American Express National Bank v. Matthew Kilburn

IN THE DISTRICT COURT IN AND FOR WASHINGTON COUNTY, OKLAHOMA CASE NO. DIVISION: CJ-2020-74 AMERICAN EXPRESS NATIONAL BANK, Plaintiff, Vs. MATTHEW KILBURN AKA MATTHEW L KILBURN Defendant(s) PETITION The Plaintiff, AMERICAN EXPRESS NATIONAL BANK, (hereinafter “Plaintiff”) sues the Defendant(s), MATTHEW KILBURN AKA MATTHEW L KILBURN (hereinafter “Defendant(s)”) and says: 1. Plaintiff is a National Bank located in Utah. BREACH OF CONTRACT 2. This action is based upon a Credit Account Agreement entered into by the Defendant(s) with the Plaintiff. 3. The Defendant(s) used or authorized the use of the Account to incur charges, or receive cash advances, or kept the Account open for future use, and by such action assumed the obligations of the terms and conditions of the Account. (A record of the governing terms and conditions of the Credit Account Agreement are attached and incorporated as Exhibit A). 4. Plaintiff relies upon the choice of law provision contained in the subject agreement attached hereto as the substantive governing law. 5. A record of the account statement is attached. See Exhibit B. 6. The Defendant(s) subsequently defaulted on the terms and conditions of the Account and the Plaintiff accelerated the full balance due and owing on the Account. 7. The Defendant(s) owes the Plaintiff $23,654.11. 8. Plaintiff has performed all conditions precedent to bringing this action, or the same have been waived by the Defendant(s). Wherefore, Plaintiff demands judgment in the amount of $23,654.11 against Defendant(s), and court costs to the extent permitted by applicable law. ZWICKER & ASSOCIATES, P.C. [Signature] KAMILLE EDMISON, ESQ. OKLAHOMA BAR #35350 ZWICKER & ASSOCIATES, P.C. A Law Firm Engaged in Debt Collection 400 WEST CAPITOL AVE SUITE 1700 LITTLE ROCK, AR 72201 (800)397-6589 [email protected] Attorney for Plaintiff EXHIBIT A Card Member Agreement: Part 1 of 3 Issuer: American Express National Bank Delta Reserve Business Card Credit Limit: $20,000 Spending Limit: $22,000 Rates and Fees Table <table> <tr> <th colspan="2">Interest Rates</th> </tr> <tr> <th>Annual Percentage Rate (APR) for Purchases Up to the Credit Limit</th> <td><b>28.49%</b> (Prime Rate + 21.49%)<br>This APR will vary with the market based on the Prime Rate.</td> </tr> <tr> <th>Penalty APR and When it Applies</th> <td><b>29.99%</b> (Prime Rate + 25.99%) <br>This APR will vary with the market based on the Prime Rate. <br>This APR will apply to your account if you: <ol> <li>make a payment that is returned;</li> <li>make 2 late payments in 12 billing periods; or</li> <li>do not pay the Minimum Payment Due by the Closing Date of the billing period in which it is due.</li> </ol> <b>How Long Will the Penalty APR Apply?</b> If the Penalty APR is applied for any of these reasons, it will apply, subject to applicable law, for at least 12 billing periods in a row. In addition, the Penalty APR will continue to apply until after you have made timely payments with no returned payments for 12 billing periods in a row. <br>The Penalty APR may apply to the Amount Above the Credit Limit. See <i>When we charge interest</i> in Part 1 of the Card Member Agreement for information on <i>Interest Charged If You Do Not Pay Your Minimum Payment Due</i>.</td> </tr> <tr> <th>Paying Interest</th> <td>Your due date is at least 25 days after the close of each billing period. We will not charge you interest on purchases if you pay your entire balance by the due date each month. If you pay the Minimum Payment Due by the Closing Date of the billing period in which it is due each month, we will not charge interest on the Amount Above the Credit Limit. See <i>When we charge interest</i> in Part 1 of the Card Member Agreement.</td> </tr> <tr> <th colspan="2">Fees</th> </tr> <tr> <th>Annual Fee</th> <td>$650</td> </tr> <tr> <th>Transaction Fees</th> <td>Foreign Transaction: None.</td> </tr> <tr> <th>Penalty Fees</th> <td>Late Payment: Up to $39.<br>Returned Payment: Up to $39.<br>Over Limit: None.</td> </tr> </table> How we calculate interest: We use a method called average daily balance method (including new purchases). See the How we calculate interest section in Part 2. How Rates and Fees Work Rates Calculating APRs and DPRs: The Annual Percentage Rate (APR) for variable rates is determined by adding an amount (margin) to the Prime Rate. The Daily Periodic Rate (DPR) is 1/365th of the APR, rounded to one ten-thousandth of a percentage point. <table> <tr> <th>Rate Description</th> <th>Prime + Margin</th> <th>APR</th> <th>DPR</th> </tr> <tr> <td>Purchase</td> <td>Prime + 21.49%</td> <td>28.49%</td> <td>0.0781%</td> </tr> <tr> <td>Penalty</td> <td>Prime + 25.99%</td> <td>29.99%</td> <td>0.0822%</td> </tr> </table> Variable APRs will not exceed 29.99%. Explanation of Variable Rates: If the Prime Rate increases, variable APRs (and corresponding DPRs) will increase. In that case, you may pay more interest and may have a higher Minimum Payment Due. When the Prime Rate changes, the resulting changes to variable APRs take effect as of the first day of the billing period during which the Prime Rate has changed. Determining the Prime Rate: Prime Rate means the highest U.S. Prime Rate published in the rates section of The Wall Street Journal on the Closing Date of the billing period. If The Wall Street Journal does not publish the Prime Rate on that day, we will use the Prime Rate from the previous day it was published. If The Wall Street Journal is no longer published or stops publishing the Prime Rate, we may use the Prime Rate published in another newspaper of general circulation. Fees Annual Fee: This fee is on the Rates and Fees Table on page 1 of Part 1. Annual Fee for Additional Cards: We will charge $175 for each additional card. Foreign Transaction: None. Late Payment: Up to $39. If we do not receive the Minimum Payment Due by its Payment Due Date, the fee is $39. However, the late fee will not exceed the Minimum Payment Due. Returned Payment: Up to $39 if your payment is returned unpaid the first time we present it to your bank. Returned Check: $38 if you use your card to cash a check at one of our approved locations and the check is returned unpaid. We will also charge you the unpaid amount. Overlimit: None. See Credit Limit and Amount Above the Credit Limit in Part 1. Account Re-opening: $25 if your Account is cancelled, you ask us to re-open it, and we do so. Credit and Person to Person Limits Credit Limit and Amount Above the Credit Limit: We assign a Credit Limit to the Account. It is shown on page 1 of Part 1 and on each billing statement. We may increase or reduce the Credit Limit. We may do so even if you pay on time and the Account is not in default. We may approve charges or assess interest charges or fees that cause the account balance to go over the Credit Limit. If we do this, we will not charge an overlimit fee. The part of the New Balance that is above the Credit Limit appears on your statement as the Amount Above the Credit Limit. We decide whether to approve a charge that will cause the account balance to go over the Credit Limit, or that will add to the Amount Above the Credit Limit, based on how you spend and pay on this Account and other accounts you have with us and our affiliates. We also consider your credit history and your personal resources that we know about. If we permit you to make a balance transfer, the amount remaining under the Credit Limit will be reduced by the amount of the balance transfer and new charges may cause the account balance to go over the Credit Limit and add to the Amount Above the Credit Limit. For balances under the Credit Limit, you have the option of paying the balance in full each month, or paying at least the Minimum Payment Due and paying the remaining balance over time while accruing interest charges. The Amount Above the Credit Limit will be due in full as part of the monthly Minimum Payment Due (see How we calculate your Minimum Payment Due below). Interest on the Amount Above the Credit Limit For any particular billing period, we will not charge interest on the Amount Above the Credit Limit if you pay at least your Minimum Payment Due from the previous billing period by the Closing Date of the billing period in which the payment is due (see When we charge interest below). If you do not pay your Minimum Payment Due by the Closing Date of the billing period in which it is due, we will apply the Penalty APR to the entire balance, including the Amount Above the Credit Limit, if any (see How we calculate interest below). We also may apply the Penalty APR for other reasons (see Penalty APR and when it applies on page 1 of Part 1). After you pay the Minimum Payment Due shown on your statement by the Closing Date of the billing period in which it is due, we will no longer charge interest on the Amount Above the Credit Limit. However, the Penalty APR will continue to apply to other balances in accordance with Penalty APR and when it applies on page 2 of Part 1. Person-to-Person Limit: Your person-to-person transactions may not exceed the $2,000 person-to-person transaction limit within any 30-day period. You agree to manage your Account so that the total of your person-to-person transactions in any 30-day period do not exceed the limit on person-to-person transactions. We may not approve a person-to-person transaction if it would cause your Account to exceed the person-to person transaction limit or your Credit Limit. Part 1, Part 2, Part 3 and any supplements or amendments make up your Card Member Agreement. You can request a copy of your Card Member Agreement through your online account or by calling the number on the back of your Card. Page 4 of 4 Card Member Agreement: Part 2 of 3 About the Agreement Your Card Member Agreement: This document together with Part 1 and Part 3 make up the Card Member Agreement (Agreement) for the Account identified on page 1 of Part 1. Any supplements or amendments are also part of the Agreement. When you or an Additional Card Member, as defined below, use the Account (or sign or keep a card), you agree to the terms of the Agreement. Changing the Agreement: We may change this Agreement, subject to applicable law. We may apply any changed or new terms to any existing and future balances on the Account, subject to applicable law. This written Agreement is a final expression of the agreement governing the Account. The written Agreement may not be modified or amended by any alleged oral agreement. Definitions: We, us, and our mean the issuer shown on page 1 of Part 1. Except as provided below, Basic Card Member means the person who applied for this Account on behalf