MBSA Schedule O – Custodial Programs Terms

BANK DEPOSIT CUSTODIAL PROGRAM

Program Manager agrees to participate in the Deposit Custodial Program and agrees to be bound by the terms and conditions set forth in this Schedule O (Bank Deposit Custodial Program). All terms not defined herein shall have the meaning prescribed to them under the Agreement. Any conflict in the terms set forth in this Schedule O (Bank Deposit Custodial Program) and the terms of the Agreement, the terms of the Agreement shall control, unless the conflict relates to the placement of funds by Bank as agent of Program Manager at a Program Bank, in which case, Schedule O (Bank Deposit Custodial Program) controls.

INTRODUCTION

Pursuant to the terms of this Schedule O (Bank Deposit Custodial Program), Program Manager agrees to appoint Bank, as its agent and custodian, to open and maintain with one or more insured depository institutions (each, a “Program Bank” and collectively, “Program Banks”) a deposit account, transaction account, money market account, or omnibus custody account (individually and collectively, “Sub-Deposit Account”) in the name of Bank (for Program Manager’s benefit), and to deposit Program Manager’s funds into Sub-Deposit Accounts at one or more Program Banks as set forth on a list provided to Program Manager (“Bank List”). Program Manager agrees to open a Custodial Account at Bank, which may be used to facilitate deposits to and withdrawals from the Sub-Deposit Account.

When Program Manager deposits funds with Bank in connection with this Agreement or any account Program Manager opens with Bank, Program Manager’s funds will be deposited into its Account and may be deposited by Bank, as Program Manager’s agent and custodian, into Sub-Deposit Accounts at one or more Program Banks via the Account or Custodial Account. As Program Manager’s custodian, Bank will maintain records of the Sub-Deposit Accounts at each Program Bank. Program Manager’s funds at Bank and at each Program Bank identified as a “Priority Bank” on the Bank List are eligible for FDIC insurance coverage up to $250,000 for each insurable capacity in which the Sub-Deposit Account is held (e.g., individual account, joint account, etc.) (the “Deposit Limit”).

Funds in the Account or Sub-Deposit Account may exceed the Deposit Limit in any Priority Bank. Amounts in excess of the Deposit Limit but not greater than the Program Insurance Eligibility Limit (as defined herein) will be deposited at one or more Priority Banks. Any amount in excess of the Program Insurance Eligibility Limit may not be covered by FDIC insurance; such amount may be deposited at a Priority Bank acting as an “Excess Bank” (as set forth on the Bank List) for such amount.

Any deposits (including certificates of deposit) that Program Manager maintains in the same insurable capacity directly with Bank, a Program Bank or through an intermediary (such as a broker), regardless of the number of accounts, will be aggregated with funds in the Account, Sub-Deposit Account, Custodial Account or a Program Bank for purposes of the Deposit Limit. Program Manager is responsible for monitoring the total amount of deposits that it has with Bank and each Program Bank in order to determine the extent of FDIC insurance coverage available to Program Manager.

The Sub-Deposit Accounts are solely the obligations of the Program Banks, and neither directly nor indirectly obligations of Bank. Bank is agent and custodian for Program Manager with respect to Sub-Deposit Accounts and ownership will be evidenced by a book entry in records maintained by Bank. Program Manager will not have a direct relationship with the Program Banks. No evidence of ownership related to the Sub-Deposit Account will be issued to Program Manager, and Program Manager will not receive any written confirmation of the establishment of the Sub-Deposit Account or transfer of funds to or from the Sub-Deposit Account. All deposits and withdrawals will be made by Bank on Program Manager’s behalf, and all deposits to the Sub-Deposit Account and withdrawals from the Sub-Deposit Account necessary to satisfy any debits to or withdrawals from Program Manager’s Account will be made by Bank, as Program Manger’s agent. Information about the Sub-Deposit Accounts may be obtained from Bank, not the Program Banks.

