2.2. Eligibility for the Service. The Client understands and agrees that in order to be able to use the Service:

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1 SATABANK SEPA DIRECT DEBIT CREDITOR SERVICE Effective as of: 15 th June 2017 This Schedule applies to SEPA Direct Debit payments, which the Client of Satabank makes in the capacity of Creditor (payee) by submitting a Collection for payment via Satabank to the payment service provider of the Debtor (payer) and where this payment is debited from the Debtor s account held with its payment service provider. This Schedule does not apply for Clients of Satabank, who act as Debtors (payer), for which there is a separate Schedule. This Schedule regulates only Direct Debit payments under SEPA Core Direct Debit Scheme ( Core Scheme ) and not the B2B Scheme. This Schedule is in addition to the General Terms and Condition for Satabank Account. 1. Definitions "Direct Debit" means a payment transaction initiated by the Client and debited to Debtor s account where the amount of the payment is specified by the Client in accordance with the Mandate received by the Debtor. "Debtor" is the payer under the meaning of the SEPA Core Direct Debit Scheme Rulebook ( Core Scheme Rulebook ). Debtor is the holder of the account to be debited according to the Collection submitted by the Client after receiving a SEPA Direct Debit Mandate allowing initiation of Collections; "List of SEPA Countries and territories" includes countries belonging to the European Economic Area (EEA) as the Member states of the European Union: Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France (including French Guiana, Guadeloupe, Martinique, Mayotte, Réunion), Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta, Netherlands, Poland, Portugal, Romania, Slovak Republic, Slovenia, Spain, Sweden, United Kingdom of Great Britain and Northern Ireland as well as countries belonging to EFTA : Iceland, Liechtenstein and Norway as well as other countries and territories: Monaco, St. Pierre & Miquelon and Switzerland, as this list is published and may be updated from time to time at "SEPA direct debit mandate" or "Mandate" represents an authorization by the Debtor (payer) to the Client (payee) to instruct payment service provider of the Debtor via the Bank to debit and collect a specified due payment. 2. SEPA direct debit main characteristics 2.1. The SEPA Core Direct Debit Scheme enables the Client, as the payee, to initiate collections of payments in EUR currency via the Bank within the Single Euro Payments Area (SEPA) and to debit them the account of the Debtor held with its payment service provider where the amount of the payment is previously specified by the Client according to the Mandate Eligibility for the Service. The Client understands and agrees that in order to be able to use the Service: (i) the payee and the payee s payment service provider must use the SEPA Direct Debit Core Scheme and (ii) the Client must meet the eligibility requirements set out in the Core Scheme Rulebook to use the Core Scheme as well as any eligibility requirements laid down by the Bank (as notified to the Client from time to time and which may include credit, turnover and financial status based requirements, but not only). Where the Client does not meet these eligibility requirements, the Client will not be able to use the Service. The Client understands and agrees that the Bank has full discretion to determine the eligibility of the Client and reserves its right to refuse the Service upon its sole decision for which the Bank shall not be liable. 3. The Service. SEPA direct debit Mandate 3.1. The Client requests and authorizes the Bank to rely upon and act on any instruction for the Collection of direct debits from payer s account (each a Direct Debit Instruction ) and to take steps in relation with or in reliance on these instructions as the Bank may consider appropriate in order the payment specified in the Collection to be debited from the payer s account as per the terms provided in the present Schedule and in the Core Scheme Rulebook. In the event that the provisions of this Schedule are inconsistent or conflict with the Core Scheme Rulebook, the provisions of the Core Scheme Rulebook will prevail In order for the Client to use the Service the Client undertakes to:

