Welcome to KeyBank to KeyBank As we welcome you to KeyBank, we’d like to give you all the...

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  • SM

    Welcome to

    KeyBank

    Your Business Accounts

  • Welcome to KeyBank

    As we welcome you to KeyBank, wed like to give you all the information needed

    to understand our dedication to businesses. Inside, youll not only find several

    pages outlining the products and services we offer for your special business needs,

    but also many answers for those questions or concerns you undoubtedly have.

    After youve read through the material, were certain youll see the passion we share

    for business, as well as our commitment to helping you make the best financial

    decisions for building the future of your company.

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    T A B L E O F C O N T E N T S

    Table of Contents

    At a Glance A brief overview of important dates and changes that may affect your accounts .................2

    Who We AreA national and local portrait of KeyBank and highlights of our commitment to communities. Plus, a detailed listing of Hudson Valley locations to help you find the branch closest to you .............................................................................................................6

    For Your BusinessA brief look at a few of our most innovative accounts and services, which are available to help you save time and money............................................................14

    Your Accounts Complete details concerning individual accounts, including pricing information, new account names, and terms and conditions that apply to each account ........................16

    Your QuestionsFind the helpful answers you need to questions about your accounts and the transition from Union State Bank to KeyBank ..........................................................................36

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    A T A G L A N C E

    Account Numbers and Checks

    You do not need to reorder new checks. You may

    continue to use your USB checks. Unless notified

    otherwise, your new KeyBank checking and savings

    account numbers will remain the same as your USB

    account numbers. If you prefer to order KeyBank logo

    checks you can do so after January 18, 2008, by calling

    1-800-503-2345, or by visiting key.com/orderchecks.

    FDIC Coverage

    Your deposits will continue to be FDIC-insured to the

    maximum amount allowable by law. If you maintain

    accounts with both USB and KeyBank N.A., please be

    advised of the following FDIC rules:

    When two or more insured banks merge, the

    deposits from the assumed bank continue to

    be insured separately for at least six months

    after the merger.

    Certificates of Deposit (CDs) from the assumed

    bank are separately insured until the earliest

    maturity date after the end of the six-month grace

    period. CDs that mature during the six-month

    period and are renewed for the same term and in

    the same dollar amount (either with or without

    accrued interest) continue to be separately insured

    until the first maturity date after the six-month

    period. If a CD matures during the six-month grace

    period and is renewed on any other basis, it will be

    separately insured only until the end of the six-

    month grace period.

    For additional information regarding FDIC insurance, please visit fdic.gov.

    At a Glance Were pleased to welcome you to the Key family. Our dedication to building long-lasting relationships has helped us create a culture that is

    focused on you and your business. We will strive to provide the banking

    tools, services and knowledge you need to make financial decisions

    that will help you, so you can reach the goals youve set forth for

    your companywhatever they may be. We hope you will turn to us

    for advice, so you can experience for yourself our ability to create

    effective, comprehensive solutions for your business.

    Your New KeyBank Accounts

    Your current Union State Bank (USB) accounts will transfer automatically to KeyBank effective January 18, 2008.

    Thursday January 17, 2008 USB offices open regular hours; KeyBank branches open regular hours

    Friday January 18, 2008 All offices open as KeyBank branches

    SaturdayMonday January 1921, 2008 Former USB branches closed

    Tuesday January 22, 2008 Regular banking hours resume in all branches. For a complete list of branch hours, visit key.com/unionstate.

    Please plan ahead for your banking needs during conversion week.

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    A T A G L A N C E

    Direct Deposits and Automatic Payments

    Your current direct deposits and automatic payments

    will continue without interruption. When setting up

    new direct deposits or automatic payments, use the

    account and routing number information found on

    your new KeyBank checks or obtain the information by

    calling 1-800-539-6125. You can find information about

    how to set up direct deposit and where to locate your

    account number and routing number on your checks

    at key.com/directdeposit.

    ATM Availability

    USB ATMs will be temporarily unavailable as they

    are converted from USB ATMs to KeyBank ATMs.

    To find your nearest KeyBank ATM, use the ATM

    locator at key.com, or call 1-800-KEY2YOU.

    The conversion will begin January 14, 2008,

    and will be completed by January 18, 2008.

    As each ATM is converted, you will be able

    to make cash withdrawals.

    Beginning on January 18, 2008, you will be able to

    perform all normal ATM transactions.

    ATM and Debit Cards

    You will be able to use your USB ATM and/or Check Card up until 8:00 a.m. on Sunday, January 20, 2008.

    If you currently have a Union State Bank (USB)

    ATM Card, you will receive a KeyBank ATM Card

    to replace your USB ATM Card. Your new Personal

    Identification Number (PIN) will be sent in a

    separate mailing. If you have a Union State Bank

    (USB) Check Card, you will receive the KeyBank

    BusinessCard Debit Card to replace your USB

    Check Card. When you call the 800 number located

    on the card to activate your KeyBank BusinessCard

    Debit Card, you will be asked to select your

    Personal Identification Number (PIN). You will NOT

    receive a PIN for your KeyBank BusinessCard

    Debit Card via a separate mailing. You will receive

    your new card and, if applicable, your KeyBank

    ATM Card PIN before January 14, 2008. Additional

    information will be provided with your card. Your

    KeyBank BusinessCard Debit Card can be used for

    purchases at merchants displaying the MasterCard

    Debit logo as well as to access your checking

    account at ATMs.

    If you do not receive your card or PIN by the dates

    stated above, please call 1-800-KEY2YOU.

    Its important that you destroy all USB ATM and

    Check Cards on January 20, 2008.

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    A T A G L A N C E

    CD and IRA Rates

    You will continue to earn the interest rate, which

    was guaranteed on your fixed-rate CD or IRA when

    you opened your account, for the remainder of the

    account term.

    Upon maturity, CD and IRA accounts will be

    renewed at the market rates in effect for your term

    on that date, unless youve been notified otherwise.

    More details on CDs and IRAs can be found in the

    section of this booklet entitled Your Accounts.

    Monthly Account Statements

    Your final monthly USB account statement will

    reflect activity through the end of business on

    January 17, 2008.

    The next statement you receive will be a KeyBank

    account statement, which, wherever possible,

    will contain the same combinations of deposit

    accounts that you currently have at USB. Your

    current statement cycles also will remain the same.

    If you prefer to receive your checks for all of your

    accounts, on or after January 18, 2008, you can

    request to have your statement uncombined in

    order to receive individual statements with your

    checks or copies of your checks enclosed.

    Monthly maintenance and activities fees will be

    waived for your last USB statement and your first

    KeyBank statement. If a monthly maintenance fee or

    an activity fee appears on your last USB statement,

    you will see a refund reversal for the amount of the

    charge on your first KeyBank statement.

    For Certificate of Deposit Accounts, you will not

    receive a stand-alone statement. However, for

    Certificates of Deposit with terms greater than 13

    months, you may request that your Certificate of

    Deposit account be combined with your KeyBank

    checking or savings accounts in order to receive a

    regular combined statement.

    Credit Cards

    You may continue to use your existing USB Visa

    credit card. You will receive additional information

    about your USB credit card account in the

    near future.

    Fees and Service Charges

    There may be some changes to the terms and

    conditions of your accounts. Some fees and

    charges may decrease, while others may stay the

    same or increase. In the section of this booklet

    entitled Your Accounts, we have highlighted

    how each account works, which includes any

    fees and/or service charges, as well as changes

    to the terms and conditions and important

    provisions in the Deposit Account Agreement

    and Funds Availability Policy.

