In this document the following words and phrases have the meaning set opposite them unless the context indicates otherwise: . UCO Bank refers to UCO Bank, a corporate body constituted under the Banking Companies (Acquisition & Transfer of Undertakings) Act, 1970 and having its head office at 10, Biplobi Trailokya Maharaj Sarani, Kolkata 700 001 which expression shall include its successors and assigns. . ACCOUNT refers to the Customer's Current Account and/ or any other type of account so designated by UCO BANK to be eligible account(s) for operation of the ONLINE SERVICES. The account(s) for which the ONLINE SERVICES is availed of should be in the name of the CUSTOMER. . CUSTOMER refers to a corporate Customer of UCO Bank availing online Banking and Transaction services like Corporate Internet Banking services (hereinafter referred to as ONLINE SERVICES) that may be offered in future. . In the case of CUSTOMER being a Company, the Board of Directors, and in the case of a CUSTOMER being a firm other than a company, the person or persons having substantial power of management and control over such firm shall authorize specific person(s) (hereinafter referred to as USER and defined in the following paragraph) who will be allowed to have access to the ONLINE SERVICES and the said authorization by means of a Board Resolution, Power of Attorney or Mandate, Partnership Deed as the case may be, will be registered with UCO Bank. . CUSTOMER INFORMATION refers to the information about the CUSTOMER obtained in connection with the ONLINE SERVICES. Corporate ID means the user identification provided to the CUSTOMER by UCO BANK to enable access to its accounts with UCO Bank. . CUSTOMER PASSWORD means the password, digital signatures or other means of authentication as UCO Bank may specify, from time to time provided to/required to be provided by the CUSTOMER for accessing its accounts with UCO Bank, using which the CUSTOMER may authorize or authenticate the Transactions; PERSONAL INFORMATION means the information provided by the CUSTOMER to UCO Bank in the application form for availing any of the ONLINE SERVICES, as may be provided by UCO Bank from time to time; TRANSACTION means any transaction for purchase or sale of shares, stocks, securities, currency or any other financial, fiscal and monetary instrument or banking or other services now existing or being availed of or hereafter entered into or to be provided between/by UCO Bank and/to the CUSTOMER. UCO Bank may decide to permit other Transactions or to discontinue existing Transactions from time to time, which shall be communicated in such form or manner as UCO Bank may determine. . USER refers to a person authorized by the CUSTOMER who would be actually operating the ONLINE SERVICES as agent of the CUSTOMER. Any communication addressed to the USER by UCO Bank is deemed to have been addressed to the CUSTOMER as well. Similarly, any communication and/or action of the USER through the ONLINE SERVICES offered by UCO Bank will be legally binding on the CUSTOMER . WEBSITE refers to www.ucobank.com, which is owned, operated and maintained by UCO BANK for inter alia offering its ONLINE SERVICES to its CUSTOMER. The WEBSITE acts as a facilitator for transactions between UCO Bank and CUSTOMER and it shall not be deemed to provide automatic order matching facilities. The products and services offered through the WEBSITE may include, but not be limited to, online transaction engines, analytical tools such as information, news, trackers, calculators and risk mitigators. . Corporate Internet Banking is the trade name of UCO Bank's Internet Banking Service. The words Corporate Internet Banking and Internet Banking Service are used interchangeably in this document. . Internet Banking Service or Internet Banking Services or Internet Banking refers to UCO Bank's Internet services through which access is provided to account information, products and other services as advised by UCO Bank from time to time to UCO Bank's Customer's through the Internet. Such Internet Banking services may be provided by UCO Bank directly or through its associates or contracted service providers.

11 references to singular include plural and vice versa and the word "includes" should be construed as "without limitation". All Transactions are entered into in reliance on the fact that the Online Terms and Conditions and all other terms and conditions specified are to be read together. In this document, all references to the CUSTOMER and/or USER being referred in masculine gender will also include the feminine gender.

3.1 UCO Bank shall endeavor to provide to the Customer through Corporate Internet Banking, services such as enquiry about the balance in the Customer 's Account(s), type of assistance to the Customer, details about transactions, Statement of Account, Request for transfer of funds and such other facilities as UCO Bank may decide to provide from time to time. UCO Bank may also make additions/ deletions to the services offered through Corporate Internet Banking at its sole discretion. The availability/non availability of a particular service shall be advised through email, web page of UCO Bank or written communication. The information provided to the Customer through the Internet Banking Service is not updated continuously but at regular intervals. Consequently, any information supplied to the Customer through Internet Banking Services will pertain to the date and time when it was last updated and not as the date and time when it is supplied to the Customer. UCO Bank shall not be liable for any loss that the Customer may suffer by relying on or acting on such information. As part of the Internet Banking Services, UCO Bank may provide the Customer access to data / information / reports compiled / provided by a third party. UCO Bank does not give any representation or warranty as to the accuracy / veracity of such data / information / reports. Further, the Customer shall not disseminate, publish or circulate such data / information/ report or any part thereof without the prior consent of UCO Bank (as the case may be) and the third party. UCO Bank may keep its records of the transactions in any form it wishes. In any dispute, UCO Bank's records shall be binding as the conclusive and best evidence of the transactions carried out through Corporate Internet Banking in the absence of clear proof that UCO Bank's records are erroneous or incomplete. Any request for any service, which is offered as a part of Corporate Internet Banking, shall be binding on the Customer as and when UCO Bank receives such a request. If any request for a service is such that it cannot be given effect to unless it is followed up by requisite documentation on part of the Customer, UCO Bank shall not be required to act on the request until it receives such documentation from the Customer. In the case of any request for a service relating to any foreign currency transaction made by the Customer, the exchange rates quoted by UCO Bank shall only be provisional and shall be subject to future variations in the exchange rate. The rate at which the transaction is given effect to would be the effective rate for all intents and purposes. UCO Bank shall take all reasonable care to, ensure the security of and to prevent unauthorized access to the Corporate Internet Banking Service using technology reasonably available to UCO Bank. The Customer shall ensure that Corporate Internet Banking or any related service is not used for any purpose which is illegal, or which is not authorized in terms of this agreement or which is improper.

