MainSource Bank Internet Banking Agreement and Consent To Electronic Delivery of Required Disclosures

Internet Banking Agreement

This Agreement, which includes the Fee Schedule and Enrollment Form, is a contract, which establishes the rules, which cover your electronic access to your accounts at MainSource Bank ('"THE BANK") through THE BANK Internet Banking. By using THE BANK Internet Banking, you accept all the terms and conditions of this Agreement. Please read it carefully.

The terms and conditions of the deposit agreements and disclosures for each of your THE BANK accounts as well as your other agreements with THE BANK such as loans continue to apply notwithstanding anything to the contrary in this Agreement.

This Agreement is also subject to applicable federal laws and state laws (except to the extent this Agreement can and does vary such rules or laws). If any provision of this agreement is found to be unenforceable, all remaining provisions will continue in full force and effect. Any waiver (express or implied) by either party of any default or breach of this Agreement must be in writing and shall not constitute a waiver of any other or subsequent default or breach. You may not assign this Agreement. This Agreement is binding upon your heirs and THE BANK’s successors and assigns. Certain of the obligations of the parties pursuant to this Agreement that by their nature would continue beyond the termination, cancellation or expiration of this Agreement shall survive termination, cancellation or expiration of this Agreement. This Agreement, together with the Enrollment Form and Fee Schedule, constitutes the entire agreement between you and THE BANK with respect to the subject matter hereof and there are no understandings or agreements relative hereto which are not fully expressed herein.

Definitions - As used in this Agreement, the words "we," "our," "us" and "THE BANK" mean MainSource Bank. "You" and "your' refer to the accountholder authorized by THE BANK to use Internet Banking under this Agreement and anyone else authorized by that accountholder to exercise control over the accountholder's funds through Internet Banking. "Account" or "accounts" means your accounts at THE BANK. "Electronic funds transfers,” means ATM withdrawals, preauthorized transactions, and point of sale transactions, transfers to and from your THE BANK accounts using Internet Banking including bill payments. "Internet Banking Services" means the services provided pursuant to this Agreement, including the Bill Payment Service. "Business days" mean Monday through Friday. Holidays are not included.

Access - To use Internet Banking, you must have at least one checking account at THE BANK, access to Internet service, and an e-mail address. Once you have submitted your On-Line Enrollment Form, and verified your account information, we will send you by postal mail, confirmation of our acceptance of your enrollment, along with your assigned log-in ID and temporary password. You can add or delete any of your THE BANK accounts from this Agreement by submitting a new On-Line Enrollment Form. Access to your accounts through Internet Banking will be based upon the identification of users and authority levels specified by you in your Enrollment Form. We undertake no obligation to monitor transactions through Internet Banking to determine that they are made on behalf of the account holder.

Hours of Access - You can use Internet Banking seven days a week, twenty-four hours a day, although some or all Internet Banking services may not be available occasionally due to emergency or scheduled system maintenance/processing. We agree to post notice of any extended periods of non­ -availability on the Internet Banking website.

Your Password - For security purposes, you are required to change your password upon your initial login to Internet Banking. You determine what password you will use and the identity of your password is not communicated to us. You agree that we are authorized to act on instructions received under your password. You accept responsibility for the confidentiality and security of your password and agree to change your password regularly. Upon three unsuccessful attempts to use your password, your access to Internet Banking will be revoked. To re-establish your authorization to use Internet Banking, you must contact us to have your password reset or to obtain a new temporary password.

If you do not access your account for sixty days, then you must contact the Internet banking department to reset your account.