2 comply with the Core Scheme Rules relating to Creditors and with; to comply with the terms of SEPA Direct Debit Mandates agreed with the Client s Debtors; to notify in advance each Debtor about the amount and due date of the Collection of its debt in accordance with the terms specified in the relevant SEPA Direct Debit Mandate; to initiate Collections with the Bank in accordance with the time-frame and other technical requirements set out in this Schedule and the terms of the Core Scheme Rulebook; to obtain and use a Creditor Identifier when executing payments under SEPA Direct Debit; to comply with any instruction, manual or user guide ( Instruction ) relevant to the Client in its capacity of Creditor under the Core Scheme and to the extent that the Instruction apply to the technical functionality which the Bank may introduce as part of the Service or is related to related to risk mitigation The Client is obliged to use a form of SEPA Direct Debit Mandate which complies fully with the Core Scheme Rulebook as well as to ensure that each SEPA Direct Debit Mandate document contains the mandatory legal wording and mandatory information required under the Core Scheme Rules. In any case the Mandate must contain the following statements by the Client: (i) a statement by the Debtor authorizing the Client to collect payments via SEPA direct debit from the Debtor s account; and (ii) a statement instructing the Bank to pay SEPA direct debits drawn by the payee on the Client s account. The Mandate must contain the following authorization data: (i) Debtor's unique identifier (IBAN and BIC code) (ii) unique mandate reference (iii) identification of the Client as payee (name, address and country of the Client); (iv) Client's identifier (Creditor s identifier); (v) type of payment (indication of whether the Mandate is for a one-off or recurrent payment); (vi) identification of the Debtor (name, address and country of the Debtor); (vii) name of the Debtor's payment service provider; (viii) date and time; and (ix) signature of the Debtor. The Client may provide its Debtor to confirm the Mandate with a one-time password (OTP) code as allowed by the Service. The direct debit mandate may contain additional details supplementing the authorization data When obtaining each SEPA Direct Debit Mandate, the Client must verify that each SEPA Direct Debit Mandate is correctly and fully completed, duly authorized, within the Debtor s capacity and unconditional. The Client must collect, process and de materialize, and store the details contained in the SEPA Direct Debit Mandates as provided by the Service via Client s online profile and in accordance with the requirements of the Core Scheme Rulebook. Storing the details of the Mandate in the form provided by the Service is mandatory condition for initiation a Collection by the Client The Client is responsible and liable for the amendment of the SEPA Direct Debit Mandate characteristics should one or more of these characteristics change during the validity of the SEPA Direct Debit Mandate. The Client understands and agrees that the Bank shall process the instructions submitted by the Client in compliance with the terms specified in the Mandate and shall not be responsible in case there has been ant change which is not communicated to the Bank.

3 3.6. In case of cancellation of a SEPA Direct Debit Mandate the Client is obliged to store the SEPA Direct Debit Mandate according to the applicable national legal requirements and for not less than 13 months since the value date for direct debit specified in the Mandate or for as long as may be required for a Debtor to obtain a refund for an unauthorized transaction under the Core Scheme Rulebook The Client understand and agrees that within one Business Day of request made by the Bank the Client is obliged to provide to the Bank any information which may be requested related to a specific SEPA Direct Debit Mandate and/or any Collections made pursuant to the Service and a copy of the SEPA Direct Debit Mandate in such form as request by the Bank The Client undertakes at the request of the Bank to complete any forms and provide all information that upon the discretion of the Bank are necessary as a condition for the continuance of use of the Service by the Client where the information may be requested by the Client for AML/FT, security and risk purposes. Satabank reserves its right to approve or decline the Collection under the Mandate and/or when necessary to request verification of the Mandate given by the Debtor to the Client in order to protect the Client s interests in case there is any suspicion of fraud for which the Client shall be immediately notified Once the Client obtains the Mandate the Client shall promptly inform the Debtor regarding its rights and obligations under the SEPA Core Direct Debit Scheme such as but not only acceptance and rejections of Collections, setting of limits on the validity period or amounts, cancellation, sufficient funds, refunds 4. Collections. Processing The Client may only initiate Collections after receiving the signed SEPA Direct Debit Mandate from the Debtor. The Client shall initiate Collections in accordance with the timing requirements set out in the Core Scheme Rulebook, including: sending a pre-notification to the Debtor at the latest 14 calendar days before the due date of the Collection (unless otherwise agreed between