Online Banking Agreement

You agree that any information or disclosures or notices supplemental to or under this Agreement or by law or regulation or any amendments to this Agreement may be sent to you by electronic communication, including by E-mail to you or by posting on Worthington Bank’s website at www.worthingtonbank.com

1. Introduction
2. Accessing Your Bank Accounts Through Worthington Online
   1. Requirements
   2. Fees
   3. Electronic Mail (E-Mail)
   4. New Services
   5. Benefits of Using Worthington Online
   6. Log In
3. Terms and Conditions
   1. Your Worthington Online Password
   2. Payment Account
   3. Our Liability
   4. Hours of Accessibility
   5. Additional Terms and Conditions
4. Worthington Online Bill Pay
   1. Using the Service
   2. Worthington Online Bill Pay Fees
   3. Joint Membership
5. General Terms
   1. Changes to Charges, Fees or Other Terms
   2. Disclosure of Account Information
   3. Questions or Error Correction on Worthington Online Banking and Worthington Online Bill Pay Transactions
   4. Other General Terms
6. Protecting Your Account
   1. Preventing Misuse of Your Account
   2. Unauthorized Transactions in Your Bank Accounts
7. Miscellaneous Fees and Charges

I. Introduction

This Online Access Agreement for accessing your accounts via Worthington Bank Online (“Worthington Online”) explains the terms and conditions governing the following online services: banking, Bill Pay service and other banking services offered through Worthington Online Services. The accounts that may be accessed via the Worthington Online Service includes only accounts maintained with Worthington Bank. By using the Worthington Online Services you agree to abide by the terms and conditions of this Online Access Agreement. Worthington Online will be governed by and interpreted in accordance with all applicable federal laws, regulations and the laws of the state of Texas. The following rules will apply to the extent there is no applicable federal law or regulation. The account or service(s) you are accessing via Worthington Bank will be governed by and interpreted in accordance with all applicable federal laws. The terms “we”, “us”, “our”, and “Bank” refer to Worthington Bank. “You” refers to each signer on an account. The term “business day” shall mean every day except Saturdays, Sundays and federal holidays.

Worthington Online can be used to access certain accounts through Worthington Bank’s online service. The applicable Terms and Conditions of our Account Agreement (your Terms and Conditions Disclosure Agreement) also governs each of your accounts at the Bank.

II. Accessing Your Bank Accounts Through Worthington Online

A. Requirements

To access your account through Worthington Online, you must have an eligible Bank account (listed below) and an online password.

Accounts accessible through Worthington Online:

• Checking account
• Money Market account
• Savings account
• Certificates of Deposit
• Loan

B. Fees

There are no monthly or transaction fees for accessing your account(s) through Worthington Online. See section VII for description of Bill Pay fees and other miscellaneous fees and charges. Other fees, as described in the applicable Terms and Conditions Disclosure Agreement and the applicable Rate and Fee Schedules may apply to services ordered online and to transfers from a credit account.

Please note that fees may be assessed and billed separately by your online service provider.

C. Electronic Mail (E-Mail)

Sending E-mail through Worthington Online is a way to communicate with customer service of the Bank. To ensure the security of your account information, we recommend that you use E-mail when asking specific questions about your account(s).

You cannot use E-mail to initiate transactions on your account(s). For banking transactions, please use the appropriate functions within Worthington Online or call 817.303.5900.

D. New Services

Worthington Bank may, from time to time, introduce new Worthington Online services. We shall update this Online Access Agreement to notify you of the existence of these new services. By using these services when they become available, you agree to be bound by the terms contained in this Online Access Agreement.

E. Benefits of Using Worthington Online

Through Worthington Bank’s Worthington Online, you can manage your eligible personal or business accounts from your home or office on your personal computer. You can use Worthington Online to:

• View account balances and review transaction history;
• Transfer money between accounts;
• Transfer money to make payments on loans at Worthington Bank;
• Set up an automatic transfer to make monthly transfers from one account to another;
• Access Worthington Bank account(s) using a mobile device;
• Communicate directly with customer service of the Bank via E-mail.

F. Log In

The password and Access ID used to log in to access Worthington Online are case sensitive. For added security, the program is sensitive to upper and lower case letters. For this reason, it is very important to remember how you logged on the first time.

