A. GENERAL LEGAL AGREEMENT
This Depositor’s Agreement governs all deposit accounts between Virginia Commerce Bank,(herein reerred to as “Bank,” “we,” “our” or “us”) and its clients, the account holder, accountsignatory and their agents (whether one or more, herein reerred to as “Depositor,” “you” or“your”). When you open, use or maintain a deposit account with the Bank, you are agreeingto the terms o this Depositor’s Agreement (“Agreement”), as it may be amended rom timeto time and you agree that is a legally binding contract. The terms o this Agreement may beamended rom time to time by the Bank, amendments to this Agreement may be accomplishedwithout written notice to you and you agree to such amendments as the Bank may make tothe Agreement. I the Bank does provide notice such notice may be included in your accountstatement and may state there has been a change in this Agreement and instruct you to pick up a revised Agreement at your local branch. However, in opening, using or maintaining theaccount you agree that the Bank does not have to provide such notice except to have a copyavailable to you within a reasonable period o time ater such request by you. In any event,the use by Depositor or Depositor’s agent(s) o any account maintained at the Bank, theissuance o any check on behal o you, or your making any withdrawal or deposit to theaccount will be proo that Depositor agrees to such amendments as the Bank may maketo this Agreement, rom time to time. Please keep a copy o this Agreement or yourreerence. The use or reerence to titles or headings o paragraphs shall not provide orextend any meaning to the language o the section or paragraph.The schedule o ees, maintenance charges and minimum balance requirements or eachdeposit account is contained in a separate document called the “Schedule o Fees.” TheSchedule, as it may be amended rom time to time, is incorporated herein by reerence. Any waiver o the terms o this Agreement must be in writing and signed by the parties makingthe waiver. Any ailure by the Bank to insist upon the Depositor’s strict perormance o any othe terms o this Agreement shall not be deemed or construed as a waiver o these or anyother terms. Neither party shall, by mere lapse o time, be deemed to have waived any breachby the other party o any terms or provisions o this Agreement. The waiver by either party oany breach shall not aect the right o the Bank to enorce any o its rights with respect toother customers or to enorce any o its rights with respect to later transactions with you andis not sucient to modiy the terms and conditions o this Agreement. I any provision or aportion thereo, o this Agreement or its application to any party or circumstance shall bedeclared void, illegal or unenorceable, the remainder o the provision and the Agreementshall be valid and enorceable to the extent permitted by law, this agreement shall begoverned by the laws o the Commonwealth o Virginia.
B. OWNERSHIP OF ACCOUNTS
The ollowing provisions describe the rules applicable to the various types o deposit accountsavailable. Not all accounts may be available in your area. Please contact a Bank representativeor more inormation. You agree that when you open an account, the titling o the account is proper, and that theBank has no responsibility to inorm you as to how the titling may aect your legal interests. Iyou have any questions as to the legal eects o an account, you should consult with your ownattorney or advisor. You urther agree that you are solely responsible or meeting all othe requirements or establishing and maintaining the type o account you desire and ensuringthat you have properly completed any applicable documents or orms. You agree to sign thedocumentation necessary to create the proper ownership o your account.
Any account may be owned by a Depositor individually subject to the termso this Agreement and applicable law. In the Bank’s discretion, you may authorize, or subse-quently ratiy, another person to write checks on the account without granting an ownershipinterest in your account by use o an authorization orm acceptable to the Bank.