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    A T A G L A N C E

    Overdraft Protection

    Your USB Business Overdraft Protection account

    will be converted to a KeyBank Cash Reserve

    Credit Account.

    You will receive additional information about any

    changes in a separate mailing.

    Home Equity Loans and Lines of Credit, Secured and Unsecured Loans, Installment Loans and Residential First Mortgage Loans, Construction Loans and Land Loans

    Fixed and variable rate loans and lines of credit

    will continue under the same interest rates, terms

    and conditions originally agreed upon.

    Continue to make payments in the normal

    manner until you receive new instructions. If your

    loan payments are automatically deducted from

    your checking account, this service will continue

    without interruption.

    Any change to your loan or line of credit account

    will be explained in a separate communication.

    Corporate Cash Management

    If you currently utilize Cash Management services,

    you will receive a separate mailing providing

    detailed information regarding these products and

    services. You may also receive additional information

    that may require action for the Cash Management

    services to continue without interruption.

    If you currently use Online Banking with USB for your

    Cash Management services, you will be happy to know

    that KeyBank also has online commercial banking

    and Cash Management at key.com/globaltreasury.

    Group Banking Program

    If your company participates in Union State Banks

    Group Gold program, you will receive information

    in a separate communication.

    Interest Rates

    If you would like to know the rates on your variable

    interest rate checking or savings accounts, you may

    call 1-800-539-6125 or visit your branch on or after

    January 18, 2008.

    Online Banking

    If you currently use Online Banking with USB,

    you will be happy to know that KeyBank also has

    Online Banking and Bill Pay through key.com.

    You will receive information about KeyBanks

    Online Banking before January 18, 2008.

    For questions or assistance

    Call toll-free 1-800-539-6125

    Monday through Friday 8:30 a.m.6:00 p.m. EST.

    Visit your nearest banking branch.

    Visit key.com/unionstate, which contains a copy of

    this package plus other helpful information.

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    W H O W E A R E

    Who We Are

    Based in Cleveland, KeyCorp (NYSE: KEY)

    has assets of approximately $97 billion and

    provides investment management, retail and

    commercial banking, consumer finance, and

    investment banking products and services

    to individuals and companies throughout

    the United States and internationally. That

    means KeyBank is able to bring you the

    resources, strength and stability of one of

    the nations largest bank-based financial

    services companies.

    Still, being local in the Hudson Valley means

    we can take the time to build relationships.

    KeyBank now has over 60 locations in the

    Hudson Valley, so were able to be responsive

    and swiftly address any opportunities that

    may arise. No other institution can provide

    our breadth of servicesincluding

    consumer, business, wealth, commercial and

    national bankingall delivered locally.

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    W H O W E A R E

    MAP KEY: Community Banking offices by region:

    Northwest

    Rocky Mountain

    Great Lakes

    Northeast

    National Banking Offices Only

    Key National Footprint

    KeyBank Consumer and Business Banking

    Serving individuals and small businesses with a wide

    array of deposit, investment, lending, mortgage and

    wealth management products and services. Business

    units include: Retail Banking, Business Banking, Wealth

    Management, Private Banking, Key Investment Services

    and KeyBank Mortgage.

    KeyBank Commercial Banking

    Serving midsize businesses through a broad range of

    services, including commercial lending, cash

    management, equipment leasing, investments,

    succession planning, capital markets, derivatives and

    foreign exchange.

    Key Community Banking Facts

    Nations 12th-largest branch network; 53% of Key client households use online banking.

    Since the inception of its Community Reinvestment Act lending activities, Key has received six consecutive Outstanding ratings for its compliance with the Community Reinvestment Act from the U.S. Office of the Comptroller of the Currency; fewer than 10% of financial institutions in the U.S. are awarded the Outstanding rating.

    One of the nations top 10 providers, by total loan balance, of Small Business Administration (SBA) 504 loans.

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    W H O W E A R E

    KEY NATIONAL BANKING includes corporate and

    consumer business units that operate from offices

    within as well as beyond Keys 13-state branch

    network. Our reach extends to 28 states and 26

    countries. Key National Banking includes the following

    business groups:

    KeyBank Real Estate Capital is a full-service real

    estate finance organization operating in 36 major U.S.

    markets and 20 states. Our professionals provide

    financial solutions to real estate investment trusts

    (REITs) and to commercial and residential development,

    investment and brokerage firms. Financial products

    and services include interim and construction lending,

    permanent debt placements, syndications and servicing,

    project equity, and investment banking products. We

    deal exclusively with nonowner-occupied properties,

    typically commercial, multifamily or multitract

    residential properties.

    Key National Finance includes the Equipment

    Finance and Consumer Finance businesses. Our

    Equipment Finance professionals meet the equipment

    leasing and financing needs of businesses of all sizes,

    providing global equipment manufacturers, distributors

    and resellers with financing options for their clients.

    Consumer Finance provides federal and private

    education loans and payment plans for students and

    their parents; makes marine loans through multiple

    channels; finances dealer inventories of automobiles,

    recreation vehicles and watercraft; makes home

    improvement loans through dealers; and provides

    payroll solutions for businesses of all sizes.

    KeyBanc Capital Markets teams provide corporate

    finance, investment banking and capital markets

    services to emerging companies and corporations,

    financial institutions and government entities.

    Activities include commercial lending, treasury

    management, mergers and acquisitions, derivatives

    and foreign exchange, equity and debt underwriting

    and trading, research, and syndicated finance.

    Victory Capital Management manages

    investment portfolios totaling more than $60 billion

    in assets. Victorys clients include institutions in four

    primary channels: public plans, Taft-Hartley plans,

    corporations, and endowments and foundations.

    Victory also manages investment portfolios in both

    the retirement and retail channels through wirehouses

    and broker dealers.

    KeyBank Everywhere

    Key National Banking Facts

    Nations third-largest commercial real estate direct lender (annual financings); fifth-largest servicer of commercial mortgage loans.

    Ranked second nationally in a number of commercial real estate loan syndications.

    One of the nations largest capital providers to the multifamily housing (including FHA, Fannie Mae and Freddie Mac programs) and retail sectors.

    Nations third-largest, bank-held equipment financing company (originations).

    Victory Capital Management ranks among the nations 100 largest investment managers (assets under management).

    A-plus ratings for Global Treasury Management wire transfer initiation and processing, balance reporting accuracy and reliability, and depository service processing and reporting.

    One of the nations largest bank-based educational lenders and financiers of boats priced at more than $50,000.00.

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    W H O W E A R E

    KeyBank Here

    KeyBanks beginnings are actually right here in New York.

    The Key of today has been formed through a fusion of several

    banking and financial companies. In 1994, two of our most

    prominent predecessorsNew York-based KeyCorp and

    Cleveland-based Society Corporationmerged and established

    headquarters in Cleveland.

    With our increased presence, Key is now stronger in New York

    State than ever. That means well be able to create and contribute

    sustained economic growth in even more ways. Through our New

    York-based business operations, Key will contribute more to local

    employment and the states tax base; fund community revitalization

    programs and business expansion efforts; and contribute

    financially, and through volunteerism, to nonprofit organizations

    that help build vibrant communities. Combined, these activities

    represent a commitment to New York of more than $1.8 billion.

  • 1 0

    W H O W E A R E

    Alzheimers Association

    American Cancer Society

    American Heart Association

    Bardavon Opera House

    Belleayre Conservatory

    Boy Scouts of America Hudson Valley Council

    Childrens Village

    Development Disabilities, Inc.

    Food Bank of the Hudson Valley

    Green Chimneys Childrens Services

    Hospice of Orange and Sullivan Counties, Inc.

