s). You should retain the statements for your records. You may at any time obtain information about a Custodian Account or Destination Institution Account by contacting us.

  • You agree that all transactions with respect to a Custodian Account (and with respect to a Destination Institution Account) must be executed by the Bank as your agent, and all information concerning a Custodian Account (or a Destination Institution Account) must be obtained by you from us.

  • You agree that Custodian will act as the Bank's agent in connection with the Destination Institution Accounts.

  • You agree that Custodian has no obligation to accept instructions from you with respect to a Custodian Account or to provide you with information concerning a Custodian Account.

  • You agree that a Destination Institution has no obligation to accept instructions from you with respect to a Destination Institution Account or to provide you with information concerning a Destination Institution Account.

  • Each Custodian Account constitutes an obligation of Custodian and is not directly or indirectly an obligation of the Bank. Each Destination Institution Account constitutes an obligation of the Destination Institution and is not directly or indirectly an obligation of the Bank or Custodian. You can obtain publicly available financial information concerning Custodian and Destination Institutions at www.ffiec.gov/nicpubweb/nicweb/nichome.aspx, or by contacting the FDIC using the information provided at https://www.fdic.gov/contact/.

  • The Bank does not guarantee in any way the financial condition of Custodian, or a Destination Institution, or the accuracy of any publicly available financial information concerning Custodian or a Destination Institution.

b) Changes to the Sweeps Program

  • You agree that the Bank and Custodian may modify the terms and conditions of the Sweeps Program, including this Agreement, in their discretion from time to time. You will be notified of any change as required by applicable law prior to the effective date of the change. All notices of material changes to the Sweeps Program will be communicated by a posting on the Bank's website or application, delivered electronically using the most recent contact information we have on file for you, by a note on a periodic statement or by other means, prior to the relevant change. Continued participation in the Sweeps Program and use of your Account after notice of any such modifications or changes will constitute your consent to such modifications and changes.

5) Information About FDIC Insurance of Your Deposits at Custodian and Destination Institutions

  • Your Account, your Custodian Account, and your Destination Institution Account(s) (including principal and accrued interest) are insured by the FDIC, an independent agency of the U.S. Government, up to $250,000 for all deposits held in the same insurable capacity as recognized by the FDIC at any one institution.

  • Certain conditions must be satisfied for FDIC pass-through deposit insurance coverage to apply on deposits held at Custodian through the Sweeps Program and on deposits held at Destination Institutions through the Sweeps Program.

  • Your funds become eligible for FDIC insurance immediately upon placement into a Custodian Account or Destination Institution Account. Generally, any accounts or deposits that you maintain directly with Custodian, including through an intermediary, in the same insurable capacity, would be aggregated with the funds attributable to you in the Custodian Account for purposes of the $250,000 Insurance Limit. Similarly, any accounts or deposits that you maintain directly with a Destination Institution, including through an intermediary, in the same insurable capacity, would be aggregated with the funds attributable to you in the Destination Institution Account for purposes of the $250,000 Insurance Limit.

  • You are responsible for monitoring the total amount of deposits that you hold with any one institution, directly or through an intermediary, including pursuant to the Sweeps Program, in order to determine the extent of FDIC insurance coverage available to you on your deposits. The Bank is not responsible for any insured or uninsured portion of any deposits. You are responsible for determining whether deposits we place for you are maintained in separate insurable capacities.

  • In the event Custodian fails, the funds attributable to you in the Custodian Account are insured, up to $250,000, for principal and interest accrued to the day Custodian is closed. Similarly, in the event a Destination Institution fails, the funds attributable to you in the Destination Institution Account are insured, up to $250,000, for principal and interest accrued to the day the Destination Institution is closed.