All communications regarding the Deposit Custodial Program, including periodic statements and notices regarding changes to the Deposit Custodial Program, are the responsibility of Bank, not the Program Banks. If Program Manager has any questions regarding its Account or Sub-Deposit Accounts, please contact Bank at 1-888-303-8263.

The terms and conditions of the Deposit Custodial Program, and any feature of the Deposit Custodial Program, may be varied at Bank’s sole discretion. Bank, in its sole discretion, may make exceptions to the terms and conditions of the Deposit Custodial Program.

APPOINTMENT OF BANK AS PROGRAM MANAGER’S AGENT AND CUSTODIAN

Program Manager appoints Bank, and Bank agrees to be appointed, as Program Manager’s agent and custodian to hold in safekeeping all Sub-Deposit Accounts at Program Banks. Program Manager authorizes Bank to execute and deliver or file on Program Manager’s behalf all appropriate receipts, agreements, releases and other instruments, including whatever agreements may be required to establish and maintain the Sub-Deposit Accounts or to establish Program Manager’s ownership interest in the Sub-Deposit Account. Program Manager appoints Bank to act as its agent with respect to establishing, maintaining and administering the Sub-Deposit Account, and Program Manager authorizes Bank to take any action necessary to establish, maintain and administer the Sub-Deposit Account and to initiate transfers to and from the Sub-Deposit Account, Custodial Account and Account as Bank may determine in Bank’s sole discretion.

Program Manager agrees that Bank, as its agent, may place any or all of Program Manager’s funds on deposit with Bank at one or more Program Banks in an amount determined in Bank’s sole discretion based on available capacity at the Program Bank or other criteria, including rates or fees paid on deposits by the Program Bank to Bank. Bank may place Program Manager’s funds without regard to whether such funds may exceed the Deposit Limit at one or more Program Banks, even if Program Manager’s funds could be placed in one or more Program Banks in an amount less than the Deposit Limit.

Bank may financially benefit if it places Program Manager’s funds into a Program Bank in excess of the Deposit Limit when that Program Bank pays a greater amount of fees to Bank than other Program Banks that could accept Program Manager’s deposits in amounts under the FDIC insurance limit. Please carefully read the section entitled “Waiver of Conflicts” below.

Program Manager authorizes Bank to collect and retain all payments of income pertaining to the Sub-Deposit Accounts (if any) and to deliver or transfer the funds on deposit in the Sub-Deposit Accounts to another account with Bank, including the Account, to process any transactions or transfers from Program Manager’s Account. As Program Manager’s agent, Program Manager authorizes Bank to determine the amount of funds to deposit in and withdraw from each Sub-Deposit Account.

Program Manager agrees that Bank, in its sole discretion, may divide the funds deposited into the Account into one or more separate Sub-Deposit Account to be managed by Bank.

Program Manager agrees that Bank may comply with any writ of attachment, execution, garnishment, tax levy, restraining order, subpoena, warrant or other legal process that Bank believes (correctly or otherwise) to be valid. Bank may notify Program Manager of such process by telephone, electronically or in writing. If Bank is not fully reimbursed for its record research, photocopying and handling costs by the party that served the process, Bank may charge such costs to the Sub-Deposit Account, in addition to any minimum fee Bank may charge for complying with legal processes.

Program Manager agrees that Bank may honor any legal process that is served personally, by mail, or by facsimile transmission at any of Bank’s offices or an office of Bank’s agent (including locations other than where the funds, records or property sought is held), even if the law requires personal delivery at the office where Program Manager’s Account or records are maintained.

Bank may provide Program Manager’s name, tax identification number and other pertinent identifying information to Program Banks, and other parties providing services in connection with the placement of Program Manager’s funds and the establishing and holding of the Sub-Deposit Account.

Program Manager agrees that Bank shall have no liability to Program Manager for any action taken or omitted by Bank hereunder in good faith.

