Deposit@schools.orgTM Terms of Agreement and Disclosure
TERMS OF AGREEMENT
This Deposit@schools.org Agreement (“Agreement”) covers your and our rights and responsibilities concerning the Deposit@schools.org service offered to you by Schools Financial Credit Union (“Credit Union"). The words “we,” “us” and “our” mean Schools Financial Credit Union. The words “you” or “your” mean each and all those who use the Deposit@schools.org service. The word “account” means any one or more deposit accounts you have with the Credit Union. The term “Deposit@schools.org” means the remote deposit capture service offered by the Credit Union. By using Deposit@schools.org or clicking the electronic signature “acceptance,” you, and any joint owners or authorized users, jointly and severally, agree to the terms and conditions in this Agreement, and any future amendments or modifications to this Agreement.
Deposit@schools.org is offered for the purpose of converting original checks to substitute checks, as such term is defined in the Check Clearing for the 21st Century Act and Federal Reserve Board Regulation CC (“Check 21”), for deposit with the Credit Union and for processing and presentment to a collecting or paying financial institution. Additional information regarding Check 21 may be found at http://www.ffiec.gov/exam/check21/faq.htm. Deposit@schools.org is subject to the following terms and conditions set forth in this Agreement and to the instructions, rules and terms contained in the Account Agreement and Disclosures provided to you, which are incorporated herein by reference. Deposit@schools.org is the sole property of the Credit Union, and you have no rights in any of them, or any other property of the Credit Union or its suppliers, other than those rights expressly granted under this Agreement.
1.1 Deposit@schools.org Capture Process. You will scan checks or drafts (“items”) with an image capture device (“scanner”) creating an electronic image and you will transmit an electronic file of such electronic images that the Credit Union will deposit to your account. The Credit Union’s processing agent shall perform an image quality assessment of scanned checks or items and shall convert items meeting the Credit Union’s required standards into substitute checks to facilitate the deposit and collection of such items. You agree that the manner in which items (e.g., substitute check, image exchange, ACH) are cleared or presented for payment shall be determined by the Credit Union, in its sole discretion. The Credit Union reserves the right to select the clearing agents through which the Credit Union clears items. You agree to be bound by any clearing house agreements, operating circulars and image exchange agreements to which the Credit Union is a party.
1.2 Funds Availability. Funds from deposited items will be available according to the Credit Union’s Electronic Services Disclosure and Agreement, as amended from time to time, which is incorporated herein by reference. For purposes of determining the availability of funds, checks deposited via a Deposit@schools.org session are considered received by the Credit Union when Deposit@schools.org expressly indicates that the checks were received by or delivered to the Credit Union. You agree that the scanning and transmitting of checks does not constitute receipt by the Credit Union. Images of items you transmitted are not deemed received by the Credit Union until you receive an electronic confirmation of the receipt of deposit from the Credit Union. However, receipt of confirmation from the Credit Union does not mean that the transmission was error-free or complete. For purposes of deposits made using Deposit@schools.org, the place of deposit is Sacramento, California. Items for deposit shall not be transmitted more frequently than twice during any business day.
Acknowledgment of receipt or delivery does not constitute an acknowledgment by the Credit Union that the transmission of a check or items does not contain errors.
1.3 Deposit Acceptance. You agree that the Credit Union may at any time, in its sole discretion, refuse to accept deposits of checks from you via Deposit@schools.org. In the event that Deposit@schools.org is interrupted or is otherwise unavailable, you may, at your option, deposit checks in person at a Credit Union branch, at an ATM, by U.S. mail or other contractually acceptable method.
2. Your Representations and Warranties.
2.1 Your Account. You will designate a Credit Union savings or checking account as the settlement account to be used for the purposes of settling, in aggregate, the financial transactions requested in connection with Deposit@schools.org. The Credit Union shall provide you with details of the specific transactions, reported similarly as other transactions may be done, that were a result of access to the service. You shall be responsible for auditing and balancing any settlement account.
