Cardholder Agreement

February 2023

Welcome to Customers Bank! Thank you for opening an online credit card account with us. Your credit card is
issued and administered by Customers Bank. Deserve, Inc. (“Deserve”) will service your credit card on Customers
Bank’s behalf.

“You”, “your”, and “yourself” mean each applicant for the issuance of a credit card account from Customers Bank
(the “Account”) and any person responsible for paying the Account. It also includes anyone you authorize to use or
access your Account (“Authorized User”), provided that such Authorized User shall not be personally liable for
payment of amounts due hereunder.

This Customers Bank Cardholder Agreement (“Cardholder Agreement” or “Agreement”) outlines the terms and conditions under
which your Customers Bank credit card, Customers Bank Mastercard or Customers Bank World Mastercard (collectively,
“Card”), is issued to you by Customers Bank, a Pennsylvania state-charted bank, Member FDIC, its agents,
representatives, successors or assigns (referred to as “us,” “we,” “our,” or “Bank”). Please review this Cardholder
Agreement in detail to be sure you understand all of the terms and conditions applicable to your Card use.

The defined term “Account Documents” below references the terms and conditions applicable to your Card and Account,
including that “Disclosure” (as defined below) of the pricing terms for your Card and Account under this Agreement. This
Cardholder Agreement contains the legal terms and conditions for your Card and Account. Section 18 below summarizes
certain rights provided to you by law that are related to billing on your Card and Account.

UPON OUR DEMAND, THE CARDHOLDER AGREEMENT REQUIRES CLAIMS TO BE ARBITRATED AND PROHIBITS YOU FROM BRINGING OR
PARTICIPATING IN CLASS ACTIONS RELATED TO YOUR CARD OR ACCOUNT UNLESS YOU (1) ARE SUBJECT TO THE PROTECTIONS OF THE
MILITARY LENDING ACT; OR (2) EXERCISE YOUR RIGHT TO REJECT ARBITRATION AS PROVIDED IN THE ARBITRATION CLAUSE OF THIS
CARDHOLDER AGREEMENT.

1. DEFINITIONS.

1. ACCOUNT means your Card account with us.
2. ACCOUNT DOCUMENTS refers to the documents that you have received or will receive in connection
   with your Account and are referenced collectively as the “Account Documents.” Such documents include each of the
   following:
   1. This Cardholder Agreement and all future changes to this Cardholder Agreement;
   2. The Credit Card Account Opening Disclosure (the “Disclosure”), updating the Credit Card Application Disclosure;
   3. Any privacy notices that describe our customer information practices;
   4. All Billing Statements;
   5. All documents and materials provided to you before you opened your Account—including the Disclosure;
   6. All other documents and disclosures relating to your Account including those documents and disclosures provided
      online;
   7. All information related to the benefits provided by the Payment Card Network associated with your Account. The
      most current version of your Mastercard Guide to Benefits brochure will replace all prior versions;
   8. Any future changes we make to any of the above documents as permitted or allowed by applicable law; and
   9. Any information that we provide to you that is required by the federal Truth-in-Lending Act and Regulation Z.
      Such information includes your Disclosure, Billing Statements and changes in terms notices.

   The Disclosure provides important information about annual percentage rates (also known as APRs), specific types and
   amounts of Interest Charges and fees that may be charged to your Account under certain circumstances, and other
   important information about your Account. Please read this Agreement, the Disclosure, and your other Account
   Documents carefully and retain for future reference. Digital copies of certain Account Documents also can be viewed on the App.

3. ANNUAL PERCENTAGE RATE OR APR is the percentage rate (expressed on an annualized basis) or
   rates at which you are charged interest for the debt that you accrue on your Account.
4. APP OR MOBILE APP means the Customers Bank software application powered by Deserve and used
   online or downloaded by a user to a mobile device that allows access to the user’s Card and Account.
5. BALANCE CATEGORIES refer to how we will keep track of the activity on your Account in different
   “Balance Categories.” We use each of the following Balance Categories:
   1. “Cash Advance” transactions mean using your Card to obtain cash—examples include using your Card for Cash
      Advances through an ATM or cash-like purchases such as money orders, wire transfers, traveler checks or similar
      items;
   2. “Purchase” or “Transaction” means using your Card or Account to purchase goods and services;
   3. “Special Offer” transactions means use of your Card or Account to take advantage of introductory rates or other
      promotional offers that we may make available to you. Each Special Offer may be considered a separate Balance
      Category. Details will be provided at the time these offers are provided to you, including in your Credit Card
      Account Opening Disclosure if they are offered in association with the opening of your Account.
6. BILLING CYCLE means a period of time that might vary in length but is approximately thirty
   (30) days. The specific period of time is determined by us and described on each of your Billing Statements.
   However, you will have a Billing Cycle even if a Statement is not required. We will often specify a Billing
   Cycle by the month in which its closing date occurs as provided on the Statement. For example, a “March Billing
   Cycle” will have a closing date in March. We may also refer to a Billing Cycle as a “Billing Period.” If your
   Account balance has charged off, we may switch to quarterly Billing Cycles for your Account.
7. BILLING STATEMENT means communications that we send to you showing Account information
   including, among other things, transactions posted to your Account during a Billing Cycle, the Minimum Payment
   that is due on your Account for the Billing Cycle and the payment due date. We will send you one Statement for
   all Cards on your Account unless the law does not require or permit us to send a Statement. Statements will be
   sent at the end of each Billing Cycle when your Account has a debit or credit balance of more than $1.00, or if
   we have charged any Interest Charges to your Account. Your Statement will show all transactions billed to your
   Account during the Billing Cycle along with other important Account information. By agreeing to our E-Consent,
   you agreed that all Billing statements will be delivered electronically through the App or Mobile App. Please
   note that Billing Statements also are referred to as “Statements” or “Periodic Statements” throughout this
   Agreement.
8. BUSINESS DAY means Monday through Friday excluding U.S. federal holidays.
9. CARD means any physical, digital or virtual device or other means to access your Account in
   addition to your Customers Bank Mastercard or Customers Bank World Mastercard, as applicable. The term Card also
   means any other access device, such as a physical card, we give you that allows you to obtain credit.
10. CREDIT LIMIT means the maximum amount of credit (including principal, interest and fees) you
    may have outstanding at any time under your Card and Account. We may set a separate Credit Limit for Cash
    Advances.
11. DAILY PERIODIC RATE equals 1/365 of the applicable APR.
12. FEES means charges imposed on your Account that are not based on your Annual Percentage Rate.
13. INTEREST CHARGES means any charges to your Account based on the application of Annual
    Percentage Rates.
14. PAYMENT CARD NETWORK means Mastercard Incorporated, or any other network provider displayed on
    the Card.