Program Manager agrees to indemnify Bank and its nominees against, and to hold Bank and its nominees harmless from, all expenses (including counsel fees), liabilities and claims arising out of the holding, delivery or transfer of the Sub-Deposit Accounts and compliance with any legal process that Bank believes (correctly or otherwise) to be valid.

OPERATION OF THE DEPOSIT CUSTODIAL PROGRAM

Accounts at Bank

Program Manager agrees to establish an Account and Custodial Account at the Bank and that Bank may establish a Sub-Deposit Account on Program Manager behalf at Bank. Please read the section titled “Program Manager Relationship with Bank and the Program Banks” below.

Accounts at Program Banks

Bank, as Program Manager agent, will open one or more Sub-Deposit Accounts on Program Manager’s behalf at the Program Banks on the then-current Bank List and act as Program Manager’s custodian for the Sub-Deposit Accounts. At some Program Banks, Bank may open a money market deposit account (“MMDA”) and a transaction account (“TA”); at other Program Banks, Bank may open a TA only. Each MMDA and TA are considered a Sub-Deposit Account. The Sub-Deposit Account may not be transferred to another institution, except by Bank or the Program Bank.

Program Bank List

The Bank List of available Program Banks into which Program Manager’s funds may be deposited is available on Bank’s website at: https://www.getevolved.com/openbanking/fdic-insured-sweep-program/ or by contacting Bank.  The Bank List may include one or more Program Banks that constitute Excess Banks; Bank may deposit Program Manager’s funds at an Excess Bank without limit and without regard to Deposit Limit if funds sufficient to meet the Program Insurance Eligibility Limit have been placed at one or more Priority Banks. If all of Program Manager’s funds are withdrawn from a Program Bank, the next time Program Manager’s funds are available for deposit in a Program Bank, Program Manager’s funds may be deposited in a different Program Bank.

Program Manager may at any time, with reasonable advance notice to Bank, designate a Program Bank as ineligible to receive Program Manager funds. In addition, Program Manager may at any time instruct Bank to remove its funds from a Program Bank, close the Sub-Deposit Accounts with the Program Bank and designate the Program Bank as ineligible to receive future deposits. Any funds from a closed Sub-Deposit Account will be deposited into Sub-Deposit Accounts at another Program Bank set forth on the Bank List, as amended by Program Manager, or if no other Program Bank is eligible, the funds will be deposited into the Account. For example, if Program Manager maintains other accounts at a Program Bank on the list separate from the Deposit Custodial Program, Program Manager may wish to designate this Program Bank as ineligible to avoid the aggregation of funds in Program Manager’s account(s) held directly with funds deposited through the Deposit Custodial Program as the combination of funds may exceed the amount of available FDIC insurance coverage at that Program Bank.  If Program Manager designates all Program Banks as ineligible, Bank will return funds to Program Manager’s Account and may, in Bank’s discretion and in accordance with law, close Program Manager’s Account and any Sub-Deposit Account opened specifically for Program Manager.

FDIC Deposit Insurance

Bank will place Program Manager’s funds at Priority Banks as Program Manager’s agent in a manner that enables up to $250,000 of Program Manager’s deposits or such other greater amount as may be disclosed to Program Manager by Bank from time to time to be eligible for FDIC insurance through the Deposit Custodial Program (such amount, the “Program Insurance Eligibility Limit”). From time to time, Bank may increase the amount of available FDIC insurance through the Deposit Custodial Program, and Program Manager will be notified of such an increase. Any other deposits Program Manager has at the Priority Banks outside of the Deposit Custodial Program may reduce FDIC insurance coverage of Program Manager deposits through the Deposit Custodial Program. Moreover, if Program Manager has designated one or more Priority Banks as ineligible to receive its funds, the amount of FDIC insurance for which Program Manager’s funds are eligible may be limited. The depositing of Program Manager funds into the Sub-Deposit Account may not increase Program Manager’s FDIC deposit insurance coverage, and may in fact reduce insurance coverage depending on any other deposits Program Manager may maintain at a Program Bank.