    Junior Achievement of Northeastern NY

    Juvenile Diabetes Research Foundation

    Marist College Hudson Valley Scholars

    Martin Luther King Cultural Center

    Newburgh Performing Arts

    New Horizon Foundation

    Occupations Inc.

    Putnam ARC

    Rehab Programs Inc.

    St. Lukes Cornwall Hospital

    Sullivan ARC

    Ulster County Habitat for Humanity

    Ulster-Green ARC

    Wall Street Jazz Festival, Kingston

    Westchester Arts Council

    Winslow Therapeutic Riding

    Young Adult Institute

    A Heart for Hudson Valley

    Our commitment to Hudson Valley is evident in our involvement in the community as well as in our

    business dealings. In 2006, Key supported more than 200 Hudson Valley nonprofit organizations

    through contributions, sponsorships and in-kind gifts, including:

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    W H O W E A R E

    Key operates a customer service center in Buffalo,

    as well as a major technology center located in

    Corporate Woods (Albany).

    Albany is home to the headquarters for KeyBanks

    Northeast Region.

    Key employs more than 3,400 professionals

    throughout the state, with a total annual payroll of

    approximately $184 million. It maintains 198 bank

    branches and 284 ATMs within the state.

    Key paid approximately $4.7 million in 2006

    in sales and usage and property taxes in the state

    of New York.

    New York counties served by Keys retail-based

    banking businesses include Albany, Cattaraugus,

    Cayuga, Chautauqua, Clinton, Columbia, Cortland,

    Dutchess, Erie, Franklin, Fulton, Genesee, Greene,

    Jefferson, Lewis, Livingston, Madison, Monroe,

    Montgomery, Niagara, Oneida, Onondaga,

    Ontario, Orange, Oswego, Otsego, Putnam,

    Rensselaer, Rockland, Saratoga, Schenectady,

    Schoharie, St. Lawrence, Sullivan, Ulster, Warren,

    Wayne and Westchester.

    Keys roots date back to 1825 and the founding

    of the Commercial Bank of Albany, NY. The name

    Key was adopted in 1979 to promote brand

    recognition and fuel the companys expansion.

    Did you know

    Key Consumer Banking

    Key Business Banking

    Key Commercial Banking

    Key4Women

    Key Private Bank

    Key Community Development Banking

    Key Investment Services

    Key Government Finance

    Key Public Sector

    KeyBanc Capital Markets

    KeyBank National Association

    Key Equipment Finance

    Key Global Treasury Management

    Key Principal Partners

    KeyBank Real Estate Capital

    Our New York-based operations include the following broad range of Key units:

    Nice to know

    In March 2005, KeyBank received the Empire Gold Award from the Empire State Certified Development Corporation, an affiliate of the New York Business Development Corporation (NYBDC). This award recognizes banks that participate with NYBDC in more than five Small Business Administration 504 loans during the year.

    The Key Hudson Valley District received the Diversity in the Workplace Award from the Poughkeepsie Journal for having a workforce that reflects the racial, age and cultural diversity of the community.

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    W H O W E A R E

    KeyBank N.A Hudson Valley Headquarters One Washington Center Newburgh, NY 12550 845-563-5190 key.com

    Counties served:

    DUTCHESS COUNTY

    Fishkill 38 Route 9 Suite 26 Fishkill, NY 12524 845-897-5130

    Pawling 3 West Main Street Pawling, NY 12564 845-855-1500

    Poughkeepsie Arlington

    830 Main Street Poughkeepsie, NY 12603 845-471-6010

    Route 9 & Spackenkill Rd. Opening 2008

    20 Cannon Street Poughkeepsie, NY 12601 845-473-4610

    Poughquag 2600 Route 55 Poughquag, NY 12570 845-724-3600

    Red Hook 28 West Market Street Redhook, NY 12571 845-758-2311

    FAIRFIELD COUNTY

    Stamford, CT 999 Bedford Street Stamford, CT 06905 1-800-616-3491

    NEW YORK COUNTY

    New York City 11 East 22nd Street New York, NY 10010 1-800-616-3491

    ORANGE COUNTY

    Chester 74 Brookside Avenue Chester, NY 10918 845-469-9126

    Goshen 50 North Church Street Goshen, NY 10924 845-365-4811

    Middletown 101 Dolson Avenue Middletown, NY 10940 845-343-1433

    Monroe 360 Route 17M Unit 1 Monroe, NY 10950 845-365-4811

    Newburgh Newburgh Main

    78 Broadway Newburgh, NY 12550 845-561-2700

    North Plank Road 82 North Plank Road Newburgh, NY 12550 845-561-1680

    Union Avenue 1228 Route 300 Newburgh, NY 12550 845-564-0990

    Scotts Corners 1031 Route 17K Montgomery, NY 12549 845-457-5591

    Vails Gate 366 Windsor Highway New Windsor, NY 12584 845-565-3500

    Warwick 5 Maple Avenue Warwick, NY 10990 845-986-2251

    Washingtonville 26 Brotherhood Plaza Drive Washingtonville, NY 10992 845-365-4811

    PUTNAM COUNTY

    Mahopac Lake Plaza Shopping Center Route 6 Mahopac, NY 10541 845-628-5800

    ROCKLAND COUNTY

    Central Nyack 338 Route 59 Hub Shopping Center Central Nyack, NY 10960 845-365-4811

    Haverstraw 1 Broadway Haverstraw, NY 10927 845-365-4811

    Monsey 87 Route 59 Monsey, NY 10952 845-365-4811

    New City 115 South Main Street

    New City, NY 10956 845-365-4811

    270 So. Little Tor Road New City, NY 10956 845-365-4811

    3 Cavalry Drive New City, NY 10956 845-634-4928

    Nanuet 46 College Avenue Nanuet, NY 10954 845-365-4811

    Orangeburg 65 Dutch Hill Road Orangeburg, NY 10962 845-365-4811

    Pearl River 230 N. Middletown Road Pearl River, NY 10965 845-365-4811

    Spring Valley 45 Kennedy Drive

    Spring Valley, NY 10977 845-365-4811

    4 North Main St Spring Valley, NY 10977 845-365-4811

    Stony Point 35 South Liberty Drive Route 9W Stony Point, NY 10980 845-365-4811

    Suffern 59 Route 59 Suffern, NY 10901 845-365-4811

    West Haverstraw 3 North Route 9W W. Haverstraw, NY 10993 845-365-4811

    SULLIVAN COUNTY

    Monticello 418 Broadway Monticello, NY 12701 845-794-8200

    ULSTER COUNTY

    Hurley 48 Main Street Hurley, NY 12443 845-338-3380

    Kerhonkson 20 Cedar Street Kerhonkson, NY 12446 845-626-2121

    Kingston Kingston-Uptown

    267 Wall Street Kingston, NY 12401 845-331-0207

    Ulster 1203 Ulster Avenue Mall Kingston, NY 12401 845-336-5420

    Marlboro 1 Western Avenue Marlboro, NY 12542 845-236-4211

    Modena 2080 Route 32 Modena, NY 12548 845-883-7322

    Our increased presence in the Hudson Valley makes us one of the regions most convenient banks.We look forward to serving you at any one of our 63 branch locations, online at key.com/unionstate and by phone. Please dont hesitate to contact us.