Security -When you understand and accept the importance of your role in preventing misuse of your accounts through Internet Banking and you agree to use reasonable promptness when examining your paper statement or online statement for each of your THE BANK accounts as soon as you receive it. You agree to protect the confidentiality of your account and account number, and your personal identification information, such as your User ID or password. You understand that personal identification information by itself, or together with information related to your account, may allow unauthorized access to your account. Your password and login ID are intended to provide security against unauthorized entry and access to your accounts. Data transferred via Internet Banking is encrypted in an effort to provide transmission security and Internet Banking utilizes identification technology to verify that the sender and receiver of Internet Banking transmissions can be appropriately identified by each other. Notwithstanding our efforts to insure that the Internet Banking system is secure, however, you acknowledge that all data transfers, including electronic mail, occur openly on the Internet and potentially can be monitored and read by others. We cannot and do not warrant in any circumstance that all data transfers utilizing THE BANK Internet Banking, or e-mail transmitted to and from us, will not be monitored or read by others.

Fees and Charges - You agree to pay the fees and charges for your use of Internet Banking Services as set forth in the current fee schedule. You agree that all such fees and charges will be deducted from the THE BANK checking account designated as the "Primary Checking Account' on your Enrollment Form. If you close your Primary Checking Account, you must contact us immediately to designate another account as your Primary Checking Account. You agree to pay any additional reasonable charges for services you request, which are not covered by this Agreement. You are also responsible for telephone and Internet service fees you incur in connection with your use of Internet Banking.

Posting of Transfers - Transfers initiated through Internet Banking before 5:00 p.m. (Eastern Standard Time) on a business day may be posted to your account the same day. Transfers completed after 5:00 p.m. (Eastern Standard Time) on a business day, Saturday, Sunday or banking holiday, will be posted on the next business day. Internet Banking identifies transfers based upon the login ID of the user who made the electronic transfer. Accordingly, you understand and acknowledge that the View Postings screens in both the Transfer and Bill Payer menu options of Internet Banking will not reflect transfers made by multiple users from the same account if different login IDs are used. You agree to communicate with any other persons with authorized access to your accounts concerning any transfers or bill payments from your accounts in order to avoid overdrafts. You will be responsible for all transactions conducted by other authorized parties on your account.
Overdrafts (Order of Payments, Transfers, and other Withdrawals) - If your account has insufficient funds to perform all electronic fund transfers you have requested for a given business day, then:

Electronic funds transfers involving currency disbursements, like ATM withdrawals, will have priority;

Limits on Amounts and Frequency of Internet Banking Transactions - The number of transfers from THE BANK accounts and the amounts, which may be transferred, are limited pursuant to the terms of the applicable deposit agreement and disclosure for those accounts. If a hold has been placed on deposits made to an account from which you wish to transfer funds, you cannot transfer the portion of the funds held until the hold expires.

Internet Banking Bill Payment Service - You must designate the THE BANK account from which the payments are to be made; the complete name of the payee, the account number, and the payee's remittance address, all exactly as shown on the billing statement or invoice; the amount of the payment; and the payment date (the date the biller is to receive the payment). Funds will be taken from your account once the biller has received your payment. If the payment date you want is not a business day, your account will be debited the business day before. By using the Internet Banking Bill Payment Service option, you agree that, based upon instructions received under your password, we can charge your designated account by electronic transfer, "no signature required draft," or by debiting and remitting funds on your behalf. You also agree that your first Internet Banking bill payment will be charged to your Primary Checking Account. We reserve the right to refuse to pay any payee designated by you. If we do so, we will notify you promptly.

Effective October 6, 2005. In order to qualify for the Free Bill pay service you must sign up to receive an e-statement. In addition, your bill pay must remain active and the service used at least once every 90 days in order for the bill pay service to remain active. If you do not use the bill pay service for 90 consecutive days, the bank will terminate your bill pay feature. Once terminated you will be required to re-enroll for the bill pay feature to access the bill pay service again

Scheduling Internet Banking Payments You understand and agree that we are not responsible for the timely delivery of mail or the improper transmission or handling of payments by a third party such as the failure of the bill payment payee to properly post a payment to your account.

How to Cancel a Bill Payment- To cancel a bill payment that you have scheduled through Internet Banking, you must cancel the payment online via Internet Banking (by following the onscreen instructions) while the status is “scheduled”. Once the status is marked “processed” the payment may not be canceled.