of the Company or to whom we address billing statements. Company means the business for which the Account is established. You and your mean the Basic Card Member and the Company. Additional Card Member means a person to whom we have issued an Additional Card at your request. Business Card Members means the Basic Card Member and all Additional Card Members. Card means any Card or other device that we issue to access the Account. A charge is any amount added to the Account, such as purchases, fees and interest charges. A purchase is a charge for goods or services or a person-to-person transaction. A person-to-person transaction is a charge for funds sent to another person. To pay by a certain date means to send your payment so that we receive it and credit it to your Account by that date. The Closing Date appears on each billing statement and is the last day of the billing period covered by the billing statement. Each statement also shows a Next Closing Date. Joint and Several Liability: You agree, jointly and severally, to be bound by the terms of this Agreement. That means that both the Basic Card Member and the Company are each individually responsible for the Account, including but not limited to the obligation to pay all charges. We may seek payment from either or both the Basic Card Member and the Company. Replacing the Basic Card Member: You must tell us if the Basic Card Member is no longer an employee or officer of the Company or does not want to be the Basic Card Member. In that case, you must either close the Account, or propose another person to replace the Basic Card Member. If you propose another person to replace the Basic Card Member, that person must agree to assume the obligations and liabilities of the Basic Card Member under this Agreement, as of the date that such person replaces the Basic Card Member. That person is subject to our approval. We may close the Account if the Basic Card Member is no longer an employee or officer of the Company and no other person has been approved to replace the Basic Card Member. You agree that the Basic Card Member remains the Basic Card Member until we approve a replacement or the Account is closed. About using your Card Using the Card: Cards may be used for purchases. At our discretion, we may permit you to make person-to-person transactions subject to Limits on person-to-person transactions. You cannot transfer balances from any other Account issued by us and/or our affiliates. Each Card Member Basic and Additional Card Member acknowledges and agrees that cards are intended to be used for the Company's commercial or business purposes. You may arrange for certain merchants and third parties to store your Card number and expiration date, so that, for example: • the merchant may charge your Account at regular intervals; or • you may make charges using that stored Card information. We may (but are not required to) tell these merchants and third parties if your expiration date or Card number changes or if your Account status is updated, including if your Account is cancelled. If you do not want us to share your updated Account information, please contact us using the number on the back of your card. Keep the cards safe. Do not let anyone use them. If a Card is lost or stolen or the Account is being used without permission, contact us right away. The Account may not be used for illegal activities. Declined transactions: We may decline to authorize a charge for various reasons, including if we suspect fraud or based on our assessment of your creditworthiness, even if the charge would not cause you to go over your Credit Limit and even if your Account is not in default. We are not responsible for any losses you or any Additional Card Members incur if we do not authorize a charge or if any merchant refuses to accept the Card. About Payments Promise to pay: You promise to pay all charges, including: • charges you make, even if you do not present your Card or sign for the transaction, • charges that other people make, whether or not you or an Additional Card Member intend to let them use the Account, subject to applicable law, and if you let them use your Account, and • charges that Additional Card Members make or permit others to make. When you must pay: You must pay at least the Minimum Payment Due on or before the Payment Due Date in the time and manner shown on each billing statement. How to make payments: Make payments to us in U.S. dollars with: • a single check drawn on a U.S. bank, or • a single negotiable instrument clearable through the U.S. banking system, for example a money order, or • an electronic payment that can be cleared through the U.S. banking system. When making a payment by mail: • make a separate payment for each Account, • mail your payment to the address shown on the payment coupon on the billing statement, and • write the Account number on your check or negotiable instrument and include the payment coupon. If your payment meets the above requirements, we will credit it to the Account as of the day we receive it, as long as we receive it by the time and in the manner disclosed in the billing statement. If we receive it after that time, we will credit the payment on the day after we receive it. If your payment does not meet the above requirements, there may be a delay in crediting the Account. This may result in late payment fees and additional interest charges (see How Rates and Fees Work Part 1). We will not accept a payment made in a foreign currency or a payment drawn on an account at a bank located outside of the U.S. If we process a late payment, a partial payment, or a payment marked with any restrictive language, that will have no effect on our rights and will not change this Agreement. How we apply payments and credits: If the balances on your most recent billing statement are subject to different interest rates, we apply payments first to the balances with the highest interest rate and then to balances with lower interest rates. After the balance on your statement has been paid in full, we apply any additional payments to amounts that have not yet appeared on a statement, starting with those amounts subject to the highest interest rate and then to amounts at lower interest rates. In most cases, we apply a credit to the same balance as the related charge. For example, we apply a credit for a purchase to the purchase balance. We may apply payments and credits within balances, and among balances with the same interest rate, in any order we choose. Effect of Paying the Minimum Payment Due: The effect of paying the Minimum Payment Due is that the Amount Above the Credit Limit is paid, but only part of the interest-bearing balance is reduced. How We Calculate the Amount Due Each Month Your Minimum Payment Due is made up of: • any fees, • any interest, • any past due amount, • any Amount Above the Credit Limit, • and the higher of $35 or a percentage of the New Balance (for information on how this amount is calculated, see Minimum Payment Due with No Amount Above the Credit Limit and Minimum Payment Due with an Amount Above the Credit Limit below). As further explained below, to calculate the Minimum Payment Due for each billing statement, we use: • the New Balance, • any Amount Above the Credit Limit, • the Previous Balance, • any Interest Charged, • any Penalty Fees, and • any Past Due Amount. These amounts can be found on your statement. Your Minimum Payment Due may also include any additional amount specified in a promotional offer. Your Minimum Payment Due will not exceed your New Balance. You may pay more than the Minimum Payment Due, up to your New Balance, at any time. Minimum Payment Due with No Amount Above the Credit Limit: Your Minimum Payment Due consists of a portion of your Account balance plus interest charges and Penalty Fees. To calculate your Minimum Payment Due for each statement, we first determine the higher of 1. or 2, below: 1. $35, or 2. The amount calculated using the following steps: a. Calculate Modified New Balance by subtracting the interest and Penalty Fees charged on the statement from the New Balance on the statement. b. Calculate the Applicable Rate by i. Adding the following together: i. 1% of the portion of the Modified New Balance less than or equal to $25,000 and ii. 5% of the portion of the Modified New Balance greater than $25,000 and less than or equal to $75,000 and iii. 10% of the portion of the Modified New Balance greater than $75,000 ii. Then divide the sum from step I by the Modified New Balance and round to 4 decimals (ex. 0.1234). 3. Calculate the Portion of the Modified New Balance included in the Minimum Payment Due by multiplying the Modified New Balance calculated in step 1 by the Applicable Rate calculated in step 2. 4. Add the Interest Charged on the statement to the result from step 3. Finally, we take the higher of (1) and (2) above and add Penalty Fees. Then we round to the nearest dollar and add any Past Due Amount. EXAMPLE: Assume that your New Balance is $30,000, Interest Charged is $299.59, and you have no Penalty Fees or Past Due Amount. 1. $35, or 2. Calculate the following: a. Modified New Balance: $30,000 less $299.59 Interest Charged less $0 Penalty Fees equals $29,700.41 b. Applicable Rate: [(1% multiplied by $25,000) plus (5% multiplied by $4,700.41)] divided by $29,700.41 equals 0.0163 c. Portion of the Modified New Balance included in the Minimum Payment Due: $29,700.41 multiplied by 0.0163 equals $484.12 d. $484.12 plus $299.59 Interest Charged equals $783.71 The higher of 1. or 2. is $783.71. $783.71 plus $0 Penalty Fees plus $0 Past Due Amount equals $784. Minimum Payment Due with an Amount Above the Credit Limit: To calculate your Minimum Payment Due for each statement, we first determine the higher of 1. or 1. below: 1. $35, or 2. The amount calculated using the following steps: a. Calculate Modified New Balance by subtracting the Amount Above the Credit Limit, interest and Penalty Fees charged on the statement from the New Balance on the statement. For this calculation: I. We will only subtract the amount of Interest Charged that is not included in the Amount Above the Credit Limit from the New Balance. See How to determine whether Interest Charged is included in the Amount Above the Credit Limit below. II. We will only subtract the amount of Penalty Fees that is not included in the Amount Above the Credit Limit from the New Balance. See How to determine whether Penalty Fees are included in the Amount Above the Credit Limit below. b. Calculate the Applicable Rate by: I. Adding the following together: i. 1% of the portion of the Modified New Balance less than or equal to $25,000 and ii. 5% of the portion of the Modified New Balance greater than $25,000 and less than or equal to $75,000 and iii. 10% of the portion of the Modified New Balance greater than $75,000 II. Then divide the sum from step I by the Modified New Balance and round to 4 decimals (ex. 0.1234). c. Calculate the Portion of the Modified New Balance included in the Minimum Payment Due by multiplying the Modified New Balance calculated in step 1 by the Applicable Rate calculated in step 2. d. Add the part of the Interest Charged not included in the Amount Above the Credit limit to the result from step 3. Finally, we take the higher of 1. and 2. above and: • Add any Penalty Fees not included in the Amount Above the Credit Limit, • Add any Amount Above the Credit Limit, after subtracting any part of the Past Due Amount that is included in the Amount Above the Credit Limit (see How to determine whether the Past Due Amount is included in the Amount Above the Credit Limit below), Then we round to the nearest dollar and add any Past Due Amount. EXAMPLE: Your New Balance is $35,000, Interest Charged is $334.63, penalty fee is $38, Amount Above the Credit Limit is $450, credit limit is $34,550, and your Past Due Amount is $300. 