2.2 Responsibility for Scanning. You are solely responsible for scanning deposit items, accessing the service from the Credit Union and for maintaining your scanning equipment. You will be responsible for the payment of all telecommunications expenses associated with the service. The Credit Union shall not be responsible for providing or servicing any equipment for you. In order to use Deposit@schools.org, you must have the following hardware and software with the following specifications: Computer Operating System must be Windows Vista, Windows XP with Service Pack 2, Windows 2000 or Mac OS X. Internet browser must be Microsoft Internet Explorer 6, Microsoft Internet Explorer 7, Microsoft Internet Explorer 8, Firefox 2.0 or higher or Safari 3.1 or higher. A TWAIN standard scanner is required for Internet Explorer support. The image quality for the check must meet the standards for image quality established by the American National Standards Institute (“ANSI”), the Board of Governors of the Federal Reserve and any other regulatory agency, clearing house or association. In addition, image quality must meet the following specifications: Images must be in JPEG format with medium quality compression, images must be in grayscale or black and white, image resolution must be at least 200 dpi and each image file size must be less than 1MB.
2.3 Deposit Requirements. You agree that you will only use Deposit@schools.org to deposit checks drawn on financial institutions within the United States, excluding its territories. You will deposit checks not falling within this requirement in person, via ATM or by U.S. mail.
2.4 Check Retention and Destruction. You agree that all items belong to you and not to the Credit Union and that those items shall be handled in accordance with this Agreement. After receipt by the Credit Union of any transmission by you of imaged items for deposit to your account, the Credit Union will acknowledge by electronic means its receipt of such electronic transmission. Your electronic transmission is subject to proof and verification. You shall retain the original of all imaged items that have been deposited via Deposit@schools.org for a reasonable period of time in order to verify settlement and credit or to balance periodic statements, but in no case beyond ninety (90) days from the date processed, and shall properly destroy and dispose of such original checks after such time. During the period that you maintain the original checks, you understand and agree that you must use a high degree of care to protect these original checks against security risks. These risks include, without limitation, (i) theft or reproduction of the original checks for purposes of presentment for deposit of these original checks (i.e., after the original checks have already been presented for deposit via Deposit@schools.org) and (ii) unauthorized use of information derived from the original checks. When you destroy and dispose of the original checks pursuant to the requirements of this Agreement, you understand and agree that you must use a high degree of care when selecting and implementing destruction and disposal procedures. Among other things, these procedures must be designed to ensure that the original checks are not accessed by unauthorized persons during the destruction and disposal process and, once destroyed; the original checks are no longer readable or capable of being reconstructed.
2.5 Presentment Prohibitions. You shall not present, attempt to present or allow others, either directly or indirectly, to present or attempt to present for deposit by any means (i) any substitute check that has already been presented for deposit via Deposit@schools.org or (ii) any original check, the substitute check of which has already been presented for deposit via Deposit@schools.org. In the event that you, or any third party, presents or attempts to present a deposit in violation of this subsection, you agree to defend, indemnify and hold the Credit Union and its agents harmless from and against all liability, damage and loss (including attorneys’ fees) arising out of any claims, suits or demands brought by third parties with respect to any such substitute check or original check. You agree that the aggregate amount of any items which are deposited more than once will be debited from your account, and to the extent funds in your account are insufficient to cover such amount, any balance shall be debited by the Credit Union from any other deposit accounts with the Credit Union in its sole discretion. You further acknowledge that you, not the Credit Union, is responsible for the processing and handling of any original items which are imaged and deposited utilizing Deposit@schools.org, and you assume all liability to the drawer of any item imaged using Deposit@schools.org, or liability arising from the Credit Union’s printing of any substitute check from those images.
2.6 Your Representations and Warranties. You represent and warrant to the Credit Union:
2.61 That you will comply with all federal and state laws, and rules and regulations applicable to online transactions, including those of the National Automated Clearing House for ACH transactions.
2.62 That you have the authority to enter into this Agreement and perform your obligations hereunder.
2.63 That all information provided to the Credit Union by you in connection with this Agreement are true, correct, complete and accurate, and you have not failed to provide any material information to the Credit Union.
2.64 With respect to each check deposited by you hereunder:
- Each image of such check is a true and accurate rendition of the front and back of the original check, without any alteration, and the drawer of the check has no defense against payment of such check.
