Legal information

Confidentiality and Security

National Bank of Canada, its subsidiaries and any affiliated companies take all the measures they deem reasonable (given existing personal data protection technology) to ensure the confidential nature of information exchanged between the Bank, its subsidiaries and any affiliated companies and the client.

To protect your personal and financial information, National Bank of Canada uses a 128-bit encryption key. This type of encryption is the most reliable method currently offered through Internet browser software. During the transmissions between your computer and National Bank of Canada computer systems, data are encrypted at the source and unencrypted at the destination.

You will need a 128-bit encryption key in order to carry out financial transactions from the Internet Banking Solutions — Business site. As a client, you can download the Netscape Navigator or Microsoft Internet Explorer software featuring 128-bit encryption by clicking on either of the icons on the home page.

In addition to 128-bit encryption, Internet Banking Solutions — Business also has a firewall in order to isolate the National Bank of Canada’s computer systems and data banks from the Internet. Moreover, as all data are subject to various control measures during transmission on the Net. Only authorized messages or transactions can reach the National Bank’s computer systems.

To protect your personal information, never disclose your user code or password. After completing your operations in an encrypted zone of the site, always erase your cache or exit and restart your browser.

In addition, if you use Netscape Navigator and a broken key appears on a pale blue background in the lower left corner of your screen or if you use Microsoft Internet Explorer and you do not see a padlock, be careful! It means the site is not secure.

As an Internet Banking Solutions — Business client, you can send us a message by clicking on Write us. Please note, however, that the messages you send by e-mail are not protected by the same security features as our site. Therefore, do not send confidential information via e-mail.

Information Modification and Reliability

At the time the pages were developed for this site, National Bank of Canada, its subsidiaries and any affiliated companies took all the usual measures to ensure that the information provided was accurate and up to date. However, National Bank of Canada, its subsidiaries and any affiliated companies cannot guarantee the accuracy or validity of the information in this site and reserve the right to modify it without notice.

Use of Information

The information contained on this Web site is not intended to replace consultation of a legal, accounting, fiscal or other nature and under no circumstances is it to be used for such purpose.

Service Offered

The Internet Banking Solutions — Business service is available only where it can be legally offered.

Agreement

The Internet Banking Solutions — Business service is subject to the terms and conditions of the applicable agreement, which the client acknowledges having read and understood. Use of the Internet Banking Solutions — Business service confirms your acceptance of the terms and conditions thereof. It is therefore important to read the agreement!

Liability of National Bank of Canada

National Bank of Canada, its subsidiaries and any affiliated companies are in no way liable for any direct, indirect, special or incidental damage of any kind that may be caused in any way through the use of the Web site, in particular, by your sending personal information via e-mail or, at your request, our sending you such information. You agree to hold National Bank of Canada, its subsidiaries and any affiliated companies harmless from any liability in connection with any loss, costs, damages or expenses resulting from such private information which may have be sent.

Trademarks

Certain names, graphics, logos, icons, drawings, words, titles or phrases used in this Web site may be trade names or registered trademarks of National Bank of Canada, its subsidiaries and any affiliated companies or other companies of which the Bank, its subsidiaries and any affiliated companies are authorized licencees in Canada and/or other countries.

Use of trademarks on the Web site does not necessarily mean that a licence has been granted, only that the necessary permission has been obtained. The ® and ™ symbols designate “registered trademark” and “trademark” respectively.

The downloading, retransmission or any other form of unauthorized duplication or modification of trademarks or material contained herein may constitute an infraction under the law and may result in legal proceedings against the offender.

Precautions to be taken before downloading and installing software

If you choose to access a software program through one of the links offered on this Web site, you are responsible for taking the necessary precautions to detect possible viruses and ensuring that the software is compatible with your computer. You must also ensure that you have up-to-date backup copies of the entire contents of your hard disk before installing software downloaded from the Web site.