1. $35, or 2. Calculate the following: a. Modified New Balance: $35,000 New Balance less $0 Interest Charged not included in the Amount Above the Credit Limit less $0 Penalty Fees not included in the Amount Above the Credit Limit less $450 Amount Above the Credit Limit equals $34,550 b. Applicable Rate: [(1% multiplied by $25,000) plus (5% multiplied by $9,550)] divided by $34,550 equals 0.0211 c. Portion of the Modified New Balance included in the Minimum Payment Due: $34,550 multiplied by 0.0211 equals $729.01 d. $729.01 plus $0 Interest Charged not included in the Amount Above the Credit Limit equals $729.01 The higher of 1. or 2. is $729.01. $729.01 plus $0 Penalty Fees not included in Amount Above the Credit Limit equals $729.01. $729.01 plus ($450 Amount Above the Credit Limit less $0 Past Due Amount included in the Amount Above the Credit Limit) equals $1,179.01 $1,179 plus $300 Past Due Amount equals $1,479 If your Account has an Amount Above the Credit Limit, we do additional calculations to determine what part of interest, fees, and the Past Due Amount are included in the Amount Above the Credit Limit. You can see how to do these additional calculations in the Additional Calculations sub-section below. Additional Calculations How to determine whether Interest Charged is included in the Amount Above the Credit Limit: To determine whether any part of Interest Charged is included in the Amount Above the Credit Limit, we subtract the Amount Above the Credit Limit from the Interest Charged on the statement. • If the result is less than or equal to zero, then all of the Interest is already included in the Amount Above the Credit Limit. • If the result is greater than zero, the result is the part of Interest not included in the Amount Above the Credit Limit. EXAMPLE Your Interest Charged is $62.63 and the Amount Above the Credit Limit is $250. $62.63 Interest Charged on statement less $250 Amount Above the Credit Limit equals minus $187.37 • Because minus $187.37 is less than zero, all of the Interest Charged on the statement is already included in the Amount Above the Credit Limit. Interest Charged not included in the Amount Above the Credit Limit is $0. How to determine whether Penalty Fees are included in the Amount Above the Credit Limit: To determine whether any part of Penalty Fees are included in the Amount Above the Credit Limit: 1. We subtract the Interest Charged from the Amount Above the Credit Limit. 2. Then, we subtract the result of this Step 1 from the Penalty Fees. a. If the result is less than or equal to zero, then all of the Penalty Fees are already included in the Amount Above the Credit Limit. b. If the result is greater than zero, that amount is the part of the Penalty Fees not included in the Amount Above the Credit Limit. EXAMPLE Your Amount Above the Credit Limit is $250, Interest Charged is $62.63, Penalty Fees are $38. 1. $250 Amount Above the Credit Limit less $62.63 Interest Charged equals $187.37 2. $38 Penalty Fee less $187.37 equals minus $149.37. a. Because minus $149.37 is less than zero, all of the Penalty Fees are already included in the Amount Above the Credit Limit. Penalty Fees not included in the Amount Above the Credit Limit are $0. How to determine whether the Past Due Amount is included in the Amount Above the Credit Limit: To determine whether any part of the Past Due Amount is included in the Amount Above the Credit Limit: 1. We subtract the Credit Limit shown on your previous statement from the Previous Balance. a. If the result is less than or equal to zero, then none of the Past Due Amount is already included in the Amount Above the Credit Limit. b. If the result is greater than zero, proceed to Step 2. 2. We subtract any payments/credits shown on the statement from the result of the previous step. a. If the result is less than or equal to zero, then none of the Past Due Amount is already included in the Amount Above the Credit Limit. b. If the result is greater than zero, then the result is the part of the Past Due Amount that is already included in the Amount Above the Credit Limit. EXAMPLE 1. Your Previous Balance is $6,000, Credit Limit is $5,000, Payments shown are $750. $6,000 Previous Balance less $5,000 Credit Limit equals $1,000. $1,000 is greater than zero. Proceed to Step 2. 2. $1,000 less $750 Payments shown equals $250. $250 is greater than zero. The Past Due Amount that is included in the Amount Above the Credit Limit is $250. About interest charges How we calculate interest: We calculate interest for a billing period by first figuring the interest on each balance. Different categories of transactions--such as purchases--may have different interest rates. Balances within each category may also have different interest rates. We use the Average Daily Balance method (including new transactions) to figure interest charges for each balance. The total interest charged for a billing period is the sum of the interest charged on each balance. Interest: The interest charged for a balance in a billing period, except for variations caused by rounding, equals: 1) Average Daily Balance (ADB) multiplied by 2) Daily Periodic Rate (DPR) multiplied by 3) number of days in the billing period. ADB: To get the ADB for a balance, we add up each Daily Balance Subject to Interest (see below). Then we divide the result by the number of days in the billing period. DPR: A DPR is 1/365th of an APR, rounded to one ten-thousandth of a percentage point. Your DPRs are shown in How Rates and Fees Work in Part 1. EXAMPLE: Calculating Interest Assume that you have a single interest rate of 15.99%, your ADB is $2,250 and there are 30 days in the billing period. The DPR is 15.99% divided by 365 days equals 0.0438% The Interest is $2,250 multiplied by 0.0438% multiplied by 30 days equals $29.57 Daily Balance: We figure the daily balance for each balance by: • taking the beginning balance for the day, • adding any new charges, • subtracting any payments or credits; and • making any appropriate adjustments. We add a new charge to a daily balance as of its transaction date. If the daily balance is negative, we treat it as zero. Daily Balance Subject to Interest: To calculate the Daily Balance Subject to Interest, we reduce the Daily Balance by the amount above your credit limit on each day, if you pay the Minimum Payment Due by the Closing Date of the billing period in which the payment is due. However, if you do not pay the Minimum Payment Due by the Closing Date of the billing period in which it is due, we will not reduce the Daily Balance by the amount above your Credit Limit on each day. For purposes of the Daily Balance Subject to Interest, "credit limit" is the lowest credit limit on any day during the billing period. Beginning balance: For the first day of a billing period, the beginning balance is the ending balance for the prior billing period, including unpaid interest. For the rest of the billing period, the beginning balance is the previous day's daily balance plus an amount of interest equal to the previous day's Daily Balance Subject to Interest multiplied by the DPR for that balance. This method of figuring the beginning balance results in daily compounding of interest. Other methods: To figure the ADB and interest charges, we may use other formulas or methods that produce equivalent results. Also, we may choose not to charge interest on certain types of charges. About Additional Card Members Additional Card Members: We may issue additional Cards on your Account at your request. Additional Card Members can use your Account subject to the terms of this Agreement. You and the Company are responsible for all use of the Account by Additional Card Members and anyone they allow to use the Account and must pay for all charges they make. You must share this Agreement with all Additional Card Members. You must tell Additional Card Members that: • we may obtain, provide and use information about them. • their use of the Account is subject to this Agreement. You also authorize us to give Additional Card Members information about the Account and to discuss it with them. Contact us if you want to cancel an Additional Card Member's ability to use the Account. We may refer to Additional Card(s) and Additional Card Member(s) as Employee Card(s) and Employee Card Member(s). All terms and conditions that apply to Additional Cards also apply to Employee Cards. If an Annual Membership Fee applies for an Additional Card, please refer to the refund policy disclosed in the Closing or suspending your Account sub-section of Part 3 of this Agreement. If a single Annual Membership Fee applies for a group of Additional Cards on your Account, this policy will apply when you cancel the Additional Card on which the fee was assessed. Card Member Agreement: Part 3 of 3 Other important information How we may contact you: Sending you notices: We send notices by U.S. mail, courier, or electronically using the information in our records. We consider a notice given when we mail it or deliver it electronically. Additionally, we may send notices and information to Additional Card Members at their request. Servicing and Collections: If we need to contact you to service your Account or to collect amounts you owe, you authorize us (and our affiliates, agents and contractors, such as debt collection agencies and service providers) to contact you at any phone number or email address you provide, from which you contact us, or at which we