Business Money Market

Money Market Account and Electronic Funds Transfer Agreement

This is a copy of the rules and regulations that will govern your Capital One^® Money Market Account. By opening this account, you've agreed to be bound by these rules and regulations. If you ever add a new service to this account, your use of that service counts as your acceptance of the rules and regulations in effect at the time. Please read and keep this agreement for your records.

How to read this agreement:

Whenever this document uses pronouns like "our," "we," or "us" it means Capital One Bank (USA), N.A. Please see the other disclosures you receive with this agreement for information about your Annual Percentage Yield (APY) and your account. If you ever encounter information about your account that seems different from what this agreement says, this agreement is binding.

Laws governing this agreement

This agreement, as well as the operation of your account, is governed by federal laws and regulations and, to the extent applicable, the laws of the Commonwealth of Virginia. If any part of this agreement is determined by any court to be invalid or unenforceable, the rest of the agreement will still remain in full force and effect.

Furthermore, we may accept, on your behalf, payments to your account that are not subject to the Electronic Funds Transfer Act (Regulation E). Your rights and obligations with respect to such transfers will be governed and construed in accordance with Regulation J, Subpart B - Funds Transfers through Fedwire, and the applicable Federal Reserve Bank Operating Circular. Electronic transfers sent or received through an automated clearing house are subject to the rules of the National Automated Clearing House Association (NACHA). Where none of the above stated rules apply, the transactions covered by this agreement shall be governed by the laws of the Commonwealth of Virginia, including Article 4A of the Virginia Uniform Commercial Code.

Customer eligibility

Accounts are available to U.S. citizens and permanent residents of the 50 United States and the District of Columbia. We require a permanent, physical U.S. address to open and maintain the account.

Information required for new accounts

To help the government fight the funding of terrorism and money laundering activities, Federal Law requires that all financial institutions obtain, verify and record information that identifies each person who opens an account. What this means for you: When you apply for an account, we will ask for your name, address, date of birth and other information that will allow us to identify you. A Tax Identification Number is also required to open the account. We may also require additional proof of identity, such as a driver's license.

Your credit report

For your protection, you agree that we may order a consumer credit report on you from a credit reporting agency. Upon your request, we will inform you of whether or not a credit report was requested and, if so, the name and address of each agency that provided this report.

Confidentiality

You will receive a copy of the Capital One Privacy Notice with this agreement (or you may access it online at www.capitalonedirect.com). As described in this Privacy Notice, we will only disclose information to third parties about your account or the transfers you make:

(i) Where it is necessary for completing transfers, or

(ii) In order to verify the existence and condition of your account for a third party, such as a credit bureau or merchant, or

(iii) In order to comply with government agency or court orders, or

(iv) If you give us your written permission.

Kinds of accounts you can open (options may vary based on product)

1. Individual account: An individual account is one opened in the name of one person.

2. Joint account: A joint account is one opened by two or more people and is payable to any of them.

3. Business account: Business accounts will be accepted; however, some restrictions may apply regarding deposit and withdrawal methods. Trust and organizational accounts are classified as business accounts and may be subject to different features and interest rate structures.

For any account to be valid, we require that the actual owner (beneficial or otherwise) of the account be listed on the account. In addition, the Tax Identification Number of the actual owner must be listed on the account. You must sign and return the completed acceptance form for your account or your account may be subject to backup withholding.

Joint accounts and right of survivorship

When you open a joint account, you have the option of setting it up with right of survivorship or without right of survivorship. This will determine what happens to the account if an account owner dies.

• If your joint account does have right of survivorship and one account owner dies, his or her share belongs equally to the other living account owners.

• If your joint account does not have right of survivorship and one account owner dies, his or her share of the joint account belongs to his or her estate.

• If a joint account is opened by people married to each other, then the account automatically includes right of survivorship, unless there is clear and convincing evidence that this wasn't intended. If the husband and wife become divorced, all survivorship rights between them in a joint account will end.

Address changes or updates

You must keep us informed of your current address. We may rely upon and will use the last address you or the U.S. Postal Service has given us. On joint accounts, any account owner may inform us of a change of address. If this happens, we may rely on this change of address with no liability to any other owner of that account.

