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    ONLINE SERVICES AGREEMENT

    Online Services Agreement

    Online Services, including EasyPay and QuickPay, ("Services") allow you to register with Alphera Financial Services, a division of BMW Financial Services NA, LLC to view your individual information and manage your accounts via the Internet. As used herein, the terms, "Alphera," "Alphera Financial Services," "we," "us," or "our" refers to Alphera Financial Services, BMW Financial Services NA, LLC, MINI Financial Services, Rolls-Royce Motor Cars Financial Services, BMW Bank of North America, and Financial Services Vehicle Trust, and their subsidiaries and/or affiliates (collectively, "ALPHERA"). As used in this Agreement, "you" or "your" refers to each person(s) subscribing to, using or accessing the Services and, "ALPHERA" refers to any agent, independent contractor, designee, or assignee ALPHERA may, at its sole discretion, involve in the provision of these Services.

    To use Online Services, we require you to read and agree to our Online Services Agreement ("Agreement.") Please review the Privacy Policy before completing enrollment.

    This Online Services Agreement states the terms and conditions that govern your use of online services offered on this website (AlpheraCentral), (collectively, "Sites") offered by ALPHERA. When you use or access, or permit any other person(s) to use or access the Services, you agree to the terms and conditions of this Agreement (including applicable fees and service charges) which maybe updated and modified from time to time, in our sole discretion, by posting the updated terms on the Sites or by sending you written notice by electronic mail or by regular mail (sent to your address as it appears on your account records.) Please access and review the Agreement regularly. If you find the terms of this Agreement unacceptable to you at any time, please discontinue use of the Services.

    Regulation E of the Electronic Funds Transfer Act may apply to the portion of the Services which allow you to pay your bills online. This Regulation provides for certain protections which requires us to furnish certain disclosures regarding your rights and liabilities relating to transfers of funds that can be initiated after you sign up for the Services. Those disclosures must be furnished before you initiate any bill payments via the Services or prior to your first electronic transaction and have been incorporated into these Terms and Conditions. With regard to these and subsequent disclosures, (i) you confirm that (a) you can receive electronic communications addressed as indicated in your application for our Services, and (b) that your computer equipment is capable of printing electronic communications and attachments to such communications, (ii) you agree that (a) by using the Services, you agree to the Terms and Conditions, and (b) that any subsequent notices or disclosures will be effective the date we post them to our website, or send them to you electronically (unless we indicate in our communication a later effective date.) You may withdraw your consent to the receipt of electronic communications from us relative to the Services by calling 866-425-7437. But if you do so your Service will be terminated. Any such withdrawal of your consent will not affect other consents to electronic communications you may have provided to us in connection with ALPHERA online services or any accounts or services you may have with us (except to the extent that such other consent expressly provides otherwise.)

    Your acceptance of this Agreement indicates not only that you agree to the foregoing and following provisions, but also that we can change these terms at any time, notifying you of the change as provided above (unless we conclude that, for security purposes the change must be made effective before you are notified.) These changes may include modifications to or elimination of any of the then current terms and conditions and any new terms and conditions.

    If after you have enrolled in EasyPay and you believe your bank account has been debited in error, you will contact ALPHERA as well as your banking institution immediately. If there has been a transfer without your permission, you will call or write as follows:

    Alphera Financial Services:

    866-425-7437 or write

    Alphera Financial Services

    P.O. Box 3608

    Dublin, Ohio 43016-0306

    For the purpose of these disclosures, business days are Monday through Friday 9:00 AM - 9:00 PM EST.

    You may use EasyPay to electronically pay your monthly billings as well as any other charges on your account. No fees will be charged for Easy Pay transactions unless the item is returned NSF and then you may be charged a returned item fee based on your contract and your state's laws.

    Your monthly electronic payment will appear on your monthly statement. If you need to stop or cancel your EasyPay account, you will contact ALPHERA at 866-425-7437 or you will write to Alphera Financial Services at P.O. Box 3608 Dublin, Ohio 43016-0306 in time for ALPHERA to receive your

    request 5 business days or more before the payment is scheduled to be made. You acknowledge that ALPHERA may discontinue EasyPay withdrawals at any time.

    ALPHERA will disclose information to third parties about your account or the transactions you make:

    1.) Where it is necessary for completing transactions

    2.) In order to verify the existence and condition of your account.

    3.) In order to comply with Government Agency or Court Orders.