  • Under certain circumstances, if you become the owner of deposits at Custodian or a Destination Institution because another depositor dies, beginning six months after the death of the depositor the FDIC will aggregate those deposits for purposes of the $250,000 Insurance Limit with any other deposits that you own in the same insurable capacity at Custodian or the Destination Institution, respectively. Examples of deposit accounts that may be subject to this FDIC policy include joint accounts, "payable on death" accounts and certain trust accounts. The FDIC provides the six-month "grace period" to permit you to restructure your deposits to obtain the maximum amount of deposit insurance for which you are eligible.

  • In the event that FDIC deposit insurance payments become necessary, payments of principal plus unpaid and accrued interest will be made to the Bank as your custodian (or to Custodian, as the Bank's custodian under the Sweeps Program). There is no specific time period during which the FDIC must make insurance payments available. The Bank will not be obligated to you for amounts not covered by deposit insurance nor will the Bank be obligated to make any payments to you in satisfaction of a loss you might incur as a result of a delay in insurance payouts. The Bank will not be obligated to credit your account with funds in advance of payments received from the FDIC.

  • Furthermore, you may be required to provide certain documentation to the FDIC before insurance payments are made. For example, if you hold deposits as trustee for the benefit of trust participants, you may be required to furnish affidavits and provide indemnities regarding an insurance payment.

  • If a Custodian Account (or Destination Institution Account) is assumed by another depository institution pursuant to a merger or consolidation, your deposits in such Custodian Account (or Destination Institution Account) will continue to be insured separately, up to the FDIC insurance coverage limits, from the deposits that you might have established with the acquiring institution until the expiration of a six-month period from the date of acquisition. Thereafter, any assumed deposits will be aggregated with your existing deposits with the acquiring institution held in the same capacity for purposes of FDIC insurance coverage. Any deposit opened at the acquiring institution after the acquisition will be aggregated with deposits established with the acquiring institution for purposes of FDIC insurance coverage.

  • The statements regarding FDIC insurance coverage herein are qualified in their entirety by reference to the applicable laws and regulations governing FDIC insurance. The Bank does not undertake any obligation to update any such statements based on changes to such laws or regulations that may affect the accuracy of any of the statements.

  • If you have questions about FDIC insurance coverage, please contact the Bank. You may wish to seek advice from your own attorney concerning FDIC insurance coverage of deposits held in more than one insurable capacity. You may also obtain information by contacting the FDIC, Deposit Insurance Outreach, Division of Depositor and Consumer Protection, by letter (550 17th Street, N.W., Washington, D.C. 20429), by phone (877-275-3342 or 800-925-4618 (TDD)), by visiting the FDIC website at: https://www.fdic.gov/deposit/index.html, or by email using the FDIC's Online Customer Assistance Form available on its website.

  • Your funds may be placed in a Destination Institution Account at a Destination Institution that is in the mutual form of organization. Such a Destination Institution Account will be recorded on the records of the mutual institution in the name of the sub-custodian and not in your name. The sub-custodian will not attend or vote at any meeting of the depositor members of a mutual institution, or exercise any subscription rights in a mutual institution's mutual-to-stock conversion, either on its own behalf or on your behalf. If we receive from the sub-custodian notice of a meeting of depositor members of a mutual institution or other materials or information relating to a mutual institution's mutual-to-stock conversion, we may forward such notice, materials, or information to you. If you wish to receive such notice, materials, or information directly from the mutual institution, or if you wish to attend or vote at any meeting of the depositor members of the mutual institution or receive subscription rights, you must, before the applicable record date (a date that is usually at least one year before the mutual institution's board of directors adopts a plan of conversion), dismiss us as your custodian and have the Destination Institution Account recorded on the records of the mutual institution in your name pursuant to the terms hereof.

6) Tax Information

  • For most customers, interest earned will be taxed as ordinary interest in the year it is received. A Form 1099 will be sent to you each year showing the amount of interest income you have earned to the extent required by law. You should consult with your tax adviser about how the Sweeps Program affects you.