Changes to Bank List

One or more of the Program Banks included on the Bank List may be replaced with a Program Bank not previously included on the Bank List or a Program Bank may be deleted from the Bank List. In addition, Program Banks designated as Priority Banks may be replaced with a Program Bank not previously designated as a Priority Bank or a Program Bank may be removed from the list of designated Priority Banks. Bank will notify Program Manager if the Bank List has changed in accordance with the section titled “Changes to the Program.” Continued use of Program Manager’s Account and/or the Program after receipt of the initial Bank List or notice of subsequent changes to such list will constitute Program Manager’s consent to such list.

An increase in the number of Priority Banks in the future may not increase the potential FDIC coverage available in the Program and there can be no assurance that additional Priority Banks will be added or Program Manager’s FDIC insurance coverage will increase. A decrease in the number of Priority Banks in the future could decrease the potential FDIC coverage available in the Deposit Custodial Program.

Program Manager agrees that deposits and withdrawals of its funds made after a change to the Bank List will occur as described below under “Deposit Procedures” and “Withdrawal Procedures,” respectively.

If a Program Bank at which Program Manager has funds in a Sub-Deposit Account(s) no longer makes the Sub-Deposit Account(s) available through the Deposit Custodial Program, Bank may move funds to another Program Bank on the Bank List on or about the day that the Program Bank leaves the Deposit Custodial Program or return funds to the Account.

Deposit Procedures

Program Manager agrees that Bank, as its agent, may open one or more Sub-Deposit Accounts on Program Manager’s behalf at one or more of the Program Banks on the then current Bank List. If Bank has opened both an MMDA and a TA at a Program Bank, all deposits will be made into Program Manager’s MMDA and/or TA, subject to six (6) monthly withdrawal limits applicable to MMDA.

Program Manager agrees that Bank, as its agent, may place Program Manager funds at one or more Program Banks without limit and without regard to the Deposit Limit. Program Manager agrees that Bank will place Program Manager funds based on each Program Bank’s available capacity or other criteria, including rates paid by Program Banks on Sub-Deposit Accounts or fees paid to Bank. Please see the section titled “Waiver of Conflicts” for additional information. Program Manager understands and agrees that deposit amounts in excess of the Deposit Limit at a Priority Bank and deposit amounts at an Excess Bank will not be insured by the FDIC.

Periodically, Program Manager’s previously deposited funds may be reallocated among the Program Banks on a revised Bank List based on each Program Bank’s available capacity or other criteria, including rates paid by Program Banks to Bank.

Program Manager understands and agrees that it is Program Manager’s obligation to monitor the Program Manager’s funds deposited at all Program Banks. Program Manager may contact Bank at any time at 1-888-303-8263 to determine the Sub-Deposit Account balances at each Program Bank.

Withdrawal Procedures

Program Manager agrees that all withdrawals will be made by Bank as its agent. Funds may be withdrawn from Program Banks based on a Program Bank’s available capacity or other criteria, including, but not limited to, rates or fees paid to Bank. Funds may also be withdrawn from Sub-Deposit Account to fund transactions associated with Program Manager’s Account.

If Program Manager has a MMDA and a TA at a given Program Bank, all withdrawals will be made from the TA. If funds in the TA at a Program Bank from which funds are being withdrawn are insufficient, funds in the related MMDA at that Program Bank will be transferred to the TA, plus funds to maintain any TA minimum, or “threshold,” amount.

At any point during a month in which transfers from an MMDA at a Program Bank have reached a total of six (6), all funds will be transferred from that MMDA to the linked TA at the Program Bank until the end of the month. Deposits for the remainder of the month into this Program Bank will be made to the TA. At the beginning of the next month, funds on deposit in the TA will be transferred to the MMDA, minus any threshold amount to be maintained in the TA. The limits on MMDA transfers will not limit the number of withdrawals Program Manager can make from funds on deposit at a Program Bank or the amount of FDIC insurance coverage for which Program Manager is eligible.