Initial deposit for funding an account (options may vary based on product)

A Capital One Direct Banking account will be opened in your name at Capital One Bank (USA), N.A., when we receive your application. You can fund your account by depositing a check, by sending a wire transfer, by authorizing us to transfer funds electronically from an external account (a transaction account at an external financial institution) through an automated clearing house (ACH) entry or by internal transfer from another Direct Banking account. Please note that we cannot accept more than $1 million in any single account, or more than $1 million across accounts from any business.

Information about the Interest you earn on this account

Your interest rate and annual percentage yield may change. At our discretion, we may change the interest rate on your account daily. Interest will be compounded on a daily basis, and will be credited on a monthly basis. Interest begins to accrue on the day we receive electronic funds and one business day after we receive all other non-cash deposits, including checks, and cashier's checks.

The daily balance method is used to calculate interest. This method applies daily periodic rates to the collected balance in the account each day. Fractional interest rounds up for a half cent or more and rounds down (and does not accrue) if less than a half cent.

Deposits and collections

You can deposit money into your account through electronic fund transfers from the external account via ACH entry by visiting our web site (www.capitalonedirect.com) if electronic transfers are permitted for your account. You can also deposit money by writing a check from your personal account and mailing it to us. You may not make cash deposits.

When you deposit a check into your account, we will act as your agent in collecting payment for it. Since there is a time delay before the check funds are collected from another bank, a hold may be placed on these funds until they're collected. If the check funds cannot be collected (if the item is returned uncollected) and your account has already been credited with these funds, the amount of the check may be deducted from your account. Or the unpaid check amount will be collected from any other accounts at Capital One Bank (USA), N.A., and Capital One, N.A., for which you are named as owner or co-owner, even if it causes that account to be overdrawn. If this collection process does cause your account to be overdrawn, you agree to reimburse us immediately and upon demand for any shortfall.

We (and any of our correspondents) may collect deposited items by sending them to be cleared through any correspondent bank, Federal Reserve Bank, clearing house association or directly to the bank on which they are drawn. The rules of such bank or association will be followed and reasonable care will be taken in collecting the items you deposit. Any items forwarded shall be at your own risk.

We may return or refuse to accept all or any part of a deposit or credit at any time and will not be liable to you for doing so, even if this action causes outstanding checks from this account to be dishonored and returned. If you cause or allow any markings on a check or other item that obscures the required bank name or endorsements, you will be held responsible for the full amount of any liability or damage this causes to us.

You agree that we may deduct the amount of any money that you owe us or come to owe us under this agreement from your account or any other accounts at Capital One Bank (USA), N.A., and Capital One, N.A., for which you are named as owner or co-owner.

Check endorsement instructions or restrictions

Because of our automated processing of large volumes of checks, we may not inspect or look for special instructions or "restrictive endorsements" on every check. For this reason, we are not able to honor any special instructions or be bound by a restrictive endorsement placed on checks. Further, we are not responsible for any losses, claims, damages or expenses that result from your expectation that we will honor these restrictions.

Electronic check conversion

If your account offers check-writing capability, you may authorize a merchant or other payee to make a one-time electronic payment from your money market account using information from your check to:

   (i) Pay for purchases.

   (ii) Pay bills.

When you provide a check as a deposit, you authorize us either to use information from your check to make a one-time electronic fund transfer from your account or to process the deposit as a check transaction.

Additional information about electronic check conversion

When we use information from your check to make an electronic fund transfer, funds may be withdrawn from your account as soon as the same day we receive your deposit, and you may not receive your check back from us.

The availability of your funds

During the first 30 days following initial account funding, funds deposited into your account will be held for ten business days (available to you on the eleventh business day) after the day we receive and process the deposit. For accounts opened and funded older than 30 days, funds deposited into your account will be held for five business days (available to you on the sixth business day) after the day we receive and process the deposit. If you change the external account linked to this account, funds deposited into your account will be held for five business days (available to you on the sixth business day) after the day we receive and process the deposit. For determining the availability of your deposits, every day is a business day except Saturdays, Sundays and federal banking holidays.