2. USE OF YOUR ACCOUNT.

1. ACCOUNT USE: You may use your Card, your Account number or similar instruments (including
   electronic form or otherwise) that we provide to you (“Account Access Devices”) to make Purchases and obtain
   Cash Advances. Each time you use your Account, you represent that you intend, and have the ability, to repay all
   amounts due. You are responsible for all charges made by anyone you allow to use your Account, even if they
   charge more than you intended. If you request that we issue a Card or any Account Access Device to another
   person, you are responsible for all charges incurred by such person until you return their Card to us, or until
   you notify us that use of their card or any Account Access Device is no longer authorized, whichever occurs
   first. We may, in our discretion and to the extent permitted by law, restrict, or refuse any request that we
   issue a Card or any Account Access Device to another person. If unauthorized use of your Account occurs, we may
   ask you to reasonably cooperate in our investigation. We may request information regarding your knowledge of the
   person who allegedly obtained an extension of credit on the Account or of that person’s authority to do so. You
   will be responsible for anyone you authorize to obtain an extension of credit on your Account and any extension
   of credit they obtain will be considered to be authorized until you notify us in writing that you revoke such
   authorization. Each person named on the application for the Account is jointly and severally liable for all
   amounts due on this Account.

   You promise to follow the terms of this Agreement as long as your Account remains open or has a balance. Any
   physical Card you may receive in the future should be signed when you receive it. The Card will be valid during the dates
   provided on the front. You will take reasonable steps to prevent the unauthorized use of your Card and Account.

   We are not responsible if anyone refuses to accept your Card for any reason. Also, we may reject any transaction
   for any reason. Unless we tell you otherwise, we will bill each transaction to the applicable Balance Category of your Account
   and apply it against your available Credit Limit for the Account and Card for that Balance Category in each Billing Cycle.

   You must not use or try to use the Card for any internet gambling transactions or transactions that are illegal
   or not permitted by us. You will still be responsible for such transactions if you do. In addition, these transactions
   will be subject to this Agreement, and you might have to reimburse the Payment Card Network and us for all damages and
   expenses. From time to time, due to circumstances beyond our control (such as system failures, fires, floods, natural
   disasters, or other unpredictable events) our services might be unavailable. When this happens, you might be unable to use your
   Card or obtain information about your Account. We will not be responsible or liable if this happens.

   If your Card is lost or stolen, contact us immediately and stop using your Card.

2. PROTECTING YOUR ACCOUNT INFORMATION AND CREDENTIALS
   You are solely responsible for maintaining the security of your Card, your telephones and passcodes, and any other
   authentication credentials used in connection with your Account (collectively, “your Credentials”). If you authorize or
   allow anyone else to use your Account (e.g., by providing the passcode to your telephone, allowing a third party to set
   up facial or touch identification, or otherwise providing any of your Credentials to a third party), the person may be
   able to make transactions using your Account, and you will be liable for all transactions made on your Account by that
   person.

3. CREDIT LIMIT/AUTHORIZATIONS.

Your Credit Limit is the maximum amount of credit available under your Account at any time. We may set a Credit Limit
for the Account and for each Balance Category. When you open your Account, you will receive your Credit Limit. We will
also notify you of your Credit Limit (which may reflect changes to the Credit Limit) with your Account Documents and on
your Billing Statements, and we may change or restrict your credit availability at any time.

You agree not to allow the principal, interest and fees under the Account to exceed your established Credit Limit and to
pay any amount in excess of your Credit Limit immediately upon demand. We are not obligated to allow the balance of your
Account to exceed your Credit Limit. At any time, you may request an increase in your Credit Limit or we may increase or
decrease your Credit Limit, subject to applicable law. We may impose a separate Credit Limit for Cash Advances or other
Balance Categories. We may, in our discretion and to the extent permitted by law, restrict or delay the availability of
credit to you for risk management purposes, and to protect you and/or us against actual or potential fraud, unauthorized
transactions, or claims. We are not liable for declining authorization for any particular transaction, regardless of
reason.