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    W H O W E A R E

    Phoenicia 53 Main Street Phoenicia, NY 12464 845-688-7000

    Saugerties 258 Main Street Saugerties, NY 12477 845-246-2844

    Stone Ridge Route 209 Stone Ridge, NY 12484 845-687-0001

    Wallkill 16 Wallkill Avenue Wallkill, NY 12589 845-895-2011

    WESTCHESTER COUNTY

    Bedford Hills 299 Bedford Road Bedford Hills, NY 10507 1-800-616-3491

    Cortlandt Manor 3000 E. Main Street (Route 6) Cortlandt Manor, NY 10567 1-800-616-3491

    Eastchester 313 Main Street Eastchester, NY 10709 1-800-616-3491

    Croton On Hudson 428 S. Riverside Avenue Croton on Hudson, NY 10520 1-800-616-3491

    Mount Kisco 23 South Moger Avenue Mount Kisco, NY 10549 914-666-8916

    New Rochelle 28 LeCount Place New Rochelle, NY 10801 1-800-616-3491

    North White Plains 76 Virginia Road North White Plains, NY 10603 1-800-616-3491

    Ossining 88 Croton Avenue Ossining, NY 10562 1-800-616-3491

    Pound Ridge 56 Westchester Avenue Pound Ridge, NY 10576 914-764-4041

    Rye Brook 800 Westchester Avenue 4th Floor Rye Brook, NY 10573 1-800-616-3491

    Tarrytown 131 Central Avenue

    Tarrytown, NY 10591 1-800-616-3491

    75 North Broadway Tarrytown, NY 10591 1-800-616-3491

    White Plains 188 East Post Road

    White Plains, NY 10601 914-761-8500

    270 Martine Avenue White Plains, NY 10601 1-800-616-3491

    Bank Street 27 Bank Street White Plains, NY 10606 914-461-3011

    Yonkers Highridge Plaza

    Yonkers, NY 10710 1-800-616-3491

    2500 Central Park Avenue Yonkers, NY 10710 1-800-616-3491

    D U C H E S S

    W E S T C H E S T E R

    O R A N G E

    R O C K L A N D

    Kingston

    New Paltz

    Beacon

    Newburgh

    New City

    New York City

    Poughkeepsie

    Stamford

    Washingtonville

    Goshen

    Monroe

    Cortlandt Manor

    Croton On Hudson

    Ossining

    Stamford

    White Plains

    Yonkers

    Bedford

    North White Plains

    White PlainsRye Brook

    EastchesterNew Rochelle

    Yonkers

    New York City

    P U T N A M

    U L S T E R

    S U L L I V A ND U T C H E S S

    GoshenMahopac

    MonticelloMonticello

    Fishkill

    Pawling

    Poughkeepsie

    Poughquag

    Red Hook

    Mahopac

    Mt. KiscoPound Ridge

    Chester

    Goshen

    Middletown Scotts Corners

    Newburgh

    Vails Gate

    Warwick

    Hurley

    Kerhonkson

    Kingston

    Marlboro

    Modena

    PhoeniciaSaugerties

    Stone Ridge

    Wallkill

    Ulster

    Tarrytown

    Stony PointWest HaverstrawHaverstrawNew CityAirmontSuffernSpring ValleyCentral NyackNanuetPearl RiverOrangeburg

    KeyBank Branches

    Union State Bank Branches

    Planned Locations

    For a complete list of branch hours, visit key.com/unionstate.

  • 1 4

    F O R Y O U R B U S I N E S S

    Better BankingWeve already discussed our desire to be proactive about your business opportunities, and

    that means bringing you the services, technologies and expertise that allow you to capitalize

    on those opportunities. Here are just a few:

    Banking Innovations:

    Remote DepositWith Key Capture, you can make check deposits right from the convenience of your office, whenever it fits your schedule. Its fast, easy, affordable and secure.

    Payment Processing KeyPay is a secure, Web-based, end-to-end payment processing solution that allows you to accept credit card, debit card and ACH payments. KeyPay is hosted by Key and enables you to monitor, track, manage and reconcile all payment transactions and financial information.

    Progressive Services:

    Key4Women

    Key is dedicated to helping women business owners take advantage of every opportunity available, as well as creating new ones along the way. Through quarterly newsletters and podcasts, Key offers fresh thinking and solutions to help you achieve business goals while balancing your personal goals.

    Reward ProgramsKeyBank debit cards can work hard for your business because you enjoy automatic rebates with the MasterCard Easy Savings program.

    Commercial Credit:

    Equipment FinancingWith an equipment portfolio of over $13 billion and 86,000 clients worldwide, Key Equipment Finance offers solutions for a range of industries. Through our dedicated leasing, legal, tax and asset management professionals, we are able to customize our products to best meet your specific business needs.

    FinancingCredit is essential for virtually every business. Key offers valuable strategic financial guidance as well as funding. To facilitate quick turnaround, local underwriters and credit officers have the authority to approve your request.

    SBA LoansKey is one of the top 10 SBA lenders in the country. Small Business Administration (SBA) guaranteed loan programs help with a full range of small business needs for any industry. An SBA loan can be used to construct new or purchase existing commercial owner-occupied real estate, to expand or modernize facilities, purchase equipment, finance business acquisitions or start-ups, and finance inventory and accounts receivable.

    Financial Planning:

    Key Wealth CapabilitiesWe offer comprehensive expertise in financial and estate planning for highly successful individuals. Our team takes a holistic view of your financial picture and works through 13 Wealth Issues weve identified and how they relate to your business and goals. Our expertise includes investment management, fiduciary administration, customized credit and banking solutions, family philanthropy planning, tax and insurance planning, and personal trust services.

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    F O R Y O U R B U S I N E S S

    Now that youve read all about KeyBank, who we are and what we have to offer, the following section goes into greater detail about specific accounts and their terms.

    Have questions? Check the end of this booklet for a helpful Questions and Answers section. You can also call our dedicated Customer Service Center at 1-800-539-6125 or visit key.com/unionstate for more information.

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    A Guide to Your New KeyBank Business Accounts

    The following sections outline all of the details you need to know about your new KeyBank Account. These changes are subject to KeyCorps acquisition of Union State Bank.

    Each product summary contains the new name of your account, as well as pricing information and other terms and conditions that will apply to your former business Union State Bank (USB) account as a result of the conversion. Also enclosed in this packet is the KeyBank National Association Deposit Account Agreement and Funds Availability Policy that will govern your deposit account(s) after conversion. There are changes in the terms and conditions governing your deposit account as described in the KeyBank National Association Deposit Account Agreement and Funds Availability Policy that will be effective on January 18, 2008. Please read the entire Deposit Account Agreement and Funds Availability Policy, however some significant changes in the terms and conditions governing your deposit account are:

    Refer to Section 6. Payment of Items; Overdrafts; Substitute Checks. Refer to the information pertaining to processing of items from highest dollar amount to lowest dollar amount within certain categories based on the time of the transaction, point-of-sale transactions, discretionary payment of items when the Account does not contain sufficient available funds, and the Check Clearing for the 21st Century Act, including your rights as a consumer regarding substitute checks. Changes in the way your transactions will be processed may result in less funds available to pay items presented on the business day of deposit.

    Please note Section 10. Account Statements; Limitation on Time to Report Forgeries and Errors. The time period provided for you to report a forgery or error after your statement is sent will decrease. This section also includes information pertaining to your review of your statements for accuracy, security of your statement and account number, KeyBank does not manually examine all items, use of facsimile signatures or endorsements and availability of

    statements in an electronic medium.

    Refer to Section 25. Arbitration Provision for important information pertaining to KeyBanks Arbitration Provision including your right to reject this Arbitration Provision.

    Please note Section 26. Applicable Law. This Agreement and all Accounts shall be governed by the laws of the State of Ohio (without regard for conflict of law rules) and applicable federal law, but with respect to all fees and charges related to your Account, federal law alone shall control.

