Business Access

Thank you for your confidence in Midland States Bank as your financial partner.

We take pride in our products and the value they provide our customers and are always looking for ways to enhance the suite of products and services we offer our business customers by way of technologic solutions, streamlining processes and intensifying fraud protections. To that end, we are pleased to announce the launch of our new business online banking platform, Midland Business Access.

As with our prior platform, we make available a basic product permitting view-only access to accounts and certain transaction services (“Basic Business Access”) and our treasury management product that offers our suite of treasury management products and services (“TM Services”). You will be able to move seamlessly from Digital Banking to Business Access. Your user Login Credentials and Tokens will migrate so that you may enjoy immediate use of the Internet Services to which you subscribe.

As part of the launch, we have updated our Digital Banking Basic Agreement to our Basic Business Access Agreement and we have updated our Treasury Management Master Agreement (“TMMA”) to ensure they are aligned with our current service offerings and reflect changes in applicable law and network rules.

For your review, a summary of the material changes made to the Agreements is highlighted below and a copy of each new Agreement may be viewed during your first-time login to Midland Business Access. All capitalized terms used but not defined herein have the meanings provided in Section 1 of the applicable Agreement.

Although you are not required to execute or return signature pages to your Agreement, you need to be aware of the following:

• An Agent of your business needs to read the applicable 2026 Agreement and note any changes highlighted below. An Agent is an individual who is named in the resolution required by Midland to be adopted by your governing body to execute and authorize agreements.
• Such Agent must determine whether to accept the applicable 2026 Agreement or decline it. If accepted, the Agent authorizes continued use of the Services. To decline acceptance of the applicable 2026 Agreement, the Agent must cancel the Services and notify your Primary Administrator and Users/Authorized Signers to stop using the Services. We will deem your continued use of the Services as evidence of your acceptance of and agreement to the 2026 Agreement.
• If you enroll in any new Business Access Service, or change any elections you previously made, your enrollment will be deemed acceptance of and agreement to the applicable 2026 Agreement.

As you review the applicable 2026 Agreement, you should maintain a copy for your records.

New Services and Functions

As a part of the launch of Business Access, we will be offering several new Services and Functions to TM customers. Each is described in the Service Terms set forth in Articles IV and V of the 2026 TMMA. We will provide notice of each new Service when it becomes available.

DynGo Pay

DynGo Pay is a new Business Access function provided by a third party that permits you to pay by credit card and have the payment converted to ACH for delivery to Payees. DynGo Pay is offered as a new function of the Bill Payment Service. Users will be redirected to the DynGo Pay environment without requiring separate login. In order to process Payment Instructions under this Service, Bank and DynGo Pay will receive monies drawn from Users’ credit cards and pay such sums to Payees via ACH as directed by the User on the DynGo Pay platform. The conversion requires Customer to subscribe to the ACH Service and agree to the ACH Service Terms.

Instant Payments

TM customers will have a new payment option that permits you to initiate credit transfers (“Instant Payments”) to businesses and consumer Payees with deposit accounts at participating financial institutions in real-time. The Service is made available in part pursuant to an agreement between Bank and The Clearing House Payments Company L.L.C., along with its affiliates that may be involved in providing the Service. In addition, Bank has agreed to participate in the Federal Reserve’s FedNow service.

Summary of Material Agreement Changes

Note: In the event of renumbering, the references below are to the new section.

The following changes appear in both 2026 Agreements:

Terms of our Bill Payment Service are now included in the applicable 2026 Agreement, in Section 1 of Part B of Article II of the Basic Agreement and Section 1 of Part D of Article IV of the TMMA. The terms are essentially those you entered into previously through Digital Banking but adding the following defined terms:

“Payee” means the person or entity to which Customer wishes a Payment Instruction to be directed.

“Payment Instruction” means the information provided to the Service for a payment to be made to a Payee.

“Send on Date” means the date on which Customer has requested that Bank make a scheduled Bill Payment. This is the date on which the amount of an electronic payment will be withdrawn from Customer’s Account.

Your obligations with respect to Security Protocols and fraud prevention now include a reminder to never share your credentials with otherwise unauthorized persons, even with someone purporting to be from Midland. To that end, we added the following to the end of Section 6 in Article I of the Basic Agreement and Section 2 of Part B in Article IV of the TMMA:

IF CUSTOMER, ITS PRIMARY ADMINISTRATOR, A USER OR AGENT DISCLOSES LOGIN CREDENTIALS, INCLUDING USER PASSWORDS, TO ANYONE, AND/OR IF CUSTOMER ALLOWS SOMEONE TO USE SUCH CREDENTIALS AND PASSWORDS TO GAIN ACCESS TO ACCOUNTS, CUSTOMER HAS AUTHORIZED THEM TO ACT ON ITS BEHALF AND WILL BE RESPONSIBLE FOR ANY USE OF THE SERVICE BY THEM.

DO NOT SHARE LOGIN CREDENTIALS. No Bank employee, nor any company affiliated with Bank, will contact Customer via email or telephone requesting Customer’s email address, Login Credentials or Password. Do not share such information or otherwise provide access to Customer Accounts. Please contact Bank immediately if Customer is contacted by anyone requesting this information.

Summary of Material TMMA Changes

Note: In the event of renumbering, the references below are to the new section.

The following changes are relevant to the 2026 TMMA:

I. Introduction

Section 1 includes the Definitions of frequently used terms. We added the following:

“Dual Control” requires a payment or transaction initiated by one User to be approved by a second User on a different computer or Mobile Device before it takes effect.

Midland now recommends Dual Control for ACH Origination, Bill Payment and Wire Transfers.

II. Terms Applicable to Specific Treasury Management Services

We added a new Section 3 to remind our customers that we may place limitations on Services.