4. PAYMENTS.

1. PROMISE TO PAY: You promise to pay all amounts due on your Account. This includes amounts
   where you did not sign a purchase slip or other documents for the transaction. If you use your Card number
   without presenting your actual Card (including without limitation mail, telephone, or internet purchases), this
   will be treated the same way as if you used the Card in person. You agree to review your Billing Statements and
   to notify us promptly of any errors (see “your Billing Rights” below). You may pay all or part of the balance on
   your Account at any time. However, you must pay at least the Minimum Payment shown on your Billing Statement by
   the due date each month. You agree to follow the requirements for payments that we set forth on your Billing
   Statement, including requirements that payments be made in U.S. dollars including via the online App or via ACH
   through a financial institution located in the U.S. Payments also can be accepted via phone at no charge by
   calling the Customers Bank Credit Card Customer Service Number at 1-866-405-0824. Payments by check are not
   accepted. Customers that attempt to present checks for payment at Customers Bank branches will be advised to
   make a payment through their on-line App or by calling 1-866-405-0824. If we choose to accept a payment that is
   not in U.S. dollars or not drawn on a U.S. financial institution, you agree to pay any collection or conversion
   fees assessed to us by third parties. We may accept payments which are marked “payment in full” or with
   similar markings without losing our right to receive payment of all amounts due on your Account. Partial
   payments offered in full satisfaction of a disputed amount must be sent to the address for notice of billing
   errors shown on your Billing Statement. We reserve our rights as to all such payments. If you let
   someone else use your Card, you are responsible for all transactions that person makes. Your promise to pay us
   will apply to your estate if you pass away.
2. MINIMUM PAYMENT CALCULATION: The “Minimum Payment” is the minimum dollar amount shown on your
   Billing Statements that must be paid before the payment due date that is specified in your Billing Statement
   each month. To avoid a Late Payment Fee, you must pay us at least this Minimum Payment amount by the due date
   provided in the Statement.

   The Minimum Payment will be:

   1. Your total new balance if it is less than or equal to $25; or
   2. When your total new balance exceeds $25, the greater of (a) $25, or (b) all fees and interest from the billing
      cycle, all past due amounts and amounts exceeding your Credit Limit, and 1.2% of the principal balance.

   In addition to the Minimum Payment, you may pay all or part of the total balance on your Account. However, you must
   still pay at least the Minimum Payment amount each month, even if you paid greater than the minimum on the previous
   Statement.

   If your Account is one hundred twenty (120) days past due, part of a bankruptcy proceeding or otherwise charges off, the
   entire balance is immediately due and payable.

3. APPLICATION OF PAYMENTS: We may apply your payments in the order we select, subject to
   applicable law. However, in general, we will apply payments to interest and fees before principal and, if you
   make a payment in excess of the required minimum payment, we will apply the excess amount first to your balances
   with the highest Annual Percentage Rate. Any remaining portion of that excess amount will be applied to your
   other balances in descending order based on their applicable Annual Percentage Rates.
   Until we determine a payment is unlikely to be returned, your available credit may not reflect the payment.
   Available credit created as a result of payments posted to your Account may not be available for up to seven (7)
   Business Days, or longer if circumstances warrant an additional hold, or if we deem ourselves at risk for any
   reason.
4. APPLICATION OF CREDITS: We will apply credits, such as a merchant’s refund for goods or
   services purchased on your Account, to your Account as required by applicable law. In some cases, credits may
   not be posted to your Account until a Billing Cycle subsequent to the date of the transaction.
5. ITEMS WITH RESTRICTIVE WORDS, CONDITIONS OR INSTRUCTIONS: Our acceptance of payments labeled
   “payment in full” or restrictive words to that or any similar effect will not constitute an accord and
   satisfaction nor a waiver of any rights we have to receive a full payment on all balances due.
6. FASTER PAYMENT SERVICES: We may make services available that allow you to make faster payments
   through a customer service representative using a telephone, the internet, or other payment system. We will
   describe the terms for using these services before you use them. You are not required to use any of these
   services. We are not responsible if a payment made using our payment services is rejected or not paid. If you
   give your Account number or other Account information to someone else to make a payment for you, we may provide
   them limited Account information necessary for the payment and process their payment as if you made it. We may
   refuse to accept any payment made by someone else for your Account. If we accept a payment made by someone else
   for your Account, you will be responsible for the payment made even if that payment is rejected or not paid and
   any associated charges and fees.
7. CREDIT BALANCES: We may reject and return to you any payment that creates a credit balance on
   your Account. Any credit balance we allow will not be available until we confirm that your payment has cleared.
   We may reduce the amount of any credit balance by any new amounts billed to your Account. You may contact us as
   provided on your Statement and request a refund of any available credit balance. If you contact us in writing,
   we will refund your credit balance within seven (7) Business Days from our receipt of your written request.

   Credit balance refunds can be requested via email, mail or over the phone. They cannot be made over the App. Credit
   balance refunds will be issued via ACH to the bank account you have linked to your Card and Account. To promptly receive
   any such refunds via ACH, you must provide a linked bank account. If you are unable or unwilling to link a bank account,
   you may call us at 1-866-405-0824 to request an alternative refund method, which may require additional time to process.