Credit references

The access, ordering and use of the investigative services provided to you over the Internet is governed by the following terms and conditions:

Equifax grants the client of the National Bank of Canada the right to access the investigative services for the purpose of conducting searches and obtaining printed copies of the results of such searches for use in the normal course of its business (“Services”). The Services are provided to you through the Internet for a fee.

Client-NBC will be allowed to use the Services obtained from Equifax solely and exclusively for its internal use. The investigative services may be used as one of the factors in your business decision and will not be the sole criteria used to determine an applicant’s eligibility for credit or otherwise.

Client-NBC acknowledges that the investigative services were compiled, selected and arranged by Equifax through the expenditure of substantial time, money and efforts and that they constitute valuable assets to Equifax. Therefore, Client-NBC shall not sell, transfer, assign, publish, distribute, disseminate, allow any third party access to, or convey the investigative services or any part thereof to any third party.

The investigative services are protected by copyright and/or other proprietary rights of Equifax and Client-NBC agrees to protect Equifax’s copyright and/or other proprietary rights in the investigative services. The client-NBC shall comply with reasonable request from Equifax to protect its right in the investigative services and shall not reproduce or copy the investigative services except as provided in these terms and conditions.

Equifax shall have no liability for any inaccuracies, errors or omissions with respect to the information provided through the Services or contained in the investigative services or their delivery, regardless of the source or cause of any such errors or omissions.

Equifax warrants that it has the right to grant Client-NBC the right to access the investigative services, to perform the searches and to print a copy of such searches. Except as expressly stated in this section, there are no warranties, conditions or representations, whether express or implied, related to the Services, including but not limited to any implied warranty of merchantability or fitness for a particular purpose. Equifax shall not be liable for any loss or injury arising out of the performance of the Services, whether caused or arisen out of its negligent act or omission, the preparation and delivery of the investigative services, or in performing anything related thereto. Notwithstanding the above, Equifax total aggregate liability under this Agreement is limited to and shall not exceed one hundred dollars ($100). In no event shall Equifax be liable for any indirect, incidental, special, consequential, accessories or punitive damages arising out of the delivery, performance or failure thereof, of the Services, even if Equifax has been advised of the possibility of such damages. Without limiting the generality of the foregoing, Equifax does not warrant that the Services will be performed without interruption or error or will meet Client-NBC’s requirements. To that effect, Client-NBC is solely responsible for the formulation of all searches and results obtained.

This Agreement and the performance of the Services hereunder shall be governed by the laws of the Province of Ontario and the laws of Canada applicable therein.

It is the expressed wish of Client-NBC and Equifax that this Agreement and any related documents be drawn up in English.

Guaranteed Investment Certificates (GIC)

Any Guaranteed Investment Certificate (“GIC”) requested through the Internet Banking Solutions — Business (“the Site”) is governed by the following terms and conditions:

At maturity, the amount in principal and interest of the GIC is deposited in the account designated by the depositor at the time of the issuance request.

If a GIC is automatically renewable, at maturity, unless otherwise notified by the depositor, the GIC and any renewal thereof will be renewed for the same term at the interest rate in effect at the time of renewal in accordance with depositor’s instructions, being

• For the same amount (including accrued interest)

OR

• For the same amount (excluding accrued interest). Accrued interest will be payable at the time of renewal, being the GIC’s maturity date.

If the GIC bears a simple interest, the interest applicable indicated on the site at the time of the issuance request will be payable at maturity or according to the frequency of interest payments of the GIC in question.

If the GIC bears a compound interest, the interest will be compounded annually on the anniversary date and will be payable at maturity. The GIC stops bearing interests starting on its maturity date.

The GIC can be transferred by the depositor in person at a branch of the National Bank of Canada. No transfer will be made during the 15 days immediately preceding the maturity date of the investment.

During a transfer, the former depositor and the new depositor will have to make the adjustment of the interests between them, as the interests on the GIC will be paid to the new depositor.

Only the deposits held in Canadian funds for a five years term or less and payable in Canada are insurable under the terms of the Canada Deposit Insurance Corporation (CDIC).