Limitations on Services. Bank may place limitations on all Payment Instructions or Orders, including setting dollar limits on each transfer or on daily/monthly transfers. Such limitations will be established in Bank’s sole judgment based on Bank’s risk management procedures, and Bank may consider Customer’s creditworthiness and Bank’s experience and transactions with Customer for that purpose. Bank will notify Customer of any limitation prior to implementing it.

V. Service Terms Applicable to Specific Treasury Management Services

Part B. ACH Origination Service

We update the ACH Origination Service Terms from time-to-time as the Nacha Rules change. However, users of ACH services are required to comply with the Nacha Rules whether or not they are reflected in the Agreement. You should always have access to the updated Nacha Rules. Material changes in the ACH Origination Service Terms include:

Section 17. Authorizations and Data Retention. We consolidated our previous sections on authorizations and data retention for ease of reference as follows:

1. In addition to the representations and warranties of Customer that are included herein, Customer represents, warrants and agrees that with respect to each and every Entry transmitted by Customer: (i) each person or company shown as the Receiver on an Entry received by Bank from Customer has authorized the initiation of such Entry and the crediting or debiting of its account in the amount and on the Effective Settlement Date shown on such Entry; (ii) such authorization was obtained in the manner permitted by the Nacha Rules or under Applicable Law; and (iii) such authorization is operative at the time of transmittal or crediting or debiting by Bank as provided herein and has not been revoked.
2. Customer shall retain data on file adequate to permit remaking of Entries for fourteen (14) Business Days following the date of their transmittal by Bank as provided herein and shall provide such data to Bank upon its request. Without limiting the generality of the foregoing provision, Customer specifically agrees to be bound by and comply with all applicable provisions of the Nacha Rules regarding the retention of documents or any record, including, without limitation, Customer’s responsibilities to retain all items, source documents, and records of authorization in accordance with the Nacha Rules.
3. The Nacha Rules require Customer to obtain authorizations from all Receivers, consumer and corporate, and provide proof of authorization to each Consumer Receiver of a Debit Entry.
4. Customer shall retain proof of authorizations for two (2) years after they expire. Customer must respond to Bank within five (5) Business Days of a request with an accurate record evidencing the Receiver’s authorization.
5. Customer must immediately cease initiating Entries upon receiving actual or constructive notice of the termination or revocation of the Receiver’s authorization.

Section 19. Section 19 now includes a new Nacha requirement as to risk-management in situations of False Pretenses. “False Pretenses” is defined as the inducement of a payment by a person misrepresenting (a) its identity, (b) its association with or authority to act on behalf of another person or (c) the ownership of the Account to be credited. This is effective starting in 2026.

5. Furthermore, Customer agrees that by the appropriate date (based on ACH volume) it will have established and implemented risk-based processes and procedures reasonably intended to identify Entries that are suspected of being unauthorized or authorized under False Pretenses (as defined in the Nacha Rules).

Section 23. Section 23, which includes additional terms for Third-Party Senders, adds the following Nacha requirements:

11. Customer is responsible for detecting and promptly correcting any errors in Entries and for notifying Receivers of a reversing Entry. Except for Bank’s gross negligence or willful misconduct, Customer is liable for any claim based on an error.

14. Customer is responsible for (i) conducting or having conducted a periodic risk assessment of its ACH activities and those of its Originators; (ii) implementing a risk management program; and (iii) complying with regulatory requirements regarding risk management. Bank may request copies of risk assessments and supporting documentation. In connection therewith Bank expects Customer to: (A) assess the nature of the risk associated with the activities; (B) perform appropriate “know your customer” due diligence; (C) establish controls for Originators; and (D) have adequate management, information and reporting systems to monitor and mitigate risk. Furthermore, Customer agrees that based on ACH volume it will have established and implemented risk-based processes and procedures reasonably intended to identify Entries that are suspected of being unauthorized or authorized under False Pretenses (as defined in the Nacha Rules). Bank may request copies of such risk assessments and its supporting documentation.

Part J. Wire Transfer Service

We clarify that we accept FX Wire Transfer Payment Orders and provide the manner in which these are executed.

Section 7. FX Transfers.

1. Currency Conversion. Foreign Transfers or “FX” are transfers of funds in a currency other than U.S. Dollars (“Foreign Currency”). The Service permits Customer to initiate Wire Transfers in a Foreign Currency, by either specifying a transfer amount in a Foreign Currency or by specifying an amount in U.S. Dollars to be converted into a Foreign Currency. Conversely, Customers may sell Foreign Currency to Bank. The conversion rate used to convert U.S. Dollars into the Foreign Currency (or vice versa) will be the rate offered by Bank at the time the FX Transfer is approved by Customer at time of trade execution. Bank or its Service Providers may retain any spread between interbank rates obtained by them and the rates offered to Customers. The value of any such FX Transfer shall be reported to Customer in the U.S. Dollar equivalent of the amount of the foreign currency transferred.
2. Cancellation Costs. Any loss due to the exchange of currencies arising from a subsequent cancellation of such FX Transfer or because of a rejection of delivery for any reason shall be incurred by Customer. Bank’s fees at the outset cover only its costs for such Wire Transfers. Additional fees can be (and often are) incurred by necessary tracing, recall of funds, rate changes and verifications required by foreign banks over which Bank has no control and any additional costs or fees are passed on to Customer. When Bank utilizes the services of other banks for the purpose of giving effect to any Payment Order or order for the transfer of funds in foreign currency, Bank does so for the account of, and at the risk of, Customer.

For your convenience, the applicable agreement for your services is available below:

• 2026 Midland Basic Business Access Agreement
• 2026 Midland Treasury Management Master Agreement

Should you have any questions or require additional information, please contact your Commercial Services Relationship Manager or Treasury Services Support at 855-776-6435.