UCO Bank may offer ONLINE SERVICES to selected CUSTOMER at its discretion. The CUSTOMER would need to be an Internet user or have legal access to the Internet and knowledge of how the Internet works. UCO Bank will advise from time to time the Internet software such as Browsers, which are required for accessing the ONLINE SERVICES. There will be no obligation on UCO Bank to support all the versions of this Internet software.

UCO BANK and the CUSTOMER may give notices under these terms: ! Electronically to the mailbox of either Party. ! In writing by delivering them by hand or by sending them by post to the last address given by the CUSTOMER and in the case of UCO Bank to the below mentioned address. UCO Bank 10, Biplobi Trailokya Maharaj Sarani, Kolkata 700 001. In addition, UCO Bank may also publish notices of general nature on its WEBSITE, Which are applicable to all CUSTOMER. Such notices shall have the same effect as a notice

6.1 The Customer acknowledges, represents and warrants that the Customer Password which will be issued to it, provides access to Customer's account and that Customer is the sole and exclusive owner and is the only authorized user of the Customer Password and accepts sole responsibility for use, confidentiality and protection of the Customer Password, as well as for all orders and information changes entered into Customer's account using such Customer Password. The Customer grants express authority to UCO Bank for carrying out Transactions and instructions authenticated by the Customer Password. UCO Bank would have the right to require the Customer's to authorize use, operate or otherwise authorize, the Transactions by means of digital signatures or other means of authentication as UCO Bank may require and/or discontinue the usage of the Customer Password. The Customer shall comply with such guidelines, instructions or terms as UCO Bank may prescribe from time to time with respect to the Customer Password. 6.2 The CUSTOMER shall comply and confirm with the prescribed requirements for the purposes of due authentication: The CUSTOMER agrees to confirm to the prescribed authentication technologies and security measures required for TRANSACTIONS and undertakes to take all reasonable steps to ensure that the CUSTOMER PASSWORD is not revealed to any third Party. The USER would be allotted a Corporate Id, User-Id and a secret CUSTOMER PASSWORD by UCO Bank in the first instance. The USER will be required to change the CUSTOMER PASSWORD assigned by UCO Bank on accessing the ONLINE SERVICES for the first time. As a safety measure the USER shall change the CUSTOMER PASSWORD as frequently thereafter as possible. In addition to User-Id and CUSTOMER PASSWORD UCO Bank may, at its discretion, advice the USER to adopt such other means of authentication including but not limited to digital certification and/ or smart cards. . The CUSTOMER is entirely responsible for the safekeeping and use of the CUSTOMER ID and CUSTOMER PASSWORD and where applicable, any damages and other consequences of their misuse. As a precautionary measure, the link with the Service will be interrupted after wrong entries of the CUSTOMER ID and/or CUSTOMER PASSWORD on certain no. of times to be decided by UCO Bank from time to time. . The CUSTOMER must exercise due care to see that the confidentiality of the CUSTOMER PASSWORD and CUSTOMER ID is maintained. If third parties gain access to the services, including CUSTOMER's accounts , CUSTOMER will be responsible and shall indemnify UCO BANK against any liability, costs or damages arising out of claims or suits by such third parties based upon or relating to such access and use. . UCO Bank has no obligation to verify the authenticity of any Transaction instruction sent or purported to have been sent from the CUSTOMER other than by means of verification of the CUSTOMER PASSWORD. The CUSTOMER accepts full responsibility for the monitoring and safeguarding of CUSTOMER'S accounts. . The CUSTOMER shall ensure that the USER shall not attempt to access the information and other details stored in the computers of UCO Bank through any means other than the ONLINE SERVICES. The CUSTOMER should also ensure that unauthorized persons are not allowed to access its ACCOUNT(S). . The CUSTOMER shall ensure that the USER shall not use the facilities provided as a part of the ONLINE SERVICES to attempt to access information stored in the computers of UCO Bank that pertains to accounts of a third party with UCO Bank or transactions between UCO Bank and any third party. . The CUSTOMER understands and agrees that the password is for the purpose of verifying the authenticity of the transactions undertaken by the CUSTOMER and shall have the same effect as the specimen signature of authorized signatory of the CUSTOMER and the CUSTOMER shall be bound by the transactions initiated by use of password. . UCO Bank shall advise the CUSTOMER that it must: . Keep the CUSTOMER ID and CUSTOMER PASSWORD confidential and not reveal the CUSTOMER PASSWORD to any third party. . Choose a CUSTOMER PASSWORD which shall be at least 6 characters and does not relate to any readily accessible personal data such as name, address, telephone number, etc. of the CUSTOMER or any other easy combination of letters and numbers; . Commit the CUSTOMER ID and CUSTOMER PASSWORD to memory and not record them in written or electronic form . Not let any unauthorized person have access to its computer and not to leave the computer unattended whilst accessing any product and/or service or the WEBSITE. If the CUSTOMER forgets or loses the CUSTOMER ID or CUSTOMER PASSWORD, the CUSTOMER can request for change of the CUSTOMER PASSWORD by sending a duly authorized written request to UCO BANK.