the Client and the Debtor); and sending the Collection to the Bank after the pre-notification is sent to the Debtor, but not earlier than 14 calendar days before the due date of the Collection (unless otherwise agreed); and In case the Client, for any reason, submits to the Bank a Collection too late to allow the Bank to comply with the timescales required by the Core Scheme Rulebook, the Client agrees that the due date of that Collection will be automatically replaced by the earliest possible date thereafter and the Client shall communicate this to the Debtor and shall ensure the agreement by the Debtor with this change to the due date The Client shall provide the Bank the details from the SEPA Direct Debit Mandate when transmitting any Direct Debit Instruction to the Bank as provide by the Service The Client agrees and authorizes the Bank that after initiation of the Collection and before the due date the Bank reserves its right to send an additional pre-notification to the Debtor on behalf of the Creditor where the Client is allowed to attach any payment document (e.g. invoice) that shall be sent to the Debtor along with the pre-notification The Bank accepts no liability for the processing by any clearing and settlement mechanism of direct debit instructions submit via the Bank to the clearing and settlement mechanism where the instructions are based on the Direct Debit Instructions with the details provided by the Client The Bank may refuse to process any Direct Debit Instructions or execute any Collection, with immediate effect and without prior notice, where any such Direct Debit Instructions are not transmitted to the Bank in accordance with these Terms and/or where there is reasonable suspicion that such action might be a violation of any applicable Regulations, or where the corresponding SEPA Direct Debit Mandate has been requested by the Bank but has not been provided by the Client within the agreed deadline as specified above If any clearing and settlement mechanism refuses to process any Direct Debit Instructions for any reason, and the Bank have already credited the Client s account, then the Bank may without prior notice, reverse the credit entry together with related interest and costs, including any third-party charges In case a Collection for one-off payment is executed under SEPA Direct Debit Scheme the Client agrees that it is not allow to initiate further collections under the same Mandate and if further Collection are required by the Client the latter is responsible to obtain a new Mandate from the Debtor.

4 5. Refunds 5.1. The Client is obliged to comply with the requirements applicable to Creditors in the Core Scheme Rulebook relating to refunds. In case of a Refund the Client must directly contact the Debtor handle the claim directly with the latter In case the Bank forwards a request for a Refund to the Client in respect of an unauthorized transaction received from a Debtor s bank in accordance with the Core Scheme Rules, the Client undertakes to immediately investigate the request and take one of the following actions: accept the refund claim; or dispute the claim in which case a copy of the SEPA Direct Debit Mandate must be provided to Bank as well as any other information in order to communicate it to the Debtor s bank In case the Client objects a Refund claim the Client must provide the Bank with sufficient information so that it may be passed to the Debtor s bank as set out in the Core Scheme Rules. In respect of any Refund claim under the applicable payment services regulations, the Client is obliged to provide us with sufficient information and any other assistance in order to enable the Bank to discharge its obligations under those Regulations. The Client understands and agrees that the Bank is not an arbitrary to any Refund claims and they are determined on the basis of terms of the Core Scheme Rulebook which is applicable for the Client when using the Service. The Bank shall not be liable in case of any negative outcome for the Client related to the Refund claim In case the Bank is obliged to Refund the Debtor s account as a result of following the applicable terms of the Core Scheme Rulebook and as a consequence incurs any damage or loss the Client shall hold the Bank harmless and shall compensate the Bank for the damage/loss. In this relation for any amount debited by the Bank pursuant to the Service which is later invalidated for a reason relating to a Refund claim, compliance with the Core Scheme Rulebook or an incorrect or unauthorized Direct Debit Instruction provided to the Bank by the Client, but not only, the Bank shall refund the Debtor s account accordingly and the Client shall pay the Bank on demand. The Bank is entitled without prior notice to debit the Client s account(s) held with the Bank or to offset any payments due to the Client for an amount equal to the refunded amount together with any related interest, all third-party charges incurred by the Bank in connection with such refund, any clearing charges and reasonable costs. 