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(1)

SAM’S CLUB

®

DISCOVER

®

ADVANTAGE

AND

One Card Convenience –

Serves As Your Membership Card

No Annual Credit Card Fee

PLUS

MEMBERS

Earn Up To

CASH

BACK

2

%

Accepted At Over 4 Million Locations Where You See

Accepted At Over 4 Million

Locations Where You See

Apply Today!

(2)

EARN CASH BACK At

Over 4 Million Locations

Where You See

SAM’S CLUB

®

DISCOVER

®

lets you earn up to 2% Cash Back on every purchase.

*

VALUE

CONVENIENCE

Earn Up To 2% Cash Back On Every Purchase

You Make At SAM’S CLUB AND Everywhere

Discover

®

Network Cards Are Accepted –

SAM’S CLUB Advantage PlusSMMembers earn up to 2%,

and SAM’S CLUB Advantage Members earn up to 1%.

IN-CLUB Financing Promotions – Every Day

No Annual Credit Card Fee

Variable APR As Low As 10.87%

**

SECURITY

Zero Fraud Liability –

If your card is lost or stolen, you will not be responsible for unauthorized purchases.

Protected With Your Photo

Apply today at the Member Services Desk!

Accepted At Over 4 Million Locations –

Where you see the Discover®Network sign.

Cash Advances From Any ATM That

Displays The Discover

®

Network Sign

*

One-Card Convenience –

Serves as your Membership card.

IN-CLUB Cash Access –

Choose $20, $40, or $60 added to your SAM’S CLUB purchase with no additional fees.*

Online Access To View And Pay Your

Account At samsclubdiscover.com

NOT A SAM’S CLUB PLUS

SM

MEMBER YET?

Upgrade To A SAM’S CLUB Plus

SM

Membership And Get These

Exclusive Features:

• Earn Up To 2% Cash Back With A

SAM’S CLUB

®

DISCOVER

®

***

• Complimentary Access To SAM'S CLUB

HealthAllies

®

Health Discount Program –

A $105 Value

• Save Over $250 On Other Member Services

*See attached terms for details.

**As of 10/1/05. See attac hed terms for details . ***Subject to credit approval.

Check the box on the attached

application to upgrade today!

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CG9A (3/05) 5326-CON-DUAL REV 10/05 [70912]

3. APPLICANT: We need your signature below.

I understand that if I qualify for credit, you may assign me interest rates depending upon my creditworthiness as determined by you. I am providing this information both to you and to SAM’S CLUB. I also authorize and direct you to furnish information about me and my Account (including whether this application is approved or declined) to create and update their customer records for me, to assist them in serving me, and to provide me with notices of special offers. I have read and agree to the Key Credit Terms and the additional disclosures that are attached.

I agree that my annual SAM’S CLUB Membership fees will be automatically billed to my Account and my acceptance of this Account constitutes my agreement to such billing.

Federal law requires us to obtain, verify, and record information that identifies you when you open an account. We will use your name, address, date of birth, and other information for this purpose.

Applicant’s Signature Date

WISCONSIN RESIDENTS: We are required to ask married residents of Wisconsin applying for an individual account to give us the name and address of their spouse, regardless of whether the spouse may use the card. Please provide that information below.

Name of Spouse Address of Spouse

SAM’S CLUB Membership Number ✔Last Name* ✔First Name ✔Initial

Home Address (Street Name and Number Required) ✔City ✔State ✔ZIP

| | | | | | | | |

Home Phone Business Phone Cell / Other Phone Where We May Call You ✔Date of Birth (MM/DD/YYYY)

| | | |- | | | |- | | | | | | | | |- | | | |- | | | | | | | | |- | | | |- | | | | | | | |- | | |- | | | | |

Social Security # E-Mail Address** Passcode Requested

| | | |- | | |- | | | | | | | | | |

2. AUTHORIZED BUYER: (Authorized Buyer MUST be active on membership)

An additional card will be issued to the person indicated below. The primary cardholder will be liable for all purchases made on the account, including those made by any authorized user.

Last Name First Name Initial Spouse

Other

PLEASE RETURN TO THE NEAREST SAM’S CLUB. DO NOT MAIL.

SAM’S CLUB

®

Credit Application

Please Print. Please use black ink. Please complete entire application. Omitting requiredinformation will delay processing.

Upgrade my Membership to Plus, so I can take advantage of up to 2% cash back.

1. APPLICANT: Please tell us about yourself.

✔ ✔ ✔

Credit Line Date Cards Issued Product Code Application Code Photo ID Type Driver’s License State ID/Matrícula Consular State ID # Expiration/Issue Date

5326

FOR CLUB USE ONL

Y

PROTECT YOUR ACCOUNT WITH ACCOUNT SECURITY —(OPTIONAL):By enrolling in optional Account Security, my SAM’S CLUB®DISCOVER®or SAM’S CLUB

Credit Card account balance will be paid in full (up to $10,000) in the event of a qualifying disability, unemployment, approved leave of absence, hospitalization, nursing home care, or if I lose my life.

By signing to purchase Account Security, I acknowledge that I do not need to purchase Account Security to get credit. I have received and read the disclosures that are set forth in the Account Security Summary of Terms attached. I agree that you may bill my Account a fee each month of $1.50 per $100 of the average daily balance of my Account as provided in the terms of the Account Security agreement. I may cancel at any time.

YES I would like to purchase Account Security Sign Here to Enroll

X

_______________________________________________ Date _______________

Account Security is not available for residents of Alabama and Mississippi.

Club Associates who solicit applications for Account Security must read the following disclosure to the customer:

Account Security is optional and your decision whether to purchase it will not affect your application or the terms of any existing credit agreement you have with us. You will get the complete terms of the Account Security program in the mail before your first payment for Account Security is due. Carefully read the detailed information for an expla-nation of the terms, eligibility requirements, conditions and exclusions that could prevent you from receiving Account Security benefits.

 Own

Rent

GE Money Bank will first consider you for a SAM’S CLUB®DISCOVER.®

If you do not qualify for a SAM’S CLUB®DISCOVER,®you will be considered for a SAM’S CLUB Personal Credit Card.

I do not want to be considered for a SAM’S CLUB®DISCOVER® which allows me to earn up to 2% Cash Back.

Consider me only for the SAM’S CLUB Personal Credit Card only.