Pursuant to federal banking regulations, the Program Banks may reserve the right to require seven (7) days’ prior written notice before Program Manager withdraws or transfers funds from an MMDA. The Program Banks have indicated that they have no present plans to exercise this right. TAs are not subject to this restriction.

Interest Rates Paid on Deposit Balances

Program Manager will not be paid interest on the Sub-Deposit Accounts. Program Manager’s Account is not an interest-bearing account and Program Manager will not be paid interest or any other form of income on its funds held in any Account or Sub-Deposit Account.

Waiver of Conflicts

Program Manager understand and agree that Bank, as its agent, may place any or all of Program Manager’s funds on deposit with Bank at one or more Program Banks in an amount determined in Bank’s sole discretion based on available capacity at the Program Bank or other criteria, including rates paid on deposits by the Program Bank or fees paid to Bank.

Program Manager understands and agrees that Bank has no obligation to place funds into Program Banks to maximize the amount of deposit insurance available on Program Manager’s funds or to maximize any interest rates that Program Manager’s funds may earn. Bank may place Program Manager’s funds without regard to whether such funds may exceed the Deposit Limit at one or more Program Banks, even if Program Manager’s funds could be placed in one or more Program Banks in an amount less than the Deposit Limit.

Program Manager understands and agrees that the Program Banks may pay fees to Bank and that Bank has no obligation to share these fees with Program Manager. Program Manager understands and agrees that Bank may financially benefit if it places Program Manager’s funds into a Program Bank in excess of the Deposit Limit when that Program Bank pays a greater amount of fees to Bank than other Program Banks that could increase the deposit insurance available to Program Manager. Program Manager further acknowledges and agrees that each Program Bank may pay Bank a fee in connection with the placement of funds with the Program Bank, including for each Sub-Deposit Account. The fee may vary between banks. Program Manager’s Account is not an interest-bearing account and Program Manager will not be paid interest or any other form of income on Program Manager funds held in any Account or Sub-Deposit Account. Even if Bank receives a fee from a Program Bank, Program Manager is not entitled to interest on the Sub-Deposit Account. For the avoidance of doubt, Program Manager authorizes Bank to collect and retain all payments of income pertaining to the placement of Program Manager’s deposits at other Program Banks, including the Sub-Deposit Accounts. Program Manager further acknowledges that Bank and Program Banks may also receive other financial benefits in connection with the funds in the Sub-Deposit Account.

Bank’s placement of funds in the Sub-Deposit Account may reflect considerations of federal and state law, Bank’s funding needs and funding needs of Program Banks, general economic conditions or other factors determined by Bank in its sole discretion. Bank may place funds to enhance its business objectives and for balance sheet management purposes without any benefit to Program Manager. Subject to applicable law, Program Manager’s only rights with respect to the Sub-Deposit Account are to demand Bank repay Program Manager all amounts in Program Manager’s Account that were deposited with Bank and those transferred to the Sub-Deposit Account from Program Manager’s Account.

Information About Program Manager’s Accounts

Although there are two or more accounts associated with Program Manager’s funds (the Account and the Sub-Deposit Account), Program Manager’s Account is treated as a single account for our reporting deposits and withdrawals, as well as for balance requirement, service charge, and monthly statement (which will reflect the total balance in Program Manager’s Account and each Sub-Deposit Account, excluding any payments or amounts owed or belonging to Bank or any Program Bank). The funds Program Manager deposits with Bank in Program Manager’s Account (whether or not transferred to a Sub-Deposit Account) will be made available to Program Manager in accordance with the terms of this Schedule O (Bank Deposit Custodial Program) (and regardless of the performance of any of Bank’s loans or investments, subject to FDIC insurance limitations).  The existence of the Sub-Deposit Account will not change the manner in which Program Manager uses or obtains information about its Account.  Transfers to and from the Sub-Deposit Account will not appear on Program Manager’s monthly statement. Bank is responsible for the accuracy of Program Manager’s Account statements, not the Program Banks.

