Terms of Use

Website Use
The Bank grants you a limited, revocable, nonexclusive, and nontransferable license to view, store, bookmark, download, and print the pages within this Website solely for your personal, informational, and noncommercial use, or as expressly authorized by the Bank in writing.  You are responsible for obtaining and maintaining all equipment, services, and other materials that you need to access this Website.  The Bank reserves all rights not expressly granted in these Terms of Use.  Except as otherwise stated in these Terms of Use, or as expressly authorized by the Bank in writing, you may not: 

• Modify, copy (other than for your personal use), distribute, transmit, post, display, perform, reproduce, publish, broadcast, license, create derivative works from, transfer, sell, disseminate, circulate, or exploit any reports, data, information, content, documents, page, text, image, software, products, services, or other materials on, generated by or obtained from this Website, whether through links or otherwise (collectively, "Content").
• Use any Content for any unlawful or unauthorized purpose.
• Engage in any conduct that could damage, disable, or overburden this Website, any Content or services provided through this Website, or any systems, networks, servers, or accounts related to this Website, including, without limitation, using devices or software that provide repeated automated access to this Website, other than those made generally available by the Bank.
• Probe, scan, or test the vulnerability of any Content, services, systems, networks, servers, or accounts related to this Website or attempt to gain unauthorized access to Content, services, systems, networks, servers, or accounts connected or associated with this Website through hacking, password or data mining, or any other means of circumventing any access-limiting, user authentication or security device of any Content, services, systems, networks, servers, or accounts related to this Website, accessing content that is not intended for visitors, or logging into an account you are not expressly permitted to access.
• Include the term "The Berkshire Bank," any Berkshire Bank trademark or executive's name, or any variation of the foregoing, as a meta-tag, hidden textual element, or any other indicator that creates an impression of affiliation, sponsorship, or endorsement by the Bank.

Your Account
Certain parts of this Website may be protected by passwords or require a login.  For authentication purposes, certain features on this Website may require you to answer a designated security question.  You agree to provide the Bank with current, complete, and accurate information as prompted by the applicable registration process and agree to regularly update this information to maintain its completeness and accuracy.  Products and services provided to you through this Website may involve the electronic transmission, including via any e-mail address that you provide to us, of information that you may consider to be personal financial information or promotional and marketing materials, and you consent to such transmission.

You are responsible for maintaining the confidentiality of any account information, user names, logins, passwords, and security questions and answers that you use to access any page or feature on this Website, and for logging off of your account and any protected areas of the Website.  You are fully responsible for all activities occurring under your accounts, user names, logins, passwords, and security questions and answers that result from your negligence, carelessness, misconduct, or failure to use or maintain appropriate security measures.  The Bank will have the right to rely upon any information received from any person using a password assigned to you and will incur no liability arising out of such reliance.  If you become aware of any suspicious or unauthorized conduct concerning your accounts, user names, logins, passwords, or security questions and answers, you agree to contact the Bank immediately.  The Bank will not be liable for any loss or damage arising from your failure to comply with this paragraph.

Content
Although the Bank attempts to provide useful and accurate Content, the Bank does not guarantee and makes no representation, endorsement, or warranty that the Content is accurate, current or suitable for any particular purpose.  The Bank assumes no obligation to update or continue to post or link to the Content, and this Website may include inaccuracies or typographical errors.  All Content is presented only as of the date published or indicated, and may be superseded by subsequent market events or for other reasons.  You are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.  Although the Website may provide Content relating to banking products, investments, or securities pricing, you should not construe any Content as legal, tax, or investment advice.  You alone will bear the sole responsibility of evaluating the merits and risks associated with the use of any Content before making any decisions based on such Content.  In exchange for using such Content, you agree not to hold the Bank or its third party information providers liable for any possible claim for damages arising from any decision you make based on the Content made available to you through this Website.  By providing access to other websites, the Bank is not recommending the purchase or sale of securities issued by any company, nor is it endorsing services provided by any website's sponsoring organization.  In addition, before purchasing any securities, please consult your legal and financial advisors for information about and analysis of the securities, their risks and their suitability as an investment in your particular circumstances.

Certain statements made on this Website are "forward-looking statements" relating to matters such as the Bank's anticipated financial performance, business prospects, future business plans, financial condition, or other matters.  The words "believes," "anticipates," "expects," and similar expressions generally identify forward-looking statements.  Forward-looking statements reflect management's expectations based on various assumptions and management's estimates of trends and economic factors in the markets in which the Bank is active, as well as the Bank's business plans.  As such, forward-looking statements are subject to risks and uncertainties, and the Bank's actual results may differ (possibly significantly) from those indicated in such statements.  Please refer to the most recent annual and quarterly filings with the Securities and Exchange Commission filed by our holding company, Berkshire Bancorp Inc., for a discussion of certain factors that may affect the performance, development, or results of the Bank's business, and thereby cause actual results to differ from management's expressed expectations.