believe we can reach you. We may contact you in any way, such as calling, texting, emailing, sending mobile application push notifications or using any other method of communication permitted by law. We may contact you using an automated dialer or prerecorded messages. We may contact you on a mobile, wireless or similar device, even if you are charged for it. Call monitoring: We may monitor and record any calls between you and us. Changing your contact and other information: You must notify us immediately if you change your mailing address, email address, telephone number, legal entity of the Company, or tax identification number. If you have more than one Account, you need to notify us separately for each Account. We may update your billing address if we receive information that it has changed or is incorrect. Disputed charges: If you dispute a charge with a merchant, we may credit the Account for all or part of the disputed charge. If we do so, you assign and transfer to us all rights and claims (excluding tort claims) against the merchant. You and any Additional Card Members agree not to pursue any claim against the merchant for the credited amount. And you and any Additional Card Members must cooperate with us if we decide to do so. Credit reports: You agree that we will obtain credit reports about you, investigate your ability to pay, and obtain information about you from other sources including information to verify and re-verify your employment and income. And you agree that we will use such information for any purposes (for example, marketing to you or evaluating you for a new Account), subject to applicable law. You agree that we will give information about the Account to credit reporting agencies. We will tell a credit reporting agency if you fail to comply with the terms of this Agreement. This may have a negative impact on your credit report. If you believe information we have given to a credit reporting agency is incorrect, write to us at: American Express Credit Bureau Unit, P.O. Box 981537, El Paso, TX 79998-1537. When you write to us, tell us the specific information you believe is incorrect. Default: We may consider your Account to be in default if: • you violate a provision of this Agreement, • you give us false information, • you file for bankruptcy, • you default under another agreement you have with us or an affiliate, • we believe you are unable or unwilling to pay your debts when due. If we consider your Account in default, or if you become incapacitated or die, we may: • suspend your ability to make charges, • cancel or suspend any feature on your Account, • require you to pay more than your Minimum Payment Due immediately, and • cancel the Account and/or require you to pay the Account balance immediately. Collection costs: You agree to pay all reasonable costs, including attorneys' fees, that we incur to collect amounts you owe or to protect ourselves from loss, harm or risk relating to default. Closing or suspending your Account: We may at any time or for any reason: cancel your Account, suspend your ability to make charges, or cancel or suspend any feature on your Account. If we do any of these, you must still pay us for all charges under the terms of this Agreement. If we later agree to reinstate your Account, we may reinstate any Additional Cards issued on your Account and charge you any applicable annual fees and a fee to reinstate the Account. You may close your Account by calling us or writing to us. The Basic Card Member agrees to inform the Company prior to instructing us to do so. The Basic Card Member and the Company remain jointly and severally liable for all Charges made on the Account. If an Annual Membership fee applies, we will refund this fee if you notify us that you are voluntarily closing your Account within 30 days of the Closing Date of the billing statement on which that fee appears. For cancellations after this 30 day period, the Annual Membership fee is non-refundable. If your billing address is in the Commonwealth of Massachusetts at the time you close your Account, this policy will not apply to you. If your account is cancelled and we re-open it at your request, we may charge you a $25 fee. When you pay us by check; permission for electronic debit: When you pay us by check, you authorize us to use information from your check (such as routing number, account number, and check serial number) to make a one-time electronic fund transfer from your bank or other asset account. When we do this, your payment may be withdrawn from your bank or other asset account as soon as the same day we receive your check, and you will not receive that check back from your bank or financial institution. In certain circumstances, we may process your payment as a check transaction. Converting charges made in a foreign currency: If you make a charge in a foreign currency, AE Exposure Management Ltd. ("AEEML") will convert it into U.S. dollars on the date we or our agents process it, so that we bill you for the charge in U.S. dollars based upon this conversion. Unless a particular rate is required by law, AEEML will choose a conversion rate that is acceptable to us for that date. The rate AEEML uses is no more than the highest official rate published by a government agency or the highest interbank rate AEEML identifies from customary banking sources on the conversion date or the prior business day. This rate may differ from rates that are in effect on the date of your charge. We will bill charges converted by establishments (such as airlines) at the rates they use. Privacy Act of 1974: Some federal agencies may accept the Card under authority of statute. When you or Additional Card Members make charges at these agencies, we collect certain charge information. That information may be put to routine uses such as processing, billing and collections. It may also be aggregated for reporting, analysis and marketing use. Other routine uses by agencies may be published in the Federal Register. About insurance products: We or our affiliates may tell you about insurance and non-insurance products, services or features that may have a fee. One of our affiliates may act on behalf of a provider of these products. The affiliate may be compensated for this. The insurance products are not offered or sold by us or on our behalf. Our affiliates may get additional compensation when AMEX Assurance Company or another affiliate is the insurer or reinsurer. Compensation may influence what products and providers we or our affiliates tell you about. We may share information about you with our affiliates so they can identify products that may interest you. We may be compensated for this information. Changing benefits: We have the right to add, modify or remove any benefit, feature or service, included with or related to your Account at our discretion. Assigning the Agreement: We may sell, transfer or assign this Agreement and the Account. We may do so at any time without notifying you. You may not sell, assign or transfer the Account or any of your obligations under this Agreement. We do not waive our rights: We may choose to delay enforcing or to not exercise rights under this Agreement. If we do this, we do not waive our rights to exercise or enforce them on any other occasion. Governing law: Utah law and federal law govern this Agreement and your Account without regard to internal principles of conflicts of law. We entered into this Agreement with you in Utah where we are located and hold your account. Notice to 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. Notice for residents of Washington State: 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. Claims Resolution Most customer concerns can be resolved by calling our Customer Service Department at the number listed on the back of your Card. In the event Customer Service is unable to resolve a complaint to your satisfaction, this section explains how claims can be resolved through mediation, arbitration or litigation. It includes an arbitration provision. You may reject the arbitration provision by sending us written notice within 45 days after your first Card purchase. See Your Right to Reject Arbitration below. For this section, you and us includes any corporate parents, subsidiaries, affiliates or related persons or entities. Claim means any current or future claim, dispute or controversy relating to your Account(s), this Agreement, or any agreement or relationship you have or had with us, except for the validity, enforceability or scope of the Arbitration provision. Claim includes but is not limited to: (1) initial claims, counterclaims, crossclaims and third-party claims; (2) claims based upon contract, tort, fraud, statute, regulation, common law and equity; (3) claims by or against any third party using or providing any product, service or benefit in connection with any Account; and (4) claims that arise from or relate to (a) any Account created under any of the agreements, or any balances on any such Account, (b) advertisements, promotions or statements related to any Accounts, goods or services financed under any Accounts or terms of financing, (c) benefits and services related to Card Membership (including fee-based or free benefit programs, enrollment services and rewards programs) and (d) your application for any Account. You may not sell, assign or transfer a claim. Sending a Claim Notice: Before beginning a lawsuit, mediation or arbitration, you and we agree to send a written notice (a claim notice) to each party against whom a claim is asserted, in order to provide an opportunity to resolve the claim informally or through mediation. Go to americanexpress.com/claim for a sample claim notice. The claim notice must describe the claim and state the specific relief demanded. Notice to you may be provided by your billing statement or sent to your billing address. Notice to us must include your name, address and Account number and be sent to American Express ADR c/o CT Corporation System, 28 Liberty Street, New York, New York 10005. If the claim proceeds to arbitration, the amount of any relief demanded in a claim notice will not be disclosed to the arbitrator until after the arbitrator rules. Mediation: In mediation, a neutral mediator helps parties resolve a claim. The mediator does not decide the claim but helps parties reach agreement. Before beginning mediation, you or we must first send a claim notice. Within 30 days after sending or receiving a claim notice, you or we may submit the claim to JAMS (1-800-352-5267, jamsadr.com) or the American Arbitration Association ("AAA") (1-800-778-7879, adr.org) for mediation. We will pay the fees of the mediator. All