III. Terms and Conditions

The first-time access to any of your accounts through Worthington Online confirms your agreement to be bound by all the terms and conditions of this Online Access Agreement and acknowledges your receipt and understanding of this disclosure.

A. Your Worthington Online Password

Your password must be 8 – 12 characters long and must include at least one alpha character and one numeric character. We recommend that you change your password regularly. We are entitled to act on instructions received under your password. For security purposes, it is recommended that you memorize this online Access ID and password and do not write it down or give it to anyone. You are responsible for keeping your password and account data confidential.

You agree that we may send notices and other communications including Access ID and Password confirmation, to the current address shown in our records, whether or not that address includes a designation for delivery to the attention of any particular individual. You further agree that Worthington Bank will not be responsible or liable to you in any way if information is intercepted by an unauthorized person, either in transit or at your place of business. You agree to: (1) keep your Access ID and Password secure and strictly confidential, providing it only to authorized signers on your account(s); (2) instruct each person to whom you give your Access ID and Password that he or she is not to disclose it to any unauthorized person; and (3) immediately notify us and select a new password if you believe your Access ID and Password may have become known to an unauthorized person. If you think your Access ID and/or Password have been compromised, you should change it immediately.

B. Payment Account

Although there are no fees for accessing your accounts via Worthington Online, you may be asked to designate a payment account for selected services such as Bill Pay. You agree to pay promptly all fees and charges for services provided under this agreement, and authorize us to charge the account that you have designated as the payment account, or any other account, for the fees.

If you close the payment account, you must notify us and identify a new payment account for the selected services. Additionally, if you close all your accounts, you must notify customer service to cancel your Worthington Online services.

Your Worthington Online services may be canceled at any time without prior notice due to insufficient funds in one of your accounts. After cancellation, Worthington Online service may be reinstated once sufficient funds are available in your accounts to cover any fees and other pending transfers or debits. In order to reinstate your services you must call Worthington Bank at 817.303.5900.

If you do not schedule or process a payment in your Worthington Bank account via Worthington Online  Bill Pay for any three (3) month periods, Worthington Bank reserves the right to disconnect the service.

You agree to be responsible for any telephone charges which you incur by accessing your account through Worthington Online.

If you wish to cancel any of your online services offered through Worthington Online, please contact customer service at 817.303.5900 or send us cancellation instructions in writing to Worthington Bank, 200 West Main Street, Arlington, Texas 76010.

C. Our Liability

Except as specifically provided in this Online Access Agreement or where the law requires different standards, you agree that neither we nor the service providers shall be responsible for any loss, property damage or bodily injury, whether caused by the equipment, software, the Bank, OR by internet browser providers such as Netscape (Netscape Navigator browser) and Microsoft (Microsoft Explorer browser), OR by internet access providers OR by online service providers OR by an agent or subcontractor of any of the foregoing, nor shall we or the service providers be responsible for any direct, indirect, special or consequential, economic or other damages arising in any way out of the installation, use or maintenance of the equipment, software, the Online Services, or internet browser or access software.

D. Hours of Accessibility

You can access your accounts through Worthington Online seven days a week, 24 hours a day. However, at certain times, some or all of Worthington’s Online services may not be available due to system maintenance. During these times, you may conduct transactions by visiting a Worthington Bank ATM, one of Worthington’s branch offices, or through the touch-tone telephone service at 855-699-2265.

A transfer initiated through Worthington Online by 4:00 p.m. (Central Time) on a business day is posted to your account the same day. All transfers completed after 4:00 p.m. (Central Time) on a business day or on a Saturday, Sunday or banking holiday will be posted on the next business day.

Every day is a business day except Saturdays, Sundays and federal holidays.

E. Additional Terms and Conditions

i. Obtaining Account Balance and Transaction History – You can obtain balance and transaction history of all eligible accounts that are enrolled in Worthington Online. See Section II for specific accounts accessible through Worthington Online. Account balance and transaction history reflects activity through the close of the previous business day.

ii. Transferring funds – The number of transfers from a savings account is limited as described in the applicable Terms and Conditions Disclosure Agreement. If a hold has been placed on deposits made to an account from which you wish to transfer funds, you cannot transfer the portion of the funds held until the hold expires. Only current available funds may be transferred.