5. INTEREST CHARGES & FEES.

1. INTEREST RATES – ANNUAL PERCENTAGE RATES (APRS): The Annual Percentage Rate or “APR” is a
   rate, shown as a percentage, used to calculate Interest Charges on your Account. We use different APRs for
   different Balance Categories. For each Balance Category, we use a Daily Periodic Rate, with a corresponding APR,
   to calculate Interest Charges on your Account. To get the Daily Periodic Rate, we divide the APR by 365.
2. VARIABLE APRS. We calculate variable APRs for Purchases and Cash Advances by adding the
   applicable percentage, called a “Margin,” to an Index. Each Billing Cycle, the Index is the highest U.S. Prime
   Rate published online in the Money Rates section of The Wall Street Journal on the last publication
   date occurring on or prior to the beginning of such Billing Cycle. The APR may increase or decrease at the
   beginning of each Billing Cycle if the Prime Rate has changed. This new APR will apply to existing balances and
   to new balances. If the APR increases, you will generally pay higher Interest Charges and have a higher Total
   Minimum Payment Due. If The Wall Street Journal stops publishing the U.S. Prime Rate, we may, in our
   discretion, substitute another Index and adjust the Margin, as permitted by law. You can find the Margins, Index
   values and Daily Periodic Rates used for your Purchases and Cash Advances in or immediately below the
   Disclosures included as part of this Agreement.
3. HOW TO AVOID PAYING INTEREST ON PURCHASES; GRACE PERIOD ON PURCHASES: Your Payment Due Date is
   at least 23 days after the close of each Billing Cycle. We will not charge you any Interest Charges on Purchases
   in a Billing Cycle if you pay your entire New Balance (if any) from the prior Billing Cycle by the Payment Due
   Date in the new Billing Cycle. We call a Billing Cycle without Interest on Purchases a “Grace Period.” We will
   begin charging Interest on each Cash Advance on the transaction date of such Cash Advance. The transaction date
   for access checks, if permitted, is the date such check is first deposited or cashed, unless such check is
   created electronically in which case the transaction date will be the date of the check’s creation. You cannot
   avoid Interest on Cash Advances by paying the New Balance in full by the Payment Due Date.
4. CALCULATING INTEREST: We calculate Interest Charges for a Billing Cycle by multiplying the
   Balance Subject to Interest Rate for each Balance Category, whether Purchases or Cash Advances, by its
   applicable Daily Periodic Rate and the number of days in the Billing Cycle. The total Interest Charge for a
   Billing Cycle is the sum of the Interest for each Balance Category.
5. BALANCES SUBJECT TO INTEREST RATES: For each Balance Category, whether Purchases or Cash
   Advances, the Balance Subject to Interest Rate is the Average Daily Balance for the Balance Category. The
   Average Daily Balance for a Billing Cycle equals the sum of the daily Purchases or Cash Advances balances, as
   applicable, for each day of the Billing Cycle, divided by the number of days in the Billing Cycle. However, the
   daily balance is never less than $0. Also, for Billing Cycles in which a Grace Period applies, the Average Daily
   Balance for Purchases is $0.
   1. We get each day’s Cash Advances balance as follows:
      1. For each day, we start with the previous day’s Cash Advances balance, if any.
      2. We add any new Cash Advances and subtract any payments or credits applied to Cash Advances as of that day.
      3. On the last Business Day of each Billing Cycle, after we compute the Cash Advance Interest Charges for such
         Billing Cycle, we add such Interest Charges to the Cash Advances balance. This results in the monthly
         compounding of Interest Charges.
   2. For each Billing Cycle that is not a Grace Period, we get each day’s Purchases balance as
      follows:
      1. For each day, we start with the prior day’s Purchases balance, if any.
      2. If the immediately preceding Billing Cycle was a Grace Period, we backdate to the first day of the new Billing
         Cycle all payments and credits applied to Purchases and posted by the Payment Due Date in such Billing Cycle.
      3. For each day in the Billing Cycle (including the first day of the Billing Cycle), we add any new Purchases
         posted to your Account and subtract any payments or credits applied to Purchases as of that day. However, we do
         not subtract a second time any backdated payments or credits under step (b) above.
      4. On the last Business Day of each Billing Cycle, after we compute the Purchases Interest Charges for such Billing
         Cycle, we add such Interest Charges to the Purchases balance. This results in the monthly compounding of
         Interest Charges.
6. WHEN WE START CHARGING INTEREST:
   1. On each Cash Advance, we will begin charging Interest on the transaction date of such Cash Advance.
   2. On each Purchase, we charge Interest from the post date on your Periodic Statement unless the Purchase posts
      during a Grace Period. If the Purchase posts during a Grace Period but the next Billing Cycle is not a Grace
      Period, we start charging Interest as of the first day of that next Billing Cycle on the portion of the
      Purchase, if any, that is not paid by the Payment Due Date in that Billing Cycle. We do not charge Interest on
      any Purchase that is made during a Grace Period and paid in full by the Payment Due Date in the next Billing
      Cycle.
7. TREATMENT OF FEES: We do not charge Interest on Fees and do not include Fees in Purchases or
   Cash Advances balances.
8. ANNUAL FEE: If your Account has an annual fee, it is shown on the accompanying Disclosure.
9. CASH ADVANCE FEES: A Cash Advance Fee will be imposed for each Cash Advance transaction as
   shown on the Disclosure.
10. FOREIGN TRANSACTION FEES: A Foreign Transaction Fee may be assessed on all transactions made:
    (a) in currencies other than U.S. dollars; (b) with a foreign merchant; or (c) outside the United States. The
    Foreign Transaction Fee will be equal to a certain percentage of the amount of each foreign Transaction (after
    conversion to U.S. dollars) as shown on the Disclosure. Transactions Made in Foreign
    Currencies: If you make a transaction in a foreign currency, the Payment Card Network will convert
    it into a U.S. dollar amount. The Payment Card Network will use its own currency conversion procedures. The
    conversion rate in effect on the processing date may differ from the rate in effect on the transaction date that
    appears on your Statement. We do not adjust the currency exchange rate or charge any currency conversion Fees
    but may charge the Foreign Transaction Fee as shown on the Disclosure.

6. PENALTY FEES. Subject in all cases to applicable law:

1. LATE PAYMENT FEE: For each Minimum Payment which is not received by the payment due date, we
   may charge you a late fee as disclosed on the Disclosure.
2. RETURNED PAYMENT FEE: We may charge you the fee stated on the Disclosure each time any payment
   you make to us is not paid by your financial institution for any reason, even if that institution later pays it.
3. OVERLIMIT FEE: You will not have a fee for going over your Credit Limit, but your credit score
   may be adversely affected and the transaction may be declined, depending on the amount of the overage.
4. OTHER FEES: Using our Card at an ATM may result in an ATM surcharge fee being charged by the
   ATM operator or owner.