    Refer to Section 29. Disclosure of Account Information. We may share information within the KeyCorp family of companies as well as with unaffiliated third parties external to Key as described in the Privacy Policy. You specifically consent to us sharing information within the KeyCorp family of companies and with external unaffiliated third parties. You have the right to opt out of information sharing as described in this section and in the Privacy Policy.

    The KeyBank Funds Availability Policy describes when funds from your cash and check deposits will be available for withdrawal. In most cases, funds from your deposits will be available sooner than compared to your current availability. Our Funds Availability Policy for deposits to all Personal deposit account and specified Business deposit account types described in Section 4. is to make funds from your cash and all local and non-local check deposits available to you on the first business day after the day we receive your deposit. Our Funds Availability Policy for deposits to all other Business deposit account types as stated in Section 5 is to make funds from your cash and most local check deposits available to you on the first business day after the day we receive your deposit. Some local check deposits will not be available until the second business day after the day we receive your deposit. Deposits of non-local checks will be available to you no later than the third business day after the day of your deposit. This Policy applies to all deposit channels. Please refer to the table in the Policy that explains how to determine when check deposits will be available.

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    Y O U R A C C O U N T S

    CHECKING ACCOUNTS

    Keep in mind these important facts about your checking account:

    You will receive a final checking account statement for your former USB account reflecting activity as of the close of business on January 17, 2008. For interest bearing checking accounts interest will be credited through January 17, 2008, and will be reflected on your last USB account statement. The remainder of your interest for the cycle will be credited and reflected on your first KeyBank account statement. The monthly service charges and activity charges will be waived on the final USB statement and on your first KeyBank statement. If a monthly maintenance fee or an activity fee appears on your last USB statement, you will see a refund reversal for the amount of the charge on your first KeyBank Statement. If you currently receive images of the front of your checks with your statement, you will no longer receive an image statement. However, your cancelled checks or copies of your cancelled checks will be returned in your statement. If you have more than one account combined on one statement, you will only receive your cancelled checks or copies of your cancelled checks for the primary account on the statement. If you prefer to receive your checks for all of your accounts, on or after January 18, 2008, you can request to have your statement un-combined in order to receive individual statements with your checks or copies of your checks enclosed.

    You may continue to use your USB checks. You do not need to reorder new checks. If you prefer to order KeyBank logo checks, you can do so at any KeyBank branch.

    Your direct deposits and automatic payments will continue without interruption.

    You will receive information pertaining to your USB Apartment Security, USB Statement Undertaker and USB Down Payment Accounts in a separate mailing.

    Sweep and Overdraft Protection Transfers from other CHECKING or SAVINGS ACCOUNTS

    If you currently have a savings account and/or a money market savings account linked to your

    checking account for the purpose of transferring funds automatically from your savings account or money market savings account to your checking account to cover overdrafts, transactions, or to maintain a specific balance in the checking account, this service will be discontinued after January 17, 2008. Please contact your branch if you would like to apply for an overdraft protection line of credit for your checking account or would like more information about KeyBanks account-to-account transfer services.

    If you currently have a checking account, and/or another savings account or another money market savings account linked to your savings account or money market savings account for the purpose of transferring funds automatically from your checking account, and/or another savings account or another money market savings account to your savings account or money market savings account to cover overdrafts, transactions, or to maintain a specific balance in the savings account or money market savings account, this service will be discontinued

    after January 17, 2008.

    Account holders with Cash Management Products

    If you have cash management services, your Account will be renamed Key Business Checking Account. Account holders with Business Banking Advantage accounts, the monthly Maintenance Service Charge will decrease to $15.00. Account holders with Xtra Free Business Checking or Business Checking Account for Club and Associations, the monthly Maintenance Service Charge will increase to $15.00. Account holders of all other products the monthly Maintenance Service charge will remain $15.00. The charge for check(s)/withdrawal(s) paid will increase to $0.17 each. The charge for deposits made will increase to $0.40 each. The charge for local deposited items will increase to $0.11 each, and the charge for foreign deposited items will increase to $0.11 each.

    You will receive an Earnings Credit Allowance which may be used to offset some or all of the monthly services charges. The Earnings Credit Allowance is calculated on the average positive collected balance (90% of the average positive collected balance) in the Account at the Banks Earnings Credit Rate. The Earnings Credit Rate may change at any time without

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    notice to you and may vary based on the average collected balances held in the Account:

    Tier I $0.01$9,999.99Tier II $10,000$49,999.99Tier III $50,000$99,999.99Tier IV $100,000$499,999.99Tier V $500,000 and above

    If you do not utilize Cash Management services, your Account will not be on analysis but instead you will receive an itemized account statement.

    For those that utilize Cash Management services (i.e. ACH origination, Online Wire Transfer services), your Account will remain on analysis. You will receive an account statement as well as a separate Account Analysis statement detailing Cash Management service usage and associated charges.

    The Cash Management specific services and charges will be communicated in a separate mailing, based on the services you currently have. You will also receive additional information that may require action for the Cash Management services to continue without interruption.

    Account holders with BUSINESS CHECKING ACCOUNTS that are not using Cash Management Products

    If the balance of your account as of the end of business on January 17, 2008, is $50,000.00 or more, your Account will be renamed Key Business Checking Account. The monthly Maintenance Service Charge will remain $15.00. This Account is provided with an Earnings Credit Allowance in order to offset some or all of the monthly service charges. The Earnings Credit Allowance is calculated on 90% of the average daily collected balance in the Account at the Banks Earnings Credit Rate. The Earnings Credit Rate may change at any time without notice to you and may vary based on the investable balances held in the Account.

    The charge for each check/withdrawal paid will increase to $0.18. The charge for each deposit made will increase to $0.52. The charge for the first 500 local items deposited during the statement period will increase to $0.15 each while the charge for each local item deposited (in excess of 500) each monthly statement period will decrease to $0.11. The charge

    for the first 500 foreign items deposited during the statement period will increase to $0.15 each while the charge for each foreign item deposited (in excess of 500) will decrease to $0.12. The charge for ACH items paid and ACH items deposited will decrease to $0.12 each.

    The FDIC insurance premium is charged on the Average Daily Positive Ledger balance on each Account based on the current bank assessment. The FDIC insurance premium is currently $.009 per $1,000.00 but is subject to change without notice.

    An uncollected funds service charge is computed based on the average daily negative collected balance for any days when the account has a negative collected balance. The Banks uncollected funds rate is used to calculate the uncollected funds charge. The uncollected funds rate is the Banks prime rate plus 3%. The prime rate is the rate the Bank designates from time to time as its prime rate and is not necessarily the lowest rate charged to clients.

    If the balance of your account as of the end of business on January 17, 2008, is less than $50,000.00, your Account will be renamed Key Business Reward Checking Account. The monthly Maintenance Service Charge will remain $15.00. The monthly Maintenance Service Charge can be avoided if any of the following requirements are met:

    The Average Ledger Balance in your Key Business Reward Checking Account was $5,000.00 or more during the monthly statement period.

    The combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Major Saver Money Market Savings, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts, and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

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    If you had another account that was converted to a Key Business Reward Checking Account at any time or this account was opened prior to June 17, 2005, and you pre-arrange with the Bank under the Banks Relationship Pricing Service to have this account and any other accounts linked to it and the combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    You will no longer be charged separate fees for checks/withdrawals paid, deposits made or items deposited. Instead, your Account will be charged $0.25 each for any combination of Check(s)/Withdrawal(s) Paid and/or Deposited Item(s) in excess of 500 during the monthly statement period. There will no longer be a charge for ACH items.