    4.) If you give us written permission.

    If there is an error or if you have questions about your electronic payments, you will telephone ALPHERA at 866-425-7437 or write to us at Alphera Financial Services at P.O. Box 3608 Dublin, Ohio 43016-0306 or email us at customerservice@alpherafs.com as soon as you can, if you think your statement is wrong or as needed. ALPHERA must hear from you no later than 60 days after we sent the FIRST statement on which the problem or error appeared. Your communications with us will include:

    1.) Your name(s) or account number (if any).

    2.) Description of the error or transaction you are unsure about and explain why you believe it is an error.

    3.) Include the dollar amount of the suspected error.

    4.) If you tell us orally, we may require written documentation within 10 business days.

    5.) We will determine whether an error occurred within 10 business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 45 days to investigate.

    6.) We will tell you the results within 3 business days after completing our investigation. If we determine that there was no error, we will send you a written explanation. You may ask for copies of the documentation that we used in our investigation.

    Equipment

    By utilizing an encrypted browser, you may access the Services. You are responsible for obtaining a browser capable of a sufficiently high level of encryption to meet the systems requirements established by ALPHERA from time to time. You acknowledge that ALPHERA is not responsible for notifying you of any upgrades, fixes, or enhancements to, or for providing technical or other support for, any browser or for any compromise of date transmitted across computer networks or telecommunications facilities, including, but not limited to, the Internet. You are responsible for obtaining, installing, maintaining, and operating all computer hardware, software, and Internet access services necessary to use or access any aspect of the Sites and Services.

    Your are responsible for obtaining Internet services via the Internet service provider of your choice, for any and all fees imposed by such Internet service provider and any associated communications provider charges such as those who supply dial-up, cable, or DSL connections. You acknowledge that there are certain security, corruption, transmission error, and access availability risks associated with using open networks such as the Internet and you hereby expressly assume such risks (to the extent the law allows you to do so.) You acknowledge that you have requested the service for your convenience, have made your own independent assessment of the adequacy of the Internet as a delivery mechanism for accessing information and initiating instructions and that you are satisfied with that assessment.

    ALPHERA will not be responsible for any errors or problems that arise from the malfunction or failure of your hardware, software, or any Internet access services.

    Limitation of Access

    We may terminate or suspend this Agreement and the services covered hereby, in whole or in part, in our sole discretion, at any time without prior notice including but not limited to your failure to access the Sites for a period of three (3) months or greater. The obligations and liabilities of the parties incurred prior the termination date shall survive the termination of this Agreement for all purposes.

    User ID and Passwords

    Your "User ID" is a unique identification number relating to Alphera Online Services that you select or that we have assigned to you. Once your User ID is used for the first time for the Services, it becomes permanently assigned to you and cannot be changed.

    ALPHERA may its option change the password parameters without prior notice to you, and if it does so, you will be required to change your password the next time you enter the Site(s). You agree that you will not give your password or make it available to any other person. You are responsible for all financial transactions performed using your password via the Sites to the fullest extent allowed by law.

    Copyright and Trademark Notices

    The images, text, screens, and web pages appearing on the Sites or within the Sites are owned by us or others, and are protected by copyright laws. You agree not to copy, display, distribute, download, license, sub-license, modify, publish, repost, reproduce, reuse, sell, transmit, create a derivative work from or otherwise use for public or commercial purposes, the information and materials on the Sites, except as provided in this Agreement, without our express written permission. Unless otherwise noted, all other trademarks, service marks, and logos used the on the Sites are the trademarks, service marks or logos of ALPHERA or it's affiliates, or others as indicated.

    Compliance

    In addition to this Agreement, you agree to comply with all applicable account agreements, including, without limitation, the Lease Agreement you received when opening your lease account, Retail Installment Sales Contract you received when opening your retail account, or other agreement for provision any other financing agreement(s) that you received when opening such account and with all applicable state and federal laws and regulations. In the event of conflict between the terms of this Agreement and your applicable account agreements with us, the terms of your account agreement will control.

    Damages

    THESE TERMS OF USE STATE OUR ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY AS IT RELATES TO THE SITES AND USE OF THE SERVICES PROVIDED ON THE SITES. IN NO EVENT SHALL BMW GROUP OR ITS AFFILIATES BE LIABLE FOR ANY LOSS, INJURY, OR DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL, INCLUDING LOST PROFITS, ARISING FROM OR RELATED TO ANY ACCESS TO OR USE OF THE SITES, OR THE INSTALLATION, USE, OR MAINTENANCE OF YOUR PERSONAL COMPUTER HARDWARE, EQUIPMENT, SOFTWARE, OR ANY INTERNET ACCESS SERVICES.