*CARD NAME WILL BE LIMITED TO 26 CHARACTERS

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T H E K E Y C R E D I T T E R M S

SAM’S CLUB

®

DISCOVER

®

Annual Percentage Rate (APR) for Purchases

Account Type 1:

Account Type 2:

Account Type 3:

10.87%

16.87%

19.87%

Other APRs

Delinquency Rate:*

25.87%

Cash APR: Account Type 1:

Account Type 2:

Account Type 3:

13.87%

19.87%

22.87%

Variable Rate Information

The Annual Percentage Rate for Purchases may vary and will equal the prime rate plus (i) 4.12%, but not less

than 9.87% for Account Type 1; (ii) 10.12%, but not less than 15.87% for Account Type 2; or (iii) 13.12%, but

not less than 18.87 % for Account Type 3. The Annual Percentage Rate for Cash Advances may vary and will equal

(A) the prime rate plus 7.12%, but not less than 12.87% for Account Type 1, (B) the prime rate plus 13.12%, but

not less than 18.87% for Account Type 2, or (C) the prime rate plus 16.12%, but not less than 21.87% for Account

Type 3. The Delinquency Rate may vary and will equal the prime rate plus 19.12%, but not less than 24.99%.

The “prime rate” for a billing period is the highest bank prime loan rate as published in The Wall Street Journal

in its Money Rates section on any business day of the three calendar months preceding the first day of the

billing period.

Grace Period for the Repayment of the Balance for Purchases

25 days if no previous balance or full payment is made; otherwise none.

Method of Computing the Balance for Purchases

Average Daily Balance (Including New Purchases)

Minimum Finance Charge

$1.00

Transaction Fee for Cash Advances

The greater of $5.00 or 3.0% of the amount of the Cash Advance.

Transaction Fee for Convenience Checks or Balance Transfers

The greater of $5.00 or 3% of the amount of the Convenience Check or Balance Transfer, but no

more than $50.00.

Late Payment Fee: $15 for a Balance of $35.01–$49.99; $20 for a Balance of $50–$99.99; $25 for

a Balance of $100–$299.99; $29 for a Balance of $300 or more; and $0 for a Balance of $35 or

under. (Balance means Previous Balance on Statement that shows the Late Fee.)

Returned Check Fee: $25; Overlimit Fee: $25

*The Delinquency Rate will apply if you fail to make a minimum payment to us when due, you exceed

any credit limit, or you make a payment to us that is not honored by your bank. Once in effect, if

you are not late with any minimum payment and do not exceed any credit limit for six consecutive

billing periods, the rate for purchases will be the prime rate plus 13.12%, but not less than 18.87%

and the rate for cash advances will be the prime rate plus 16.12%, but not less than 21.87%.

To find out what may have changed on your SAM’S CLUB®DISCOVER®, write to: P.O. Box 981284, El Paso, TX 79998-1284; to find out what may

have changed on your SAM’S CLUB credit card, write to: P. O. Box 981064, El Paso, TX 79998-1064. The information about the costs of the card described above is accurate as of billing periods beginning after October 1, 2005. This information may have changed after that date. The terms of the Agreement may be changed by us as provided in the Agreement.

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T H E K E Y C R E D I T T E R M S

CG9A (3/05) 5326-CON-DUAL REV 10/05 [70912]

SAM’S CLUB

®

CREDIT CARD

Annual Percentage Rate (APR) for Purchases

Premier Accounts:

Standard Accounts:

11.62%

21.65%

Other APRs

Delinquency Rate:*

24.90% (fixed)

Variable Rate Information

The Annual Percentage Rate for Purchases may vary and will equal:

SAM’S CLUB Premier Accounts: The prime rate plus 4.87%, but in no event less than 9.87%.

SAM’S CLUB Standard Accounts: The prime rate plus 14.90%, but in no event less than 19.90%.

The “prime rate” is the highest bank prime loan rate as published in The Wall Street Journal in

its Money Rates section (“prime rate”) on the last business day of the calendar month preceding

the first day of the billing period.

Grace Period for the Repayment of the Balance for Purchases

26 days, if there is no previous balance or the balance is fully paid. Otherwise, none.

Method of Computing the Balance for Purchases

Average Daily Balance (including New Purchases)

Minimum Finance Charge

$1.00

Transaction Fee for Cash Advances

Not Applicable

Transaction Fee for Convenience Checks or Balance Transfers

Not Applicable

Late Payment Fee: $15 for a Balance of $35.01–$49.99; $20 for a Balance of $50–$99.99; $25

for a Balance of $100–$299.99; $29 for a Balance of $300 or more; and $0 for a Balance of $35

or under. (Balance means Previous Balance on Statement that shows the Late Fee.)

Returned Check Fee: $25

*The Delinquency Rate will apply if you fail to make your required Minimum Payment by the Payment Due Date

two times in any six consecutive billing periods. Once in effect, if you are not late with any required Minimum Payment

for six consecutive billing periods, the rate will return to the variable rate applicable to your Account before the

Delinquency Rate was imposed.

Please issue me a credit card. I authorize you to make inquiries you consider necessary (including requesting reports from consumer reporting agencies and other sources) in evaluating my application, and subsequently, for purposes of reviewing, maintaining or collecting my Account. I also understand that the credit card agreement delivered with my credit card (“Agreement”) will govern my Account, the terms of which are hereby incorporated by reference into and made a part of this application and that THE AGREEMENT’S TERMS INCLUDE AN ARBITRATION PROVISION WHICH MAY SUBSTANTIALLY LIMIT MY RIGHTS. My signature on this application represents my signature on the Agreement. I acknowledge that if I am approved for a SAM’S CLUB®DISCOVER®or a SAM’S CLUB credit card under the Agreement, I grant you a security interest in the goods purchased

on the Account, as permitted by law. The Agreement will be deemed to have been made in Utah.

YOU MAY REQUEST THE CODE OF PROCEDURE, RULES AND FORMS OF THE ARBITRATION ADMINISTRATOR SELECTED, BY CALLING THE TOLL-FREE NUMBERS LISTED IN THE AGREEMENT.

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bers of SAM’S CLUB may cash their rebate checks by obtaining a one-day pass at SAM’S CLUB.

4. Other Conditions. A Cardholder will forfeit all accrued, unpaid rebates if the

Cardholder’s account is closed for any reason (other than as a result of a lost or stolen card, in which case all accrued rebates will be applied to the replacement card). Rebate checks expire on the expiration date printed on the front of the checks. These Terms may be changed or discontinued at any time without notice. Changes may include, among other things, modifying the amount of Purchases required to qualify for the various potential rebate tiers, changing the rebate per-centages, imposing additional restrictions, or terminating the program.

5. Definitions – As used herein, the following terms will have the following meanings:

“Card” means the SAM’S CLUB®DISCOVER®.

“Cardholders” means the person to whom the Card was issued. “Card Year” means a calendar year.

“Purchase” means a purchase of merchandise or services using the SAM’S CLUB®

DISCOVER.® Purchase does not include any other type of Card transaction,

including cash advances, Quick Cash, convenience checks or balance transfers. “Terms” means these terms for how to earn cash back.