Once your funds are available, you can make withdrawals subject to the withdrawal limitations set forth below. Please remember that even after we have made funds available to you, and even if you have withdrawn the funds, you are still responsible for deposits that are returned to us due to insufficient funds and for any other problems involving your account.

Account closure or restrictions

We may close your account at our sole discretion at any time for any reason. In addition, if at any time we have reason to believe that any information provided by you to us is inaccurate or that your transactions with us may cause us loss or liability or are illegal, we reserve the right to restrict the funds in your account, subject to our conducting a reasonable investigation. We will notify you by mail if we take such an action and send you a check for the collected balance in your account, less any amounts due to us or for checks in process. We will not be liable to you for restricting funds in your account even if doing so causes withdrawals you have attempted from this account to be dishonored and returned and we are not liable for any damages or liabilities resulting from the termination of an account relationship.

Limitations on withdrawals, transfers and closing your own account

We may require you to provide us with at least seven days advance notice before any funds may be withdrawn from your account or before you may close your account. Your account may have a limit on the number of withdrawals you may make during a period. Additionally, you may make a maximum of six withdrawals from your account in any calendar month, and only three of the six withdrawals from your account may be by check or similar negotiable order. If you make any withdrawals that exceed these limits, you will receive a notice each time. If transaction limitations are exceeded, we reserve the right to close your account, transfer the balance to a demand deposit account, or cancel the account's transfer and draft capability.

Rates and Annual Percentage Yield (APY)

Capital One Bank (USA), N.A., determines the interest rate and APY offered to the public on its Money Market Accounts, and may modify the rate at any time without notice.

Fees and Charges

Maintenance and activity fees do not currently apply to your account, but we may charge maintenance and activity fees at any time and we will notify you in advance as required by law.

To the extent applicable, charges for this account include:

For accounts that offer ATM cards and/or checks, the following charges also apply:

When charges do apply to your account, you agree to pay such charges and they will be subtracted from your account balance. You will be solely liable for overdrafts caused by these charges.

We may change these charge amounts at any time. If we make a change, you will be notified in writing as required by applicable law.

Your account balance

The amount shown on our records will be accepted as the balance of your account unless you can show differently. Balances shown on our web site or through our automated telephone service are not official records. Your share in a joint account is not tracked separately, and you agree for yourself, your heirs, assigns and administrators that if you or any other account holder receives more than his or her share, we will not be liable.

Account statements and notification

You will receive a monthly statement for your account showing your account activity, including your electronic funds transfers. Your statement may be sent quarterly if there has been no activity in your account for at least three months. You will not receive a printed statement via mail if you elect to only receive electronic statements or if your account offers only electronic statements.

You must notify us in writing of any unauthorized or erroneous payment order as explained in other sections of this agreement. If you fail to promptly notify us of any unauthorized or erroneous payment order, we will not be liable to you for any subsequent similar occurrences that we could have prevented if we had received such notice.

Electronic Funds Transfers

The following types of electronic fund transfers may be available based on your account:

(i) Transfers that you authorize in advance, such as transfers to and from your external account via Online Banking.

(ii) Arrangements with a third party that result in deposit or withdrawal of funds, including the payment of bills such as insurance premiums or loan payments.

(iii) Withdrawals you make from your account at an automated teller machine (ATM), if your account offers an ATM card.

(iv) Internal transfers between your Capital One accounts.

Please note, wire transfers are only allowed to and from accounts in the name of, the account owner. Additional restrictions may apply to any wire transfers to or from third parties.

Within Online Banking you may separately enroll for the option of transferring funds between your linked deposit account(s) at Capital One and certain accounts at other financial institutions. An Inbound transfer moves funds into your Capital One account from an external account. An Outbound transfer moves funds from an account at Capital One to an account outside Capital One. You will need to register each of your external accounts that you wish to use for these transfers.

Links to external accounts (options may vary by product)

When you choose to open your account with an electronic transfer from an external account, your Capital One Direct Banking account will then automatically be linked to the external account to make future debits and credits. For certain accounts, you can also link your Capital One account to more than one external account if you choose. Keep in mind that the external account(s) you choose must be a U.S. transaction account(s), and we may need to verify ownership of your external account(s). This includes (but is not limited to) requesting a voided or cancelled check, a copy of a recent account statement or confirming a trial deposit amount. If you choose to set up your account for electronic transfers, you authorize us to verify ownership of the external account(s) by:

• Making small deposits and matching withdrawals (less than $5) from the external account(s),

• Then asking you to confirm the amounts of these transactions.