Any instruction, order, direction, request entered using Customer's password shall be deemed to be an instruction, order, directive, request received from the Customer or its duly authorized representative or Customer's duly authorized signatory.. All instructions, requests, directives, orders, directions, entered by the Customer , either electronically or otherwise, are based upon the Customer's decisions and are the sole responsibility of the Customer . The Customer understands that entering an instruction, direction, order, request with UCO Bank, either electronically or otherwise, does not guarantee execution of such instruction, direction, order or request. UCO Bank shall not be deemed to have received any instruction, direction, order, request electronically transmitted by the Customer until it confirms the receipt of such instruction, direction, order, request.

Documents sent by electronic delivery will contain all the information as it appears in the printed hard copy version as prepared and distributed by the originator, with the possible exception of graphic insertions such as photographs or logotypes. Electronic delivery may be in the form of an electronic mail, an attachment to the electronic mail, or in the form of an available download from the Website. UCO Bank would be deemed to have fulfilled its legal obligation to deliver to the Customer any document if such document is sent via electronic means. Failure to advise UCO Bank of any difficulty in opening a document so delivered within twenty-four (24) hours after delivery shall serve as an affirmation regarding the acceptance of the document. Monitoring and Recording Telephone conversations and email. For the protection of the Parties, and as a tool to correct misunderstandings, the Customer understands, agrees and authorizes UCO Bank, at its discretion, and without further prior notice to the Customer to monitor and record any or all telephone conversations or electronic communications between the Customer and UCO Bank and any of its employees or agents.

The Customer shall maintain at all times such minimum balance in Account(s), as UCO Bank may stipulate from time to time. UCO Bank may, at its discretion, levy penal charges for non-maintenance of the minimum balance. In addition to the minimum balance stipulation UCO Bank may levy service charges for use of Corporate Internet Banking, which will be notified by UCO Bank to the Customer from time to time. Any change in such service charges will also be notified to the Customer . The Customer authorizes UCO Bank to recover all charges related to Corporate Internet Banking as determined by UCO Bank from time to time by debiting one of the Customer's Accounts. UCO Bank may withdraw the Internet Banking Services, if at any time the amount of deposit falls short of the required minimum as aforesaid and/or if the service charges remain unpaid, without giving any further notice to the Customer and/or without incurring any liability or responsibility whatsoever by reason of such withdrawal.

The Customer shall not use or attempt to use Corporate Internet Banking for funds transfer without sufficient funds in the relative Account or without a pre-existing arrangement with UCO Bank for the grant of an overdraft. UCO Bank will endeavor to effect such funds transfer transactions received through Corporate Internet Banking provided there are sufficient funds available in the account. UCO Bank shall not be liable for any omission to make all or any of the payments or for late payments due to circumstances beyond the reasonable control of UCO Bank. If fund transfer is made available to the Customer, it may be used for transfer of funds from Account of the Customer to other accounts belonging to third parties maintained at UCO Bank and/or at any other Bank which falls under the network of Reserve Bank of India's Electronic Fund Transfer system. Only such User who has been specifically authorized by the Customer in this behalf shall operate the fund transfer facility. Such User will be allowed to transfer funds using Corporate Internet Banking in accordance with the mandate / resolution submitted by the Customer . However, UCO Bank shall be entitled to impose limits on the amount of funds or number of transactions that may be transferred through use of Internet Banking Services. UCO Bank will notify such limits to the Customer

Customer may, if required, ask for a stop payment on any of the cheque or range of cheques issued by the Customer subject to the condition that these instructions may be carried out by the Bank within two working days from the date of receipt of such instructions by the Bank. Accordingly the Bank shall not be liable or responsible for clearing of Cheques, or any consequences thereof, with respect to which stop payment instructions have been received by the Bank, if such instructions have been received by the Bank on a date which is earlier to two workings days from the date the said Cheque(s) were received in clearing. The charges for this Service will be debited to the Account as per the prevailing schedule of charges. Customer(s) declares and undertakes that it/they will not dispute any action taken by the Bank pursuant to any instruction received by the Bank, by telephone/fax/other electronic medium, irrespective of whether such instructions have been issued by the Customer or not, and even if such instructions have been received by the Bank but have not been acted upon or have been improperly/incorrectly acted upon, with respect to any Account(s) of the Customer, existing and those that may be opened in the future, singly or jointly, with the Bank, nor make any claim on the Bank for any consequences, direct or indirect, thereof, including without limitation any and all losses, liabilities, claims, prosecutions, expenses (including attorney fees and legal costs), costs and the like incurred/suffered by the Customer(s) thereof. Customer(s) shall fully indemnify and hold the Bank/its officers/employees/agents/representatives fully harmless against the same as well as any losses/claims/prosecutions/liabilities/expenses (including attorney fees and legal costs), costs and the like suffered/incurred by the Bank as a result thereof or arising out of the instructions received by the bank with respect to the Account over the telephone/fax/other electronic medium in general and in particular to non-payment of any cheque(s) due to stop payment instructions issued by the Customer verbally or otherwise with respect to any cheque/payment of any cheque(s) by the Bank despite stop payment instructions issued by the Customer verbally or otherwise with respect to any cheque(s). For stop payment instruction(s) deposited in the Drop Box or communicated over Electronic Banking by the Customers, the Bank shall not be responsible or liable for non-processing or delayed processing of such stop payment instruction(s) and consequential losses, if any, and for clearance of the cheque(s) covered by such stop payment instruction(s).

Alerts are certain messages sent to the Customer triggered by certain events taking place in the Account of the Customer or otherwise. These messages are sent over certain channels of Electronic Banking. UCO Bank on best effort basis may display certain pre-defined Alerts. These Alerts may be on the Welcome page of the Net-Banking when the Customer access's his Account over the Net-Banking and/or on Mobile Phone. However the Bank shall not be responsible or liable for the timeliness, completeness, accuracy and successful delivery or receipt of the Alerts and also why certain information is not put as an Alert or why certain information earlier put as an Alert is not later put as an Alert.