Program Manager will receive periodic information which will reflect the balances of the Sub-Deposit Accounts at each Program Bank for the applicable period.

PROGRAM MANAGER’S RELATIONSHIP WITH BANK AND THE PROGRAM BANKS

Bank will act as Program Manager’s agent and custodian in establishing the Sub-Deposit Accounts at each Program Bank, depositing funds into the Sub-Deposit Accounts, withdrawing funds from the Sub-Deposit Accounts and transferring funds among the Sub-Deposit Accounts.

Sub-Deposit Account ownership will be evidenced by a book entry on the account records of each Program Bank (or Bank on behalf of Program Bank) and by records maintained by Bank as Program Manager custodian. No evidence of ownership, such as a passbook or certificate will be issued to Program Manager. Program Manager may at any time obtain information about the Sub-Deposit Accounts by contacting Bank at 1-888-303-8263.

Program Manager agrees that all transactions with respect to the Sub-Deposit Accounts must be directed by Bank and all information concerning the Sub-Deposit Accounts must be obtained from Bank. Program Manager agrees that the Program Banks have no obligation to accept instructions from Program Manager with respect to the Sub-Deposit Accounts or to provide Program Manager with information concerning the Sub-Deposit Accounts.

If Program Manager decides to terminate its participation in the Deposit Custodial Program, Program Manager’s termination will result in a return of funds in accordance with law and closing of Program Manager’s Account and any Sub-Deposit Account opened specifically for Program Manager.

Each Sub-Deposit Account constitutes an obligation of a Program Bank and is not directly or indirectly an obligation of Bank. Program Manager can obtain publicly available financial information concerning each Program Bank at www.ffiec.gov/nicpubweb/nicweb/nichome.aspx, by contacting the FDIC Public Information Center by mail at L. William Seidman Center, Virginia Square, 3501 North Fairfax Drive, Arlington, Virginia 22226, or by phone at 703-562-2200.

Bank does not guarantee in any way the financial condition of any Program Bank or the accuracy of any publicly available financial information concerning any Program Bank.

Fees

Program Manager understands and agrees that each Program Bank will pay Bank a fee in connection with the Deposit Custodial Program. The fee may vary between banks. Even if Bank receives a fee from a Program Bank, Program Manager may not be entitled to interest on the Sub-Deposit Account. Program Manager will not be charged fees or commissions in connection with its participation in the Deposit Custodial Program.

In addition, other service providers may receive fees from each Program Bank or Bank and may receive a portion of the fee paid to Bank by the Program Banks.

Changes to the Deposit Custodial Program

Program Manager agrees that Bank may modify the terms and conditions of the Deposit Custodial Program, including changing, removing or adding Program Banks offered therein. All notices of material changes to the Deposit Custodial Program may be communicated by a posting on Bank’s website, letter, a separate electronic or written communication, a note on a periodic statement or other means.

INFORMATION ABOUT THE FDIC

Deposit Insurance: General

The Sub-Deposit Accounts are insured by the FDIC, an independent agency of the U.S. Government, up to $250,000 for all deposits held in the same insurable capacity as recognized by the FDIC at any one bank. According to the FDIC, no depositor has ever lost a penny of FDIC-insured funds.

Program Manager’s funds become eligible for FDIC insurance immediately upon placement into the Sub-Deposit Account at a Priority Bank. Generally, any accounts or deposits that Program Manager maintain directly with a particular bank, or through any other intermediary, in the same insurable capacity in which the accounts or deposits are maintained would be aggregated with the accounts or deposits for purposes of the $250,000 Deposit Limit.

Program Manager is responsible for monitoring the total amount of deposits that Program Manager holds with any one bank, directly or through an intermediary, in order to determine the extent of FDIC insurance coverage available to Program Manager on its deposits. Bank is not responsible for any insured or uninsured portion of any deposits.