    The Key Business Reward Checking Account entitles you to special benefits such as discounts on banking services and, subject to credit approval, flexible credit products.

    Account holders with BUSINESS CHECKING ACCOUNT for Club and Associations that are not using Cash Management Products

    If the balance of your account as of the end of business on January 17, 2008, is $50,000.00 or more, your Account will be renamed Key Business Checking Account. The monthly Maintenance Service Charge will increase to $15.00. This Account is provided with an Earnings Credit Allowance in order to offset some or all of the monthly service charges. The Earnings Credit Allowance is calculated on 90% of the average daily collected balance in the Account at the Banks

    Earnings Credit Rate. The Earnings Credit Rate may change at any time without notice to you and may vary based on the investable balances held in the Account.

    The charge for each check/withdrawal paid will increase to $0.18. The charge for each deposit made will increase to $0.52. The charge for the first 500 local items deposited during the statement period will increase to $0.15 each while the charge for each local item deposited (in excess of 500) each monthly statement period will decrease to $0.11. The charge for the first 500 foreign items deposited during the statement period will increase to $0.15 each while the charge for each foreign item deposited (in excess of 500) will decrease to $0.12. The charge for ACH items paid and ACH items deposited will decrease to $0.12 each.

    The FDIC insurance premium is charged on the Average Daily Positive Ledger balance on each Account based on the current bank assessment. The FDIC insurance premium is currently $.009 per $1,000.00 but is subject to change without notice.

    An uncollected funds service charge is computed based on the average daily negative collected balance for any days when the account has a negative collected balance. The Banks uncollected funds rate is used to calculate the uncollected funds charge. The uncollected funds rate is the Banks prime rate plus 3%. The prime rate is the rate the Bank designates from time to time as its prime rate and is not necessarily the lowest rate charged to clients.

    If the balance of your account as of the end of business on January 17, 2008, is less than $50,000.00, your Account will be renamed Key Business Free Checking Account. There is no monthly Maintenance Service Charge for this account.

    You will no longer be charged separate fees for checks/withdrawals paid, deposits made or items deposited. Instead, your Account will be charged $0.25 each for any combination of Check(s)/Withdrawal(s) Paid and/or Deposited Item(s) in excess of 200 during the monthly statement period. There will no longer be a charge for ACH items.

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    Account holders with BUSINESS BANKING ADVANTAGE

    Your Account will be renamed Key Business Reward Checking Account. The monthly Maintenance Service Charge will decrease to $15.00. The Average Ledger Balance required to avoid the monthly Maintenance Service Charge will decrease to $5,000.00. The monthly Maintenance Service Charge for a Key Business Reward Checking Account can be avoided if any of the following balance requirements are met:

    The Average Ledger Balance in your Key Business Reward Checking Account was $5,000.00 or more during the monthly statement period.

    The combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Major Saver Money Market Savings, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    If you had another account that was converted to a Key Business Reward Checking Account at any time or this account was opened prior to June 17, 2005, and you pre-arrange with the Bank under the Banks Relationship Pricing Service to have this account and any other accounts linked to it and the combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market

    Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    You will no longer receive 150 checks paid and 150 checks deposited at no charge. Instead your Account will be charged $0.25 each for any combination of Check(s)/Withdrawal(s) Paid and/or Deposited Item(s) in excess of 500 during the monthly statement period. The amount of this per-item charge remains the same.

    The Key Business Reward Checking Account entitles you to special benefits such as discounts on banking services and, subject to credit approval, flexible credit products.

    BUSINESS BANKING ADVANTAGE PROGRAM benefits offered through Generations Gold.

    Until further notice your existing benefits will remain unchanged with the exception that starting January 18, 2008, no new enrollments will be accepted into the program.

    Account holders with XTRA FREE BUSINESS CHECKING or REG D NON-INTEREST BUSINESS CHECKING

    Your Account will be renamed Key Business Free Checking Account. There is no Monthly Maintenance Service Charge for this account. You will no longer receive 150 checks paid and 150 checks deposited at no charge. Instead your Account will be charged $0.25 each for any combination of Check(s)/Withdrawal(s) Paid and/or Deposited Item(s) in excess of 200 during the monthly statement period. The amount of this per-item charge remains the same.

    Account holders with CHECKS PAID 150

    Your Account will be renamed Key Business Reward Checking Account. The monthly Maintenance Service Charge of $15.00 will remain the same. The Average Ledger Balance required to avoid the monthly Maintenance Service Charge will decrease to $5,000.00. The Average Ledger Balance in linked accounts required to avoid the monthly Maintenance Service Charge will decrease to $15,000.00. The monthly Maintenance Service Charge for a Key Business Reward Checking Account can be avoided if any of the following balance requirements are met:

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    The Average Ledger Balance in your Key Business Reward Checking Account was $5,000.00 or more during the monthly statement period.

    The combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Major Saver Money Market Savings, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    If you had another account that was converted to a Key Business Reward Checking Account at any time or this account was opened prior to June 17, 2005, and you pre-arrange with the Bank under the Banks Relationship Pricing Service to have this account and any other accounts linked to it and the combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    You will no longer receive 150 checks paid and 50 checks deposited at no charge. Instead your Account will be charged $0.25 each for any combination of Check(s)/Withdrawal(s) Paid and/or Deposited Item(s) in excess of 500 during the monthly statement period. The amount of this per item charge remains the same.

    The Key Business Reward Checking Account entitles you to special benefits such as discounts on banking services and, subject to credit approval, flexible credit products.

    Account holders with DEPOSITED CHECKS 150

    Your Account will be renamed Key Business Reward Checking Account. The monthly Maintenance Service Charge of $15.00 will remain the same. The Average Ledger Balance required to avoid the monthly Maintenance Service Charge will decrease to $5,000.00. The Average Ledger Balance in linked accounts required to avoid the monthly Maintenance Service Charge will decrease to $15,000.00. The monthly Maintenance Service Charge for a Key Business Reward Checking Account can be avoided if any of the following balance requirements are met:

    The Average Ledger Balance in your Business Reward Checking Account was $5,000.00 or more during the monthly statement period.

    The combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business Major Saver Money Market Savings, Key Business Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    If you had another account that was converted to a Key Business Reward Checking Account at any time or this account was opened prior to June 17, 2005, and you pre-arrange with the Bank under the Banks Relationship Pricing Service to have this account and any other accounts linked to it and the combined cycle to date Average Ledger Balance in any combination of Key Business Reward Checking, Key Business Free Checking, Key Business Checking, Key Business Money Market Checking, Key Business Sweep Checking, Key Business Saver, Key Business

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    Silver Money Market Savings, Key Business Premier Money Market Savings, Key Business Platinum Money Market Savings, Key Business Optimum Money Market Savings, Key Business Ultra Money Market Savings, Key Business Signature Money Market Savings Accounts and Business Certificates of Deposit Accounts was $15,000.00 or more two business days prior to your Business Reward Checking Account statement cycle date.

    You will no longer receive 50 checks paid and 150 checks deposited at no charge. Instead your Account will be charged $0.25 each for any combination of Check(s)/Withdrawal(s) Paid and/or Deposited Item(s) in excess of 500 during the monthly statement period. The amount of this per item charge remains the same.

    The Key Business Reward Checking Account entitles you to special benefits such as discounts on banking services and, subject to credit approval, flexible credit products.

    Account holders with IOLA/IOLTA NOW ACCOUNT

    Your Account will be renamed IOLA. Interest will be remitted to the IOLA Fund monthly. You will no longer be charged a $35.00 quarterly handling fee (deducted from interest earned). Instead, there will be a monthly administrative service charge of $15.00 that is deducted from the interest earned on the Account before the Bank remits interest to the IOLA fund. If the interest credited for any month is less than $15.00, the charges will equal the interest earned, and the excess will be applied against other Bank remittances to the IOLA fund for that month. Interest rates are variable and subject to change as often as daily at the discretion of the Bank.