Access to the Banking transactions in the Account(s) are permitted through Corporate Internet Banking by UCO Bank only after due authentication of the User by any means including Corporate Internet Banking User-Id and password. The Customer grants express authority to UCO Bank for implementing the instructions given by the User. UCO Bank shall have no obligation to verify the authenticity of any transaction / instruction received or purported to have been received from the User and / or the Customer through Corporate Internet Banking or purporting to have been sent by the Customer via Corporate Internet Banking other than by means of verification of the Corporate Internet Banking User-Id and the password. The display or printed output that is produced by the User at the time of operation of Corporate Internet Banking is a record of the operation of the Internet access and shall not be construed as UCO Bank's record of the relative transactions. UCO Bank's own records of transactions maintained through computer systems or otherwise shall be accepted as conclusive and binding for all purposes.

Customer is responsible for the correctness of information supplied to UCO Bank through the use of Corporate Internet Banking or through any other means such as electronic mail or written communication. UCO Bank accepts no liability for the consequences arising out of erroneous information supplied by the Customer or the User. If the Customer suspects that there is an error in the information supplied to UCO Bank by him, he shall advise UCO Bank as soon as possible. UCO Bank will endeavor to correct the error wherever possible on a best effort basis. If the Customer notices an error in the account information supplied to him through Corporate Internet Banking or by the use of any of the Internet Banking services, he shall advise UCO Bank as soon as possible. UCO Bank will endeavor to correct the error promptly.

The provisions of these Terms and Conditions shall be governed by, and construed in accordance with Indian law and the courts at Kolkata shall have the exclusive jurisdiction in respect of the subject matter hereof. Any dispute, controversy or claims arising out of or relating to the ONLINE SERVICES or the breach, termination or invalidity of these Terms and Conditions, shall be settled by arbitration in accordance with the provisions of the Indian Arbitration and Conciliation Act, 1996. In the event of a dispute between the CUSTOMER and UCO Bank or between the CUSTOMER and an AFFILIATE with respect to any matter arising hereunder, an arbitrator shall be appointed by UCO Bank The place of arbitration shall be Kolkata and any award whether interim or final, shall be made, and shall be deemed for all purposes between the parties to be made, in Kolkata. The arbitral procedure shall be conducted in English language and any award or awards shall be rendered in English. The procedural law of the arbitration shall be Indian law. The award of the arbitrator shall be final and conclusive and binding upon the Parties, and the Parties shall be entitled (but not obliged) to enter judgment thereon in any one or more of the highest courts having jurisdiction. Neither Party shall seek to resist the enforcement of any award in India on the basis that award is not subject to such provisions.

UCO BANK accepts no liability whatsoever, direct or indirect, for non-compliance with the laws of any country other than that of India. The mere fact that the WEBSITE can be accessed by a person in a country other than India would not mean that the laws of the said country would govern the ONLINE SERVICES and any matter related to hereunder. The ONLINE SERVICES shall not be available to foreign residents where the ONLINE SERVICES cannot be offered without prior regulatory compliance. It shall be the sole responsibility of foreign residents to verify whether the ONLINE SERVICES can be legally accessed and/or utilized in their respective jurisdictions. The Services do not constitute an offer to sell or a solicitation of an offer to buy any Services to any person in any jurisdiction where it is unlawful to make such an offer or solicitation.

In the process of using this WEBSITE, UCO BANK may be privy to information relating to the CUSTOMER, including information that is of a confidential nature. UCO Bank is strongly committed to protecting the privacy of its CUSTOMER and has taken steps to protect the information furnished to it. UCO Bank has taken all necessary measures to protect the confidentiality of the information and their transmission under the Service and it shall not be held liable for disclosure of the confidential information, unless gross negligence is established on the part of UCO Bank. The CUSTOMER shall not disclose, in any manner whatsoever, any information relating to UCO Bank of a confidential nature obtained in the course of availing the Services through the WEBSITE, to any other person. Failure to comply with this obligation shall be deemed a serious breach of these Terms and Conditions and shall entitle UCO Bank to terminate the Online Services without prejudice to any damages to which it may be entitled. UCO Bank undertakes not to disclose the information provided by the CUSTOMER to any person, unless acting under good faith that such actions necessary to: ! Conform to legal requirements or comply with legal process; ! Protect and defend our rights or property; ! Enforce the Terms and Conditions; or ! Act to protect the interests of our members or others. UCO Bank may also use information including the Personal Information of the CUSTOMER, share the information with Affiliates and third parties for providing Online Services and any service-related activities such as collecting subscription fees for those Online Services, and notifying or contacting the CUSTOMER regarding any problem with, or the expiration of, such Online Services. In this regard, it may be necessary to disclose the Personal Information to one or more agents and contractors of UCO Bank and their sub-contractors, but such agents, contractors, and sub-contractors will be required to agree to use the information obtained from UCO BANK only for these purposes. The CUSTOMER authorizes UCO Bank to exchange, share, part with all information related to the details and transaction history of the CUSTOMER to banks / financial institutions / credit bureaus / agencies/participation in any telecommunication or electronic clearing network as may be required by law or customary practice and shall not hold UCO Bank liable for use or disclosure of this information. The CUSTOMER agrees that UCO Bank or its contractors may hold and process his Personal Information on computer or otherwise in connection with Online Services as well as for statistical analysis and credit scoring.

The Parties agree that no joint venture, partnership, employment, or agency relationship exists between them as a result of availing the ONLINE SERVICES or use of this WEBSITE. All TRANSACTIONS shall be entered into by the Parties as principals and UCO Bank shall have no fiduciary duty towards the CUSTOMER whatsoever notwithstanding that there may be an existing relationship between the Parties.

