These time deposit conditions (the "Conditions") shall be applicable to any time deposit (the "Deposit") placed with ZAO Citibank ("Citibank") by a Citibank's customer (the "Customer") who has property executed and signed an application for time deposit opening or submitted the same to Citibank through Citibank Online or CitiPhone (the "Application"). The Application filed with Citibank by the Customer in written form as well as the one submitted to Citibank through Citibank Online or CitiPhone, these Conditions and time deposit placement advice (the "Advice") together shall constitute as a deposit agreement signed between Citibank and the Customer (the "Deposit Agreement") and each Deposit shall be governed by the Application and these Conditions; however, in case of any discrepancy between the provisions of the Application and these Conditions, the provisions hereof shall prevail.
Terms of placement. The Deposit may be placed by the Customer with Citibank both in Russian Roubles and foreign currencies in the amount, for the tenor and on the terms and conditions as may be agreed by the parties. Citibank shall not be obliged to take in deposit any monetary funds in amounts other than the Deposit amount indicated in the Application. If, notwithstanding the foregoing, Citibank elects to accept in deposit such other amount, such amount shall be subject to all the terms and conditions hereof, as well as the ones stipulated in the Application. Citibank hereby guarantees that the Deposit placed with it by the Customer shall be kept and repaid in accordance with the Russian law.
Placement of the Deposit. The Customer may place the Deposit by a transfer of the relevant amount from his/her account(s) maintained with Citibank. The Deposit shall be deemed placed at the date immediately following the day, when the respective amount was debited against the Customer's account with Citibank. The Customer may elect not to place and Citibank shall not be obliged to take in deposit any monetary funds (a) proceeded from the Customer in the name of any third parties; (b) proceeded from third parties in the name of the Customer.
Interest. Interest on the Deposit amount shall be accrued at the rate per annum as may be fixed by Citibank starting from the Deposit placement date as communicated to the Customer in writing in the Advice. Interest on the Deposit amount shall be accrued by Citibank for the entire period of the Deposit and paid to the Customer on the maturity date. The Customer may not demand any payment of interest on the Deposit amount prior to the maturity date.
Advice. The Advice shall be sent at the address indicated by the Customer for the delivery of correspondence within three business days of the Deposit placement date. The Advice shall contain the following: the Deposit amount, the currency of the Deposit, the placement date, the maturity date, the interest rate and the Customer's instructions as to the maturity date. Furthermore, the Advice shall also be the evidence of the actual placement by the Customer of the Deposit amount with Citibank upon the conclusion of the Deposit Agreement between the Customer and Citibank. In case the Customer disagrees with the amount, tenor or interest rate applicable to the placed Deposit as indicated in the Advice, the Customer shall notify Citibank of his wish to terminate the Deposit Agreement in written form and the Deposit amount together with interest accrued at the rate established by Citibank for savings accounts in the respective currency on the day of termination of the Deposit Agreement shall be credited to the Customer's account with Citibank from which the monetary funds have been transferred for the Deposit placement and the Deposit Agreement shall be deemed terminated. Unless Citibank receives from the Customer a written document stating his/her disagreement within 20 (twenty) calendar days of the Deposit placement date, the Deposit Agreement shall be deemed as concluded based on the terms and conditions indicated in the Advice and the Customer may not demand the introduction of any changes in the Deposit Agreement.
Repayment of Deposit. Unless otherwise provided by the Application and these Conditions on the maturity date Citibank shall release the Deposit amount to the Customer together with interest accrued thereon by crediting thereof to the Customer's account with Citibank from which the monetary funds have been transferred for the Deposit placement. If at the Customer's request the Deposit is repaid by Citibank to the Customer prior to the original maturity date, Citibank shall be entitled to apply 0.05% per annum to such Deposit.
Miscellaneous. The Customer may not assign transfer alienate encumber or otherwise dispose of its rights under the Deposit Agreement without Citibank's prior written consent. Any such assignment transfer alienation encumbrance or disposal by the Customer of its rights under the Deposit Agreement in violation of the provisions hereof shall be deemed null and void. The Customer hereby agrees that Citibank may at any one time by sending a respective notice thereof set off any of the Customer's claims to Citibank under the Deposit Agreement against Citibank's claims to the Customer under any outstanding obligations which failed to be fulfilled by the Customer when due; however, if the currency of the Deposit is different from that of the Customer's obligation to Citibank thus setting off, then Citibank may convert the Deposit amount into the currency of the Customer's obligation at the exchange rate fixed by Citibank for the respective currencies effective as at the date of such conversion.
Citibank shall be excused for any non-performance or improper performance of its obligations under the Deposit Agreement if prevented by circumstances of insurmountable force, including, inter alia, the promulgation of, or a change in the interpretation or administration, of the regulations, normative acts by the bodies of executive power of the Russian Federation or other countries, Central Bank of the Russian Federation or central (national) banks of other countries which make it illegal or impracticable for Citibank to perform its obligations under the Deposit Agreement; or other similar events beyond the reasonable control of Citibank which would occur after the date hereof ("Force Majeure Event"). Unless the Parties agree otherwise, if affected by Force Majeure Events, Citibank shall not be obliged to perform its obligations hereunder until the cessation thereof.
The terms and conditions of the Deposit placement with Citibank via Citibank Online or CitiPhone constitute Citibank's offer to enter into a Deposit Agreement on such terms and conditions in compliance with Paragraph 3 of Article 438 of the RF Civil Code, which may be accepted by the Customer by transferring his monetary funds for placement in the Deposit. Citibank shall accept from the Customer an Application via Citibank or CitiPhone, provided the Customer identifies himself/herself by his personal identification code, which has been assigned to him/her by Citibank, in order to properly authenticate the fact that such Application has actually been filed by the Customer. In case of filing the Application for placing of the Deposit through Citibank Online or CitiPhone, the written form of the Deposit Agreement shall be complied with Paragraph 2 of Article 434 of the Civil Code of the RF. The procedure for and terms of the filing of the Application by the Customer with Citibank through Citibank Online or CitiPhone shall be determined by Citibank at its own discretion and communicated to the Customer through aforementioned communication lines.
The Customer hereby acknowledges and agrees that the obligations assumed by Citibank under the Deposit Agreement shall be the obligations of ZAO Citibank only and shall not and may not be construed as the obligations of Citigroup Inc. (USA) or any of its subsidiaries or affiliates whether located on the territory of the Russian Federation or elsewhere.
The Deposit Agreement entered into by Citibank and the Customer shall be governed by and construed in accordance with the Russian law. Any disputes claims or controversies, which may arise out of or in connection with the Deposit Agreement, including any disputes as to the subsistence, validity or termination thereof, shall be referred to the relevant court a Citibank's venue.
The Deposit Agreement can be executed by the parties in the Russian and English language; the Russian version shall have a pre-emptive force and, as such, prevail in all proceedings.