Stop-Payment Requests - Stopping the payment of a check is different from the cancellation of a bill payment. Once the bill payment has been debited from your account, you CANNOT cancel or stop a bill payment, which has been paid electronically. You may be able to stop an Internet Banking bill payment paid by paper draft by contacting us by telephone before the paper draft has cleared. (You will have to contact us by telephone to determine if the paper draft has cleared.) If the paper draft has not cleared, we will immediately process your stop-payment request. We will notify you immediately if the paper draft has already cleared. To be effective, this type of stop-payment request must precisely identify the name of the payee, the payee-assigned account number, the amount and scheduled date of the payment, and the check number from the Bill Payment View Payment Activity Screen. The Stop payment request must be given to us in a reasonable and timely manner in order for us to process the claim

You may initiate stop-payment requests online via Internet Banking only for paper checks you have written (non-electronically) on your THE BANK accounts. Any online stop payments requested after 4:00p.m. will be processed by 4:00 p.m. the next business day. To be effective, this type of stop-payment request must precisely identify the name of the payee, the check number, the amount, the date of the check, and received in a timely manner.

If you make your stop-payment request online or by telephone, we may also require you to put your request in the form of paper writing and get it to us within 14 days after you call. You will incur stop-payment charges as disclosed in the current fee schedule for the applicable account. Stop payment charges for Internet Banking bill payment paper drafts will be assessed in addition to the stop-payment charges for the applicable account.

Disclosure of Account Information and Transfers - You understand that any information about your accounts will be disclosed to others only as permitted or required by law. In addition, we may also seek information about you from others, such as the credit bureau, in connection with the opening or maintaining of your account or in connection with approving your access to Internet Banking. You agree and hereby authorize all of these transfers of information.

Periodic Statements - You will not receive a separate Internet Banking statement. Transfers to and from your accounts using Internet Banking will appear on the respective periodic paper statements and/or online statement for your THE BANK accounts.

Change in Terms - We may change any term of this Agreement at any time. If the change would result in increased fees for any Internet Banking service, increased liability for you, fewer types of available electronic fund transfers, or stricter limitations on the frequency or dollar amount of transfers, we agree to give you notice at least 21 days before the effective date of any such change, unless an immediate change is necessary to maintain the security of an account or our electronic fund transfer system. We will post any required notice of the change in terms on the
THE BANK Internet Banking website or forward it to you by e-mail or by postal mail. Your continued use of any or the entire subject Internet Banking Services indicates your acceptance of any change in terms. We reserve the right to waive, reduce or reverse charges or fees in individual situations. You acknowledge and agree that changes to fees applicable to specific accounts are governed by the applicable deposit agreements and disclosures.

In Case of Errors or Questions about Your Electronic Transfers, including Bill Payments - Contact us as soon as you can, if you think your paper or online statement is wrong, or if you need more information about a transfer listed on your paper or online statement. We must hear from you no later than 60 days after we sent the FIRST paper statement and /or online statement upon which the problem or error appeared. When you contact us:

1. Tell us your name and account number.
2. Describe the error or transfer you are unsure about, and explain as clearly as you can why you believe it is an error, or why you need more information.
3. Tell us the dollar amount of the suspected error.
4. If the suspected error relates to a bill payment made via the Internet Banking Bill Payment Service, tell us the account number used to pay the bill, payee name, the date the payment was sent, payment amount, ID number, and the payee account number for the payment in question. (This information appears on the Bill Payment View Posting Screen.)

If you contact us by telephone or by e-mail, we may require that you send us your complaint or question in the form of paper writing by postal mail or fax within 10 business days.

We will determine whether an error occurred within 10 business days of receiving a notice of error. The results of the investigation will be reported (either orally or in writing) to the consumer within three business days after completing the investigation. If we need more time, however, we may take up to 45 days to investigate your complaint or question. If we decide to do this, we will provisionally credit your account within 10 business days for the amount you think is in error; so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing and WE DO NOT receive it in the form of a paper writing within 10 business days, we may not provisionally credit your account.
If we decide that there was no error, we will send you a written explanation within 3 business days after we finish our investigation. You may ask for copies of the documents that we used in our investigation. If we have made a provisional credit, a corresponding debit will be made from your account.