7) Termination

  • Your participation in the Sweeps Program may be terminated at any time, with reasonable notice, at the option of either you or the Bank. Following termination of the Sweeps Program, the Bank may transfer the funds to your Account or, at its sole discretion, terminate your Account and return your funds in accordance with applicable laws and regulations. You may not transfer the Custodian Account or Destination Institution Account to another custodian, but you may dismiss us as your custodian and request that it be recorded on the records of the Destination Institution in your name. If a Destination Institution Account has been recorded on the records of a Destination Institution in your name pursuant to this Section 7, you will be able to enforce your rights in the Destination Institution Account directly against the Destination Institution, but we will no longer have any custodial responsibility for it and you will not be able to enforce any rights against the Destination Institution through us. If we were to become insolvent, our receiver or other successor in interest could transfer custody of the Destination Institution Account, and our rights and obligations under this Agreement, to a new custodian. Alternatively, you could exercise your right to have the Destination Institution Account recorded on the records of the Destination Institutions in your name pursuant to this Section 7.

8) Uniform Commercial Code

  • You agree that for purposes of Article 8 of the Uniform Commercial Code as adopted in the State of Ohio, the Bank will act as your securities intermediary with respect to, and agree to treat as financial assets, any Custodian Account or Destination Institution Account that the Bank holds for you. All interests that we hold for the Custodian Account and Destination Institution Account will be held by us only as your securities intermediary and will not be our property. You will be the owner of the funds in the Custodian Account or Destination Institution Account and any interest on those funds.

9) Deposit Insurance Payments

  • In case of the liquidation of, or other closing or winding up of the affairs of, an insured depository institution, the FDIC is generally required by law to pay each insured deposit "as soon as possible," either by cash payment or by transferring the deposit to another insured depository institution. It is possible, however, that an insurance payment could be delayed. Neither we nor any other person or entity will be obligated to advance funds to you with respect to an insurance payment or to make any payment to you in satisfaction of a loss you might incur as a result of a delay in an insurance payment.

  • If a Destination Institution at which we place deposits for you is closed and the FDIC does not transfer deposits that include your funds to another insured depository institution, but will make a deposit insurance cash payment, we will cause a deposit insurance claim for your funds to be filed with the FDIC, and we will credit to you the proceeds of the deposit insurance claim that we receive for your funds, subject to any valid security interest. If the FDIC makes a deposit insurance cash payment for a Destination Institution Account at a closed Destination Institution, the FDIC is required by law to pay the principal amount plus unpaid accrued interest to the date of the closing of the Destination Institution, as prescribed by law, subject to the insurance limit. No interest is earned on a Destination Institution Account at a Destination Institution after it closes. If the FDIC transfers the deposits of a closed Destination Institution to another insured depository institution, the acquiring institution may assume a Destination Institution Account. The acquiring institution may change the rate at which it pays interest on the assumed Destination Institution Account, subject to your right to withdraw the funds.

10) Limitation of Liability

EXCEPT AS MAY BE OTHERWISE REQUIRED BY APPLICABLE LAW, WE WILL NOT BE LIABLE TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR ANY LOSS OR DAMAGE INCURRED OR ALLEGEDLY INCURRED IN CONNECTION WITH THIS AGREEMENT. WITHOUT LIMITING THE FOREGOING, WE WILL NOT HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR: (i) ANY LOSS ARISING OUT OF OR RELATING TO A CAUSE OVER WHICH WE DO NOT HAVE DIRECT CONTROL, INCLUDING THE FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS, UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, GOVERNMENT RESTRICTIONS, OR FORCE MAJEURE (E.G., EARTHQUAKE, FLOOD, SEVERE OR EXTRAORDINARY WEATHER CONDITIONS, NATURAL DISASTERS OR OTHER ACT OF GOD, FIRE, ACTS OF WAR, TERRORIST ATTACKS, INSURRECTION, RIOT, STRIKES, LABOR DISPUTES OR SIMILAR PROBLEMS, ACCIDENT, ACTION OF GOVERNMENT, COMMUNICATIONS, SYSTEM OR POWER FAILURES, OR EQUIPMENT OR SOFTWARE MALFUNCTION), (ii) DELAY IN ANY FDIC INSURANCE PAYMENT, (iii) THE FINANCIAL CONDITION OF ANY CUSTODIAN OR DESTINATION INSTITUTION OR THE ACCURACY OF ANY FINANCIAL INFORMATION ABOUT ANY CUSTODIAN OR DESTINATION INSTITUTION, OR (iv) ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS).