- The amount, the payee, signature(s) and endorsement(s) on the original check are legible, genuine and accurate.
- Other than the digital image of an original check that you remotely deposit using Deposit@schools.org, there are no other duplicate images of such original check.
- The information portion of such check contains a record of all MICR line information required for a substitute check.
- You will only submit one accurate and clear image of the front and back of each item to the Credit Union only one time.
- You will not deposit such original check, and no person will receive a transfer, presentment or return of or otherwise be charged for such check (either the original item or a paper or electronic representation of the original item) such that the person will be asked to make payment based on an item the person has already paid.
- Such check will not be submitted in any format to the Credit Union or to any other person for payment and will not cause the same drawer’s account to be debited twice.
- Such check is drawn in United States Dollars on financial institutions located in the United States, excluding its territories.
- That it cannot exceed the following limitations on dollar amounts of deposits hereunder: Not to exceed $10,000 in total deposits per business day.
In the event you breach any of these representations or warranties, you agree to defend, indemnify and hold the Credit Union and its agents harmless from and against all liability, damages and loss (including attorneys’ fees) arising out of any claims, suits or demands brought by third parties with respect to any such breach. You further authorize the Credit Union to charge its account for the amount of any such demand, claim or suit that constitutes a breach of warranty claim under the provisions of the Uniform Commercial Code.
2.7 Unacceptable Deposits. You understand and agree that you are not permitted to deposit the following items using Deposit@schools.org:
- Any item drawn on your account or your affiliate’s account.
- Any item that is stamped with a “nonnegotiable” watermark.
- Any item that contains evidence of alteration to the information on the check.
- Any item issued by a financial institution in a foreign country.
- Any item that is incomplete.
- Any item that is “stale dated” or “post dated.”
- Any third party check, i.e., any item that is made payable to another party and then endorsed to me by such party.
2.8 Financial Responsibility. You are, and shall remain, solely and exclusively responsible for any and all financial risks, including, without limitation, insufficient funds associated with accessing Deposit@schools.org. The Credit Union shall not be liable in any manner for such risk unless the Credit Union fails to follow the procedures described in materials for use of the service. You assume exclusive responsibility for the consequences of any instructions it may give to the Credit Union for your failures to access Deposit@schools.org properly in a manner prescribed by the Credit Union, and for your failure to supply accurate input information, including, without limitation, any information contained in an application.
2.9 Account Reconciliation. You will verify and reconcile any out-of-balance condition, and promptly notify the Credit Union of any errors within the time periods established in the Account Agreement and Disclosures (exclusive of weekends and applicable holidays) after receipt of the applicable detail report from the Credit Union. If notified within such period, the Credit Union shall correct and resubmit all erroneous files, reports and other data at the Credit Union’s then standard charges, or at no charge, if the erroneous report or other data directly resulted from the Credit Union’s error.
2.10 Confidential Information. You acknowledge that Deposit@schools.org, any database, and any proprietary data, processes, methods, information or documentation disclosed or made available as part of the services (other than those which are or become part of the public domain), (the “Confidential Information”) are the exclusive and confidential property of the Credit Union. You should use the same care and discretion that it does with respect to its own confidential property, but in no event less than reasonable care. Upon termination of this Agreement for any reason, you shall return to the Credit Union any and all copies of the Confidential Information which are in its possession and control.
3. Credit Union’s Obligations.
3.1 Financial Data. The Credit Union shall exercise due care in seeking both to preserve the confidentiality of the user number, password, test key or other code or identifier and to prevent the use of the service by unauthorized persons (and in this connection it is understood and agreed that implementation by the Credit Union of its normal procedures for maintaining the confidentiality of information relating to its members, and where practicable the obtaining by the Credit Union from any third parties engaged in the installation, maintenance and operation of the system of similar undertakings, shall constitute fulfillment of its obligation so to exercise due care) but shall not otherwise be under any liability or have any responsibility of any kind for any loss incurred or damage suffered by you by reason or in consequence of any unauthorized person gaining access to or otherwise making use of the service. You assume full responsibility for the consequences of any misuse or unauthorized use of or access to the service or disclosure of any confidential information or instructions of you by your employees, agents or other third parties.