Our Liability for Failure to Make a Transfer - If we do not complete a transfer to or from your account, including a bill payment, on time or in the correct amount, according to our agreement with you when you have properly instructed us to do so, we will be liable to you for your losses or damages caused as a result. However, there are some exceptions. We will NOT be liable, for instance:

1. If, through no fault of ours, you do not have enough money in your account to make a transfer.
2. If a legal order directs us to prohibit withdrawals from the account.
3. If your account is closed, or if it has been frozen.
4. If the transfer would cause your balance to go over the credit limit of an established line of credit or the credit limit for any credit arrangement set up to cover overdrafts.
5. If you, or anyone authorized by you, commits any fraud or violates any law or regulation.
6. If any electronic terminal, telecommunication device, or any part of the Internet Banking electronic fund transfer system is not working properly and you knew about the problem when you started the transfer.
7. If you have not provided us with complete and correct payment information for the Bill Payment Service, including, without limitation, the name, address, your payee-assigned account number, payment date, and payment amount for the payee on a bill payment.
8. If you have not properly followed the on-screen instructions for using Internet Banking.
9. If circumstances beyond our control (such as fire, flood, interruption in telephone service or other communication lines) prevent the transfer, despite reasonable precautions that we have taken.

Your Liability for Unauthorized Transfers - CONTACT US AT ONCE if you believe your password has been lost, stolen, used without your authorization, or otherwise compromised, or if someone has transferred or may transfer money from your accounts without your permission. An immediate telephone call to us is the best way to reduce any possible losses. You could lose all the money in your accounts (plus your maximum overdraft line of credit, if any). If you contact us within 2 business days after you learn of the loss, theft, compromise, or unauthorized use of you password, you can lose no more than $50 if someone used your password without your permission.

If you do NOT contact us within 2 business days after you learn of the loss, theft, compromise, or unauthorized use of your password, and we can prove we could have stopped someone from using your password to access your accounts without your permission if you had told us, you could lose as much as $500.

Also, if your paper statement shows transfers that you did not make, contact us at once. If you do not tell us within 60 days after the paper statement was mailed to you, you may not get back any money you lost through transactions made after the 60 day time period if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good reason (such as a long trip or hospital stay) kept you from contacting us, we will extend the time periods.

Disclaimer of Warranty and Limitation of Liability - We make no warranty of any kind, express or implied, including any implied warranty of merchantability or fitness for a particular purpose, in connection with the Internet Banking Services provided to you under this Agreement. We do not and cannot warrant that Internet Banking will operate without errors, or that any or all Internet Banking Services will be available and operational at all times. Except as specifically provided in this Agreement, or otherwise required by law, you agree that our officers, directors, employees, agents or contractors are not liable for any indirect, incidental, special or consequential damages under or by reason of any services or products provided under this Agreement or by reason of your use of or access to Internet Banking, including loss of profits, revenue, data or use by you or any third party, whether in an action in contract or tort or based on a warranty. Further, in no event shall the liability of THE BANK and its affiliates exceed the amounts paid by you for the services provided to you through Internet Banking.

Your Right to Terminate - You may cancel your Internet Banking service at any time by providing us with written notice by postal mail or fax. Your access to Internet Banking will be suspended within 3 business days of our receipt of your instructions to cancel the service. You will remain responsible for all outstanding fees and charges incurred prior to the date of cancellation.

Our Right to Terminate - You agree that we can terminate or limit your access to Internet Banking Services for any of the following reasons:

1. Without prior notice, if you have insufficient funds in any one of your THE BANK accounts. Internet Banking service may be reinstated, in our sole discretion, once sufficient funds are available to cover any fees, pending transfers, and debits.
2. Upon 3 business days notice, if you do not contact us to designate a new Primary Checking Account immediately after you close your Primary Checking Account.
3. Upon reasonable notice, for any other reason in our sole discretion.
4. Effective August 1, 2003, we reserve the right to terminate your Internet Banking service if you have not accessed your Internet Banking account within the past year. You will be required to re-enroll in the Internet Banking service to re-establish your Internet Banking privileges.