“Year-to-Date Purchases” means the amount, at the time each Purchase is made, of net Card purchases (total Card purchases minus returns and adjustments) made during the Card Year. At the beginning of each Card Year, the amount of Year-to-Date Purchases will be reset to zero.

INITIAL DISCLOSURE STATEMENT FOR BOTH

THE SAM’S CLUB

®

DISCOVER

®

AND

THE SAM’S CLUB

®

CREDIT CARD

The following are initial disclosure statements. If you are approved for a SAM’S CLUB®DISCOVER®or a SAM’S CLUB®Credit Card, a complete credit

card agreement (“Agreement”) governing your SAM’S CLUB®DISCOVER®or SAM’S

CLUB® Credit Card (“Account”) will be sent to you. The SAM’S CLUB®

DISCOVER®and SAM’S CLUB®Credit Card, are issued by GE Money Bank (“Bank”).

In these disclosure statements, “we”, “us”, and “our” refer to the Bank; “you” and “your” refers to all persons who we approve to use the Account; and “Card” refers to your SAM’S CLUB®DISCOVER®or SAM’S CLUB®Credit Card. You may use your

SAM’S CLUB®DISCOVER®or SAM’S CLUB®Credit Card to purchase goods or

ser-vices ("Purchases") or to obtain cash loans ("Quick Cash Advances") at participating SAM’S CLUB owned registers in SAM’S CLUB clubs. Each Quick Cash Advance must be in the amount of $20, $40, or $60 and may only be obtained if you are mak-ing an approved Purchase with your Card. No more than one Quick Cash Advance may be obtained on your Account each day. Except as otherwise expressly provided in the SAM’S CLUB Credit Card Agreement or any applicable offer, a Quick Cash Advance made with your SAM’S CLUB Credit Card will be treated as a purchase for the purpose of calculating the Minimum Payments on your Account and the amount of Finance Charge on your Account, including determining the balance subject to Finance Charge and when Finance Charges begin to accrue. You may also use your SAM’S CLUB®DISCOVER®to obtain cash loans at any institution that accepts the

SAM’S CLUB®DISCOVER®‚ including any Automated Teller Machines (“Cash

Advances”). We may, from time to time, allow you to transfer balances from other credit card accounts to your SAM’S CLUB®DISCOVER®(“Balance Transfer”), or to

access credit on the Account by writing a convenience check (“Convenience Checks”). The following transactions are treated as Cash Advances for the SAM’S CLUB®DISCOVER®: Convenience Checks, drafts, money orders, cashier’s checks,

traveler’s checks, electronic or wire transfers, foreign currency or other in-bank transactions, tax payments, lottery tickets or other legalized gambling transactions, court costs, bail bonds, person-to-person payments, fines, and other cash-like trans-actions. Except as otherwise expressly provided in the Agreement for SAM’S CLUB®

DISCOVER®or any applicable offer, a Balance Transfer will be treated as a Purchase.

DISCLOSURES FOR THE SAM’S CLUB

®

DISCOVER

®

PERIODIC FINANCE CHARGES. We calculate the periodic Finance Charge separately

for Purchases, Cash Advances, Quick Cash Advances and Special Payment Plans.

A. The periodic Finance Charge for a billing period is calculated by applying the

applicable daily periodic rate (“Periodic Rate”) to the Account balance subject to periodic Finance Charges for each day in the billing period, and adding together all of those daily Finance Charge amounts.

HOW TO EARN CASH BACK SAM’S CLUB

®

DISCOVER

®

Subject to the Terms set forth below, SAM’S CLUB®cardholders are eligible to receive

a rebate on purchases made with the SAM’S CLUB®DISCOVER.®Not available on

SAM’S CLUB credit card.

1. Determination of Cash Rebate Percentage. The amount of your Year-to-Date

Purchases will be used to determine the percentage of each Purchase eligible for rebate. The greater the amount of Year-to-Date Purchases, the higher the rebate per-centage. However, Year-to-Date Purchases over $1,000,000 will not be eligible for a rebate. SAM’S CLUB Advantage Plus members will earn a higher rebate percentage than Advantage members and non-members.

2. Rebate Tiers. The percentage of each Purchase eligible for rebate is as follows: SAM’S CLUB ADVANTAGE PLUS MEMBERS

Amount of Year-to-Date Purchases Percentage of Purchase (Including the current Purchase) Eligible for Rebate

Up to $1,500 0.25% $1,500.01 – $3,000 0.50% $3,000.01 – $5,000 1.00% $5,000.01 – $10,000 1.75% $10,000.01 – $1,000,000 2.00%

SAM’S CLUB ADVANTAGE MEMBERS AND NON-MEMBERS

Amount of Year-to-Date Purchases Percentage of Purchase (Including the current Purchase) Eligible for Rebate

Up to $1,500 0.25% $1,500.01 – $3,000 0.50% $3,000.01 – $1,000,000 1.00%

If a Purchase causes Year-to-Date Purchases to span multiple rebate tiers, the appli-cable rebate percentage for each spanned tier will apply to that portion of the Purchase falling within such tier. For example, if a Cardholder who is a SAM’S CLUB Advantage member already has Year-to-Date Purchases totaling $2,000, makes an additional $2,000 Purchase, $1,000 of that additional purchase would be eligible for a 0.50% rebate and the remaining $1,000 would be eligible for a 1.00% rebate.

3. Issuance of Rebate Checks. After each Purchase, a Cardholder will accrue a

poten-tial rebate based on the applicable percentage. Unless the Cardholder’s account is delinquent, rebate checks will be issued each February for the rebate accrued during the previous Card Year. No rebate checks will be issued for amounts less than $1.00. Rebate checks may be cashed only at a SAM’S CLUB. Cardholders who are not

mem-WISCONSIN RESIDENTS: No provision of a marital property agreement, a unilateral statement under

Sec. 766.59, Wis. Stats., or a court decree under Sec. 766.70, Wis. Stats., adversely affects the inter-est of the creditor unless the creditor, prior to the time credit is granted, is furnished a copy of the agreement, statement or decree or has actual knowledge of the adverse provision when the obliga-tion to the creditor is incurred.

SAM’S CLUB®DISCOVER® SAM’S CLUB®PERSONAL ACCOUNT

ACCOUNT TYPE ACCOUNT TYPE ___________________________ ___________________________

Credit Limit Credit Limit $ ___________________ $ ___________________ Current Variable Purchase APR* Current Variable Purchase APR*

___ ___ . ___ ___% ___ ___ . ___ ___% Current Purchase Periodic Rate* Current Purchase Periodic Rate*

. __ __ __ __ __ % . __ __ __ __ __ % Current Variable Cash APR*

___ ___ . ___ ___% Current Cash Periodic Rate*

. __ __ __ __ __ % Current Variable Delinquency APR*

___ ___ . ___ ___% Current Delinquency Periodic Rate*

. __ __ __ __ __ %

(7)

A minimum

FINANCE CHARGE

of

$1.00

will be imposed for each billing period in which your Account is subject to a periodic Finance Charge.