IV. Worthington Online Bill Pay

A. Using the Service

The Bill Pay service allows you to schedule bill payments through Worthington Online. You can arrange, at your option, for the payment of your current, future or recurring bills from an FDIC – insured checking account or Money Market Account, up to the balance in your account, if applicable per payee/merchant each business day. There is no limit to the number of payments that may be authorized. Only one, one-time payment and one  recurring payment may be sent to each payee on the same day. You may pay any merchant or individual approved by Worthington Bank for payment through Bill Pay. We are unable to process any payments to federal, state, or local tax agencies.

By furnishing us with the names of your payees/merchants and their addresses, you authorize us to follow the payment instruction to these payees/merchants that you provide us via Worthington Online. You may pay unlimited number of payees using Bill Pay. When we receive a payment instruction (for the current or a future date), we will remit the funds to the payee on your behalf, from the funds in your selected FDIC-insured checking account or Money Market Checking, on the day you have instructed them to be sent (“Payment Date”). However, we shall not be obligated to make any such payment unless your account has sufficient funds on the Payment Date. Funds from all bill payments (whether these payments are made electronically or by check) will be withdrawn from your account ON THE DAY the payment is scheduled TO BE SENT TO THE PAYEE.

You have the right to stop or change any scheduled payment. You must cancel the payment by no later than 4:00 p.m. (Central Time), on the business day prior to the scheduled Payment Date by E-mail or calling Worthington Bank at 817.303.5900. If your stop payment order is given to the Bank orally, you are required to confirm it within 14 days of your oral notification. This written confirmation may be e-mailed to us at customerservice@worthingtonbank.com or by mail to Worthington Bank, Customer Service, 200 West Main Street, Arlington, TX 76010. Your oral notification will cease to be binding if you fail to confirm it within 14 days.

NOTE: Any payments made with Bill Pay require sufficient time for your payee to receive the payment and credit your account properly. To avoid incurring a finance charge, you must schedule a payment sufficiently in advance of the due date of your payment. When you schedule payments: YOU MUST SCHEDULE THE PAYMENT AT LEAST 7 FULL BUSINESS DAYS PRIOR TO THE DATE THE PAYMENT IS DUE AT YOUR PAYEE.

Worthington Bank reserves the right to terminate your use of Bill Pay at any time.

If, for any reason, you should wish to cancel Bill Pay, we strongly suggest that you cancel all future bill payments at the same time that you cancel your service or by calling at 817-303-5900. We will automatically delete all outstanding payment orders (all individual payments and all recurring payments) once we have been notified that your service has been terminated. We will continue to maintain your accounts until you notify us otherwise.

When you give someone your Access ID and Password, you are authorizing that person to use the service and you are responsible for all transactions that the person performs using the service. All transactions that the person performs, even those transactions you did not intend or want performed, are authorized transactions. If you notify us that the person is no longer authorized, then transactions that the person performs after the time you notified us are considered unauthorized. You agree to assume responsibility for all transactions through the service with your Worthington Bank Access ID and Password, up to the limits allowed by applicable law.

THE BANK WILL HAVE NO LIABILITY TO YOU FOR ANY UNAUTHORIZED PAYMENT OR TRANSFER MADE USING YOUR ACCESS ID AND PASSWORD THAT OCCURS BEFORE YOU HAVE NOTIFIED US OF POSSIBLE UNAUTHORIZED USE AND WE HAVE HAD A REASONABLE OPPORTUNITY TO ACT ON THAT NOTICE.

B. Worthington Online Bill Pay Fees

For the fees applicable to your Bill Pay Service, refer to Section VII – Miscellaneous Fees and Charges.

The Bill Pay monthly fees cover service for the current month. Monthly fees will be charged to your payment account, whether or not bill payments are made in the month.

If the payment account has insufficient funds to cover payment of the fees, the Bank may deduct the fee from  any other account linked or not linked to Bill Pay (in any order we choose). If the fee cannot be paid, the Bank may cancel your Bill Pay services. After cancellation, Bill Pay services may be reinstated by contacting Online Customer Service once sufficient funds are available in your account to cover all accrued Bill Pay fees and any other pending transfers or debits.