7. CLOSURE OR IMMEDIATE PAYMENT OF YOUR ACCOUNT.

1. REASONS FOR REQUIRING IMMEDIATE PAYMENT: Subject to applicable law, we may require immediate
   payment of your entire Account balance if:
   1. You do not make any Minimum Payment to us when due;
   2. You exceed your Credit Limit;
   3. You make a payment to us that is dishonored for any reason;
   4. You pass away;
   5. You give us false or misleading information;
   6. A petition is filed by or against you in any bankruptcy or other insolvency proceeding;
   7. A receiver, liquidator or trustee is appointed for you or any of your property or you make an assignment for the
      benefit of creditors;
   8. You are generally not paying or have announced that you will not pay your debts as they come due;
   9. A breach occurs or is alleged under any note, loan agreement, or other obligation for borrowed money to which
      you are a party;
   10. A material adverse change occurs in your financial or other condition; or
   11. You violate this Cardholder Agreement or any other agreement you make with us.

   Further, if any of the above-referenced events occurs, we may take the following actions with or without notice to you
   (in accordance with applicable law): close or suspend your Account and any further extension of credit thereunder, lower
   the Account Credit Limit, increase your Minimum Payment, pursue any other lawful action against you, including the
   filing of a lawsuit against you. Our acceptance of a payment after one or more of the above-listed events does not waive
   our right to pursue the foregoing remedies and any other lawful remedies to which we are entitled under law.

2. COLLECTION COSTS: To the extent permitted by applicable law, you agree to pay all of our
   reasonable costs incurred in pursuing collection of the amount you owe, including attorneys’ fees.
3. TERMINATION OR SUSPENSION OF CREDIT PRIVILEGES: We may at any time, with or without cause and
   without advance notice, terminate this Agreement and/or temporarily or permanently suspend your credit
   privileges and we will not be responsible for any losses, liability, claims, or inconvenience that may result
   therefrom. Your obligations under this Agreement continue after your rights to obtain credit have been
   terminated or suspended.

8. CHANGES IN TERMS AND OUR RIGHTS.

1. IMPORTANT NOTICE REGARDING CHANGES IN TERMS: Subject to applicable law, we may unilaterally
   change the Annual Percentage Rates, fees and other terms of this Agreement and the other Account Documents at
   any time, including after your Account is closed (regardless of the reason for closure). This includes
   modifications, deletions of existing terms and the addition of new provisions, including nonfinancial provisions
   (for example, we may add provisions relating to our enforcement rights or the resolution of claims and
   disputes). If we make changes, we will send you all notices required by law. Unless we explain otherwise in a
   change in terms notice you receive, or unless required by applicable law, the following rules will apply: (1)
   changes will be automatically effective on the date we specify and without the necessity of any further assent
   on your part; and (2) use of your Account is not necessary for a change in terms to be effective. Please review
   this Cardholder Agreement in full to be sure you understand the current terms for your Card.
2. OUR RIGHTS: Our failure to exercise, or our delay in exercising, any of our rights under this
   Agreement for any reason will not mean we are unable to exercise those rights later. We may, from time to time
   on a consistent or inconsistent basis, take (or refrain from taking) certain actions that benefit you but that
   are not required by this Agreement or applicable law. Any such course of dealing or course of performance on our
   part shall not be considered as an additional legal obligation to you under this Agreement. We may discontinue
   any such course of dealing or course of performance at any time without prior written notice.

9. OTHER PROVISIONS.

1. CARDHOLDER BENEFITS AND REWARDS:
   Your Card may have a rewards feature. Please refer to any disclosure we separately provide (the “Rewards Documents”) for
   a complete description of any available rewards programs and applicable terms and conditions, including eligibility
   criteria and risk disclosures. The Rewards Documents are not part of this Agreement.
2. USE OF MOBILE DEVICES
   In some cases, you may be able to use mobile devices (or handheld computers) such as smartphones, e-readers, tablets, or other electronic devices (“Electronic Devices”) to store and/or access Card or Account information and to use Electronic Devices to make “digital wallet” Purchases using the Card or Account. If you choose to use any services that enable Electronic Devices to function in this manner, the provider of such services may have separate terms and conditions that govern your use of the services. We are not liable if you violate such terms and are not liable for any consequences of such violation. Except as otherwise provided by applicable law, you will be liable for all Purchases made through use of any digital wallet services. If you have any questions, disputes or complaints about digital wallet services, you should contact the provider of such services in the first instance. You agree that, if you activate this feature of an Electronic Device, you will not provide such Electronic Device to any person you do not authorize to use the Card or Account or allow any such person to use such Electronic Device.
3. COMMUNICATIONS WITH YOU AND OTHERS (INCLUDING CREDIT REPORTING AGENCIES): Unless the law
   prohibits us from contacting you, we or our service providers may contact you in any manner from time to time
   regarding your Account even if your telephone number is listed on the Do No Call Registry. Such communications
   may include a call (using live operators, automatic dialing devices, and/or recorded messages), social media or
   an email to you at home or work. You expressly agree that we may contact you at any time, including weekends and
   holidays and with any frequency we deem necessary. You agree that such calls, social media outreach or emails
   are not considered unsolicited for purposes of federal or state law.

   If you provide a mobile phone number to us, either on the App or to a customer service representative, you expressly
   agree and consent that we (or third-party service providers on our behalf) may contact you (including for collection
   purposes) at that mobile phone number through telephone calls or through mobile text messages. You also expressly
   represent that you have the authority to agree and consent to such contacts. You acknowledge that such consent is
   applicable even if you are charged by your service provider for our communications to you. You further understand and
   agree that we may leave prerecorded and other messages on your answering machine/service and with others and you
   expressly permit us to identify ourselves, our relationship with you and our purpose for contacting you even if others
   might hear or read it.