B. The Periodic Rate for your Purchase balance and Quick Cash Advance balance is

the purchase standard rate (“Purchase Standard Rate”), unless the Delinquency Rate applies as described below. The Purchase Standard Rate for a billing period is either:

(A) the greater of: (i) the Prime Rate plus 4.12%, times 1/365; or (ii)

.02705%

(APR 9.87%)

. As of October 1, 2005, the Purchase Standard Rate under this formula was

.02979% (APR 10.87%)

for Account Type 1; or

(B) the greater of: (i) the Prime Rate plus 10.12%, times 1/365; or (ii)

.04348%

(APR 15.87%)

. As of October 1, 2005, the Purchase Standard Rate under this formula was

.04622% (APR 16.87%)

for Account Type 2; or

(C) the greater of: (i) the Prime Rate plus 13.12%, times 1/365; or (ii)

.05170%

(APR 18.87%)

. As of October 1, 2005, the Purchase Standard Rate under this formula was

.05444% (APR 19.87%)

for Account Type 3. The prime rate for a billing period is the highest bank prime loan rate as published in The Wall Street Journal in its Money Rates section on any business day of the three calendar months preceding the first day of the billing period (“Prime Rate”).

C. The Periodic Rate for your Cash Advance balance is the cash standard rate

(“Cash Standard Rate”), unless the Delinquency Rate applies as described below. Except as provided below, the Cash Standard Rate for a billing period is either:

(A) the greater of: (i) the Prime Rate plus 7.12%, times 1/365; or (ii)

.03526%

(APR 12.87%)

. As of October 1, 2005, the Cash Standard Rate under this for-mula was

.03800% (APR 13.87%)

for Account Type 1; or

(B) the greater of: (i) the Prime Rate plus 13.12, times 1/365; or (ii)

.05170%

(APR 18.87%)

. As of October 1, 2005, the Cash Standard Rate under this for-mula was

.05444% (APR 19.87%)

for Account type 2; or

(C) the greater of: (i) the Prime Rate plus 16.12%, times 1/365; or (ii)

.05992%

(APR 21.87%)

. As of October 1, 2005, the Cash Standard Rate under this for-mula was

.06266% (APR 22.87%)

for Account Type 3.

D. The Periodic Rate for all Account balances will be increased if you fail to make a

minimum payment to us when due, you exceed your Credit Limit or Cash Advance Limit, or you make a payment to us that is not honored by your bank. In such cir-cumstances, we will increase your Periodic Rates (including any promotional rates) on all Account balances to a delinquency rate (“Delinquency Rate”) equal to the greater of: (i) the Prime Rate plus 19.12%, times 1/365; or (ii)

.06847% (APR 24.99%)

. Based on a Prime Rate of 6.75% as of October 1, 2005. the Delinquency Rate was

.07088% (APR 25.87%)

. The Delinquency Rate that will apply will take effect as of the first day of the next billing period. Once the Delinquency Rate applies, if you make any required Total Minimum Payment by the Payment Due Date in six consec-utive billing periods and do not exceed your Credit Limit or Cash Advance Limit dur-ing such six month period, effective on the first day of the next billdur-ing period, we will apply a Purchase Standard Rate to your Purchase balances and Quick Cash Advance balances equal to the greater of: (i) the Prime Rate plus 13.12%, times 1/365; or (ii)

.05170% (APR 18.87%)

and a Cash Standard Rate to your Cash Advance balances equal to the greater of: (i) the Prime Rate plus 16.12%, times 1/365; or (ii)

.05992% (APR 21.87%)

. Based on a Prime Rate of 6.75% as of October 1, 2005, the Purchase Standard Rate under this formula was

.05444% (APR 19.87%)

and the Cash Standard Rate under this formula was

.06266% (APR 22.87%)

.

E. The Periodic Rate and corresponding APRs may vary. If the Prime Rate

increases, the Periodic Rates and corresponding APRs may increase, and as a result the periodic Finance Charge, Total Minimum Payment, and number of pay-ments also may increase. Any change in the Periodic Rates will apply to your entire Account balance (unless otherwise specified in any applicable promotional offer that provides for different terms for that promotion). A change in the Prime Rate will take effect on the first day of the billing period after the change. We may select a new interest rate index if the Prime Rate is not available.

BALANCE SUBJECT TO PERIODIC FINANCE CHARGE. The balance subject to a

periodic Finance Charge is calculated separately for Purchases, Cash Advances, Quick Cash Advances and Special Payment Plans.

A. The Purchase balance subject to a periodic Finance Charge is the Purchase Daily

Balance of the Account. However, Purchases are not included in the Purchase bal-ance subject to a periodic Finbal-ance Charge for a billing period if there is no previous balance on your Account at the beginning of the billing period (“Previous Balance”), or the sum of your payments and credits on your Account received during the billing period is at least equal to the Previous Balance.

B. To determine the Purchase balance subject to a periodic Finance Charge, we take the

prior day’s Purchase balance of your Account, which includes any unpaid periodic Finance Charge on your Purchase balance and add any new Purchases, including any Balance Transfers and other debits charged to your Account that day, and subtract any payments and other credits applied to your Purchase balance that day. Each day we also add any periodic Finance Charges on your Purchase balance and other Finance Charges and fees (other than Transaction Fees for Cash Advances), including any debt cancellation fees, assessed that day on your Account. This gives us the “Purchase Daily Balance” of the Account. Any Purchase Daily Balance of less than zero will be treated as zero.

C. The Cash Advance balance subject to a periodic Finance Charge is the Cash Advance

Daily Balance of the Account. To determine the Cash Advance balance subject to a periodic Finance Charge, we take the prior day’s Cash Advance Balance of your Account, which includes any unpaid periodic Finance Charges on your Cash Advance Balance, and add any new Cash Advances, Transaction Fees for Cash Advances and periodic Finance Charges on your Cash Advance Balance for that day and subtract any payments and other credits applied to your Cash Advance Balance that day. This gives us the “Cash Advance Daily Balance” of the Account. Any Cash Advance Daily Balance of less than zero will be treated as zero.

D. The Quick Cash Advance balance subject to a periodic Finance Charge is the Quick Cash

Advance Daily Balance of the Account. However, Quick Cash Advances are not included in the Quick Cash Advance balance subject to a periodic Finance Charge for a billing period if there is no Previous Balance on your Account at the beginning of the billing period, or the sum of your payments and credits on your Account received during the billing period is at least equal to the Previous Balance. To determine the Quick Cash Advance balance subject to a periodic Finance Charge, we take the prior day’s Quick Cash Advance balance of your Account, which includes any unpaid periodic Finance Charge on your Quick Cash Advance balance and add any new Quick Cash Advance charged to your Account that day, and subtract any payments and other credits applied to your Quick Cash Advance balance that day. Each day we also add any periodic Finance Charges on your Quick Cash Advance balance. This gives us the “Quick Cash Advance Daily Balance” of the Account. Any Quick Cash Advance Daily Balance of less than zero will be treated as zero.