3.2 Service Availability. You understand that service availability is at all times conditioned upon the corresponding operation and availability of those computer services and systems used in communicating your instructions and requests to the Credit Union and the Credit Union’s response. The Credit Union shall not be liable or have any responsibility of any kind for any loss or damage thereby incurred or suffered by you in the event of any failure or interruption of such services or any part thereof, resulting from the act or omission of any third party, or from any other cause not reasonably within the control of the Credit Union.
3.3 Exception Items. When the Credit Union reviews and processes your electronic file, the Credit Union may reject any electronic image that the
Credit Union, in its sole discretion, determines to be ineligible for the service (“exception item”) including, without limitation, electronic images of items drawn on banks located outside the United States, including its territories, items drawn on U.S. Banks in foreign currency, electronic images that are illegible (due to poor image quality or otherwise), electronic images of items previously processed, electronic images previously converted to substitute checks and electronic images with unreadable MICR information. The Credit Union will notify you of any exception items. You agree that if you wish to attempt to deposit any exception item to any of your account(s) with the Credit Union, you shall only do so by depositing the original item on which the exception item is based. You acknowledge and agree that even if the Credit Union does not initially identify an electronic image as an exception item, the substitute check created by the Credit Union may nevertheless be returned to the Credit Union because, among other reasons, the electronic image is deemed illegible by a paying bank. The Credit Union’s failure to identify an exception item shall not preclude or limit the obligation of you to the Credit Union.
3.4 Reports. Credit Union shall provide you with transaction history via SchoolsOnline.
3.5 Retention of Check Images. The Credit Union will retain any substitute checks it generates for seven (7) years.
4. Services Fees. Currently there is no monthly fee to use Deposit@schools.org. you agree to pay all fees and charges for deposit services as set forth in the Schedule of Fees and Charges. All fees are subject to change by the Credit Union upon fifteen (15) days written notice to you.
5. Warranties; Disclaimer of Warranties.
5.1 Service Warranty. You perform the function of converting an original check to a substitute check. Therefore, you understand and agree that you are responsible, to the extent permitted by law, for all warranties and indemnifications set forth in Check 21 applying to any Reconverting Bank and Truncating Bank, as such terms are defined by Check 21, including, without limitation, the obligation to only convert an original check that allows for the creation of a substitute check that clearly and accurately represents the information on the front and back of the original check. The Credit Union and its agents may, but shall have no obligation, to screen items or substitute checks for legal compliance. You agree to defend, indemnify and hold the Credit Union and its agents harmless from and against all liability, damage and loss arising out of any claims, suits or demands brought by third parties with respect to any such substitute checks.
5.2 Disclaimer of Liability. YOU ACKNOWLEDGE THAT DEPOSIT@SCHOOLS.ORG IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE CREDIT UNION IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS IN OR TO ANY INFORMATION RESULTING FROM YOUR USE OF DEPOSIT@SCHOOLS.ORG. THE CREDIT UNION MAKES NO CLAIMS AND EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING DEPOSIT@SCHOOLS.ORG INCLUDING THE WARRANTY OF TITLE AND THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE CREDIT UNION DISCLAIMS ANY WARRANTIES REGARDING THE OPERATION, PERFORMANCE OR FUNCTIONALITY OF DEPOSIT@SCHOOLS.ORG (INCLUDING, WITHOUT LIMITATION, THAT DEPOSIT@SCHOOLS.ORG WILL OPERATE WITHOUT INTERRUPTION OR BE ERROR FREE). YOU FURTHER ACKNOWLEDGE THAT THERE ARE CERTAIN SECURITY, CORRUPTION, TRANSMISSION ERROR AND ACCESS AVAILABILITY RISKS ASSOCIATED WITH USING OPEN NETWORKS SUCH AS THE INTERNET AND/OR TELECOMMUNICATION LINES OR CIRCUITS. YOU HEREBY ASSUME ALL RISKS RELATING TO THE FOREGOING.