Copyright and Other Intellectual Property
All Content, including, without limitation, the text, graphics, logos, icons, html code, xml code, and overall appearance of this Website and the Content, are the property of the Bank, or licensed by the Bank and its third party information providers.  The Bank does not waive any of its proprietary rights in the Content, including, but not limited to, copyrights, trademarks, and other intellectual property rights.  The availability of any Content shall under no circumstance constitute a transfer of any copyrights, trademarks, or other intellectual property rights of the Bank to any Website user or any third party, nor a transfer by implication, estoppel, or otherwise of any such rights or of any license to the Website user or to any third party.  This Website and its Content are protected by United States and international copyright and intellectual property laws, both as individual works and as a compilation.  You may not delete any copyright, trademark, or similar notice from any Content that you obtain from this Website.  Any unauthorized use of any Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

All trademarks, service marks, and logos appearing on this Website are the exclusive property of their respective owners.  All Bank graphics, logos, page headers, and service names are trademarks, service marks, or trade dress of the Bank.  The Bank's trademarks, service marks and trade dress may not be used in connection with any product or service that is not the Bank's, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits the Bank.  Nothing contained on this Website should be construed as granting any license or right in or to any trademarks, service marks, or trade dress of the Bank.  BERKONLINE® is registered in the U.S. Patent and Trademark Office as a registered trademark of The Berkshire Bank.

International Use
The Bank operates this Website from its offices in the State of New York in the United States of America.  The Bank makes no representation or warranty that the information contained in or linked to this Website is appropriate or legally available for distribution, display or use in locations other than the United States of America, and access to such information from jurisdictions where such activities are not legal is strictly prohibited.  If you access or use any information from or through this Website, you are solely responsible for ensuring that such access and use is permissible under the laws of the jurisdiction in which you are located.  Because of the global nature of the Internet, you agree to comply with all local rules with respect to your account and your online conduct, including all laws, rules, codes, and regulations of the country in which you reside and the country from which you access this Website, including, without limitation, all laws, rules, codes, regulations, decrees, acts, orders, directives, legislation, bills, and statutes pertaining to tax, contracts, intellectual property, securities, e-commerce, banking, technology, computers, fraud, and privacy.  In addition, you agree to comply with all applicable laws, rules, codes, and regulations regarding the transmission of technical data exported from the United States.  Each banking product and service referred to on this Website is intended to be made available only to United States residents and other countries where permitted by law.  This Website will not be considered a solicitation for or offering of any banking product or service to any person in any jurisdiction where such solicitation or offering would be illegal.

Links to Third Party Websites
The Bank may establish links between this Website and one or more websites operated by third parties or content provided by third parties.  These links includes both outlinks (hypertext links to external websites or content) and inlinks (hypertext links that draw material from other sources into this Website).  Those links are provided for your convenience.  The Bank has no control over the content on third party websites.  If you choose to link to a website not controlled by the Bank, the Bank makes no representations or warranties, either express or implied, concerning the content of such website, including the accuracy, timeliness, completeness, reliability or suitability for use for any particular purpose, nor does the Bank warrant that such website or content is freefrom any claimes of copyright, trademark, or other infringement of the rights of third parties or that such website or content is devoid of viruses or other contamination.  Links to third party websites do not imply or constitute an implicit or explicit endorsement, authorization, sponsorship, or affiliation by the Bank with respect to such website, its owners, providers, opinions, ideas, products, information, or services offered at such websites, or any representation regarding the content at such websites.  The Bank is not responsible for the contents of your use of these third party websites.  It is your responsibility to take precautions to ensure that whatever you select for your use is free of viruses or other items of a destructive nature.  You will use any such third party content at your own risk.

This Website includes third party links concerning securities pricing, which are provided only for general informational purposes and do not constitute an offer to sell or a solicitation of an offer to buy any securities.  Securities prices provided by a third party provider are delayed at least 20 minutes.  In no event will third party providers be liable to you or anyone else for any decision made or action taken by you in reliance on such information.  Investors considering purchasing securities should consult their own financial and legal advisors for information about such securities, the risks and investment considerations arising from an investment in such securities, the appropriate tools to analyze such investments, and the suitability of such investments in each investor's particular circumstances.

Communications
You are advised that, except to the extent expressly provided otherwise on this Website, no facilities are provided and no provisions are made secure for sending or receiving confidential communications, and transmissions to and from this Website or directed to the Bank, including e-mails are not sent in a secure form and can be intercepted by third parties and may not be immediately received by the appropriate business unit at the Bank.  Please do not use e-mail to send us communications which contain confidential information, which we require to be in writing, or which need our immediate attention.   Any transmission to this Website, including e-mails shall be deemed and remain the property of the Bank, except to the extent the Bank's privacy policy specifies otherwise.  The Bank shall be free to use, for any purpose, any ideas, concepts, know-how, or techniques provided by a Website user to the Bank through this Website.  If you have any questions about these Terms of Use, or if you would like to request permission to use any Content, please call the Bank at (212) 785-8499, visit your local branch, or write to us at The Berkshire Bank, 4 East 39th Street, New York, New York 10016.