External account changes (options may vary by product)

Once your account is opened, you can change or add external accounts by visiting our web site (www.capitalonedirect.com). Keep in mind, we reserve the right to verify ownership of the new external account(s), as specified above, before making the change.

Standard Transfers

These terms only apply to accounts that offer electronic transfer capability.

Any inbound transfer attempt returned due to insufficient or uncollected funds may be re-submitted once for collection upon receipt of the original return entry.

Modifying or Cancelling Transfers

Pending transfer instructions can be cancelled or modified until the status changes to "In Process". Instructions cannot be cancelled or modified after cut-off time for the transfer date.

ATM transfer types and limitations

(i) ACCOUNT ACCESS. You may use your ATM card to withdraw cash from your account.

(ii) LIMITATIONS. You may withdraw up to $500.00 from an ATM each day. An ATM card will not be available for accounts with a power of attorney.

(iii) NON-WORKING ATMs. If the ATM where you are making the transfer (a) does not have enough cash, or (b) was not working properly and you knew about the breakdown when you started the transfer, we will not be liable to you for failing to complete the transfer.

ATM transaction receipts

These terms apply to accounts which offer an ATM card.

When you complete a transaction at an ATM, you will receive a printed receipt documenting the transaction (unless you have chosen not to receive a paper receipt). You should keep these receipts (or the transaction number given in place of the paper receipt) to verify that a transaction was performed.

ATM withdrawal charges

These terms apply to accounts which offer an ATM card.

(i) United States. We will not charge you any fees for ATM withdrawals or balance inquiries; but fees may be charged by the owner of the ATM and at certain ATMs owned and operated by Capital One, N.A., located in gaming establishments and other non-branch locations,.

(ii) International transactions/Outside the United States. We will not charge you any fees for ATM withdrawals or balance inquiries; but fees may be charged by the owner of the ATM.

Pre-authorized credits

If you have arranged to have direct deposits made to your account at least once every 60 days from the same person or company, you can call us at 1-888-810-4013 to find out whether or not the deposit has been made.

Pre-authorized payments

If we are making a pre-authorized payment to a person or company for you, and the amount of that payment may vary, it is the responsibility of that person or company to notify you of that fact. The person or company will tell you ten days before each payment when it will be made and how much it will be. (You may choose instead to receive this notice only when the payment would differ by more than a certain amount from the previous payment or when the amount would fall outside certain limits that you set.)

Authorization for payments or funds transfers from your account

When you use any available payment service or funds transfer service, you warrant that you are an authorized signer on the account from which the funds are being drawn to make such payment or transfer.

Your liability for incorrect payment information

If you give us a payment order that identifies a beneficiary (the person to whom you are sending funds) by name and account number or some other identifying number (such as a Social Security, Taxpayer I.D. or driver's license number), we may pay the beneficiary on the basis of the number provided to us by you and consider that number to be proper identification. This will be true even if the number you provided to us identifies a person different from the named beneficiary, unless otherwise provided by law or regulation.

If you give us a payment order that identified the beneficiary's financial institution in the funds transfer by name and Routing and Transit ("R/T") or other identifying number, we, as well as the receiving financial institution, may rely on the number provided to us by you as the proper identification. This will be true even if the number provided identifies a financial institution that is different from the named financial institution, unless otherwise provided by law or regulation.

Neither we nor any receiving institution will be liable if you provide incorrect information.

Our liability for failure to complete transfers

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

(i) through no fault of ours, you do not have enough money in your account to make the transfer;

(ii) circumstances beyond our control (such as fire or flood) prevent the transfer, despite reasonable precautions that we have taken;

(iii) for any other reason stated elsewhere in this agreement.

If we are ever obligated by law to pay interest on the amount of a transfer, you will be paid interest on a daily basis equal to the current interest rate that is otherwise applicable to the account from which the funds transfer should have occurred. In the event we are ever liable to you for damages due to a transfer, your damages will be limited to actual damages only. We will not be responsible for incidental or consequential damages, court costs or attorneys' fees.