    Warranties Disclaimer

    EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN ANY APPLICABLE AGREEMENT, YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SITES IS AT YOUR SOLE RISK AND THAT THE SERVICES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THIRD PARTY INFORMATION, PRODUCTS, CONTENT) INCLUDED IN OR ACCESSIBLE FROM THE SITES, ARE PROVIDED ON AN "AS IS" "WHERE-IS" AND "WHERE AVAILABLE" BASIS, AND ARE SUBJECT TO CHANGE AT ANY TIME WITHOUT NOTICE TO YOU. YOU ACKNOWLEDGE THAT ALPHERA MAKES NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE UNLESS OTHERWISE STATED ON THE SITE OR IN ANY APPLICABLE AGREEMENT.

    TO THE FULLEST EXTENT PERMITTED BY LAW, ALPHERA DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTIBILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGMENT OF PROPRIETARY RIGHTS) AS TO THE SITES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THIRD PARTY INFORMATION, PRODUCTS AND CONTENT) INCLUDED IN OR ACCESSIBLE FROM THE SITES.

    Site Links

    The Sites may contain links to other third party web sites. ALPHERA is not responsible for, nor do we control, the content, products, or services provided by linked sites. ALPHERA does not endorse or guarantee the products, information or recommendations provided by linked sites, and is not liable for any failure of products or services advertised on those sites. In addition, each third party site may provide less security than ALPHERA and have a privacy policy different than that of ALPHERA. Your access, use and reliance upon such content, products or services is at your own risk.

    Choice of Law/Successors

    These Agreement and it's enforcement shall be governed by the law of the State of Ohio, without regard to any choice of law provision, and shall inure to the benefit of our successors and assigns, whether by merger, consolidation, or otherwise. The account(s) accessed via the Sites shall be governed by laws of the applicable account agreement.

    Indemnity

    You acknowledge and agree that you are personally responsible for your conduct while using the Sites and agree to indemnify and hold ALPHERA and its affiliates and their officers, directors, employees and agents harmless from and against any loss, damage, liability, cost or expense of any kind, including attorneys' fees that we may incur in connection with a third party claim or otherwise, in relation to your use of the Sites or your violation of this Online Services Agreement or Terms of Use or the rights of any third party.

    We are not responsible for errors or negligent use of the services offered by the Sites, including input errors, negligent handling or sharing of passwords, and leaving a computer unattended while accessing the Online Credit Application or other online financial services.

    Risk of Loss

    In the event of a system failure or interruption, your data may be lost or destroyed. Any transaction(s) that you initiated, were in the process of completing, or completed shortly before a system failure or interruption should be verified by you through means other than online to ensure the accuracy and completeness of such transaction(s). You assume the risk of loss of your data during any system failure or interruption and the responsibility to verify the accuracy and completeness of any transaction so affected.

    Special Provisions for Business Customers

    Any User ID or Password provided to you by ALPHERA is provided to you in your capacity as a representative of the business entity registered with the ALPHERA Sites only, and may not be retained by you after any termination of your relationship with such business entity. You agree to inform ALPHERA immediately if a person with access to a Password leaves the employ of the entity to which the Password has been assigned.

    Miscellaneous Terms

    Not all of the products or services described on the Sites are available in all geographic locations. Therefore, you may be eligible for all the products or services described. We reserve the right to determine your eligibility for any product or service.

    Unless otherwise prohibited by law, any communication or material you transmit to use via the Site or Internet electronic mail is on a non-confidential basis and we may use such communication or material for any purpose consistent with our Privacy Policy, including reproduction, publication, broadcast and posting.

    We will not be deemed to have waived any of our rights or remedies under this Agreement unless such waiver is in writing and signed by us. No delay or omission on our part in exercising any rights or remedies shall operate as a waiver of such rights or remedies or any other rights or remedies. A waiver on any one occasion shall be construed as a bar or waiver of any rights or remedies on further occasions.

    We reserve the right to modify the information presented on this website at any time without notice. While we make all reasonable efforts to ensure that all material on this website is correct, accuracy cannot be guaranteed.