6. Credit Union’s Liabilities.
6.1 Direct Damages. THE CREDIT UNION’S LIABILITY SHALL BE LIMITED TO DIRECT DAMAGES SUSTAINED BY YOU AND ONLY TO THE EXTENT SUCH DAMAGES ARE A DIRECT RESULT OF THE CREDIT UNION’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; PROVIDED THAT THE MAXIMUM AGGREGATE LIABILITY OF THE CREDIT UNION RESULTING FROM ANY SUCH CLAIMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU FOR THE SERVICE RESULTING IN SUCH LIABILITY IN THE THREE MONTH PERIOD PRECEDING THE DATE THE CLAIM ACCRUED. IN NO EVENT SHALL THE CREDIT UNION BE LIABLE FOR SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL LOSS OR DAMAGE OF ANY KIND INCLUDING LOST PROFITS WHETHER OR NOT THE CREDIT UNION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THE CREDIT UNION’S LICENSORS OR SUPPLIERS WILL NOT BE SUBJECT TO ANY LIABILITY TO YOU IN CONNECTION WITH ANY MATTER.
6.2 Your Duty to Report Errors. You shall notify the Credit Union of any errors, omissions or interruptions in, or delay or unavailability of, Deposit@schools.org as promptly as practicable, and in any event within one business day after the earliest of discovery thereof, or the date of discovery should have occurred through the exercise of reasonable care, and, in the case of any error, within fourteen (14) days of the date of the earliest notice to you which reflects the error. Your failure to notify the Credit Union of any error, omission or other discrepancy within seven (7) days from the date of a loss shall relieve the Credit Union of any liability for such error, omission or discrepancy.
6.3 Credit Union’s Performance. You acknowledge and agree that the Credit Union shall not be liable for any damages or loss of any kind resulting from any unintentional error or omission by the Credit Union in using Deposit@schools.org, in accordance with or unintentional deviation from the terms and conditions of this agreement, including exhibits or addenda. You acknowledge that the Credit Union’s systems and procedures established for providing Deposit@schools.org are commercially reasonable. You shall defend, indemnify and hold Credit Union harmless from and against all liability, damage and loss arising out of any claims, suits or demands brought by third parties with respect to Deposit@schools.org.
6.4 Limitation. The Credit Union shall have no liability to you, or any other person or entity for any loss, damage, cost or expense arising out of this Agreement or Deposit@schools.org services regardless of the form in which asserted, whether in contract, tort (including negligence), warranty or any other legal or equitable grounds, and regardless of whether the remedies available fail of their essential purpose, except as provided by applicable law for any error or delay in using Deposit@schools.org provided for in this Agreement if:
- The Credit Union receives actual notice or has reason to believe that you have filed or commenced a petition or proceeding for relief under any bankruptcy or similar law;
- The ownership of funds involving an item or your (or its authorized representatives) authority to transmit an entry is in question;
- The Credit Union suspects a breach of any security procedures relating to Deposit@schools.org;
- The Credit Union suspects that your account has been used for illegal or fraudulent purposes; or
- The Credit Union reasonably believes that an item is prohibited by federal law or regulation, or otherwise by this Agreement.
The Credit Union will also be excused from failing to transmit or delay in transmitting an entry if such transmittal would result in it exceeding any limitation imposed on it by any governmental or regulatory body.
7. Force Majeure. The Credit Union shall not be responsible for liability, loss or damage of any kind resulting from any delay in the performance of or failure to perform its responsibilities hereunder due to causes beyond the Credit Union’s reasonable control, including failures in communication or computer networks.
8. Termination. Either party may terminate this Agreement upon not fewer than ten (10) days prior written notice to the other party. Notwithstanding any such notice of termination, this Agreement shall remain effective in respect of any transaction occurring prior to such termination. Upon any termination of this Agreement, (i) you will immediately cease using the service and (ii) you shall promptly remit all unpaid monies due under this Agreement. The Credit Union may immediately suspend or terminate your access to Deposit@schools.org in the event that the Credit Union reasonably determines such suspension or termination is necessary in order to protect the service or the Credit Union from harm or compromise of integrity, security, reputation or operation or that you are in breach of this Agreement or is otherwise using Deposit@schools.org in a manner inconsistent with the terms of this Agreement or with applicable law.