  • The statements regarding FDIC insurance coverage herein are qualified in their entirety by reference to the applicable laws and regulations governing FDIC insurance. The Bank does not undertake any obligation to update any such statements based on changes to such laws or regulations that may affect the accuracy of any of the statements.

  • If you have questions about FDIC insurance coverage, please contact the Bank. You may wish to seek advice from your own attorney concerning FDIC insurance coverage of deposits held in more than one insurable capacity. You may also obtain information by contacting the FDIC, Deposit Insurance Outreach, Division of Depositor and Consumer Protection, by letter (550 17th Street, N.W., Washington, D.C. 20429), by phone (877- 275-3342 or 800-925-4618 (TDD)), by visiting the FDIC website at: https://www.fdic.gov/deposit/index.html, or by email using the FDIC’s Online Customer Assistance Form available on its website.

11) Tax Information

  • For most customers, interest earned will be taxed as ordinary interest in the year it is received. A Form 1099 will be sent to you each year showing the amount of interest income you have earned to the extent required by law. You should consult with your tax adviser about how the Sweeps Program affects you.

12) Termination

  • Your participation in the Sweeps Program may be terminated at any time, with reasonable notice, at the option of either you or the Bank. Following termination of the Sweeps Program, the Bank may transfer the funds to your Account or, at its sole discretion, terminate your Account and return your funds in accordance with applicable laws and regulations.

13) Uniform Commercial Code

  • You agree that for purposes of Article 8 of the Uniform Commercial Code as adopted in the State of Ohio, the Bank will act as your securities intermediary with respect to, and agree to treat as financial assets, any Custodian Account or Destination Institution Account that the Bank holds for you.


Schedule 1 & Exhibit A

© 2026. All rights reserved.

Infinite Agents, Inc. is a financial technology company, not an FDIC-insured bank. Banking services, including deposit accounts, are provided by Erebor Bank, N.A., Member FDIC. FDIC deposit insurance covers the failure of an FDIC-insured bank and does not protect against the failure or insolvency of Infinite Agents, Inc. or any non-bank entity. Funds held in deposit accounts through the Erebor Bank platform may be eligible for FDIC insurance up to $250,000 per depositor, per insured bank, per ownership category, subject to satisfaction of conditions for pass-through deposit insurance.

© 2026. All rights reserved.

Infinite Agents, Inc. is a financial technology company, not an FDIC-insured bank. Banking services, including deposit accounts, are provided by Erebor Bank, N.A., Member FDIC. FDIC deposit insurance covers the failure of an FDIC-insured bank and does not protect against the failure or insolvency of Infinite Agents, Inc. or any non-bank entity. Funds held in deposit accounts through the Erebor Bank platform may be eligible for FDIC insurance up to $250,000 per depositor, per insured bank, per ownership category, subject to satisfaction of conditions for pass-through deposit insurance.

© 2026. All rights reserved.

Infinite Agents, Inc. is a financial technology company, not an FDIC-insured bank. Banking services, including deposit accounts, are provided by Erebor Bank, N.A., Member FDIC. FDIC deposit insurance covers the failure of an FDIC-insured bank and does not protect against the failure or insolvency of Infinite Agents, Inc. or any non-bank entity. Funds held in deposit accounts through the Erebor Bank platform may be eligible for FDIC insurance up to $250,000 per depositor, per insured bank, per ownership category, subject to satisfaction of conditions for pass-through deposit insurance.