6. Rejects and Returns 6.1. The Client shall comply with and execute all rejects and returns in relation to any Collections presented via the Bank in accordance with the Core Scheme Rulebook If the bank is required to return to the Debtor s account any amount debited by the Bank prior to this pursuant to the SEPA direct debit Service or is required to indemnify any Debtor for any damage suffered owing to incorrect debits, the Bank shall credit the Debtor s account accordingly and the Client shall hold the Bank harmless and shall compensate the Bank for the damage/loss is obliged. In this case the Client shall the Bank on demand and/or the Bank shall without prior notice debit Client s account or shall offset any payments due to the Client for an amount equal to the returned or indemnified amount together with any related interest, all third-party charges the Bank may incur in connection with such payment, any clearing charges and reasonable costs. 7. Cancellation of SEPA Direct Debit Mandates 7.1. The Client is obliged to notify the Bank for the cancellation of any SEPA Direct Debit Mandate immediately upon such cancellation. The Client understands and agrees that upon such cancellation the Client is not entitled to transmit any Direct Debit Instructions to the Bank based on the cancelled SEPA Direct Debit Mandate In case the Client does not present a Collection under a SEPA Direct Debit Mandate for a period of 36 months (starting from the date of the latest Collection presented even if rejected, returned or refunded), SEPA Direct Debit Mandate is deemed cancelled by the Client and it will no longer allow the Client to initiate Collections based on this cancelled SEPA Direct Debit Mandate. If there is a further requirement for a direct debit the Client must establish a new SEPA Direct Debit Mandate with the Debtor.

5 8. Liability 8.1. The Client is fully and solely liable for the gathering, maintenance, validity, existence and activation of SEPA Direct Debit Mandates, and for their conformity with the Debtor s identity details and bank details. The Client will immediately clarify any doubts which the Bank may have regarding the bank details related to any SEPA Direct Debit Mandate. The Client is obliged to immediately contact the Bank in order to clarify any doubts the Client may have in that connection. The Client agrees that the SEPA Direct Debit Mandate shall not be used until such doubts have been fully cleared The Client are also solely liable (i) for the completeness of the information detailed in files sent to the Bank, and for compliance with the agreements entered into with Debtors and with these Terms, and (ii) for the Direct Debit Instructions contained in those files. The Bank is not liable for revising the information contained in files which are provided by the Client The Bank shall not be liable for any rejection of Direct Debit Instructions by any clearing and settlement mechanism or by any payment service provider with which the Debtor holds account The Client agrees to indemnify the Bank from and against any and all losses, liabilities, demands, fees, charges, costs and expenses (including without limitation, legal fees and allocated costs for in-house legal services) ( Damages ) incurred or sustained by the Bank whether as a result of any actions, proceedings, claims or otherwise arising out of or in connection with: these Terms; Client s failure to comply with the obligations described in the present Schedule; any Direct Debit Instructions and/or consequent actions of the Bank on the basis of any Direct Debit Instructions; or any amounts which are paid or returned to any Debtor or any other third parties in respect of reimbursement of amounts debited, including any indemnity payment that the Bank is required to make to a Debtor s bank under the applicable Core Scheme Rulebook. This indemnity shall survive termination of these Terms. 9. Fees 9.1. The Bank is entitled to charge the Client with any fees which are explicitly specified in the Tariff applicable to the Service. 10. General terms and conditions applicability The present Schedule regulates the SEPA Direct Debit Service as part of Satabank Account Service and is inseparable part of Satabank General Terms and Conditions In case of any contradiction between Satabank General Terms and Conditions and this Schedule the parties agree that the provisions of this Schedule shall prevail. All other provisions in Satabank General Terms and Conditions, including but not limited to liability, assignment, termination, security measures, acceptance policy, privacy policy, applicable laws and jurisdiction and others, shall apply respectively to this Schedule.