mediation-related communications are confidential, inadmissible in court and not subject to discovery. All applicable statutes of limitation will be tolled from the date you or we send the claim notice until termination of the mediation. Either you or we may terminate the mediation at any time. The submission or failure to submit a claim to mediation will not affect your or our right to elect arbitration. Arbitration: You or we may elect to resolve any claim by individual arbitration. Claims are decided by a neutral arbitrator. If arbitration is chosen by any party, neither you nor we will have the right to litigate that claim in court or have a jury trial on that claim. Further, you and we will not have the right to participate in a representative capacity or as a member of any class pertaining to any claim subject to arbitration. Arbitration procedures are generally simpler than the rules that apply in court, and discovery is more limited. The arbitrator's authority is limited to claims between you and us alone. Claims may not be joined or consolidated unless you and we agree in writing. An arbitration award and any judgment confirming it will apply only to the specific case and cannot be used in any other case except to enforce the award. The arbitrator's decisions are as enforceable as any court order and are subject to very limited review by a court. Except as set forth below, the arbitrator's decision will be final and binding. Other rights you or we would have in court may also not be available in arbitration. Initiating Arbitration: Before beginning arbitration, you or we must first send a claim notice. Claims will be referred to either JAMS or AAA, as selected by the party electing arbitration. Claims will be resolved pursuant to this Arbitration provision and the selected organization's rules in effect when the claim is filed, except where those rules conflict with this Agreement. If we choose the organization, you may select the other within 30 days after receiving notice of our selection. Contact JAMS or AAA to begin an arbitration or for other information. Claims also may be referred to another arbitration organization if you and we agree in writing or to an arbitrator appointed pursuant to section 5 of the Federal Arbitration Act, 9 U.S.C. sec. 1-16 (FAA). We will not elect arbitration for any claim you file in small claims court, so long as the claim is individual and pending only in that court. You or we may otherwise elect to arbitrate any claim at any time unless it has been filed in court and trial has begun or final judgment has been entered. Either you or we may delay enforcing or not exercise rights under this Arbitration provision, including the right to arbitrate a claim, without waiving the right to exercise or enforce those rights. Limitations on Arbitration: If either party elects to resolve a claim by arbitration, that claim will be arbitrated on an individual basis. There will be no right or authority for any claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of the general public, other Card Members or other persons similarly situated. Notwithstanding any other provision and without waiving the right to appeal such decision, if any portion of these Limitations on Arbitration is deemed invalid or unenforceable, then the entire Arbitration provision (other than this sentence) will not apply. Arbitration Procedures: This Arbitration provision is governed by the FAA. The arbitrator will apply applicable substantive law, statutes of limitations and privileges. The arbitrator will not apply any federal or state rules of civil procedure or evidence in matters relating to evidence or discovery. Subject to the Limitations on Arbitration, the arbitrator may otherwise award any relief available in court. You and we agree that the arbitration will be confidential. You and we agree that we will not disclose the content of the arbitration proceeding or its outcome to anyone, but you or we may notify any government authority of the claim as permitted or required by law. If your claim is for $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents, through a telephonic hearing, or by an in-person hearing. At any party's request, the arbitrator will provide a brief written explanation of the award. The arbitrator's award will be final and binding, subject to each party's right to appeal as stated in this section and/or to challenge or appeal an arbitration award pursuant to the FAA. To initiate an appeal, a party must notify the arbitration organization and all parties in writing within 35 days after the arbitrator's award is issued. The arbitration organization will appoint a three-arbitrator panel to decide anew, by majority vote based on written submissions, any aspect of the decision objected to. The appeal will otherwise proceed pursuant to the arbitration organization's appellate rules. Judgment upon any award may be entered in any court having jurisdiction. At your election, arbitration hearings will take place in the federal judicial district of your residence. Arbitration Fees and Costs: You will be responsible for paying your share of any arbitration fees (including filing, administrative, hearing or other fees), but only up to the amount of the filing fees you would have incurred if you had brought a claim in court. We will be responsible for any additional arbitration fees. At your written request, we will consider in good faith making a temporary advance of your share of any arbitration fees, or paying for the reasonable fees of an expert appointed by the arbitrator for good cause. Additional Arbitration Awards: If the arbitrator rules in your favor for an amount greater than any final offer we made before the final hearing in arbitration, the arbitrator's award will include: (1) any money to which you are entitled, but in no case less than $5,000; and (2) any reasonable attorneys' fees, costs and expert and other witness fees. Your Right to Reject Arbitration: You may reject this Arbitration provision by sending a written rejection notice to us at: American Express, P.O. Box 981556, El Paso, TX 79998. Go to americanexpress.com/reject for a sample rejection notice. Your rejection notice must be mailed within 45 days after your first Card purchase. Your rejection notice must state that you reject the Arbitration provision and include your name, address, Account number and personal signature. No one else may sign the rejection notice. If your rejection notice complies with these requirements, this Arbitration provision and any other arbitration provisions in the Card Member agreements for any other currently open American Express Accounts you have will not apply to you, except for Corporate Card Accounts and any claims subject to pending litigation or arbitration at the time you send your rejection notice. Rejection of this Arbitration provision will not affect your other rights or responsibilities under this Claims Resolution section or the Agreement. Rejecting this Arbitration provision will not affect your ability to use your Card or any other benefit, product or service you may have with your Account. Continuation: This section will survive termination of your Account, voluntary payment of your Account balance, any legal proceeding to collect a debt, any bankruptcy and any sale of your Account (in the case of a sale, its terms will apply to the buyer of your Account). If any portion of this Claims Resolution section, except as otherwise provided in the Limitations on Arbitration subsection, is deemed invalid or unenforceable, it will not invalidate the remaining portions of this Claims Resolution section. Billing Dispute Procedure: 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: American Express PO Box 981535 El Paso TX 79998-1535 In your letter, give us the following information: • Account information: Your name and account number. • Dollar amount: The dollar amount of the suspected error. • Description of 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 60 days after the error appeared on your statement. • At least 2 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, but if you do we are not required to investigate any potential errors and you may have to pay the amount in question. What Will Happen After We Receive Your Letter: When we receive your letter, we will do two things: 1. Within 30 days of receiving your letter, we will tell you that we received your letter. We will also tell you if we have already corrected the error. 2. We will investigate your inquiry and will either correct the error or explain to you why we believe the bill is correct. While we investigate whether or not there has been an error: • We will not try to collect the amount in question, nor 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. • 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 10 days telling us that you still refuse to pay. If you do so, we will not report you as delinquent without also reporting that you are questioning your bill. We will tell you the name of anyone to whom we reported you as delinquent, and we will let those organizations know when the matter has been settled between us. Your Agreement for Transferring Funds Electronically This EFT Agreement is between American Express Travel Related Services Company, Inc. and you, once you enroll in an Electronic Funds Transfer Service of ours (service) such as AutoPay, Pay By Computer, or Pay By Phone. This replaces any previous agreement you may have with us for the services. Words we use in this agreement: In this EFT Agreement, you and your mean, in addition to the Basic Card Member, any Additional Card Members who have enrolled in the service. We, our, and us mean American Express Travel Related Services Company, Inc. Your Card Account means the American Express Card Account. Your bank is the bank, securities firm, or other financial institution that holds your bank Account. Your bank Account is the bank Account you use to pay for any transactions you make through the service. Withdraw or withdrawal means an electronic debit or deduction of funds from your bank Account. Our business days are Monday through Friday, excluding holidays. AutoPay, Pay By Computer, Pay By Phone: With these services, you can initiate electronic payments to your Card Account. When you do so, you allow us or our agent to draw a check on or initiate an automated clearing house (ACH) withdrawal from your bank Account in the amount you authorize. If your bank returns a check or ACH withdrawal unpaid the first time we submit it for payment, we may cancel your right to use the service. Your bank may charge you a fee if this happens. How to contact us