Termination
The rights granted to you under these Terms of Use terminate immediately upon any violation by you of these Terms of Use.  The Bank, in its sole discretion, reserves the right to temporarily or permanently terminate, suspend, discontinue, or restrict your access to and use of this Website or the availability of any portion of this Website at any time and for any reason whatsoever, without notice or liability.  The Bank will not be liable to you or any third party for any termination of your access to or use of this Website.  All warranties and indemnifications will survive any termination of these Terms of Use or your banking relationship with the Bank.

Warranty Disclaimers
You expressly understand and agree that your use of this site is provided on an "as is" and "as available" basis.  To the full extent permitted under applicable law, the Bank and its affiliates, subsidiaries, directors, officers, employees, agents, licensors, and any third party information providers and vendors expressly disclaim all warranties, whether express or implied, including, without limitation, any implied warranties of title, merchantability, noninfringement, and fitness for a particular purpose, and all warranties regarding security, currency, correctness, quality, accuracy, completeness, reliability, performance, timeliness, or continued availability with respect to this Website, any Content, materials, products, or services available on or through this Website, use of this Website, Content, products, or services, and the results of the use of this Website, Content, products, or services.  Further, the Bank and its affiliates, subsidiaries, directors, officers, employees, agents, licensors, and any third party information providers and vendors expressly disclaim all warranties with respect to any delays or errors in the transmission or delivery of any Content, products, or services available through this Website.  Except as provided by law, neither the Bank nor its third party information providers and vendors have any responsibility to maintain the Content, products, or services offered on this Website or to supply corrections, updates, or releases for the same.  To the extent any jurisdiction does not allow the exclusion of certain warranties, some of the above exclusions may not apply to you.  This warranty gives you specific legal rights, and you may have other rights, which vary from jurisdiction to jurisdiction.  Use of this Website and its Content is at the user's sole risk.  In no event will the Bank or its subsidiaries, affiliates, contractors, or their respective employees be liable for any damages, including, without limitation, indirect, incidental, special, consequential or punitive damages, whether under a contract, tort or any other theory of liability, arising in connection with any party's use of this Website or in connection with any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus, line system failure, loss of data, or loss of use related to this Website or any website operated by any third party or any Content on this Website or any other website, even if the Bank is aware of the possibility of such damages.

Liability and Indemnity
Any Content downloaded or otherwise obtained through this Website is done at your own risk.  You are solely responsible for any damage to your computer system or other equipment, or loss of data that results from such download.  Neither the Bank nor its affiliates, subsidiaries, directors, officers, employees, agents, licensors, or any third party information providers and vendors will be liable for any direct, indirect, incidental, special, consequential, punitive, or exemplary damages, including, but not limited to, damages for loss of profits, revenue, income, goodwill, use, data, or other intangible losses, or damages caused by theft, unauthorized access, systems failure, communications line failure, interruption, defect, delay, computer virus, or loss of data, or the cost of procuring substitute goods or services, caused by the use of or inability to use this Website or a linked website, Content or any products or services provided on this Website, or any other matter relating to this Website, even if the Bank has been advised of the possibility of such damages.  Some jursidictions do not allow the exclusion or limitation of incidental or consequential damages, so the above exclusions or limitations may not apply to you.  To the extent that a jurisdiction does not permit the exclusion or limitation of liability as set forth herein, the liability of the Bank and its affiliates, subsidiaries, directors, officers, employees, agents, licensors, and any third party information providers and vendors is limited to the extent permitted by law in such jurisdictions.

You agree to indemnify, defend, and hold harmless the Bank, its subsidiaries and affiliates, and each of its and their officers, directors, employees, and agents, from and against all claims, demands, liabilities, damages, losses, or expenses, including attorney's fees and costs, arising out of or related to your improper access to or use of this Website, or any violation by you of these Terms of Use.

Severability
If any provision of these Terms of Use is deemed unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms of Use and will not affect the validity and enforceability of the remaining provisions.  To the extent any portion of these Terms of Use is determined to be unenforceable by a court of competent jurisdiction, such portion will be modified by the court solely to the extent necessary to cause such portion to be enforceable, and these Terms of Use, as so modified, shall remain in full force and effect.  These Terms of Use represent the entire agreement between you and the Bank relating to the subject matter contained in these Terms of Use.  No delay, failure, or waiver by the Bank of any right or remedy under or provision of these Terms of Use will be deemed to be either a waiver of any other such right or provision or a waiver of that same right or provision at any other time.

Governing Law
These Terms of Use shall be governed by and interpreted in accordance with the laws of the State of New York, United States of America, without regard to the conflict of law provisions of New York law.  Disputes arising from the use of this Website shall be exclusively subject to the jurisdiction and venue of the state and federal courts located in the State of New York, County of New York.  Any claims, actions, or proceedings related to this Website or these Terms of Use must be brought in either the Supreme Court, New York County, New York, or the United States District Court for the Southern District of New York and in no other venue, and you consent and submit to the personal jurisdiction of those courts for the purposes of litigating any such action.

All Contents Copyright © 2007 The Berkshire Bank.  All rights reserved.

Last Revised: September 7, 2007