The CUSTOMER represents to UCO Bank (which representations will be deemed to be repeated by the CUSTOMER on each date on which a Transaction is entered into) that:- ! The CUSTOMER has the power to perform its obligations hereunder and has taken all necessary action to authorize such execution, delivery and performance; ! It shall be the sole responsibility of the CUSTOMER to comply with all the internal approvals for entering into TRANSACTIONS as may be required. ! Such execution, delivery and performance does not violate or conflict with any law applicable to it and/or any regulatory requirements, any provision of its constitutional documents, any order or judgment of any court or other agency of government applicable to it or any of its assets or any contractual restriction binding on or affecting it or any of its assets; ! There is not pending or, to its knowledge, threatened against the CUSTOMER any action, suit or proceeding at law or in equity or before any court, tribunal, governmental body, agency or official or any arbitrator that is likely to affect the legality, validity or enforceability against it of these Terms and Conditions or its ability to perform its obligations; and ! All applicable information that is furnished in writing, by or on behalf of the CUSTOMER, to UCO Bank is, as of the date of the information, true, accurate and complete in every material respect. Provided that the CUSTOMER shall intimate UCO Bank of any change in any regulatory requirements, the effect of which may be to restrict or prohibit the CUSTOMER from executing any Transaction

This ONLINE SERVICE may be terminated by the CUSTOMER by giving at least fifteen days written notice and upon UCO Bank according its consent in writing to the same. The termination of the Service shall be without prejudice to the execution of all outstanding TRANSACTIONS entered into between the Parties. UCO Bank shall be entitled to receive all fees and other monies becoming due up to the date of such termination. UCO Bank shall be entitled to deduct any sum payable to it from any amounts UCO Bank may have to remit to the CUSTOMER on termination of the Service. UCO Bank reserves the right to interrupt, suspend or terminate, at any time, without specifying any reason, the access of the CUSTOMER to the Online Services offered hereunder and will make best efforts to give the CUSTOMER appropriate notice of the same without assigning any reason and without being liable for any loss/damage/cost of any nature whatsoever to the CUSTOMER. The occurrence at any time with respect to a Party of any of the following events constitutes an event of default and the ONLINE SERVICES may be terminated forthwith:- ! Failure by the Party to make, when due, any payment required to be made by it, and if such failure is not remedied on or before the third Business Day after notice of such failure is given to the Party; ! Failure by the Party to comply with or perform any obligation under the Terms and Conditions specified hereunder and if such failure is not remedied on or before the thirtieth day after notice of such failure is given to the Party; ! A representation made or deemed to have been made by the Parties proves to have been incorrect or misleading in any material respect when made or deemed to have been made; ! The occurrence of an "Additional Termination Event"; The CUSTOMER:- ! Having a resolution passed for its winding-up, official management or liquidation (other than pursuant to a consolidation, amalgamation or merger). ! Becoming insolvent or is unable to pay its debts or fails or admits in writing its inability generally to pay its debts as they become due. ! Making a general assignment, arrangement or composition with or for the benefit of its creditors. ! Instituting or has instituted against it a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditor's rights, or a petition is presented for its winding-up or liquidation, and, in the case of any such proceeding or petition instituted or presented against it, such proceedings or petition ! Results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for its winding-up or liquidation or ! Is not dismissed, discharged, stayed or restrained in each case within 30 days of the institution or presentation thereof; ! Seeking or becomes subject to the appointment of an administrator, provisional liquidator, conservator, receiver, trustee, custodian or other similar official for it or in respect of all or substantially all its assets; ! Having a secured party take possession of all or substantially all its assets or has a distress, execution, attachment, sequestration or other legal process levied, enforced or sued on or against all or substantially all its assets and such secured party maintains possession, or any such process is not dismissed, discharged, stayed or restrained, in each case within 30 days thereafter; ! Causing or is subject to any event with respect to it which, under the applicable laws of any jurisdiction, has an analogous effect to any of the events specified in clauses (1) to (7) (inclusive); (8) taking any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoing acts.

UCO Bank shall not be liable for any inaccuracy, error or delay in, or omission of, ! Any data, information or message, or ! The transmission or delivery of any such data, information or message; or ! Any loss or damage arising from or occasioned by ! Any such inaccuracy, error, delay or omission, ! Non-performance or ! Interruption in any such data, information or message, or if access to the Accounts is not available in the desired manner due to .force majeure. (e.g. , flood, extraordinary weather condition, earthquake or other act of God, fire, war, insurrection, riot, labour dispute, accident, action of government, communications, power failure, faults in telecommunication network or network failure, breach of service, denial of service, unauthorized transfer through hacking etc. equipment or software malfunction) or any other cause beyond the reasonable control of UCO Bank. The CUSTOMER will immediately notify UCO Bank in writing, delivered via e-mail or registered post, if CUSTOMER becomes aware of any loss, theft or unauthorized use of Customer's USER ID and PASSWORD; or any failure by CUSTOMER to receive a message from UCO BANK indicating that an order was received and executed; or any failure by CUSTOMER to receive an accurate written confirmation of an execution; or any receipt by CUSTOMER of confirmation of an order and/ or execution which CUSTOMER did not place; or any inaccurate information in CUSTOMER's account balances, securities positions, or transaction history. If CUSTOMER fails to notify UCO Bank immediately upon CUSTOMER's knowledge when any of the above conditions occur, neither UCO BANK nor any of its officers, directors, employees, agents can or will have any responsibility or liability to CUSTOMER or to any other person whose claim may arise through the CUSTOMER for any claims with respect to the handling, mishandling or loss of any order. UCO Bank will upon notice, halt or take such steps as are necessary to protect the CUSTOMER .s interest and which steps are capable or permitted for UCO Bank to do or undertake. Prior to giving of the notice, any loss or damage shall be to the CUSTOMER's account. Under no circumstances, shall UCO Bank, its employees, directors, and its third party agents involved in creating, producing, delivering or managing the Services, be liable for any direct, indirect, incidental, special or consequential damages, or any damages whatsoever, including punitive or exemplary (including, but not limited to, damages caused by any virus, personal injury, negligence, loss of profits, loss of data or other intangible information, business interruption, loss of privacy, or any pecuniary loss),arising out of or in any way connected with the use/delivery/performance of the WEBSITE, the delay or inability to use the WEBSITE or any links or items on the WEBSITE, the provision of or any inadequacy or deficiency in the provision of services or resulting from unauthorized access or alteration of transmissions or data or arising from interruption, suspension or termination of the Services or for any loss arising from the failure by the CUSTOMER to comply with any software installation instructions or any inability of UCO Bank to receive instructions, directions, orders or other communications from the CUSTOMER or to transmit any related message for any reason whatsoever, whether based on contract, tort, strict liability or otherwise.