about the services: You can call us at 1-800-IPAY-AXP for Pay By Phone questions, at 1-800-528-2122 for Pay By Computer questions, and at 1-800-528-4800 for AutoPay questions. You may also write to us at American Express, Electronic Funds Services, P.O. Box 981531, El Paso, TX 79998-1531. How to stop AutoPay payments: If you have told us to make AutoPay payments from your bank Account, you can stop any of these payments by calling us at 1-800-227-4669 or writing to American Express, Electronic Funds Services, P.O. Box 981540, El Paso, TX 79998-1540 in time for us to receive your request at least 2 business days before the payment is scheduled to be made. We will tell you, at least 10 days before each payment, when it will be made and how much it will be. If we receive your request to stop one of these payments at least 2 business days before the payment is scheduled to be made and we do not stop it, we will be liable for your losses or damages. Unauthorized transactions: Tell us AT ONCE if you believe that a transaction has been made without your permission using your Card or information about your Card Account. Calling is the best way of keeping your possible losses down. You could lose all the money in your bank Account (plus your maximum overdraft line of credit, if applicable). Call anytime at 1-800-528-4800 (or 1-336-393-1111 collect, if not in the U.S.). You may also write to us at American Express, Electronic Funds Services, P.O. Box 981532, El Paso, TX 79998-1532. Improper transactions or payments: If we do not complete a transfer to or from your bank Account on time or in the correct amount, according to this EFT Agreement, we will be liable for your losses or damages. There are some exceptions. We are not liable: • if, through no fault of ours, you do not have enough money in your bank Account; • if the transfer would go over the credit limit on any overdraft line you may have; • if the funds in your bank Account were subject to legal process or other encumbrance that restricted the transaction; • if circumstances beyond our control (such as fire or flood) prevented the transaction, despite our reasonable precautions; or • if the terminal or system was not working properly and you knew about the breakdown when you started the transfer. Privacy: We will disclose information to third parties about your transactions: • when necessary for completing transactions; • to comply with government agency or court orders; or • as stated in our Privacy Notice, which covers your use of the services. Arbitration: The Claims Resolution section or, as applicable, the Claims Resolution for Covered Borrowers section, in Part 3 of the Card Member Agreement, applies to this EFT Agreement and the services. In case of errors or questions: If you think your statement or receipt is wrong, or if you need more information about a transaction on your statement or receipt, call or write us as soon as you can. We must hear from you no later than 60 days after we sent the FIRST statement on which the problem or error appeared. If you do not contact us because of certain circumstances (such as you are in the hospital), we may extend the 60-day period for a reasonable time. When you contact us: • tell us your name and Account number. • describe the error or the transaction you are unsure about. Explain as clearly as you can why you believe it is an error or why you need more information. • tell us the amount of the suspected error. If you tell us orally, we may require that you send us your complaint or question in writing within 10 business days after you called us. Within 10 business days after we hear from you we will determine whether an error has occurred. We will correct any error promptly. However, if we need more time, we may take up to 45 calendar days to investigate. If we do take more time, we will credit your bank Account within 10 business days for the amount you think is in error so that you will have use of the funds during the time it takes to complete our investigation. If we ask you to put your complaint or question in writing and we do not receive it within 10 business days, we may not credit your bank Account for the amount you question. We will tell you the results within 3 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 we have credited your bank Account and find no error, we will tell you when we will withdraw that amount from your bank Account again. You authorize us to withdraw this amount from your bank Account. If your bank Account does not have enough funds to cover this withdrawal, we can charge the amount to your Card Account or collect the amount from you. If this happens, we may cancel your right to use a service. We may end the services: We may extend or limit the services at any location without telling you ahead of time. Also, we may stop a service at any time. We may cancel your participation in a service at any time. If we do, we will write to you, but we may not send you the notice until after we cancel. Also, we may refuse to authorize a transaction at our discretion. We will end or suspend use of a service if: • you do not use it for 18 months in a row, • your Card Account is in default, • your Card Account is cancelled or suspended, • you cancel the authorization you gave your bank to pay for any transactions you make through the service, or • your bank Account is closed to withdrawals by us or our agents. You may choose to stop using any service. If you do, you must write to us at American Express, Electronic Funds Services, P.O. Box 981531, El Paso, TX 79998-1531. Assignment: We may assign this EFT Agreement to a subsidiary or affiliate at any time. Note for Massachusetts residents: General disclosure statement: Any documentation given to you which shows that an electronic funds transfer was made will be admissible as evidence of that transfer and will constitute prima facie proof that the transfer was made. Except as explained in this EFT Agreement, if you initiate an electronic funds transfer from your bank Account, you cannot stop payment of the transfer. Unless otherwise provided in this EFT Agreement, you may not stop payment of electronic funds transfers. Therefore, do not use electronic transfers for purchases or service unless you are satisfied that you will not need to stop payment. Disclosure of bank Account information to third parties: If you give us your written authorization to disclose information about you, your bank Account, or the transactions that you make to any person, that authorization will automatically expire 45 days after we receive it. Optional limit on obtaining cash: You can ask us to limit the total amount of cash that you may get from ATMs in a single day to $50. If you choose this option, we will take all reasonable steps to comply with your request. Supplement to the Card Member Agreement Please refer to the end of this document for any pending changes to this Supplement to your Card Member Agreement. How Your Reward Program Works Delta Reserve Business Card How you receive miles: You receive 1 mile for each $1 of eligible purchases on your Delta SkyMiles® Reserve Business American Express Card (Card Account). Eligible purchases are purchases for goods and services minus returns and other credits. Eligible purchases do NOT include: • fees or interest charges, • purchases of traveler's checks, • purchases or reloading of prepaid cards, • purchases of any cash equivalents, including gift cards, or • person-to-person transactions When you will receive your miles: We transfer the miles you receive to your Delta SkyMiles account after the end of the billing period in which you received them. Bonus miles awarded for promotional offers will be posted to your Delta SkyMiles account 8 to 12 weeks after the end of each month. To be eligible to earn bonus miles, your account must not be cancelled or delinquent at time of bonus fulfillment. How you receive additional miles: You receive 2 additional miles (a total of 3) for each $1 of eligible purchases on your Card Account for the following purchases submitted to us using a Delta merchant code: • air travel on a Delta flight • air travel on a Delta partner flight with a DL flight number • Delta Stays prepaid hotels and vacation rentals • Delta Vacations® packages • other Delta services You will NOT receive additional miles for: • purchases of air travel on a Delta flight that are part of all-inclusive air or sea tour packages You receive 0.5 additional miles (a total of 1.5) for each $1 of eligible purchases on your Card Account charged at merchants in the United States for courier, postal, and freight shipping services. Purchases must be directly from courier, postal, and freight shipping service providers in the United States. You will not earn additional miles for shipping costs added to retail purchases or moving services. You receive 0.5 additional miles (a total of 1.5) for each $1 of eligible purchases on your Card Account charged at office supply stores located in the U.S. Office supply stores are in the business of selling a range of office supplies, including items like: paper, notebooks, office equipment, and office furniture. Office supplies purchased at other retail stores will not earn additional miles. You receive 0.5 additional miles (a total of 1.5) for each $1 of eligible transit purchases on your Card Account. Eligible transit purchases include purchases with train, taxicab, ride share service, ferry, toll, parking, bus, and subway merchants. Purchases of airfare, car rental and cruises are not considered eligible transit purchases. If in any calendar year eligible purchases made on the Card total more than $150,000, you receive 0.5 additional miles (a total of 1.5) for each $1 of eligible purchases made after reaching $150,000 in eligible purchases through the end of the same calendar year. The extra one-half mile per dollar is not in addition to any additional miles you already earn from using the Card, including Delta purchases. Merchants are assigned codes based on what they primarily sell. We group certain merchant codes into categories that are eligible for additional miles. A purchase with a merchant will not receive additional miles if the merchant's code is not included in a reward category. You may not receive additional miles if we receive inaccurate information or are otherwise unable to identify your purchase as eligible for a reward category. For example, you may not receive additional miles when: • a merchant uses a third-party to sell their products or services; or • a merchant uses a third-party to process or submit your transaction to us (e.g., using mobile or wireless card readers); or • you choose