In the event a Priority Bank fails, the Sub-Deposit Accounts at that Priority Bank are insured, up to $250,000, for amounts accrued to the day the Priority Bank is closed.

Under certain circumstances, if Program Manager becomes the owner of deposits at a Program Bank because another depositor dies, beginning six (6) months after the death of the depositor the FDIC will aggregate those deposits for purposes of the $250,000 Deposit Limit with any other deposits that Program Manager owns in the same insurable capacity at the bank. Examples of deposit accounts that may be subject to this FDIC policy include joint accounts, “payable on death” accounts and certain trust accounts. The FDIC provides the six-month “grace period” to permit Program Manager to restructure its deposits to obtain the maximum amount of deposit insurance for which Program Manager is eligible.

In the event that FDIC deposit insurance payments become necessary, payments of deposits will be made to Bank as Program Manager’s custodian. There is no specific time period during which the FDIC must make insurance payments available. Bank will not be obligated to Program Manager for amounts not covered by deposit insurance nor will Bank be obligated to make any payments to Program Manager in satisfaction of a loss Program Manager might incur as a result of a delay in insurance payouts. Bank will not be obligated to credit Program Manager’s account with funds in advance of payments received from the FDIC.

Furthermore, Program Manager may be required to provide certain documentation to the FDIC before insurance payments are made. For example, if Program Manager holds deposits as trustee for the benefit of trust participants, Program Manager may be required to furnish affidavits and provide indemnities regarding an insurance payment.

If Program Manager’s balance in the Sub-Deposit Accounts are assumed by another depository institution pursuant to a merger or consolidation, such deposits will continue to be insured separately, up to the FDIC insurance coverage limits and subject to the terms hereunder, from the deposits that Program Manager might have established with the acquiring institution until (i) the maturity date of any time deposits (including certificates of deposit) that were assumed, or (ii) with respect to deposits that are not time deposits, the expiration of a six (6) month period from the date of acquisition. Thereafter, any assumed deposits will be aggregated with Program Manager’s existing deposits with the acquiring institution held in the same capacity for purposes of FDIC insurance coverage. Any deposit opened at the acquiring institution after the acquisition will be aggregated with deposits established with the acquiring institution for purposes of FDIC insurance coverage.

If Program Manager has questions about basic FDIC insurance coverage, please contact Bank. Program Manager may wish to seek advice from its own attorney concerning FDIC insurance coverage of deposits held in more than one insurable capacity. Program Manager may also obtain information by contacting the FDIC, Deposit Insurance Outreach, Division of Depositor and Consumer Protection, by letter (550 17^th Street, N.W., Washington, D.C. 20429), by phone (877-275-3342 or 800-925-4618 (TDD)), by visiting the FDIC website at: https://www.fdic.gov/deposit/index.html, or by email using the FDIC’s Online Customer Assistance Form available on its website.

TERMINATION

Program Manager’s participation in the Deposit Custodial Program may be terminated without penalty at any time at the option of either Program Manager or Bank. Program Manager may also opt-out of the Deposit Custodial Program at any time. Following opt-out or termination of Program Manager’s participation in the Deposit Custodial Program, Bank may, if applicable, transfer Program Manager’s funds in the Sub-Deposit Accounts at Program Banks to Program Manager’s Account or, at its sole discretion, terminate Program Manager’s Account and return Program Manager’s funds in accordance with applicable laws and regulations.

MISCELLANEOUS

The term of this Schedule O (Bank Deposit Custodial Program) shall remain in full force and effect until the Agreement terminates, Bank terminates the terms of this Schedule O (Bank Deposit Custodial Program) in its sole discretion or as otherwise terminated by Program Manager in accordance with the terms set forth herein. The terms and conditions of this Schedule O (Bank Deposit Custodial Program) shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns; provided, however, Program Manager may not assign the terms of this Schedule O (Bank Deposit Custodial Program) or its participation in the Deposit Custodial Program to any Person without Bank’s prior written consent.