WHEN PERIODIC FINANCE CHARGES BEGIN TO ACCRUE.

A. Purchases and Quick Cash Advances. If there is a Previous Balance on your

state-ment, Purchases, Quick Cash Advances and other related charges will begin to accrue periodic Finance Charges on the later of the transaction date or the first day of the billing period in which the Purchase and/or Quick Cash Advance is posted to your Account. However, if there is no Previous Balance shown on your Account, or if the sum of all payments and credits posted to your Account by the Payment Due Date is at least equal to the New Balance on your statement, Purchase Balances and Quick Cash Advances will not incur any Finance Charges on the next billing statement. To avoid periodic Finance Charges on Purchases and Quick Cash Advances on your next statement, you must pay your entire New Balance by the payment due date shown on your statement.

B. Cash Advances. Cash Advances, Transaction Fees for Cash Advances and other related

charges will accrue a periodic Finance Charge from the later of the transaction date or the first day of the billing period in which the Cash Advance is posted to your Account. There is no period within which you can avoid Finance Charges on Cash Advances.

PAYMENTS.

A. You must pay at least the Total Minimum Payment by 5:00 p.m. on the Payment

Due Date shown on the Statement. You may pay more than the Total Minimum Payment at any time. Your Total Minimum Payment will be the sum of: (a) the greater of (i) $15.00, or (ii) 2.5% of the new balance (“New Balance”) shown on your statement, or (iii) the sum of the Finance Charges, the late fee, the overlimit fee imposed during the current billing period, and 1.0% of your New Balance; plus (b) any past due amounts and any amount by which the New Balance exceeds your Credit Limit. The Total Minimum Payment will be rounded up to the next whole dollar. However, the Total Minimum Payment is the New Balance if the New Balance is less than $15.00.

B. We reserve the right to select the method by which payments and credits are

allo-cated to your Account in our sole discretion. The payment allocation method that we use may result in higher Finance Charges on your Account, depending on the types of

(8)

DISCLOSURES FOR THE SAM’S CLUB

®

CREDIT CARD

TYPES OF ACCOUNTS. SAM’S CLUB®Premier Account and the SAM’S CLUB

Standard Account. You will be advised which type of Account you qualify for. The applicable Finance Charge rate (“Rate”) for each type of Account is set out below. The other terms and conditions contained in this Agreement will apply to all types of Accounts.

FINANCE CHARGES.

A. The Finance Charge for a billing period is calculated by applying the

appli-cable periodic rate (“Periodic Rate”) to the Account balance subject to Finance Charges for each day in the billing period, and adding together all of those daily Finance Charge amounts. There is a minimum

FINANCE CHARGE

of

$1.00

for a billing period in which a Finance Charge is assessed.

B. The Periodic Rate for your Account is the Regular Rate, unless the

Delinquency Rate applies as described below. The Regular Rate for SAM’S CLUB Premier Accounts for a billing period is the greater of: (i) the Prime Rate plus 4.87%, times 1/365; or (ii)

.02705% (APR 9.87%)

. The Regular Rate for SAM’S CLUB Standard Accounts for a billing period is the greater of: (i) the Prime Rate plus 14.90%, times 1/365; or (ii)

.05453%

(APR 19.90%)

. The prime rate for a billing period is the highest bank prime loan rate as published in The Wall Street Journal in its Money Rates section on the last business day of the calendar month preceding the first day of the billing period. Based on a Prime Rate of 6.75% as of October 1, 2005, the Regular Rate for SAM’S CLUB Premier Accounts was

.03184% (APR

11.62%)

and the Regular Rate for SAM’S CLUB Standard Accounts was

.05932% (APR 21.65%)

.

C. When the Regular Rate applies, the Periodic Rate and corresponding Annual

Percentage Rate may vary. If the Prime Rate increases, the Periodic Rate and corresponding Annual Percentage Rate may increase, and as a result the Finance Charge, Minimum Payment and number of payments also may increase. Any change in the Regular Rate will apply to your entire Account balance. We may select a new interest rate index if the Prime Rate is not available.

D. If you do not make your required Minimum Payment by the Payment

Due Date two times in any six consecutive billing periods, the Delinquency Rate (rather than the Regular Rate) may be applied to all existing bal-ances on your Account and all new transactions beginning with the first day of the billing period that begins after the Payment Due Date for the second Minimum Payment that was not made on time. The Delinquency Rate for both Account types is a fixed rate of

.06822% (ANNUAL

PERCENTAGE RATE 24.90%)

. Once the Delinquency Rate applies, if you make any required Minimum Payment by the Payment Due Date in six consecutive billing periods, the Regular Rate (rather than the Delinquency Rate) will apply to all existing balances on your Account and all new transactions beginning with the first day of the billing period that begins after the Payment Due Date for the sixth consecutive billing period for which you made the required Minimum Payment.

BALANCE SUBJECT TO FINANCE CHARGE.

A. The balance subject to Finance Charge is the Daily Balance of the Account.

However, there is no balance subject to Finance Charge for a billing period if there is no Previous Balance on your Account for that billing period or the sum of your payments and credits on your Account during the billing period is at least equal to the Previous Balance.

B. To determine the Account balance subject to Finance Charge, we take the

beginning balance of your Account each day, which includes any unpaid Finance Charges, and add any new Purchases and other debits for that day and subtract any payments and other credits applied that day. Each day, we also add any Finance Charges assessed that day. Late Payment Fees, Returned Check Fees, credit insurance premiums and debt cancellation fees are not included. This gives us the “Daily Balance” of the Account. However, any Daily Balance less than zero will be treated as zero.

WHEN FINANCE CHARGES BEGIN TO ACCRUE. If there is no Previous

Balance for the billing period or the sum of your payments and credits for the billing period is at least equal to the Previous Balance, new Purchases transactions you make (such as promotional or non-promotional purchases),

and the timing and amount of your payments. From time to time we may offer you the following types of Special Payment Plans: (1) reduced APR promo-tions that apply to Purchases and/or Cash Advances made anywhere you use your Account (“World-Wide Promotions”); and (2) promotions that apply solely to Purchases made at a SAM’S CLUB club (“SAM’S CLUB Promotions”). SAM’S CLUB Promotions may include deferred interest promotions where interest accrues during the promotional period but is not added to your Account balance if the promotional balance is paid in full by the expiration date of the promotion (“SAM’S CLUB Deferred Interest Promotions”).