Where the Service provided herein is interrupted for any reason whatsoever, the CUSTOMER may contact UCO Bank. UCO Bank shall in no way be liable for the consequences of any interruption in the Service.

UCO Bank shall keep all securities/monies and other properties belonging to the CUSTOMER in separate account or segregated from its own assets and shall not use the same for any purpose other than as directed by the CUSTOMER or authorized under these Terms and Conditions or as required by rules, regulation or law for time being in force. UCO Bank undertakes that a transfer to and from the account shall be made on the basis of order, instruction, direction or mandate, either standing or specific, duly authorized by the CUSTOMER

UCO Bank reserves the right to add, amend, revise, suspend or cancel in whole or in part any of the ONLINE SERVICES available through the WEBSITE, and will make best efforts to provide appropriate notice to the CUSTOMER . Any addition, suspension, revision, amendment, cancellation or suspension of the terms as notified on the WEBSITE may be made by UCO Bank, by causing a notice of the same to be posted on the WEBSITE and the CUSTOMER shall be deemed to have accepted the same in the event of its executing any transaction through the WEBSITE after the addition, suspension, revision, amendment, cancellation or suspension has been notified. UCO Bank may introduce new services in relation to the WEBSITE from time to time. The existence and availability of the new ONLINE SERVICES will be notified on the WEBSITE, as and when they become available.

The CUSTOMER hereby agrees to use the WEBSITE strictly for its internal use and not for any illegal purpose or in any manner inconsistent with the Terms and Conditions. The CUSTOMER agrees not to use, transfer, distribute or dispose of any information contained in the WEBSITE in any manner that could compete with the business of UCO Bank or otherwise compromise or imperil the interests of UCO Bank and/or Affiliates. The CUSTOMER acknowledges that the WEBSITE has been developed, compiled, prepared, revised, selected and arranged by UCO Bank and others (including certain other information sources) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money and constitutes valuable intellectual property and may also include trade secrets of UCO Bank and such others. The CUSTOMER agrees to protect the proprietary rights of UCO Bank and other parties during and after the term of the Online Services and to comply with all reasonable written requests made by UCO Bank or its suppliers of content, equipment or otherwise to protect their and others' contractual, statutory and common law rights in the WEBSITE. The CUSTOMER agrees to notify UCO Bank in writing promptly upon becoming aware of any unauthorized access or use of the WEBSITE by any party or of any claim that the WEBSITE infringes upon any copyright, trademark or other contractual, statutory or common law rights. The CUSTOMER is allowed to download and retrieve data from the WEBSITE on its computer screen, print individual pages on paper, photocopy and store such pages in an electronic form on disk for its exclusive personal use only. The CUSTOMER further acknowledges that all the intellectual property in the WEBSITE and the Service provided continues to vest with UCO Bank. The CUSTOMER shall not: ! Reverse engineer, decompile, disassemble, copy, reproduce, distribute, modify, transmit, perform, reproduce, publish or create derivative works from or in any way exploit any of the Service in violation of the Terms and Conditions or the laws of India; ! Create a database in electronic or structured manual form by systematically downloading and storing all or any of the Service, save and except such information as relates to the CUSTOMER's accounts and Transactions, as the case may be; ! Rent, lease, sell, sublicense, or lend any other person access to the WEBSITE and to the Service; ! Cache or permit caching by any person ! Do any act that violates the intellectual property right of UCO BANK or of any other third party in the WEBSITE or the Service offered thereof; ! Engage in any fraudulent, abusive or illegal activity, including but not limited to any activity designed or intended to fraudulently obtain the CUSTOMER PASSWORD or any private information of any user of the WEBSITE; ! Use the WEBSITE or the Service to violate the security of any computer network, crack PASSWORD of any other user or security encryption codes, transfer or store illegal material including threatening or obscene material; ! Run mail list or any form of auto-responder, or spam on the WEBSITE. UCO Bank may offer at the WEBSITE facility for discussions, chats, postings, transmissions, bulletin boards, and the like, and although UCO Bank has the right to monitor or review any Service, UCO Bank is under no obligation to do so and assumes no responsibility or liability arising from the content of any such discussions, postings, transmissions nor for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained in any information contained within such locations on the WEBSITE. The CUSTOMER is prohibited from posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law. UCO Bank will fully cooperate with any law enforcement authorities or court order requesting or directing UCO Bank to disclose the identity of anyone posting any such information or materials. The CUSTOMER shall not delete copyright or other intellectual property rights notices from printouts, copies or reproductions of electronically accessed materials obtained from the WEBSITE.