to make a purchase using a third-party payment account or make a purchase using a mobile or digital wallet. For questions about additional miles on a purchase, call the number on the back of your Card. Please visit americanexpress.com/rewards-info for more information about rewards. From time to time, we may make promotional offers of bonus miles. These offers include terms about how you can earn the bonus miles and when you can use them. These offer terms may differ from the terms above concerning miles earned for charges to your Card Account, including about when you can use the miles. You can view your miles balance by logging onto your online account at americanexpress.com and viewing your account summary page. When you will forfeit miles: If the Minimum Payment Due is not paid by the Payment Due Date of the billing period in which it is due, you will forfeit the miles you earned for eligible purchases during that billing period. For example, if your billing period closes January 15 and the minimum payment for that billing period is due on February 10, and you do not make that minimum payment due by the due date on February 10, then you will not earn miles for purchases in the billing period ending February 15. You may reinstate those miles within the next 12 billing periods if your Card Account is not past due and you pay a $35 fee. Other things you should know about this program: You may forfeit some or all of the miles you have received for items that are not purchased for use or consumption by the Company in its ordinary course of business. We may change the terms of this reward program at our discretion. If you violate or abuse this reward program, you may forfeit some or all of your miles. We are not responsible for miles after they are credited to your SkyMiles account. We are also not responsible for the actions of Delta on your SkyMiles account. Miles are subject to the Delta SkyMiles Membership Guide and Program Rules. You should refer to that document for details on: • how to redeem your miles, • Delta's right to change its program terms, and • other conditions that may apply to its program. MQD Boost: You will earn one (1) Medallion Qualification Dollar (MQD) for each $10 of eligible purchases charged to your Card Account during a Qualification Year. MQDs earned during a Qualification Year are used to determine qualification for Medallion Status for the subsequent Medallion Year for the SkyMiles account associated with your Card Account. MQDs have no cash value and are not redeemable for Award Travel or other SkyMiles redemptions. MQDs are not transferrable or assignable to any other person and cannot be gifted to another SkyMiles member. All Medallion Status Qualification and Medallion Benefits rules and policies apply and may be viewed at delta.com/medallion. MQDs will not extend or roll over from year to year, and MQD balance will be reset to zero on or about January 1 each calendar year. Medallion Status is calculated annually based on activity during a Qualification Year. A Qualification Year is from January 1 to December 31 of a given year. The close of the Qualification Year is December 31, without regard to the time of the year that the Card Account is opened. This means that for the first year of Card Membership, the Card Member's eligible purchase period for the MQD Benefit may be shorter than twelve months. Eligible purchases are purchases for goods and services minus returns and other credits. Eligible purchases do NOT include fees, interest charges, cash advances, purchases of travelers' checks, person-to-person transactions, purchases or reloading of prepaid cards, purchases of gift cards, or purchases of other cash equivalents. American Express relies on the transaction date submitted to us by the merchant, which may differ from the date you make a purchase, to determine whether the purchase counts toward the MQD threshold in that Qualification Year. This means that in some cases your purchases may not count toward the MQD threshold in the year in which you made the purchases. For example, if you make a purchase on December 31 and the merchant lists the transaction date as January 1 when they submit the transaction data to us, your purchase will be counted in the Qualification Year which began on that January 1. MQDs will be deducted from the MQD Balance (and may result in a negative MQD Balance) for any returns or other credits, and Delta reserves the right to adjust, remove, or suspend Medallion Status if you return, reverse or charge back eligible purchases in a way that reduces your MQD balance below the threshold of any Medallion Tier for the preceding Qualification Year. To receive the MQDs, your account must not be canceled or past due at the time the MQDs are posted to your account. If Delta and/or American Express determine that you have engaged in abuse, misuse, or gaming in connection with this MQD Benefit in any way or that you intend to do so, Delta may not credit, Delta may freeze, or Delta may take away MQDs from your account or terminate your participation in the SkyMiles Program. MQDs may take 8 to 12 weeks after the eligible transaction posts to the Card Account to be posted to the Basic Card Member's Delta SkyMiles account. Basic Card Members can confirm their MQD progress for a Qualification Year by logging into their SkyMiles account on delta.com or in the Fly Delta app. Important Change(s) to the Above Supplement to the Card Member Agreement Currently, there are no updates. EXHIBIT B Delta SkyMiles® Reserve Business Card ROGUE MARBLE MATTHEW L KILBURN Closing Date 10/21/25 Next Closing Date 11/20/25 Account Ending ■ 2004 New Balance $23,662.86 Minimum Payment Due $5,063.00 Includes the past due amount of $4,863.00 Payment Due Date 11/15/25 Late Payment Warning: If we do not receive your Minimum Payment Due by the Payment Due Date of 11/15/25, you may have to pay a late fee of up to $39.00 and your APRs may be increased to the Penalty APR of 29.99%. Minimum Payment Warning: If you make only the minimum payment each period, you will pay more in interest and it will take you longer to pay off your balance. For example: <table> <tr> <th>If you make no additional charges and each month you pay...</th> <th>You will pay off the balance shown on this statement in about...</th> <th>And you will pay an estimated total of...</th> </tr> <tr> <td>Only the Minimum Payment Due</td> <td>29 years</td> <td>$68,850</td> </tr> </table> If you would like information about credit counseling services, call 1-888-733-4139. See page 2 for important information about your account. Your account is past due. Please refer to the IMPORTANT NOTICES section for any changes to your Account terms and any other communications. This statement is for information purposes only. This is not a bill. Please contact your collections agency for account information. Disregard the Minimum Payment Due, your account is in default and the balance is due in full. Please note, your spending limit is $22,000.00. You have spent $23,662.86. ↓ Please fold on the perforation below, detach and return with your payment ↓ Payment Coupon Do not staple or use paper clips Pay by Computer americanexpress.com/business Pay by Phone 1-800-472-9297 Account Ending ■ 2004 Enter 15 digit account # on all payments. Make check payable to American Express. Payment Due Date 11/15/25 New Balance $23,662.86 Minimum Payment Due $5,063.00 To view your Delta SkyMiles® balance, visit delta.com Account Summary <table> <tr> <th></th> <th></th> </tr> <tr> <td>Previous Balance</td> <td>$23,662.86</td> </tr> <tr> <td>Payments/Credits</td> <td>-$0.00</td> </tr> <tr> <td>New Charges</td> <td>+ $0.00</td> </tr> <tr> <td>Fees</td> <td>+ $0.00</td> </tr> <tr> <td>Interest Charged</td> <td>+ $0.00</td> </tr> <tr> <th>New Balance</th> <th>$23,662.86</th> </tr> <tr> <th>Minimum Payment Due</th> <th>$5,063.00</th> </tr> <tr> <th>Credit Limit</th> <th>$20,000.00</th> </tr> <tr> <th>Amount Above the Credit Limit</th> <th>$3,662.86</th> </tr> <tr> <th>Days in Billing Period:</th> <th>32</th> </tr> </table> Payments: Your payment must be sent to the payment address shown on your statement and must be received by 5 p.m. local time at that address to be credited as of the day it is received. Payments we receive after 5 p.m. will not be credited to your Account until the next day. Payments must also: (1) include the remittance coupon from your statement; (2) be made with a single check drawn on a US bank and payable in US dollars, or with a negotiable instrument payable in US dollars and clearable through the US banking system; and (3) include your Account number. If your payment does not meet all of the above requirements, crediting may be delayed and you may incur late payment fees and additional interest charges. Electronic payments must be made through an electronic payment method payable in US dollars and clearable through the US banking system. Please do not send post-dated checks as they will be deposited upon receipt. Any restrictive language on a payment we accept will have no effect on us without our express prior written approval. We will re-present to your financial institution any payment that is returned unpaid. Permission for Electronic Withdrawal: (1) When you send a check for payment, you give us permission to electronically withdraw your payment from your deposit or other asset account. We will process checks electronically by transmitting the amount of the check, routing number, account number and check serial number to your financial institution, unless the check is not processable electronically or a less costly process is available. When we process your check electronically, your payment may be withdrawn from your deposit or other asset account as soon as the same day we receive your check, and you will not receive that cancelled check with your financial account statement. If we cannot collect the funds electronically we may issue a draft against your deposit or other asset account for the amount of the check. (2) By using Pay By Computer, Pay By Phone or any other electronic payment service of ours, you give us permission to electronically withdraw funds from the deposit or other asset account you specify in the amount you request. Payments using such services of ours received after 8:00 p.m. MST may not be credited until the next day. How We Calculate Your Balance: We use the Average Daily Balance (ADB) method (including new transactions) to calculate the balance on which we charge interest on your Account. Call the Customer Care number on page 3 for more information about this balance computation method and how resulting interest charges are determined. The