   If you provide us with an email address, either on the App or to a customer service representative, or if you send us an
   email, you agree that we may contact you (including for collection purposes) at that email address. We may report
   information about your Account to credit reporting agencies. Late payments, missed payments, or other defaults on your
   Account may be reflected in your credit report. We also may make inquiries of third parties in connection with
   maintaining and collecting your Account, and you authorize such third parties to release information about you to us.
   You agree to notify us of any change in your mailing address at least ten (10) days before such change. We may, in our
   discretion, accept address corrections from the United States Postal Service. If mailed, notices to you shall be
   considered given when we include the notice on or with your Billing Statement, or when we deposit the notice in the U.S.
   mail addressed to the most recent address we have for you.

   If you ask us to discuss your Account with someone else, you must provide us with documents that we ask for and that are
   acceptable to us. We accept a Power of Attorney document to speak to another individual about your Account.

   You agree to Notify us immediately of any changes to your contact information. Please write to us at

   Customers Bank,
   Consumer Lending Credit Card Operations Department, P.O. Box 57752, Murray, UT 84157

   . Alternatively, you can call us at
   Monday-Friday, 9 am – 9 pm ET, or Saturday, 10 am – 3 pm ET.

   You authorize us to listen to and record/monitor your telephone calls with us. You also authorize us to use your voice
   for verification purposes.

4. COMMUNICATIONS WITH US: Unless we advise you otherwise, please write to us at
   
   Customers Bank,
   Consumer Lending Credit Card Operations Department, P.O. Box 57752, Murray, UT 84157

   . Alternatively, you can
   call us at Monday-Friday, 9 am – 9 pm ET, or Saturday 10 am – 3 pm ET. When you contact us,
   please include your name, address, contact information (phone number and email address), Account number and the
   nature of the communication.

11. CREDIT REPORTS.

We may provide information about you and the Account to credit reporting agencies and others as provided in our Privacy
Notices. Information we provide might appear on your credit reports. This could include negative information if you do
not comply with the terms of this Agreement. We may obtain and use credit and income information about you from consumer
(credit) reporting agencies and others as the law allows.

12. CONSENT TO ELECTRONIC DOCUMENTS.

We are committed to offering services to you in a convenient, controlled, and secure manner. Our online Card application
and approval process has been designed around the expectation that all documents and information required to be provided
to you will be provided electronically. Any written or electronic notice or communication we send to you will be
effective when made available in the App, when sent to the email address associated with your Account, or, whether or
when mailed to the address associated with your Account, including if you have withdrawn your consent to electronic
communications. By proceeding with the online application or activating your Card, you agree to the terms detailed in
our Electronic Consent Policy, as amended from time to time. Please review our Electronic Consent Policy to ensure you understand and agree with all of its terms. While we have summarized our terms and conditions in this Agreement, the Electronic Consent Policy details all of your and our rights and obligations.

If at any time after you submit the application you change your mind and wish to no longer receive documents and
information electronically, please notify us as detailed in the Electronic Consent Policy.

1. Account Information and Contact: We need information about you to manage your Account. The
   information we need may include:
   • Your full legal name;
   • A valid U.S. mailing address and residential address (if different);
   • Your date of birth;
   • Your Social Security Number, Passport Number, and/or other government identification number;
   • Your telephone number(s);
   • Your employment, income, and asset information;
   • Your educational history and information;
   • Your citizenship status and information; and
   • Other related information as deemed necessary.

You must promptly notify us of any change to your name, mailing or email address, or phone number by contacting us.
Unless we advise you otherwise, please write to us at Customers Bank, Consumer Lending Credit Card Operations
Department, P.O. Box 57752, Murray, UT 84157. Alternatively, you can call us at 1-866-405-0824 Monday-Friday, 9 am – 9
pm ET, or Saturday, 10 am – 3 pm ET. When you contact us, please include your name, address, contact information (phone
number and email address), Account number and the nature of the communication.  We may rely on your email address or
mail address as it appears on our records and any email address that you associate with your Card for any and all
Account communications we send to you unless and until you notify us of any changes. We may also, in our sole
discretion, update your mailing address if we receive a notification of change from the U.S. Postal Service. You may
also update some of this information by logging onto your Account via the Mobile App or by calling one of our
representatives at the telephone number provided on your Statement or in the App. We may require you to provide
additional documents that are acceptable to us to verify this information or any changes. We maintain the right to
restrict or close your Account if your information cannot be verified or if you do not provide additional information as
requested.

You agree that we may contact you using any technology and methods of our choice. This includes using an automated
telephone dialing system or other similar system to contact you by email, text message, device-level notification, or
other electronic notification method supported by the software you use to access your Account. We may use any telephone
numbers (including wireless, landline and voice over IP numbers) or email addresses that you give to us. You understand
and agree that anyone with access to your telephone or email account may listen to or read the messages that we leave or
send you. You further agree that we will not be liable for any charges that you incur in connection with emails, text
messages, device level notifications or other communications that we or our service providers send to you. You agree to
notify us immediately if you change telephone numbers or are no longer the subscriber or usual user of a telephone
number that you give to us. You agree that we may monitor, record, retain and reproduce your telephone calls and other
communications with us. At any time, you can withdraw your consent to receive text messages through a telephone network
(e.g., SMS) or to receive calls through a telephone network. To revoke your consent, you must contact us in accordance
with this Agreement. Such revocation will mean that you are no longer able to receive electronic documents and
disclosures from us. After such revocation, we will be required to provide you with paper documents and statements.

You also give us permission to verify or research, with or without a third party, the information you provide to us.
This permission includes, without limitation, verifying or researching your information with that of any or multiple
third-party identification and/or verification service(s), United States Department of Homeland Security, and/or the
United States Department of the Treasury.