Qualification Declaration Under The Derivatives Act (Quebec)

In connection with the Derivatives Act (Quebec), the purpose of this declaration is to confirm the agreement between the National Bank of Canada (the “Bank”) and yourself (the “Counterparty”) on the following points:

1. The Bank represents that it is an “accredited counterparty” within the meaning of the definition of that term in the Derivatives Act (Quebec) and under the regulations made hereunder (the “Derivatives Legislation”).
2. The Counterparty represents that it is an “accredited counterparty” within the meaning of the Derivatives Legislation, because the Counterparty is seeking to hedge (within the meaning of the term “hedging” as defined below) its exposure to one or more risks to which it is exposed because of its activities.
3. The representations made by the parties are deemed to be repeated by the Bank and the Counterparty immediately prior to each transaction or series of transactions entered into between the parties.
4. In the event that either party ceases, or reasonably believes that it may cease to be in a position to make the representations made in paragraphs 1 or 2 (as the case may be), it shall so advise the other as soon as possible and in any event before any further transaction or series of transactions is entered into between the parties.
5. In the case where an International Swaps and Derivatives Association (ISDA) master agreement (the “ISDA agreement”) has been signed, the representations made are deemed to be representations for purposes of the ISDA agreement entered into between the parties and to be an amendment to said agreement.

Definition of the term “hedging”

For purposes of the Derivatives Act (Quebec), the term “hedging” means the entering into by the Counterparty of a derivatives transaction or series of derivatives transactions (the “Covered Transactions”), and the maintaining of the position or positions resulting from the Covered Transactions if:

(1)the intended effect of each Covered Transaction is:

(a)to offset or reduce the risk related to fluctuations and the value of an underlying interest or a position, or of a group of underlying interests or positions; or

(b)to substitute a risk to one currency for a risk to another currency, provided that the aggregate amount of currency risk to which the hedger is exposed is not increased by the substitution;

AND

(2)the Covered Transaction results in a high degree of negative correlation between the changes in the value of the underlying interest or position or group of underlying interests or positions being hedged and changes in the value of the derivatives with which the value of the underlying interests or positions is hedged;

AND

(3)There are reasonable grounds to believe that the Covered Transaction no more than offsets the effect of price changes in the underlying interest or position, or group of underlying interests or positions, being hedged.

Banking alerts sent by the Internet Banking Solutions — Business service

The Internet Banking Solutions — Business service allows its clients to activate banking alerts according to their needs. The purpose of these alerts is to inform clients of particular situations as they occur, such as rejected transactions made through the site. The information sent through these banking alerts will never be confidential in nature. Note that the National Bank never sends an email to clients asking to update banking information or to access its site. You must make sure that the coordinates of a destination for an alert are up to date and able to receive it at all times. The Bank takes all responsible measures at its disposal to ensure a continued banking alert service.

Hypertext links

The fact that this Web site offers links with other Web sites on the Internet does not imply that National Bank of Canada, its subsidiaries and any affiliated companies endorse or approve these sites or the products/services or publications that may appear on such sites.

© NATIONAL BANK OF CANADA.

Users are authorized to reproduce, in whole or in part, the contents of this site using a backup copy for their personal use only. It is strictly prohibited to copy, reproduce, publish or distribute, in whole or in part, the contents of this site in any form whatsoever for any other purpose without obtaining prior written authorization from National Bank of Canada, its subsidiaries and any affiliated companies.

The information available on this Web site is protected under and complies with copyright laws and regulations in effect in Canada and other countries, as applicable. This information may also be the property of parties other than National Bank of Canada, its subsidiaries and any affiliated companies.

In the event of any unauthorized reproduction or use, whether partial or total, National Bank of Canada, its subsidiaries and any affiliated companies shall be entitled to exercise any legal recourse to prevent such unauthorized reproduction or use, without prejudice to any other recourse appropriate under the circumstances.

Please direct any request for information or for authorization with respect to copyrights to:

© NATIONAL BANK OF CANADA.