Unless we notify you otherwise, your payments will be allocated in the fol-lowing order:

1. Finance charges and fees

2. World-Wide Promotions, in order of lowest to highest APR 3. All Balances not subject to any promotion, in order of lowest to highest APR 4. SAM’S CLUB Store Promotions (except as noted below)

If you have a SAM’S CLUB Deferred Interest Promotion, in the month in which that promotion is to expire, payments equal to or greater than the SAM’S CLUB Deferred Interest Promotion balance will be allocated to that balance before payments are allocated to finance charges and fees. Because we allocate pay-ments to lower APR balances first for both World-Wide Promotions and balances not subject to any promotion, your Account will incur higher Finance Charges than if we had allocated to higher APR balances first. In addition, if you have a balance that has a higher APR than any World Wide Promotion balance you may have, you will not receive the full benefit of the reduced APR of the World Wide Promotion. If you have any questions about the allocation of your payment, please call the customer service phone number located on your billing statement.

ADDITIONAL FEES. You agree to pay the following fees:

A. A Late Payment Fee, if we have not received your Total Minimum Payment

by the Payment Due Date shown on your Statement. The amount of the Late Payment Fee will be based on your New Balance at the time your delinquent Total Minimum Payment was calculated. The Late Payment Fee will be $0 for a New Balance of $35 or less; $15.00 for a New Balance of $35.01 to $49.99; $20.00 for a New Balance of $50.00 to $99.99; $25.00 for a New Balance of $100.00 to $299.99; and $29.00 for a New Balance of $300.00 or more.

B. An Overlimit Fee of $25.00 for each billing period in which your New

Balance as shown on your Statement exceeds your Credit Limit. We may assess an Overlimit Fee even if we authorize the transactions on your Account that caused you to exceed your Credit Limit, or if you exceed your Credit Limit as a result of unpaid Finance Charges or other fees.

C. A Returned Check Fee of $25.00 if any check or other instrument sent to

us, or any electronic payment authorization you provide us for payment on your Account, is not honored upon first presentment even if the check, instru-ment, or electronic payment authorization is later honored.

D. A Transaction Fee for each Cash Advance that posts to your Account will

be charged. This fee will be a

FINANCE CHARGE

equal to the greater of

$5.00

or

3%

of the amount of the Cash Advance. For Automated Teller Machine (“ATM”) Cash Advances, the amount of the Cash Advance may include a surcharge that the ATM owner imposes.

E. A Transaction Fee for each Convenience Check or Balance Transfer that

posts to your Account will be charged. This fee will be a

FINANCE

CHARGE

equal to the greater of

$5.00

or

3%

of the amount of the Convenience Check or Balance Transfer, but no more than

$50.00

.

TRANSACTION MADE IN FOREIGN CURRENCY. If a transaction is made in

a foreign currency, the DISCOVER®Network will convert the transaction into

a U.S. dollar amount in accordance with its operating regulations and con-version procedures in effect at the time the transaction is processed. Currently these regulations and procedures (which are subject to change by the DISCOVER®Network) provide that the currency conversion rate DISCOVER®

Network uses is no greater than the highest (1) interbank conversion rate identified by DISCOVER®Network on the processing date; or (2)

govern-ment-mandated rate, in effect on the processing date or the previous busi-ness day. The currency conversion rate in effect on the processing date may differ from the rate in effect on the transaction date or the posting date.

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Notice: The following is important information regarding your right to dispute

billing errors.

YOUR BILLING RIGHTS

KEEP THIS NOTICE FOR FUTURE USE

This notice contains important information about your rights and our responsi-bilities under the Fair Credit Billing Act.

Notify Us in Case of Errors or Questions About Your Bill

If you think your bill is wrong, or if you need more information about a transaction on your bill, write us on a separate sheet at the address shown on your Statement under billing inquiries. Write to us as soon as possible. We must hear from you no later than 60 days after we sent you the first bill on which the error or problem appeared. You can telephone us, but doing so will not preserve your rights.

In your letter, give us the following information: • Your name and Account number.

• The dollar amount of the suspected error.

• Describe the error and explain, if you can, why you believe there is an error. If you need more information, describe the item you are not sure about.

Your Rights and Our Responsibilities After We Receive Your Written Notice

We must acknowledge your letter within 30 days, unless we have corrected the error by then. Within 90 days, we must either correct the error or explain why we believe the bill was correct. After we receive your letter, we cannot try to collect any amount you question, or report you as delinquent. We can continue to bill you for the amount you question, including finance charges, and we can apply any unpaid amount against your Credit Limit. You do not have to pay any questioned amount while we are investigating, but you are still obligated to pay the parts of your bill that are not in question. If we find that we made a mistake on your bill, you will not have to pay any finance charges related to any questioned amount. If we didn’t make a mistake, you may have to pay finance charges, and you will have to make up any missed payments on the questioned amount. In either case, we will send you a statement of the amount you owe and the date that it is due. If you fail to pay the amount that we think you owe, we may report you as delinquent. However, if our explanation does not satisfy you and you write to us within ten days telling us that you still refuse to pay, we must tell anyone we report you to that you have a question about your bill. And, we must tell you the name of any-one we reported you to. We must tell anyany-one we report you to that the matter has been settled between us when it finally is. If we don’t follow these rules, we can’t collect the first $50 of the questioned amount, even if your bill was correct.

Special Rule for Credit Card Purchases

If you have a problem with the quality of property or services that you purchased with a credit card, and you have tried in good faith to correct the problem with the merchant, you may have the right not to pay the remaining amount due on the property or services. There are two limitations on this right: (a) You must have made the purchase in your home state or, if not within your home state, within 100 miles of your current mailing address; and (b) The purchase price must have been more than $50. These limitations do not apply if we own or operate the mer-chant, or if we mailed you the advertisement for the property or services.

PUERTO RICO RESIDENTS: You may request a copy of the Agreement in Spanish.

ACCOUNT SECURITY PROGRAM

Summary of Terms

The Account Security Program (‘Program’) is optional. Whether or not you pur-chase the Program will not affect your application for credit or the terms of any existing credit agreement you have with GE Money Bank (‘Bank’). Upon accep-tance of your enrollment in the Program, you will receive the complete Program Agreement. Please read the Agreement carefully since it provides a complete explanation of the Program. The following is only a summary of the Program, including a summary of the eligibility requirements, conditions and exclusions that could prevent you from receiving benefits under the Program.

Debt Cancellation is provided under the terms of the Program for the follow-ing events (‘Covered Events’): Involuntary Unemployment, Leave of Absence, Disability, Hospitalization, Nursing Home Care, or Loss of Life with respect to the primary cardholder (the person whose name is listed first on the billing statement).