13. TRANSFERS:

We may transfer all or part of your Account balance, along with our rights under
this Agreement, to another person or entity at any time without prior notice to or consent from you. That person
or entity will then be entitled to enforce our rights under this Agreement. You may not transfer your rights or
obligations under this Agreement.

14. GOVERNING LAW:

This Agreement is entered into between you and us in the Commonwealth of
Pennsylvania and we extend credit to you from Pennsylvania. Federal law and the law of Pennsylvania will govern
your and our rights and obligations under this Agreement and the interpretation and enforcement of this
Agreement regardless of Pennsylvania’s conflict of law principles. If there is any conflict between any of the
terms and conditions of this Agreement and applicable law, this Agreement will be considered changed to the
extent necessary to comply with applicable law.

15. ENTIRE AGREEMENT AND SEVERABILITY:

This Agreement, as modified by any change in terms we may
provide, supersedes any prior communications between you and us. Except as set forth in Section 17, any invalid
or unenforceable provision of this Agreement will not affect whether any other provision is valid or
enforceable.

16. SECTION HEADINGS AND SUMMARIES:

The section headings and summaries provided in this Agreement
are provided only for your and our convenience. The section headings and summaries do not define or describe the
entire scope or intent of any portion of this Agreement.

17. ARBITRATION CLAUSE:

We have put this Arbitration Clause in question and answer form to make it
easier to understand. However, this Arbitration Clause is legally binding on you and on us unless you are a
“covered borrower,” as that term is defined in regulations under the Military Lending Act, 32 C.F.R. Part 232
(meaning, generally, if you are active military or a dependent of active military at the time your Account is
opened, the following Arbitration Clause does not apply to your Account even if, at the time of a later dispute
between us, you are no longer a covered borrower).

Background and Scope.

Process. Arbitration Fees and Awards.

 

18. BILLING RIGHTS AND DISPUTES.

YOUR BILLING RIGHTS; KEEP THIS NOTICE FOR FUTURE USE

This notice tells you about your rights and our responsibilities under the Fair Credit Billing Act.

WHAT TO DO IF YOU FIND A MISTAKE ON YOUR STATEMENT

If you think there is an error on your Statement, write to us at:

Customers Bank
Consumer Lending Credit Card Operations Department
P.O. Box 57752
Murray, UT 84157

In your letter, provide us with the following information:

• Account Information: Your name and account number.
• Dollar Amount: The dollar amount of the suspected error.
• Description of the Problem: If you think there is an error on your bill, describe what you believe is
  wrong and why you believe it is a mistake.

You must contact us:

• Within sixty (60) days after the error appeared on your Statement.
• At least three (3) Business Days before an automated payment is scheduled, if you want to stop payment on the
  amount you think is wrong.

You must notify us of any potential errors in writing. You may call us at 1-866-405-0824, but if you do, we are
not required to investigate any potential errors and you may have to pay the amount in question. While we investigate
whether or not there has been error, the following are true:

• We cannot try to collect the amount in question or report you as delinquent on that amount.
• The charge in question may remain on your Statement, and we may continue to charge you interest on that amount.
  But if we determine that we made a mistake, you will not have to pay the amount in question or any interest or
  other fees related to that amount.
• While you do not have to pay the amount in question, you are responsible for the remainder of your balance.
• We can apply any unpaid amount against your Credit Limit.

After we finish our investigation, one of two things will happen:

• If we made a mistake: you will not have to pay the amount in question or any interest or other fees related to
  that amount.
• If we do not believe there was a mistake: you will have to pay the amount in question, along with applicable
  interest and fees. We will send you a Statement of the amount you owe, and the date payment is due. We may then
  report you as delinquent if you do not pay the amount we think you owe.

If you receive our explanation but still believe your bill is wrong, you must write to us within ten (10) days telling
us that you still refuse to pay. If you do so, we cannot report you as delinquent without also reporting that you are
questioning your bill. We must tell you the name of anyone to whom we reported you as delinquent, and we must let those
organizations know when the matter has been settled between us. If we do not follow all of the rules above, you do not
have to pay the first $50 of the amount you question even if your bill is correct.

YOUR RIGHTS IF YOU ARE DISSATISFIED WITH YOUR PURCHASES

If you are dissatisfied with the goods or services that you have purchased with your credit card, and you have tried in
good faith to correct the problem with the merchant, you may have the right not to pay the remaining amount due on the
purchase.

To use this right, all of the following must be true:

1. The purchase must have been made in your home state or within 100 miles of your current mailing address, and the
   purchase price must have been more than $50. (Note: Neither of these are necessary if your purchase was based on
   an advertisement we mailed to you, or if we own the company that sold you the goods or services.)
2. You must have used your credit card for the purchase. Purchases made with cash advances from an ATM or with a
   check that accesses your credit card account do not qualify.
3. You must not yet have fully paid for the purchase.

If all of the criteria above are met and you are still dissatisfied with the purchase, contact us in writing  on a
separate sheet at:

Customers Bank
Consumer Lending Credit Card Operations Department
P.O. Box 57752
Murray, UT 84157

While we investigate, the same rules apply to the disputed amount as discussed above. After we finish our investigation,
we will tell you our decision. At that point, if we think you owe an amount and you do not pay, we may report you as
delinquent.

Disputed Transactions.

You must inspect each Statement you receive and tell us about any errors or questions you have as described in the
“Billing Rights Summary” part of your Statement and other Truth in Lending Disclosures. If you do not notify us as
provided in those disclosures, we may assume that all information in the Statement is correct.