9. Indemnification. You agree to indemnify, defend and hold harmless the Credit Union and its directors, officers, employees, members and agents (the “Indemnified Parties”) from and against any and all losses, costs, expenses, fees (including, but not limited to, reasonable attorney fees and disbursements), claims, damages, liabilities and causes of actions of third parties resulting or arising from: (i) Your failure to abide by or perform any obligation imposed upon you under this Agreement, (ii) the willful misconduct, fraud, criminal activity, intentional tort or negligence of you or any of your representatives involving use of Deposit@schools.org; (iii) the actions, omissions or commissions of you, your employees, consultants and/or agents relating to the service; and (iv) any transmission or instruction, whether or not authorized, acted upon by the Credit Union in good faith. You shall be provided with prompt notice of any claims and given full authority and assistance (at your expense) for the defense of any such claims, provided that the Credit Union may participate in such defense and settlement with counsel of the Credit Union’s own choosing at the Credit Union’s own expense, provided, further, however, you shall have no authority to settle any claim against any Indemnified Party without the prior written consent of such Indemnified Party (which consent shall not be unreasonably withheld).
10. Cooperation. You will fully cooperate with the Credit Union in the event the Credit Union needs assistance in the balancing of transactions conducted pursuant to this Agreement.
11. Controls. You agree to have controls in place to ensure that all checks processed using Deposit@schools.org are destroyed within a commercially reasonable period of time, but in no case beyond ninety (90) days after the date processed, and shall properly destroy and dispose of such original checks after such time. During the period that you retain the original check, you understand and agree that it must use a high degree of care to protect such check against security risks. When you destroy and dispose of the original check pursuant to this paragraph, you understand and agree that it must use a high degree of care when selecting and implementing destruction and disposal procedures. You agree to be responsible for all damages resulting from lack of proper controls over processed checks, including without limitation direct, indirect, consequential, special and punitive damages, as well as lost profits.
12. Prohibition on Duplication of Deposits. Unless the Credit Union has notified you that a check has been rejected or returned unprocessed, you are prohibited from subsequently presenting for deposit such original check either in its paper-based form or in digital form within another deposit. You agree that the posting of a deposit by the Credit Union into your account such that it appears in the transaction history of the account as presented through the Credit Union’s SchoolsOnline service, shall constitute confirmation that such check has been credited to your account.
13. Email Address. You will notify the Credit Union immediately if you change your email address.
14. Relationship to Other Disclosures. The information in this Agreement applies only to the services described herein. Provisions in other disclosure documents, as may be revised from time to time, remain effective for all other aspects of your account.
15. Business Day. The Credit Union’s business days are Monday through Friday, except holidays. The Credit Union’s business hours are 9:00 a.m. to 6:00 p.m., Pacific Standard Time, each business day.
16. Modification of Services. The Credit Union reserves the right to modify Deposit@schools.org from time to time without making prior notice to you, provided, however, that the Credit Union will give you at least fifteen (15) days notice prior to making any modifications to Deposit@schools.org that would materially alter its functionality.
17. Notices. Except as otherwise expressly provided herein, the Credit Union shall not be required to act upon any notice or instruction received from you or any other person, or to provide any notice or advice to you or any other person with respect to any matter.
18. Enforcement. You agree to be liable to the Credit Union for any liability, loss or expense as provided in this Agreement that the Credit Union incurs as a result of any dispute involving your accounts or services. You authorize the Credit Union to deduct any such liability, loss or expense from your account without prior notice to you. This Agreement shall be governed by and construed under the laws of the State of California as applied to contracts entered into solely between residents of, and to be performed entirely in, such state. In the event either party brings a legal action to enforce the Agreement or collect any overdrawn funds on accounts accessed under this Agreement, the prevailing party shall be entitled, subject to California law, to payment by the other party of reasonable attorney’s fees and costs, including fees on any appeal, bankruptcy proceedings and any post-judgment collection actions, if applicable. Should any one or more provisions of this Agreement be determined illegal or unenforceable in any relevant jurisdiction, then such provision may be modified by the proper court, if possible, but only to the extent necessary to make the provision enforceable and such modification shall not affect any other provision of this Agreement.