Dual Signature Required Accounts

Consent To Electronic Delivery of Notices and Disclosures

You agree that any notice or other type of communication provided to you pursuant to the terms of this Agreement, and any future disclosures required by law, including electronic fund transfer disclosures, may be made electronically by posting the notice on the THE BANK Internet Banking website or by e-mail. You agree to notify us immediately of any change in your e-mail

Electronic Disclosure – Deposits
You consent and request the bank to provide in an electronic format the following Federal Consumer Protection Regulation Disclosures.

Truth-in-Savings (Regulation DD)
Initial Account Disclosure provided per the requirements of 12 CFR 230.4.
Subsequent Account Change –in-terms Disclosures provided per the requirements of 12 CFR 230.5.
Periodic Statement Disclosures provided per the requirements of 12 CFR 230.6.
Advertising provided per the requirements of 12CFR 230.8 and other Federal Consumer Regulations.

Expedited Funds Availability (Regulation CC)
Initial Disclosures provided per the requirements of 12 CFR 229.17.
Changes in Bank’s Expedited Funds Availability policy provided per the requirements of 12 CFR 229.16 and 12 CFR 229.13.

Electronic Funds Transfer (Reg E)
Initial Disclosures provided per the requirements of 12 CFR 205.7
Periodic Statements provided per the requirements of 12 CFR 205.9
Subsequent Change-in Terms Notices provided per the requirements of 12 CFR 205.8

Privacy of Consumer Financial Information
Initial Privacy Notice provided per the requirements of (12 CFR 332.4).
Annual Privacy Notice provided per the requirements of (12 CFR 332.8)
You have the right to withdraw your consent and receive the disclosures stated above in paper form for a $2.00 dollar fee per disclosure. This fee may change only upon reasonable notice to you as required by law. You must notify us in writing by mail of the exercise of your right to withdraw your consent from receiving the consumer protection disclosures listed above electronically. Please send the withdrawal of your consent to receive electronic disclosures to MainSource Bank, Attn:
Deposit Services, PO BOX 87 Greensburg, Indiana 47240 or email your Request to MSBDepositServices@mainsourcebank.com; so we may update our records accordingly within a reasonable time upon receipt of your notice.
If your email address or Internet Service Provider should change then you must provide us with you new contact information. Please send a written notification of theses changes to: MainSource Bank, Attn: Deposit Services, PO BOX 87 Greensburg, Indiana 47240 or email your request to MSBDepositServices@mainsourcebank.com; so we may update our records accordingly within a reasonable time upon receipt of your notice. You agree that you have the following hardware and software capabilities in order to receive electronic disclosures. You have a personal computer with Internet access via Internet Explorer (version 6.0 and higher) or Netscape Navigator programs. We may change the terms of this notification at our discretion but only upon reasonable notice to you and only as permitted by law.

By clicking the I AGREE button below you agree to the following:

That I accept all the terms and conditions of the Internet Banking Agreement.

I affirmatively consent to the receipt of the electronic disclosures as described above for Federal Consumer Protection Regulation CC (12CFR 229), Regulation E ( 12 CFR 205) Regulation DD (12 CFR 230), and Regulation P (12 CFR 332) and request the bank to provide me with the above stated disclosures in an electronic format.

I verify that I have, at a minimum, the hardware and software listed above to be able to receive and retain the above state disclosures.

I verify that I am a MainSource Bank Online Banking customer and acknowledge that all disclosure and statement information will be delivered to me via the email address provided in my Online Banking customer profile.

MainSource Bank
Attn: Internet Banking Department
PO BOX 507
Greensburg, IN 47240

You may also email your cancellation request to internetbanking@mainsourcebank.com so that we may update your Records accordingly.