If you dispute a transaction made by you or someone else on your Account, and we later credit your Account for all or
part of the disputed amount, you give us all of your rights against that other person in connection with the disputed
amount. You also will:

• give us any merchandise or other purchases you received in connection with the disputed amount if we ask;
• not pursue any claim or reimbursement from the merchant and that other person in connection with the disputed
  amount; and
• help us pursue and get reimbursement from the merchant and that other person in connection with the disputed
  amount. Your help includes giving us documents that we ask for and that are acceptable to us.

No Warranties.

Except as otherwise provided in the “Billing Rights Summary” part of your Statements, we are not responsible for any
claim you might have regarding the purchases of goods or services made with your Card.

Merchant Refunds.

If you are entitled to a refund for goods or services purchased with your Card, you will accept these refunds as credits
to the purchase Balance Category of your Account. We do not control when a merchant sends us your refund. We will also
have a reasonable amount of time after we receive your refund to process it.

19. STATE NOTICES

Residents of All States, including California, New York, Rhode Island, Utah and Vermont: You give us
and our agents, successors, and assigns permission to access your credit report in connection with any transaction, or
extension of credit, and on an ongoing basis, for the purpose of reviewing this Account, taking collection action on
this Account, or for any other lawful purposes. Upon your request, you will be informed of whether or not a consumer
credit report was ordered, and if it was, you will be given the name and address of the consumer reporting agency that
furnished the report. As required by law, you are hereby notified that a negative credit report reflecting on your
credit record may be submitted to a credit reporting agency if you fail to fulfill the terms of your credit obligations.

Residents of All States, including Iowa, Maine, Missouri, Nebraska, Oregon, Texas, Utah and Washington:
ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT, INCLUDING
PROMISES TO EXTEND OR RENEW SUCH DEBT, ARE NOT ENFORCEABLE. TO PROTECT YOU (BORROWER) AND US (CREDITOR) FROM
MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING SUCH MATTERS ARE CONTAINED IN THIS WRITING, WHICH
IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING TO MODIFY
IT.

California Residents: Married applicants may apply for separate accounts.

Delaware, Maryland and Oregon Residents: Service charges not in excess of those permitted by law will
be charged on the outstanding balances from month to month. You may pay more than the minimum payment due, up to your
entire outstanding balance, at any time.

Idaho Residents:  We will not seek to collect attorneys’ fees in situations where the principal balance
is $1,000.00 or less.

Illinois Residents: (a) No applicant may be denied a credit card on account of race, color, religion,
national origin, ancestry, age, sex, marital status, physical or mental handicap unrelated to the ability to pay or
unfavorable discharge from military service; (b) the applicant may request the reason for rejection of his or her
application for a credit card; (c) no person need reapply for a credit card solely because of a change in marital status
unless the change in marital status caused a deterioration in the person’s financial position; and (d) a person may hold
a credit card in any name permitted by law that he or she regularly uses and is generally known by, so long as no fraud
is intended thereby.

Maryland Residents: You have the right under Section 12-510 of the Commercial Law Code to receive an
answer to a written inquiry concerning the status of your Account. Finance charges will be imposed in amounts or at
rates not in excess of those permitted by law.

New Hampshire Residents: You shall be awarded reasonable attorney’s fees if you prevail in any legal
action you bring against us or we bring against you. If you successfully assert a partial defense, set-off or
counterclaim against us in an action we bring against you, the court or arbitrator may withhold from us the entire
amount or such portion of the attorney’s fees as it considers equitable. You or your attorney may file a complaint with
the New Hampshire Commissioner of Banking, State of New Hampshire Banking Department, 53 Regional Drive, Suite 200,
Concord NH 03301. Instructions for filing complaints can be found on the Commissioner’s website at
www.nh.gov/banking/consumer-assistance/complaint.htm.

New Jersey Residents: Because certain provisions of the Agreement are subject to applicable laws, they
may be void, unenforceable or inapplicable in some jurisdictions. None of these provisions, however, is void,
unenforceable or inapplicable to New Jersey residents. The section headings in this Agreement serve as a Table of
Contents and not contract terms.

New York Residents: New York residents may contact the New York State Department of Financial Services
to obtain a comparative listing of credit card rates, fees and grace periods by calling 1-800-342-3736, or on the web at
www.dfs.ny.gov.

Ohio Residents: The Ohio laws against discrimination require that all creditors make credit equally
available to all creditworthy customers, and that credit reporting agencies maintain separate credit histories on each
individual upon request. The Ohio Civil Rights Commission administers compliance with this law.

Washington Residents: In accordance with the Revised Code of Washington Statutes, Section 63.14.167,
you are not responsible for payment of Interest Charges that result solely from a merchant’s failure to transmit to us
within seven working days a credit for goods or services accepted for return or forgiven if you have notified us of the
merchant’s delay in posting such credit, or our failure to post such credit to your Account within three working days of
our receipt of the credit.

Married Wisconsin Residents: If you are married: (i) you confirm that your Account is being incurred in
the interest of your marriage or family; (ii) no provision of any marital property agreement, unilateral statement, or
court decree under the Wisconsin Marital Property Act will adversely affect a creditor’s interest unless, before the
time credit is granted, the creditor is furnished a copy of that agreement or decree or is given complete information
about the agreement or decree; (iii) you understand and agree that we will provide a copy of this Agreement to your
spouse for his or her information.  If the Account for which you are applying is granted, you will notify us if you have
a spouse by sending your name and your spouse’s name and address to us at:

Customers Bank Consumer Lending Credit Card Operations

P.O. Box 57752

Murray, UT 84157

Married Wisconsin Residents: If you are applying for individual credit or joint credit with someone
other than your spouse, and your spouse also lives in Wisconsin, combine your financial information with your spouse’s
financial information.