Stop payments on electronic transfers

You may not stop payment of an electronic transfer that is not recurring once you have initiated the transaction. You can stop a third party automatic recurring payment or withdrawal that you have set up to be deducted from your account by calling us at 1-888-810-4013 or by writing to us at P.O. Box 4199, Houston, TX 77210-4199. You must make your request in time for us to receive it within three business days or more before the payment is scheduled to be made. If you call, we may also require you to put your request in writing and send it to us within 14 days after you call. Oral stop payments may cease to be binding after 14 days if you do not provide a requested written confirmation. If you order us to stop one of these payments three business days or more before the transfer is scheduled and we do not do so, we will be liable for your losses or damages.

Stop payments on checks

These terms apply to accounts which offer check-writing capability.

If you need to stop the payment of a check you have written for this account, you must do it in the manner required by law, and we must receive it in time to give us a reasonable opportunity to act on it before our stop payment cut-off time. You must give an oral or written stop payment order at: 1-888-810-4013 or P.O. Box 4199, Houston, TX 77210-4199. If you call, we may also require you to put your request in writing and get it to us within 14 days after you call. Oral stop payments may cease to be binding after 14 days if you do not provide a requested written confirmation. You may also send a stop payment order by facsimile. To obtain the facsimile number, please call 1-888-810-4013. YOU MAY NOT SEND A STOP PAYMENT ORDER BY E-MAIL.

To be effective, stop payment orders must identify the specific number, date and amount of the item. Only the person who initiated the stop payment order may release a stop payment request. The stop payment order will be effective within one business day of the day on which we receive the request.

Forgeries or unauthorized signatures

If we honor a debit request drawn on your account that contains a forged or unauthorized signature or is altered in any way, you must notify us within 30 days of the date on which the forged, unauthorized or altered item appears on your account statement. In the case of continuing forgeries, unauthorized signatures or alterations by the same person, you agree to notify us within 30 days of the date on which the first forged, unauthorized or altered item was provided to you. Or, if your items are not provided to you with your account statement, then you must notify us within 30 days of the date on which we provided to you or otherwise made available to you the account statement that contained a description of the forged, unauthorized or altered item.

If you do not report a forged, unauthorized or altered item within the time frames listed above, this will be deemed conclusive proof that you failed to exercise reasonable care and promptness in examining the statements of the affected account and in notifying us after discovery of the forgery, unauthorized signature or alteration. Therefore, you agree that such items shall be fully enforceable against you and you shall have no claim against us for payment of these items. Regardless of any of the above or any action or inaction on our part, if you fail to notify us of a forgery, unauthorized signature or alteration within 90 days of the date the item (or a description of the item) or account statement was made available to you, you agree that you are absolutely barred from bringing any action against us that is related in any way to the forgery, unauthorized signature or alteration or to any additional forgeries, unauthorized signatures or altered items by the same person.

Facsimile signatures as authorized signatures

If you sent us a facsimile of your signature when opening your account, or in the future send us a facsimile containing your signature to provide us with orders or directions regarding your account, you acknowledge that you did so or will do so solely for your benefit and convenience. You agree that no facsimile signature that you have in fact used may be considered a forgery or an unauthorized signature and that such facsimile signature will be effective as your signature whether or not you have been negligent.

Errors or questions about your account

If you believe there has been an error; if you think your statement or receipt is wrong; or if you need more information about a funds transfer or a transfer on the statement or receipt; then please contact us immediately at 1-888-810-4013, or write to us at P.O. Box 4199, Houston, TX 77210-4199.We must hear from you no later than 60 days after we sent the FIRST statement on which the problem or error appeared.

When you contact us, please be sure to include the following information:

1. Tell us your name and account number (if any).

2. Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.

3. Tell us the dollar amount of the suspected error.

If you tell us orally, we may require you to send us your complaint or question in writing within ten business days.