method we use to calculate the ADB and interest results in daily compounding of interest. Paying Interest: Your due date is at least 25 days after the Closing Date of each billing period. We will not charge you interest on your purchases if you pay the New Balance by the due date each month. We will charge you interest on balance transfers (unless otherwise disclosed) beginning on the transaction date. You can avoid paying interest on the Amount Above the Credit Limit by paying your Minimum Payment Due before the closing date of the month in which it is due. See your Cardmember Agreement for further details. Foreign Currency Charges: If you make a Charge in a foreign currency, we will convert it into US dollars on the date we or our agents process it. We will choose a conversion rate that is acceptable to us for that date, unless a particular rate is required by law. The conversion rate we use is no more than the highest official rate published by a government agency or the highest interbank rate we identify from customary banking sources on the conversion date or the prior business day. This rate may differ from rates in effect on the date of your charge. Charges converted by establishments (such as airlines) will be billed at the rates such establishments use. Credit Balance: A credit balance (designated CR) shown on this statement represents money owed to you. If within the six-month period following the date of the first statement indicating the credit balance you do not request a refund or charge enough to use up the credit balance, we will send you a check for the credit balance within 30 days if the amount is $1.00 or more. Credit Reporting: We may report information about your Account to credit bureaus. Late payments, missed payments, or other defaults on your Account may be reflected in your credit report. Billing Dispute Procedures What To Do If You Think You Find A Mistake On Your Statement If you think there is an error on your statement, write to us at: American Express, PO Box 981535, El Paso TX 79998-1535 In your letter, give us the following information: - Account information: Your name and account number. - Dollar amount: The dollar amount of the suspected error. - Description of Problem: Describe what you believe is wrong and why you believe it is a mistake. You must contact us: - Within 60 days after the error appeared on your statement. - At least 2 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, but if you do we may not follow these procedures and you may have to pay the amount in question. What Will Happen After We Receive Your Letter When we receive your letter, we will do two things: 1. Within 30 days of receiving your letter, we will tell you that we received your letter. We will also tell you if we have already corrected the error. 2. We will investigate your inquiry and will either correct the error or explain to you why we believe the bill is correct. While we investigate whether or not there has been an error: - We will not try to collect the amount in question. - The charge in question may remain on your statement, and we may continue to charge you interest on 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 report you as delinquent if you do not pay the amount we think you owe. Change of Address, phone number, email - Online at www.americanexpress.com/updatecontactinfo - Via mobile device - Voice automated: call the number on the back of your card - For name, company name, and foreign address or phone changes, please call Customer Care Please do not add any written communication or address change on this stub Delta SkyMiles® Reserve Business Card ROGUE MARBLE MATTHEW L KILBURN Closing Date 10/21/25 Customer Care & Billing Inquiries International Collect Cash Advance at ATMs Inquiries Large Print & Braille Statements 1-800-297-6200 1-623-492-7719 1-800-CASH-NOW 1-800-297-6200 Hearing Impaired Online chat at americanexpress.com or use Relay dial 711 and 1-800-297-6200 Website: americanexpress.com Customer Care & Billing Inquiries P.O. BOX 981535 EL PASO, TX 79998-1535 Payments PO BOX 6031 CAROL STREAM IL 60197-6031 Account Ending ■2004 Fees <table> <tr><th>Total Fees for this Period</th><th>Amount</th></tr> <tr><td></td><td>$0.00</td></tr> </table> Interest Charged <table> <tr><th>Total Interest Charged for this Period</th><th>Amount</th></tr> <tr><td></td><td>$0.00</td></tr> </table> About Trailing Interest You may see interest on your next statement even if you pay the new balance in full and on time and make no new charges. This is called "trailing interest". Trailing interest is the interest charged when, for example, you didn't pay your previous balance in full. When that happens, we charge interest from the first day of the billing period until we receive your payment in full. You can avoid paying interest on purchases by paying your balance in full and on time each month. Please see the "When we charge interest" sub-section in your Cardmember Agreement for details. 2025 Fees and Interest Totals Year-to-Date <table> <tr><th>Total Fees in 2025</th><th>Amount</th></tr> <tr><td></td><td>$234.00</td></tr> <tr><th>Total Interest in 2025</th><th>Amount</th></tr> <tr><td></td><td>$4,707.37</td></tr> </table> Interest Charge Calculation Your Annual Percentage Rate (APR) is the annual interest rate on your account. Variable APRs will not exceed 29.99%. <table> <tr> <th></th> <th>Annual Percentage Rate</th> <th>Balance Subject to Interest Rate</th> <th>Interest Charge</th> </tr> <tr> <td>Purchases</td> <td>29.99% (v)</td> <td>$0.00</td> <td>$0.00</td> </tr> <tr> <td>Total</td> <td></td> <td></td> <td>$0.00</td> </tr> </table> (v) Variable Rate Miles Earned SkyMiles® Account [REDACTED] <table> <tr> <th></th> <th>Current Period</th> <th>Year to Date</th> </tr> <tr> <td>Miles Earned for Eligible Purchases</td> <td>0</td> <td>7,466</td> </tr> <tr> <td>Total Bonus Miles Earned and Adjustments</td> <td>0</td> <td>89</td> </tr> </table> Total Miles Earned 0 7,555 You may have forfeited miles that are eligible for reinstatement. To avoid forfeiting miles, please make the minimum payment on time. Your year-to-date spend on your Delta SkyMiles® Reserve Business Card is $7,379.00. After you spend $150,000.00 in a calendar year, you earn 1.5 miles per dollar on eligible purchases for the rest of the year. Terms and Conditions apply. For details, please visit americanexpress.com/deltareservebusiness. Notice of Important Changes to Your Card Member Agreement We are making changes to your American Express Card Member Agreement (Agreement) for the Account referenced with this notice. We encourage you to read this notice, share it with Additional Card Members on your Account, and file it for future reference. Additional detail of the changes to your Agreement can be found after the below summary chart. Any terms and conditions in the Agreement conflicting with these changes are completely replaced. Please visit www.americanexpress.com or call the number on the back of your Card to request a copy of the updated Agreement or if you have any questions. Summary of Changes, Effective October 8, 2025 <table> <tr> <th>Penalty APR and When it Applies</th> <td>We are clarifying the Penalty APR and When it Applies section on page 1 of Part 1 of the Agreement. In addition, we are moving any relevant information from the sections When the penalty APR will Apply and How long the penalty APR will apply to this section.</td> </tr> <tr> <th>When the penalty APR will Apply</th> <td>We are removing the When the penalty APR will Apply section from page 2 of Part 1 and moving any relevant information from this section to the Penalty APR and When it Applies section on page 1 of Part 1 of the Agreement.</td> </tr> <tr> <th>How long the penalty APR will apply</th> <td>We are removing the How long the penalty APR will apply section from page 2 of Part 1 and moving any relevant information from this section to the Penalty APR and When it Applies section on page 1 of Part 1 of the Agreement.</td> </tr> <tr> <th>Balance Transfer</th> <td>We are removing all references to Balance Transfer in the Agreement to further clarify that Balance Transfers are not available.</td> </tr> <tr> <th>Words we use in the Agreement</th> <td>We are renaming the section Words we use in the Agreement to Definitions and modifying some defined terms in Part 2 of the Agreement including, but not limited to, adding a definition of "Closing Date".</td> </tr> <tr> <th>Joint and Several Liability</th> <td>We are adding the section Joint and Several Liability in Part 2 of the Agreement to further explain the meaning of joint and several liability.</td> </tr> <tr> <th>Default</th> <td>We are renaming the section About Default to Default in Part 2 of the Agreement and clarifying the actions we may take if your account goes into default.</td> </tr> <tr> <th>Other changes</th> <td>We are reorganizing and simplifying existing language in your Card Member Agreement. These changes do not affect the way your Account works.</td> </tr> </table> See the following for the Detail of Changes to Your Agreement Detail of Changes to Your Card Member Agreement This notice amends your Agreement as described below. In addition, your Agreement is amended to reflect other changes to reorganize and simplify existing language. Effective October 8, 2025, we are adding the following section Joint and Several Liability to Part 2 of the Agreement: Joint and Several Liability: You agree, jointly and severally, to be bound by the terms of this Agreement. That means that both the Basic Card Member and the Company are each individually responsible for the Account, including but not limited to the obligation to pay all charges. We may seek payment from either or both the Basic Card Member and the Company. EFT Error Resolution Notice In Case of Errors or Questions About Your Electronic Transfers Telephone us at 1-800-iPAY-AXP for Pay By Phone questions, at 1-800-528-2122 for Pay By Computer questions, and at 1-800-528-4800 for AutoPay questions. You may also write us at American Express, Electronic Funds Services, P.O. Box 981531, El Paso TX 79998-1531, or contact us online at www.americanexpress.com/inquirycenter as soon as you can, if you think your statement or receipt is wrong or if you need more information about a transfer on the statement or receipt. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared. 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. We will investigate your complaint and will correct any error promptly. If we take more than 10 business days to do this, we will credit your account 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. End of Important Notices.