The copyright, trademarks, logos, slogans and service marks displayed on the WEBSITE, are registered and unregistered intellectual property rights of UCO Bank or of respective intellectual property right owners. Nothing contained on the WEBSITE should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any intellectual property displayed on the WEBSITE without the written permission of UCO Bank or such third party that may own the intellectual property displayed on the WEBSITE. UCO Bank neither warrants nor represents that the use of materials displayed on the WEBSITE by the CUSTOMER will not infringe patent, copyright or any intellectual property rights or any other rights of third parties not owned by or affiliated with UCO Bank. UCO BANK grants the right to access the WEBSITE to the CUSTOMER and use the Services in accordance with these Terms and Conditions and the Schedules annexed hereto. The CUSTOMER acknowledges that the Services including, but not limited to, text, content, photographs, video, audio and graphics, are either the property of, or used with permission by, UCO Bank and/or by the content providers and may be protected by applicable copyrights, trademarks, service marks, international treaties and/or other proprietary rights and laws of India and other countries, and the Terms and Conditions. The CUSTOMER should assume that everything it sees or reads on the WEBSITE (including but not limited to directories, guides, news articles, opinions, reviews, text, photographs, images, illustrations, profiles, audio clips, video clips, trademarks, service marks and the like, collectively "the Content") is copyrighted/ protected by intellectual property laws unless otherwise provided and may not be used, except as provided in these Terms and Conditions, without the prior written permission of UCO Bank or the relevant copyright owner. The CUSTOMER is also advised that UCO Bank will aggressively enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution. Any breach of the restrictions on use provided in these terms and conditions is expressly prohibited by law, and may result in severe civil and criminal penalties. UCO Bank shall be entitled to obtain equitable relief (including all damage, direct, indirect, consequential and exemplary) over and above all other remedies available to it, to protect its interests therein. The CUSTOMER acknowledges that the software underlying the Services as well as other Internet related software which are required for accessing service are the legal property of the respective vendors. The permission given by UCO Bank to access the Services shall not convey any patent, copyright and licence, proprietary or ownership rights or other intellectual property rights in the above software.

The CUSTOMER specifically agrees to hold UCO Bank harmless from any and all claims, and agrees that UCO Bank shall not be liable for any loss, actual or perceived, caused directly or indirectly by government restriction, exchange or market regulation, suspension of trading, war, strike, virus attacks, equipment failure, communication line failure, system failure, security failure on the Internet, unauthorized access, theft, or any problem, technological or otherwise or other conditions beyond UCO Bank's control, that might prevent CUSTOMER from entering or UCO Bank from executing an instruction, order, direction. CUSTOMER further agrees that the CUSTOMER will not be compensated by UCO Bank for .lost opportunity. viz., notional profits on orders, instructions, directions which could not be executed.

This WEBSITE may contain links to other websites operated by other parties. Such links are provided for the convenience of the CUSTOMER only and UCO BANK does not control or endorse such websites, and is not responsible for their contents. The use of such WEBSITE is also subject to the terms of use and other terms and guidelines, if any, contained within each such WEBSITE. In the event that any of the terms contained herein conflict with the terms of use or other terms and guidelines contained within any such WEBSITE, then the terms of use and other terms and guidelines for such WEBSITE shall prevail. The linked web sites are not under the control of UCO BANK and it is not responsible for the contents of any linked website or any link contained in a linked website, advertisements appearing in or Services offered by or any changes or updates to such websites. This WEBSITE may contain links to websites, web-pages and services also operated by UCO BANK (the "UCO BANK Sites"), and the CUSTOMER .s use of each UCO BANK Site is also subject to the Terms and Conditions herein and other terms and guidelines, if any, governing such UCO BANK Site. In the event that any of the terms, conditions, and notices contained herein conflict with the terms and conditions governing such UCO BANK Site, then the terms and conditions governing such UCO BANK Site shall prevail.

The CUSTOMER can revoke the authority of an existing USER, change his USER access profile/authorize a new USER by giving a resolution/mandate in the format prescribed by UCO Bank. However, all the terms and conditions herein shall continue to apply. In case an authorized USER leaves the services of the CUSTOMER, the CUSTOMER shall immediately notify UCO Bank to disable the user access, giving UCO Bank reasonable time to do so.

UCO Bank shall have the right of set-off and lien, irrespective of any other lien or charge, present as well as future, on the deposits/scrip held in the Account(s) or in any other account, whether in single name or joint name(s), to the extent of all outstanding dues, whatsoever, arising as a result of the Internet Banking extended to and/ or used by the user.

All payments due to UCO BANK arising under or in respect of these Terms and Conditions will be made free of any deduction or withholding for or on account of any tax, unless such deduction or withholding is required by any applicable law.

The CUSTOMER agrees that it shall be able to exercise the right to close/freeze the accounts with UCO Bank, only if there is no obligation pending to be met by the CUSTOMER towards UCO Bank,

The CUSTOMER hereby acknowledges and agrees that any rights not expressly granted herein are reserved.

UCO Bank has the absolute discretion to amend or supplement the Terms and Conditions herein, by modifying or rescinding any of the existing provisions or conditions or by adding any new provision or condition, by conspicuously posting notice of such amendment on the WEBSITE or by providing written notice to the CUSTOMER. Continued use of Online Services after such notice will constitute acknowledgment and acceptance of such amendment.

The obligations of the Parties under these Terms and Conditions shall survive the termination of any Transaction.

Except as provided in these Terms and Conditions, the rights, powers, remedies and privileges provided in these Terms and Conditions are cumulative and not exclusive of any rights, powers, remedies and privileges provided by law.