We will determine whether an error occurred within ten business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 45 days to investigate your complaint or question. If we decide to do this, we will credit your account within ten business days for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within ten business days, we may not credit your account. For errors involving new accounts, point of sale, or foreign initiated transactions, we may take up to 90 days to investigate your complaint or question. For new accounts, we may take up to 20 business days to credit your account for the amount you think is in error. We will tell you the results within three business days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

If your account statement contains any other errors (other than errors or questions about electronic transfers discussed in this agreement), you must notify us within 30 days of the date on which we provided to you the affected statement or otherwise made the statement available to you. If you do not notify us within 30 days, you agree that you are absolutely barred from bringing any action against us that is in any way related to the errors.

Lost or stolen passwords, ATM cards or personal identification numbers (PIN) and unauthorized electronic transfers

Please tell us immediately if you believe your password, ATM card ("Card") or PIN has been lost or stolen, or if you believe that an electronic fund transfer has been made without your permission using information from your check. Any of these events could result in unauthorized transfers, and you could lose all the money in your account. Calling us is the best way of keeping your losses down.

If you notify us within two business days after you learn of the loss or theft, you can lose no more than $50 if someone used your password, card or PIN without your permission. If you do NOT tell us within two business days after you learn of the loss, theft, or unauthorized use, and we can prove we could have stopped someone from using this information without your permission if you had told us, you could lose as much as $500.

Remember: Whenever your statement shows electronic transfers that you did not make, including those made by card, code or other means, (even if you do not think that your password, card or PIN has been lost or stolen), please notify us immediately using the instructions in the section on "Errors or questions about your account." If you do not tell us within 60 days after the statement was mailed to you, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good reason (such as a long trip or a hospital stay) kept you from telling us, we will extend the time periods.

Your role is extremely important in the prevention of any wrongful use of your account. Promptly examine your account statement upon receipt. If you believe that your password, Card or your PIN has been lost or stolen or you find that your records and ours disagree, you must call us at 1-888-810-4013 or write to us at P.O. Box 4199, Houston, TX 77210-4199.

You should also call the number or write to the address listed above if you believe a transfer has been made using the information from your check without your permission. PLEASE DO NOT NOTIFY US BY E-MAIL.

Legal proceedings or disputes

If your account becomes involved in a legal proceeding or is likely to become involved in a legal proceeding due to a dispute, the entire balance of your account may be restricted until the matter has been resolved. This is true even if only one person on the account is involved. You promise to repay us for any expenses we incur, including reasonable legal fees and costs, if your account is involved in a legal proceeding or dispute.

Inactive accounts

Your account can be deemed "inactive" if there's no activity on that account for a certain period of time. Specifically, an inactive account is one on which you have not increased or decreased the amount in the account, presented us with evidence of the account, otherwise corresponded with us about the account or indicated an interest in the account (as evidenced by a memorandum on file with us), or engaged in any credit, trust or other transaction with us for the amount of time specified under applicable law (the "Inactive Period").

Once a deposit account has been inactive for the Inactive Period, the funds become escheatable (can be reverted or handed over to the State). Thereafter, the payment of any interest on the account will stop and a statement on the account will no longer be sent. We will be required to pay escheatable funds to an applicable State office. You will be notified in writing, if required by applicable law, at your last known address on our records before we take the actions stated in this paragraph.

Power of attorney

We are authorized, but not required, to honor a power of attorney until we receive written notice from you that you have revoked the power of attorney or that the power of attorney has been revoked as a matter of State law. We may also, at our sole option, honor a power of attorney for some account powers and functions and not for others. We are not required to give you a reason for our failure to honor a power of attorney.

Transfer of accounts

Your account is not transferable or assignable by you. We reserve the right to transfer or assign your account to another FDIC insured financial institution.

Business days

For purposes of these electronic funds transfer disclosures, our business days are Monday through Friday (except federal bank holidays), 8 a.m. until 5 p.m., Eastern Time.

Indemnification

You agree to indemnify Capital One, its agents and employees against any loss, liability or expense (including attorneys' fees) resulting from or arising out of any claim of any person in connection with any matters subject to this agreement, except where applicable law precludes such indemnification.

Amendments

We have the right to change this agreement, including the fees and charges applicable to your account at any time. These changes may include the addition of new charges or terms. If we make changes, you will be notified as required by applicable law.