    PUBLIC CHECKING

    Account holders with MUNICIPAL

    Your account will be renamed Key Public Checking. This Account will be placed on ANALYSIS. The fees for this Account will be waived through April 30, 2008, after which, your account will be placed on a relationship pricing schedule.

    An uncollected funds service charge is computed based on the average daily negative collected

    balance for any days when the account has a negative collected balance. The Banks uncollected funds rate is used to calculate the uncollected funds charge. The uncollected funds rate is the Banks prime rate plus 3%. The prime rate is the rate the Bank designates from time to time as its prime rate and is not necessarily the lowest rate charged to clients.

    The Overdraft Item Charge and Return Item Charge for this account is $33.00 per item.

    Account holders with MUNICIPAL NOW ACCOUNT or MUNICIPAL NOW

    Your account will be renamed Key Public Money Market Checking. This Account will be placed on ANALYSIS. The fees for this Account will be waived through April 30, 2008, after which, your account will be placed on a relationship pricing schedule.

    The interest rate on a Key Public Money Market Checking is computed on your Collected Balance. The interest rates for all tiers are variable and subject to change as often as daily at the discretion of the Bank. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    An uncollected funds service charge is computed based on the average daily negative collected balance for any days when the account has a negative collected balance. The Banks uncollected funds rate is used to calculate the uncollected funds charge. The uncollected funds rate is the Banks prime rate plus 3%. The prime rate is the rate the Bank designates from time to time as its prime rate and is not necessarily the lowest rate charged to clients.

    The Overdraft Item Charge and Return Item Charge for this account is $33.00 per item.

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    SAVINGS ACCOUNTS

    Keep in mind these important facts about your savings account:

    You will receive a final savings account statement for your former Union State Bank account reflecting activity as of the close of business on January 17, 2008. Interest will be credited through January 17, 2008, and will be reflected on your last Union State Bank account statement. The remainder of your interest for the cycle will be credited and reflected on your first KeyBank account statement. The monthly service charges and activity charges will be waived on the final Union State Bank statement and on your first KeyBank statement. If a monthly maintenance fee or an activity fee appears on your last USB statement, you will see a refund reversal for the amount of the charge on your first KeyBank Statement.

    If you have check writing capabilities on your Union State Bank Money Market Savings accounts, you may continue to use your Union State Bank checks. You do not need to reorder new checks. If you prefer to order KeyBank logo checks, you can do so at any KeyBank branch.

    Your direct deposits and automatic payments will continue without interruption.

    Savings Accounts (all types) are subject to withdrawal and transfer limitations. There are no restrictions on the number of withdrawals paid from a savings account directly to you. However, you may make only six transfers and/or payments to another Account of yours with us or to a third party each monthly period. The six transfers and/or payments may be made by a preauthorized or automatic transfer or telephonic (including data transmission) agreement and no more than three of the transfers may be made by check (if applicable), draft, debit card, or similar order payable to third parties. Automatic deductions will be considered paid in the monthly period they are posted to the Account. See account specific details below for the Excess Withdrawal/Transfer Charge that will apply to these Accounts.

    Account holders with NYC CT HIGH YIELD BUSINESS SAVER Your account will be renamed Key Business Saver. The monthly Maintenance Service Charge will

    increase to $4.00. To avoid the monthly Maintenance Service Charge you may maintain either a minimum daily Ledger Balance of $300.00 during the monthly statement period or an Average Ledger Balance of $600.00 during the monthly statement period.

    The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $5.00 for each transfer or payment over the limits.

    Interest is computed on your Collected Balance at the Banks Key Business Saver rates. The interest rates for all tiers on a Key Business Saver Account are variable and subject to change as often as daily at the discretion of the Bank. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with GOLDEN STMT SAVINGS ACCOUNT

    Your account will be renamed Key Business Saver. The monthly Maintenance Service Charge will increase to $4.00. The minimum balance required to avoid the monthly maintenance service charge will change from an average daily balance of $500.00 to a daily Ledger Balance of $300.00. You will also be able to avoid the monthly Maintenance Service Charge by maintaining a monthly Average Ledger Balance of $600.00.

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    The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $5.00 for each transfer or payment over the limits.

    Interest is computed on your Collected Balance at the Banks Key Business Saver rates. The interest rates for all tiers on a Key Business Saver Account are variable and subject to change as often as daily at the discretion of the Bank. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with USB LIQUID GOLD

    Your account will be renamed Key Business Saver. The monthly Maintenance Service Charge will decrease to $4.00. The minimum balance required to avoid the monthly Maintenance Service Charge will change from an average daily collected balance of $1,000.00 to an Average Ledger Balance of $600.00. You may also avoid the monthly Maintenance Service Charge by maintaining a Daily Ledger Balance of $300.00 during the monthly statement period.

    The Excess Withdrawal/Transfer Charge will decrease and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with

    us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $5.00 for each transfer or payment over the limits.

    Interest is computed on your Collected Balance at the Banks Key Business Saver rates. The interest rates for all tiers on a Key Business Saver Account are variable and subject to change as often as daily at the discretion of the Bank. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with HIGH YIELD STATEMENT SAVINGS BUSINESS

    Your account will be renamed Key Business Saver. The monthly Maintenance Service Charge will decrease to $4.00. The Average Daily Ledger Balance required to avoid the monthly Maintenance Service Charge will decrease to $600.00. You may also avoid the monthly Maintenance Service Charge by maintaining a minimum Daily Ledger Balance of $300.00 during the monthly statement period. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $5.00 for each

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    transfer or payment over the limits.

    Interest is computed on your Collected Balance at the Banks Key Business Saver rates. The interest rates for all tiers on a Key Business Saver Account are variable and subject to change as often as daily at the discretion of the Bank. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with STMTBUSINESS

    Your account will be renamed Key Business Saver. The monthly Maintenance Service Charge will increase to $4.00. The Average Daily Ledger Balance required to avoid the monthly Maintenance Service Charge will increase to $600.00. You may also avoid the monthly Maintenance Service Charge by maintaining a minimum Daily Ledger Balance of $300.00 during the monthly statement period. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $5.00 for each transfer or payment over the limits.

    Interest is computed on your Collected Balance at the Banks Key Business Saver rates. The interest rates for all tiers on a Key Business Saver Account are variable and subject to change as often as daily at the discretion of the Bank. It is important to note that there could be more than one interest rate balance

    tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with MONEY MARKET PREFERRED BUSINESS

    Your account will be renamed Key Business Platinum Money Market Savings Account. There is no Monthly Maintenance Service Charge for this account. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $15.00 for each transfer or payment over the limits.

    Interest rates are variable and subject to change as often as daily at the discretion of the Bank. The interest rate balance tiers will change. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

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    Account holders with BETTER MONEY MARKET BUSINESS

    Your account will be renamed Key Business Platinum Money Market Savings Account. There is no Monthly Maintenance Service Charge for this account. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $15.00 for each transfer or payment over the limits.

    Interest rates are variable and subject to change as often as daily at the discretion of the Bank. The interest rate balance tiers will change. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with MONEY MARKET BUSINESS

    Your account will be renamed Key Institutional Money Market Savings Account. There is no monthly Maintenance Service Charge for this account. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments

    exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $15.00 for each transfer or payment over the limits.