COST: The monthly fee for the Program is $1.50 per $100 of the average daily

balance of your Account as provided in the Program Agreement. The fee is sub-ject to change upon notice to you as required by law.

and other charges in that billing period will begin to accrue a Finance Charge as of the first day of the next billing period if a Finance Charge is imposed in the next billing period. If there is a Previous Balance for the billing period, including any balance of Purchases made under any Special Payment Plan, and the sum of your payments and credits for a billing period is not at least equal to that Previous Balance, new Purchases and other charges will begin to accrue a Finance Charge from the later of the date of the transaction or the first day of the billing period in which the transaction is posted to your Account.

PAYMENTS. You must pay at least the Minimum Payment on your billing statement

by the Payment Due Date shown on the billing statement. Your Minimum Payment will be the amount shown in the following table, rounded to the next highest dollar:

New Balance Minimum Payment

$0 through $499.99 The greater of $15 or 1/20 of the New Balance $500 through $999.99 1/24 of the New Balance

$1,000 through $1,999.99 1/30 of the New Balance $2,000 and greater 1/36 of the New Balance

In addition, your Minimum Payment will also include any past due amounts. When the New Balance is less than $15, you must pay us the New Balance. We reserve the right to select the method by which payments and credits are allocated to your Account in our sole discretion. The payment allocation method that we use may result in higher amounts of Finance Charges on your Account, depending on the types of transactions you make (such as promotional or non-promotional purchases), and the timing and amount of your payments. If you have any questions about the allocation of your payment or would prefer to choose a different payment allocation option we offer, please call customer service at 1-800-964-1917.

FEES. You agree to pay the following fees.

A. A Late Payment Fee, if we have not received your Minimum Payment by the

Payment Due Date shown on your Statement. The amount of the Late Payment Fee will be based on your New Balance at the time your delinquent Minimum Payment was calculated. The Late Payment Fee will be $0 for a New Balance of $35 and under; $15 for a New Balance of $35.01 to $49.99; $20 for a New Balance of $50.00 to $99.99; $25 for a New Balance of $100.00 to $299.99; and $29 for a Balance of $300.00 or more.

B. A Returned Check Fee of $25 if any check or other instrument sent to us, or any

electronic payment authorization you provide us in payment on your Account, is not honored upon first presentment, even if the check, instrument or electronic autho-rization is later honored.

SECURITY INTEREST. You grant us a purchase money security interest in each item

of merchandise purchased on your Account to secure its unpaid purchase price until such merchandise is paid in full. Solely for the purpose of determining the extent of our purchase money security interest in each such item of merchandise, your payments will be allocated first to Finance Charges on the Account, and then to pay off each Purchase on the Account in the order in which the Purchase was made (if more than one item was purchased on the same day, your payments will be allocated to pay off the lowest priced item first). If you made a Purchase pursuant to a credit promotion, the balance with respect to the promotional Purchase may be shown on Statements during the promotional period and may reflect a different payment allocation method. In no event will we assert a security interest in the promotional Purchase for an amount greater than the lowest balance shown on a Statement for that promotional Purchase. We agree that no security interest is or will be retained or acquired under this Agreement in any real property which is used or is expected to be used as your dwelling.

INITIAL DISCLOSURES FOR BOTH THE

SAM’S CLUB

®

DISCOVER

®

AND THE SAM’S CLUB CREDIT CARD

CHANGE IN TERMS. We may, at any time and subject to applicable law, change, add

or delete provisions of the Agreement (“Terms Change”) or terminate your Account. Unless prohibited by applicable law, we may apply any Terms Change to any out-standing or future balances on your Account.

ARBITRATION. The Agreement contains an arbitration provision that may

substan-tially limit your rights in the event of a dispute, including your right to litigate in court or have a jury trial, discovery and appeal rights, and the right to participate as a rep-resentative or member of a class action. You have a right to reject the arbitration pro-vision, by following the instructions in the arbitration provision. If you reject arbitra-tion, it will have no effect on any other terms of the Agreement.

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PROTECTIONS FOR YOU: The outstanding balance on your Account, as of the

date of the Covered Event, up to $10,000, is cancelled under the terms of the Program Agreement for the following Covered Events:

INVOLUNTARY UNEMPLOYMENT: You must be involuntarily unemployed for at

least 90 consecutive days. Unemployment for which you had notice within 90 days prior to enrollment in the Program or which begins within 60 days after enroll-ment in the Program is not covered. You must have been employed full-time in a non-seasonal occupation as of the date of involuntary unemployment, be eli-gible for state unemployment benefits and register within 15 days of the unem-ployment for work at a recognized emunem-ployment agency. Unemunem-ployment caused by the following reasons is also excluded: (a) your voluntary forfeiture of employ-ment, salary, wages or other employment income; (b) your resignation; (c) your retirement; (d) your involuntary termination of employment as the result of will-ful or criminal misconduct; (e) scheduled termination of your employment pur-suant to an employment contract; (f) termination of seasonal employment; (g) your imprisonment; or (h) a reduction in number of hours worked that does not result in total elimination of employment income.

LEAVE OF ABSENCE: You must be on an unpaid employer approved leave of

absence for at least 90 consecutive days. A leave of absence within 60 days after enrollment in the Program is not covered. You must have been employed full-time in a non-seasonal occupation as of the date the leave began.

DISABILITY: You must be disabled for at least 90 consecutive days. Disability

caused by the following reasons is excluded: (a) normal pregnancy or childbirth; (b) an intentionally self-inflicted injury, whether you are sane or insane; (c) flight in non-scheduled aircraft; (d) war, declared or undeclared, including any act of war; or (e) foreign travel or residence.

HOSPITALIZATION: You must be hospitalized while under continuous care by a

physician for at least 14 consecutive days. Hospitalization caused by or resulting from the following reasons will not be covered: (a) normal pregnancy or child-birth; or (b) an intentionally self-inflicted injury, whether you are sane or insane.

NURSING HOME CARE: You must be confined to a licensed nursing home while

under continuous care by a physician for at least 14 consecutive days.

LOSS OF LIFE: If you die.

ENDING YOUR PROTECTION: You may terminate your enrollment in the Program

at any time. If you choose to terminate within 60 days of enrollment, Bank will credit to your Account any Program fee you have been charged. Bank may terminate your enrollment in the Program by providing written notice to you. Your enrollment in the Program will terminate automatically if you fail to make any required minimum payment on your Account in any two consecutive billing periods.

HOW TO CLAIM BENEFITS: You may obtain a form to request debt cancellation

by calling toll free at 1-800-644-6520 or by writing to Account Security, P.O. Box 39, Roswell, GA 30077-0039. You must also provide documents described in the Program Agreement for a particular Covered Event. In addition, you agree to provide any additional information or documents reasonably requested by Bank in connection with our review of your request for debt cancellation.

ADDITIONAL IMPORTANT DISCLOSURES:

• Bank reserves the right to modify the Program at any time and will provide you notice as required by law.