A failure or delay in exercising any right, power or privilege in respect of these Terms and Conditions will not be presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be presumed to preclude any subsequent or further exercise, of that right, power or privilege or the exercise of any other right, power or privilege.

If any provision or condition of these Terms and Conditions shall be held to be invalid or unenforceable by reason of any law, rule, administrative order or judicial decision by any court, or regulatory or self-regulatory agency or body, such invalidity or unenforceability shall attach only to such provision or condition. The validity of the remaining provisions and conditions shall not be affected thereby and these Terms and Conditions shall be carried out as if any such invalid or unenforceable provision or condition was not contained herein.

The CUSTOMER specifically agrees to hold UCO Bank harmless from any and all claims, and agrees that UCO Bank shall not be liable for any loss, actual or perceived, caused directly or indirectly by government restriction, exchange or market regulation, suspension of trading, war, strike, virus attacks, equipment failure, communication line failure, system failure, security failure on the Internet, unauthorized access, theft, or any problem, technological or otherwise or other conditions beyond UCO Bank's control, that might prevent CUSTOMER from entering or UCO Bank from executing an instruction, order, direction. CUSTOMER further agrees that the CUSTOMER will not be compensated by UCO Bank for .lost opportunity. viz., notional profits on orders, instructions, directions which could not be executed.

The clause headings in these Terms and Conditions are only for convenience and do not affect the meaning of the relative term.

UCO Bank's performance of these Terms and Conditions is subject to existing laws and legal process, and nothing contained in these Terms and Conditions is in derogation of UCO Bank's right to comply with governmental, court and law enforcement requests or requirements relating to the use of this WEBSITE by the CUSTOMER or information provided gathered by UCO Bank in respect of such use.

The grant of any facility to the CUSTOMER or its USERS under ONLINE SERVICES is not transferable under any circumstance

The Customer expressly agrees that use of the Website is at its sole risk. The Website is provided on an as is and as available basis. Except as warranted in the Terms and Conditions, UCO Bank expressly disclaims all warranties of any kind, whether express or implied or statutory, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, data accuracy and completeness, and any warranties relating to non-infringement in the Services. UCO Bank does not warrant that access to the Website and the Services will be uninterrupted, timely, secure, or error free nor does it make any warranty as to the results that may be obtained from the Website or use of the Services or as to the accuracy or reliability of the Services. UCO Bank makes no warranty regarding the Transactions entered into through the Website. UCO Bank will not be liable for any virus that may enter the Customer .s system as a result of the Customer using the Services. UCO Bank does not guarantee to the Customer or any other third party that the Services would be virus free.

The clause headings in these Terms and Conditions are only for convenience and do not affect the meaning of the relative term.

The Bank while opening an account opens the same under a Customer ID. The Customer agrees that the account number specified hereinabove or such account number that would get allotted pursuant to the request for opening of the account, shall be used to identify the Customer s Customer id and the account linking for corporate internet banking would be carried out on the basis of such Customer id. In the event, at any point in time, a Customer id has accounts other than the above-referred accounts linked to it, then the user shall be provided access to all such accounts and the Customer hereby agrees to such access.

The Customer agrees, at its own expense, to indemnify, defend and hold harmless UCO Bank, its directors and employees, representatives, agents, and its Affiliates against any claim, suit, action or other proceeding brought against UCO Bank, its directors and employees, representatives, agents, and Affiliates by a third party, to the extent that such claim, suit, action or other proceeding brought against UCO Bank, its directors and employees, representatives, agents, and Affiliates is based on or arises in connection with the user of the Service with reference to : (i)A violation of the Terms and Conditions contained herein by the Customer ; (ii)Any deletions, additions, insertions or alterations to, or any unauthorized use of, the Services by the Customer (iii)Any misrepresentation or breach of representation or warranty made by the Customer Contained herein; or (iv)Any breach of any covenant or obligation to be performed by the Customer hereunder. The Customer agrees to pay any and all costs, damages and expenses, including, but not limited to, reasonable attorneys. Fees and costs awarded against it or otherwise incurred by or in connection with or arising from any such claim, suit, action or proceeding attributable to any such claim. The Customer hereby agrees that under all circumstances, UCO Bank's aggregate liability for claims relating to the Service, whether for breach or in tort including but not limited to negligence shall be limited to the transaction charges/fees or consideration paid by the Customer within the previous twelve (12) months for the service, excluding any amount paid towards transactions.

UCO Bank shall have the right of set-off and lien, irrespective of any other lien or charge, present as well as future on the deposits held in the Customer's Primary Account and/ or; Secondary Account(s) or in any other account, whether in single name or joint name(s), to the extent of all outstanding dues, whatsoever, arising as a result of the Internet Banking Service extended to and/ or used by the Customer.

The Customer shall not assign these terms and conditions to anybody else. UCO Bank may sub-contract and employ agents to carry out any of its obligations under this contract. UCO Bank may transfer or assign its rights and obligations under this contract to any company in the UCO Bank Group of companies. These terms and conditions contain UCO Bank's entire agreement(except as otherwise expressly provided herein) and supersede and replace any previously made proposals, representations, understandings and agreements, express or implied, either oral or in writing between the Customer and UCO Bank for Corporate Internet Banking Services. The Customer acknowledges that it has not relied on any representation made by UCO Bank or any of its employees or agents and has made its own independent assessment of Corporate Internet Banking. No third party will have any rights or claims under these terms and conditions.

These Terms form the contract between the Customer using the Internet Banking Service and UCO Bank. By applying for Corporate Internet Banking and accessing the service the Customer acknowledges and accepts these Terms. These terms will be in addition to and not in derogation of the terms and conditions relating to any account of the Customer.