    Interest rates are variable and subject to change as often as daily at the discretion of the Bank. The interest rate balance tiers will change. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$49,999.99 Tier II Interest Rate $50,000$99,999.99 Tier III Interest Rate $100,000$249,999.99 Tier IV Interest Rate $250,000$499,999.99 Tier V Interest Rate $500,000$999,999.99Tier VI Interest Rate $1,000,000 and above

    Account holders with SIMPLY BETTER MONEY MARKET BUSINESS

    Your account will be renamed Key Institutional Money Market Savings Account. There is no monthly Maintenance Service Charge for this account. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $15.00 for each transfer or payment over the limits.

    Interest rates are variable and subject to change as often as daily at the discretion of the Bank. The interest rate balance tiers will change. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$49,999.99 Tier II Interest Rate $50,000$99,999.99 Tier III Interest Rate $100,000$249,999.99 Tier IV Interest Rate $250,000$499,999.99 Tier V Interest Rate $500,000$999,999.99Tier VI Interest Rate $1,000,000 and above

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    Account holders with USB PREMIER NOW ACCOUNT

    Your account will be renamed Key Premier Institutional Money Market Savings Account. There is no monthly Maintenance Service Charge for this account. The Excess Withdrawal/Transfer Charge will increase and the transactions will be counted as follows. If the number of checks or debit card transactions payable to third parties exceeds four per monthly period, or if the number of transfers to another account of yours with us and/or payments to third parties exceeds seven per monthly period, or if a combination of checks, debit card transactions, transfers and payments exceeds a total of seven per monthly period your account will be charged an Excess Withdrawal/Transfer Charge of $15.00 for each transfer or payment over the limits.

    Interest rates are variable and subject to change as often as daily at the discretion of the Bank. The interest rate balance tiers will change. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$49,999.99 Tier II Interest Rate $50,000$99,999.99 Tier III Interest Rate $100,000$249,999.99 Tier IV Interest Rate $250,000$499,999.99 Tier V Interest Rate $500,000$999,999.99Tier VI Interest Rate $1,000,000 and above

    PUBLIC SAVINGS

    Savings Accounts (all types) are subject to withdrawal and transfer limitations. There are no restrictions on the number of withdrawals paid from a savings account directly to you. However, you may make only six transfers and/or payments to another Account of yours with us or to a third party each monthly period. The six transfers and/or payments may be made by a preauthorized or automatic transfer or telephonic (including data transmission) agreement and no more than three of the transfers may be made by check (if applicable), draft, debit card, or similar order payable to third parties. Automatic deductions will be considered paid in the monthly period they are posted to the Account.

    Account holders with MONEY MARKET MUNICIPAL

    Your account will be renamed Key Public Money Market Savings. The fees for this Account will be waived through August 31, 2008, with the exception of the Overdraft Item Charge and Return Item Charge of $33.00 per item.

    The interest rate on a Key Public Money Market Savings Account is variable and subject to change as often as daily at the discretion of the Bank. Your entire collected balance will earn interest at the interest rate associated with the tier level stated below. The interest rate may vary based on Account balance. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Account holders with GOLDEN STATEMENT SAVINGS, LIQUID GOLD MUNI or MUNICIPAL STATEMENT SAVINGS

    Your account will be renamed Key Public Saver. The fees for this Account will be waived through August 31, 2008, with the exception of the Overdraft Item Charge and Return Item Charge of $33.00 per item. The interest rate on a Key Public Saver Account is variable and subject to change as often as daily at the discretion of the Bank. Your entire collected balance will earn interest at the interest rate associated with the tier level stated below. The interest rate may vary based on Account balance. It is important to note that there could be more than one interest rate balance tier earning interest at the same interest rate. Interest will be compounded daily and credited monthly, based on the following tiers:

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    Tier I Interest Rate $0.01$2,499.99 Tier II Interest Rate $2,500$4,999.99 Tier III Interest Rate $5,000$9,999.99 Tier IV Interest Rate $10,000$24,999.99 Tier V Interest Rate $25,000$49,999.99 Tier VI Interest Rate $50,000$99,999.99 Tier VII Interest Rate $100,000$249,999.99 Tier VIII Interest Rate $250,000$499,999.99 Tier IX Interest Rate $500,000$999,999.99Tier X Interest Rate $1,000,000 and above

    Certificates of Deposit

    On January 18, 2008, Union State Bank (USB) Time Certificates of Deposit will become KeyBank Certificates of Deposit. Your KeyBank Certificate of Deposit will become a book entry Account which means the Certificate of Deposit Account is owned by the person(s) shown on KeyBank records. You will be required to present the USB Time Certificate of Deposit in order to make a withdrawal or close the Account. You must notify us at once if your certificate is lost or stolen. At KeyBanks option, you must give us a bond from a surety company satisfactory to us in an amount not exceeding the balance in the Account, or other satisfactory indemnity, if you close a certificate Account without giving us the certificate.

    USB Time Certificates of Deposit with balances of $100,000.00 or greater will be renamed Key Business Jumbo CD. USB Time Certificates of Deposit with terms of six months or greater will be renamed Key Business CD. USB Time Certificates of Deposit with terms of seven days to 179 days will be renamed Key Business Short Term CD. USB Time Certificates of Deposit held by public entities will be renamed Key Public Certificate of Deposit. During your current term there will be no changes to your account other than a possible change in interest payment frequency. For all types of USB Time Certificates of Deposit with monthly, quarterly, semi-annual, or annual interest payment frequencies, interest will continue to be paid based on that frequency and at maturity.

    If your last periodic interest payment cycle date does not coincide with your maturity date, interest for the remainder of the term will be paid at maturity. If you receive interest by check or transfer to another account and your last periodic interest payment cycle date is 15 days or less prior to your maturity date your

    periodic interest payment will be added to the interest paid at maturity.

    For Certificate of Deposit Accounts you will not receive a stand-alone statement. However for Certificates of Deposit with terms greater than 13 months, you may request that your Certificate of Deposit account be combined with your KeyBank checking or savings accounts in order to receive a regular combined statement.

    For KeyBank Certificate of Deposit accounts with terms 32 days and greater you will receive a maturing Certificate of Deposit account notice prior to your next maturity date. Upon maturity, your automatically renewable KeyBank Certificate of Deposit will renew at a current interest rate in effect on that date. If you have any type of non-automatically renewable Certificate of Deposit account, once the Certificate Account has matured, if you do not renew or reinvest the funds, the funds will cease to earn interest.

    The following sections describe the terms and conditions that will go into effect upon maturity/renewal of your KeyBank Certificate of Deposit Account (Certificate Account). Please review these sections and note the changes in the penalties for early withdrawal and payment of interest. The receipt referred to below will be provided if you change the terms of your Certificate Account on the maturity date for seven to 31 day term Certificate Accounts, during the 10 calendar day grace period following maturity on Certificate Accounts with terms of 32 days and greater or, if you open a new Certificate Account.

    Interest Rates & Payments

    The Interest Rate is the rate in effect on the day the Account is renewed/opened and the Annual Percentage Yield (APY) quoted is the yield which would result if the initial Interest Rate were to remain in effect for an entire year. The APY assumes interest remains on deposit until maturity. A withdrawal of interest (including by check or by deposit to another account) prior to maturity will reduce earnings.

    The initial interest rate on a Certificate Account will be in effect for the length of the term of your Account.

    A Certificate Account earns interest from the date of deposit to (but not including) the maturity date. If the maturity date shown on the deposit receipt falls on a

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    Saturday, Sunday, or a legal holiday, the Certificate Account will be payable on the next bank business day and will earn interest until that day. We use the Daily Balance method to compute interest on Certificate Accounts. This method applies