C. Joint Membership

If a Bill Pay account is owned by more than one person or is accessible by one or more authorized representatives, each such owner or authorized representative may individually enroll in the Bill Pay Service (each such person is referred to as an “enrolled person”). Each enrolled person needs a unique Access ID and Password. The terms of this Agreement will apply to each enrolled person. Any enrolled person may also terminate the Bill Pay Service for the Bill Pay Account, which will terminate the Bill Pay Service of all enrolled persons tied to that Bill Pay Account.

The Bank may suspend or cancel your Access ID and Password even without receiving such notice from you, if we suspect your Access ID and Password are being used in an unauthorized or fraudulent manner. We will notify you promptly if we cancel your Access ID and Password or your use of the service for any other reason.

V. General Terms

A. Changes to Charges, Fees or Other Terms

We reserve the right to change the charges, fees or other terms described in this Online Access Agreement. When changes are made to any fees, charges, or other material terms, we will update this Online Access Agreement and either send a notice to you at the address shown on our records, or send you an electronic mail message (E-mail). The notice will be posted or sent at least thirty (30) days in advance of the effective date of any additional fees for online transactions, or of any stricter limits on the type, amount or frequency of transactions or any increase in your responsibility for unauthorized transactions, unless an immediate change is necessary to maintain the security of the system. If such a change is made, and it can be disclosed without jeopardizing the security of the system, we will provide you with electronic or written notice within thirty (30) days after the change. As always, you may choose to accept or decline changes by continuing or discontinuing the accounts or services to which these changes relate. We also reserve the option, in our business judgment, to waive, reduce or reverse charges or fees in individual situations. The applicable Terms and Conditions Disclosure Agreement governs changes to fees applicable to specific accounts.

B. Disclosure of Account Information

You authorize the Bank to disclose to third parties information you have provided or that we or our affiliates have obtained about your accounts and the transfers you make:

• To comply with government agency or court orders or request; or
• To verify the existence and condition of your account for a third party, such as a credit bureau or merchant; or
• Where it is necessary for completing transfers; or
• To provide services relating to your account or to offer other products and services;
• If you give us your permission; or
• In accordance with the Bank’s Privacy Policy which is attached to this Agreement.

C. Questions or Error Correction on Worthington Online Banking and Worthington Online Bill Pay Transactions

In case of questions or errors about online funds transfers or bill payments made through Worthington Online  involving a bank account, you should do one of the following:

• E-mail Customer Service at customerservice@worthingtonbank.com.
• Call Customer Service at 817.303.5900
• Write to Worthington Bank, Customer Service – 200 West Main Street, Arlington, TX 76010, as soon as you identify any errors or discrepancies in your statement or transaction record, or if you need more information about a transaction listed on the statement or transaction record.

We must hear from you no later than sixty (60) days after we have sent the first paper or online statement on which the problem or error appeared. If you notify us verbally, we may require that you send us your complaint or question in writing within ten (10) business days.

When you tell us about the problem, please:

• Tell us your name and account number
• Describe the error or the transaction you are unsure about, and explain as clearly as you can why you believe it is in error or why you need additional information.
• Tell us the dollar amount of the suspected error.
• For a bill payment, tell us the checking account number used to pay the bill, payee name, date the payment was sent, payment amount, reference amount, reference number, and payee account number for the payment in question.

We will determine whether an error occurred within ten (10) business days after we hear from you, and we will correct any error promptly. If we need more time, however, we may take up to 45 calendar days to investigate your complaint or question. If we decide to do this, we will credit your account within 10 business days for the amount you think is in error, so that you have use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint in writing and we do not receive it within 10 business days, we may not credit your account while we complete our investigation. We will tell you the results of our investigation within three business days after we complete our investigation. If we decide that there was not an error, we will send you a written explanation. You may request copies of the documents used in our investigation. We may not be able to give you copies of the documents used in our investigation.