The co-owners or signatories (terms herein used interchangeably) o a joint accountare those persons who have signed the signature card as joint owners. I your account is in twoor more names (without a duciary, beneciary or other designation), it is a joint account andwe will presume it is a joint account with right o survivorship, subject to applicable state law.Each joint owner hereby appoints the other as his or her agent to deposit, withdraw and con-duct any business on the joint account, instruct us to stop payment on any item drawn on theaccount, add additional joint owners to the account, obtain any and all inormation about theaccount, withdraw all unds, close the joint account, and conduct any and all other businesson the joint account without limit including, but not limited to, pledging or encumbering theaccount. Any joint owner may appoint an attorney-in-act or the account, but we reserve theright to require the consent o all joint owners. Acting as agent, any joint owner can endorse ordeposit a check, drat or other payment order made payable to any other joint owner, or whichall joint owners will be liable. You agree that each joint owner may withdraw or transer, by anymeans the Bank makes available, any or all o the unds on deposit, close the account, place orremove a stop payment order, or create an overdrat in the account (which the Bank may col-lect rom any joint owner). Each joint account Depositor or co-owner shall be jointly and sever-ally liable or all debits, losses, deposits, reversal o credit, or liability associated or involving theaccount, and or all expenses, attorney’s ees and costs incurred by the Bank relating thereto.Each joint owner authorizes the Bank to exercise seto or enorce its security interest in theentire joint account or that owner or signatory even though only one o the joint owners is thedebtor and against all other accounts in which joint account co-owner or signatory, Depositorhas an interest. These rights exist irrespective o who contributes unds to the joint account.The Bank is not bound by the knowledge o, and has no duty to inquire as to the source ounds deposited into the joint account and each joint owner shall have an equal and undividedinterest in the entire account. Any notices, which we are required to send to either jointaccount Depositor, will be deemed adequate i delivered to any co-owner. Upon the death oa joint owner, the account balance is owned by the surviving owner(s), subject to our right toreimbursement rom the account and our right o seto and security interest in the account,and the estate o the deceased joint owner has no interest in the account. I more than one joint owner survives, they will own the account as joint tenants with right o survivorship andnot as tenants in common.
Joint With Survivorship.
I a joint account is either designated or determined to be with theright o survivorship, upon the death o any joint owner, the surviving joint owner shall beentitled to any unds remaining in the account at the time o death. Distribution o the undsupon the death o any joint owner will be subject to the provisions o any applicable state law.
Joint Without Survivorship.
I a joint account is either designated or determined to bewithout the right o survivorship, upon the death o any joint owner, that owner’s share inthe account belongs to his or her estate and the surviving joint owner shall be entitled to theremaining unds. Distribution o the unds upon the death o any joint owner will be subject tothe provisions o any applicable state law. The joint account holders agree that until the Bank is satised, in its sole discretion, as to the deceased owner’s share, the Bank may, but is notobligated to, cease paying checks drawn against the account or otherwise pay unds rom theaccount. In the event the Bank is not so satised within 30 days o notication o the passingo the joint account holders as to that owner’s share in the account at the time o death, theco-owners hereby agree that the Bank may, but is not obligated to consider that deceasedco-owner’s share to be in equal parts to the other co-owners, or the Bank may interplead theunds with the Circuit Court or Arlington County, Virginia or such other court o competent jurisdiction, and all cost, expenses and attorney’s ees associated therewith shall be deductedrom the total account balance and should that balance be insucient, each co-owner agreesto be severally and jointly liable thereore.
3. PAYABLE ON DEATH (P.O.D.).
A P.O.D. account is a revocable account held in the nameo one or more persons as owner(s) with one or more persons designated as beneciaries orP.O.D. payees where the relationship is established by the orm o account as designated onthe signature card and not by separate written agreement.During the owner’s lietime, the unds in the account are the property o the owner(s) and theowner(s) can take any proper action with respect to the account or the unds in the accountincluding changing the designated beneciary or P.O.D. payee. You agree that a change inbeneciaries is eective only upon a change to the signature card and that the Bank may relyonly upon such signature card to determine the proper beneciaries. Payment o unds uponan owner’s death shall be in accordance with the signature card and any applicable state law.
4. UNIFORM TRANSFERS TO MINORS
An account designated on the signature card as“Uniorm Transers to Minors” or “Uniorm Git to Minors” account shall be governed by appli-cable state law. The signature card shall name a custodian who shall have authority on behalo the minor to make withdrawals rom, deposits to and otherwise transact business in theaccount. No ownership rights or interest in the account is granted to the custodian. The cus-todian must notiy the Bank in writing immediately upon the death o the minor or at the timethe minor attains the age o majority. Beore it receives such notice, the Bank may honor anychecks or drats written on the account without incurring any liability to the minor or any thirdparty and the custodian will be liable to the Bank or any loss or expense it incurs because o