• Cancelled debt under the Program may be taxable as income if provided by law. Please consult your tax advisor for guidance.

• You must continue to make any required minimum payments on your Account after a Covered Event until the outstanding balance on your Account is paid off. A Covered Event (other than death) must occur continuously for the specified period of time before debt cancellation can be requested.

• You may continue to use your Account after a Covered Event, subject to the terms of your Account Agreement. However, the amount of debt cancelled under the Program does not include purchases on your Account after the Covered Event (unless those purchases are covered due to a subsequent Covered Event while you continue to have the Program).

• Any arbitration provisions that may apply with respect to your Account Agreement shall also apply with respect to the Program.

• The Program is not insurance.

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to those employees and agents who assist us in providing products and ser-vices to you. We also require third parties to whom we disclose nonpublic per-sonal information to adhere to this Privacy Policy and to establish information security procedures.

Your Access to Information — We provide you access to information about your

Account by sending you monthly billing statements outlining your transactions, finance charges, and other Account information, and by providing customer ser-vice representatives to answer your questions

How This Policy Applies to You — The examples contained in this Privacy Policy

are illustrations only, and are not intended to be all-inclusive. If you decide to close your Account or become an inactive customer, or if we close or suspend your Account, we will continue to adhere to the privacy policies and practices described in this notice to the extent we retain information about you. We may amend this Privacy Policy at any time, and we will inform you of changes as required by law. You may have other privacy protections under state laws and we will comply with applicable state laws when we disclose information about you. This Privacy Policy applies only to personal SAM’S CLUB Credit Card and SAM’S CLUB®DISCOVER®Accounts of GE Money Bank and does not apply to

any other accounts you may have with us, and replaces our previous disclosures to you about our information practices.

It’s Your Choice

— You have the right to opt out of our sharing of

infor-mation with certain third parties, as described below. To opt out please call

us toll-free at 1-877-969-9021, or write to us at P.O. Box 981400, El Paso, TX 79998-1400. If you have previously informed us of your pref-erence, you do not need to do so again.

Please do not share information about me with companies outside the GE Family, other than with SAM’S CLUB and its affiliates for use in con-nection with the SAM’S CLUB Credit Card and the SAM’S CLUB®

DISCOVER®programs and as otherwise permitted by law. And please

do not share with companies within the GE Family information you use to determine my eligibility for credit. And please do not allow compa-nies within the GE Family to solicit me for products and services based on transaction, experience or credit eligibility information they receive from you.

Important Notes About Your Choice

• Please understand that, even if you opt out as described above, we will con-tinue to share information with the retailer associated with your Account, joint marketing partners and service providers as described in this policy, and as otherwise permitted by law. And we will continue to share informa-tion that identifies you, and about your transacinforma-tions and experiences with us, with companies within the GE Family.

• If you have a joint account, a request by one party will apply to all parties on the account.

• We will process your request promptly. However, it may take us several weeks to ensure that all records are updated with your preference. In the interim, you may continue to be included in programs as described above. Also, after your request is processed, you may still be contacted by our affil-iates and/or other companies based on their own information.

• Even if you opt out, we will continue to provide you with billing inserts and mail notices of special offers and new benefits.

• Vermont Residents: If (and while) your billing address is in Vermont, we will treat your Account as if you had exercised the opt-out choice described above and you do not need to contact us in order to opt out. If you move from Vermont and you wish to restrict us from sharing information about you as provided in this Policy, you must then contact us to exercise the opt-out choice described above.

PRIVACY POLICY

This Privacy Policy describes our information collection and sharing practices. Please read it carefully. The Policy applies to current and former customers and applicants in their relationships with us relating to personal SAM’S CLUB Credit Card and SAM’S CLUB®DISCOVER®Accounts of GE Money Bank (“we” or “us”).

Information We Collect — We collect personally identifiable information about

you (such as your address, phone number, social security number, mother’s maiden name and transaction information about items purchased, payments and payment method), for identification, account management, servicing and marketing purposes. We obtain information about you directly from you (such as on application forms), through your use of our products and services, and in some cases, from third parties (such as credit bureaus and demographic firms). Occasionally, we may also collect information about you online using “cookies” (small pieces of data stored by your Internet browser on your com-puter) or other technology that may be used to remember passwords for you, to track your website usage with us, and to provide you with customized con-tent, among other things.

Information We Share with Others — We may use and share all of the

informa-tion we collect, subject to applicable law with the following (these examples are not intended to be all-inclusive):

• SAM’S CLUB and its affiliates, for use in connection with the personal SAM’S CLUB Credit Card and the SAM’S CLUB®DISCOVER®programs and as

oth-erwise permitted by law. They may use this information to update their records, to provide you with notices of special promotions and other tailored offerings, to answer questions about your Account and perform other SAM’S CLUB Credit Card and SAM’S CLUB®DISCOVER®functions or for other

pur-poses permitted by law. They may use their affiliates, licensees, or third-party service providers (such as modeling and database companies) to assist them in any of these activities.

• Service Providers, (including our affiliates) to assist us in servicing Accounts, like preparing billing statements and promotional materials, and responding to customer inquiries. We also may use marketing firms, such as modeling com-panies, to assist us in our own marketing efforts. We also provide information to merchants who accept the Card, for purposes such as authorizing and process-ing transactions.

• Financial Institutions with Whom We Jointly Offer Financial Products, such as loan products or credit insurance. If your billing address is in Vermont, this infor-mation will be limited to your name and contact inforinfor-mation, and transaction and experience information on your Account.

• Our Affiliates, who are other companies in the General Electric Company

cor-porate family (“GE Family”), for servicing or marketing purposes, subject to

your right to opt out of sharing of credit eligibility information, such as certain information from credit bureaus and your application, as provided in the It’s Your Choice section below. And, subject to your right to opt out, our affiliates also may use information from us concerning you credit eligibility, and your transactions and experience with us, to send you marketing solicitations about products and services.

• Third Parties, who are interested in offering special products or services to

you, subject to your right to opt out as provided in the It’s Your Choice section below. For example, we disclose information, either directly or through SAM’S CLUB to financial services providers offering products such as insurance, mort-gages or loans, and nonfinancial companies offering consumer products and services. We may disclose name, address and telephone numbers, as well as Account purchase and performance history.

• Others: We report Account information, such as credit limit, balances and pay-ment information, to credit bureaus. In addition, we may buy and sell assets, lines of business and/or Accounts. When this occurs, customer information generally is disclosed to bidders and is one of the transferred business assets. We also disclose information about you to third parties in certain other circumstances, as permitted by law.

Our Security Procedures — We maintain physical, electronic, and procedural

safeguards that comply with federal standards to guard nonpublic personal information about you. We limit access to personal and Account information

References

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