If we do not complete a transfer to or from your bank account on time or in the correct amount according to our agreement with you, we will be liable for your losses or damages as provided elsewhere in this Agreement. However, there are some exceptions. We will not be liable:

• If, through no fault of ours, you do not have enough money in your account to make a transfer or bill payment
• If a legal order directs us to prohibit withdrawals from the account.
• If your account has been frozen.
• If your account is closed.
• If you, or anyone you allow, commits any fraud or violates any law or regulation.
• If any electronic terminal, telecommunication device or any part of the electronic fund transfer system is not working properly and you knew about the breakdown when you started the transfer.
• If you have not provided us with complete and correct payment information, including without limitation name, address, account number, and payment amount for the payee on a bill payment.
• If you have not properly followed the instructions for using Worthington Online.
• ƒ If circumstances beyond our control (such as flood, fire or improper transmission or handling of payments by a third party) prevent the transfer or bill payment, despite reasonable precautions taken by us.

Worthington Bank cannot be responsible for customer errors or negligent use of the Worthington Online service and will not cover losses due to:

• ƒ Input errors or misuse of the Online service.
• Negligent handling or sharing of passwords leading to unauthorized access to your accounts.
• Leaving your computer or handheld device unattended during an Online Banking session – you must “Sign Off/Log Off” to end your session.
• Failure to report known incidents of unauthorized account access within 2 business days.

D. Other General Terms

• Other Agreements – In addition to this Online Access Agreement you agree to be bound by and will comply with the requirements of the applicable Terms and Conditions Disclosure Agreement, the Bank’s rules and regulations, the rules and regulations of any funds transfer system to which the Bank belongs, and applicable state and federal laws and regulations. We agree to be bound by them also.
• Bank's Right to Terminate this Agreement – The Bank reserves the right to terminate this Online Access Agreement and your access to Online Services through Worthington Online, in whole or in part, at any time.

VI. Protecting Your Account

A. Preventing Misuse of Your Account

Your role is very important in the prevention of any wrongful use of your account. You must promptly examine your statement upon receipt. If you find that your records and ours disagree, you must immediately call us at 817.303.5900, or write us at our address set out elsewhere in this Agreement.

Protecting Personal Information – In addition to protecting your account information, you should take precautions to protect your personal identification information, such as your Social Security Number, driver’s license number, etc. The disclosure of the information by itself or together with information regarding your account may allow unauthorized access to your account(s). It is your sole responsibility to protect personal information with the same level of care that you protect your account information.

Taking Care of Your Online Password – The password that is used to gain access to Online Services through Worthington Bank should be kept confidential. For your protection we recommend that you memorize this online password and do not write it down. You are responsible for keeping your password, account numbers and other data confidential. If you believe that your online password may have been lost or stolen, or that someone has transferred or may transfer money from your account without your authorization or permission, immediately notify Worthington Bank at 817.303.5900, or write to us at the address set out elsewhere in this Agreement.

B. Unauthorized Transactions in Your Bank Accounts

Notify us immediately if you believe another person has improperly obtained your online password. Also notify us if someone has transferred or may transfer money from your bank deposit account without your authorization or permission, or if you suspect any fraudulent activity on your account. Only reveal your account information to a legitimate entity for a purpose you authorize (such as your utility company or insurance company for automatic payments). To notify us, call us at 817.303.5900, or write to Worthington Bank, Customer Service – 200 West Main Street, Arlington, TX 76010.

If your online password has been compromised and an unauthorized transfer has occurred, you must notify the Bank within two (2) business days after you learn of the theft or loss. If you notify us within two (2) business days, you may only be liable for up to $50, if it is determined that someone accessed your Bank deposit account without your authorization or permission. If you DO NOT tell us within two (2) business days after you learn of the theft or loss, and we could have stopped someone from taking money without your authorization or permission had you notified us, you may be subject to all of the resulting losses.

If your statement shows transfers, withdrawals or purchases that you did not make or authorize, please notify us at once. If you do not notify us immediately after the paper or online statement was sent to you, and we could have stopped someone from taking money without your authorization or permission had you notified us, you may be subject to all of the resulting losses.

VII. Miscellaneous Fees and Charges

Service	Fees/Charges
Worthington Online	No Cost
Worthington Online Bill Pay	No Cost
Worthington Business Online	No Cost with any business account
Worthington Business Online Bill Pay	$.50 per payment
Consumer Mobile Banking	Worthington Bank does not charge a fee for you to use our Mobile Banking service. However, carrier message and data rates may apply. Please check with your wireless provider for information about carrier charges.