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BANK CARD MERCHANT
<br />AGREEMENT-Biller Solutions Merchant
<br />Bank Card Merchant Agreement Page 1 of 8
<br />BCMA-merchant via partner
<br />This Bank Card Merchant Agreement is made among WORLDPAY, LLC (“Processor”) having its principal office at 8500 Governors Hill Drive, Symmes
<br />Township, OH 45249-1384, the Member Bank and Merchant. Processor, Member Bank and Merchant hereby agree as follows:
<br />I.Processor and/or Member Bank participates in programs affiliated
<br />with MasterCard, VISA, Discover, and Other Networks which enable
<br />holders of Cards to purchase goods and services from selected
<br />merchants located in the United States by use of their Cards.
<br />II.Merchant wishes to participate in the MasterCard, VISA, Discover,
<br />and the Other Networks systems at its United States locations by entering
<br />into contracts with Cardholders for the sale of goods and services through
<br />the use of Cards.
<br />NOW, THEREFORE, in consideration of the foregoing recitals and of the
<br />mutual promises hereinafter set forth, the parties agree as follows:
<br />1.Definitions.
<br />For the purposes of this Agreement, the following terms shall have the
<br />meanings set forth below:
<br />Account shall mean an open checking account at a financial institution
<br />acceptable to Processor which Processor or its agent can access
<br />through the ACH system.
<br />Account Change means a change in the Account or the financial
<br />institution where the Account is located.
<br />ACH shall mean the Federal Reserve's Automated Clearing House
<br />("ACH") system.
<br />Agreement means this Bank Card Merchant Agreement and each
<br />exhibit, schedule, and addendum attached hereto or referencing this
<br />Agreement, as well as all documents and other materials incorporated
<br />herein by reference.
<br />Association means VISA, MasterCard, Discover, or any Other Network,
<br />as the same are defined herein.
<br />Cardholder shall mean any person authorized to use the Cards or the
<br />accounts established in connection with the Cards.
<br />Cards shall mean MasterCard, VISA, Discover and Other Network
<br />cards, account numbers assigned to a cardholder, or other methods of
<br />payment accepted by Processor, for which pricing is set forth in the
<br />Agreement.
<br />Data Incident shall mean any alleged or actual compromise,
<br />unauthorized access, disclosure, theft, or unauthorized use of Card or
<br />Cardholder information, regardless of cause, including without limitation,
<br />a breach of or intrusion into any system, or failure, malfunction,
<br />inadequacy, or error affecting any server, wherever located, or hardware
<br />or software of any system, through which Card information resides,
<br />passes through, and/or could have been compromised.
<br />Discover shall mean Discover Financial Services, LLC.
<br />Event of Default shall mean each event listed in Section 13.
<br />Float Event shall mean a circumstance where Processor, for whatever
<br />reason, advances settlement or any amounts and/or delays the
<br />assessment of any fees.
<br />Force Majeure Event shall mean, labor disputes, fire, weather or other
<br />casualty, power outages, and funding delays, however caused,
<br />governmental orders or regulations, or any other cause, whether similar
<br />or dissimilar to the foregoing, beyond Processor’s reasonable control.
<br />MasterCard shall mean MasterCard International, Inc.
<br />Member Bank shall mean a member of VISA, MasterCard and/or Other
<br />Networks, as applicable, that provides sponsorship services in
<br />connection with this Agreement. As of the commencement of this
<br />Agreement, the Member Bank shall be Citizens Bank, National
<br />Association.
<br />Merchant Supplier shall mean a third party other than Processor or
<br />Member Bank used by Merchant in connection with the Services
<br />received hereunder, including but not limited to, Merchant’s software
<br />providers, equipment providers, and/or third party processors.
<br />Operating Regulations means the by-laws, operating regulations and/or
<br />all other rules, policies and procedures of VISA, MasterCard, Discover,
<br />and/or Other Networks as in effect from time to time.
<br />Other Network shall mean any network or card association other than
<br />VISA, MasterCard, or Discover in which Merchant participates
<br />hereunder.
<br />PCI shall mean the Payment Card Industry Data Security Standard.
<br />Rules Summary means the document containing a summary of key
<br />Operating Regulations governing this Agreement as amended from time
<br />to time, which is incorporated into this Agreement by reference
<br />Service shall mean any and all services described in, and provided by
<br />Processor pursuant to, this Agreement.
<br />Service Delivery Process means Processor’s then standard methods of
<br />communication, service and support, including but not limited to
<br />communication via an online Merchant portal, email communication,
<br />statement notices, other written communications, etc.
<br />Term The term of this agreement is to be month to month.
<br />VISA shall mean VISA USA, Inc.
<br />2. Rules Summary; Operating Regulations; Merchant
<br />acknowledges receipt and review of the Rules Summary, which are
<br />incorporated into this Agreement by reference. Merchant agrees to fully
<br />comply with all of the terms and obligations in the then current Rules
<br />Summary, as changed or updated by Processor from time to time, at
<br />Processor’s sole reasonable discretion with notice in accordance with
<br />the Service Delivery Process. The Rules Summary is a summary of key
<br />Operating Regulations that govern this Agreement. In the event there is
<br />a change in the Rules Summary by Processor that is not related to or
<br />based on a corresponding Association rule or requirement , such
<br />provision will not be binding on Merchant. Merchant agrees to
<br />participate in the Associations in compliance with, and subject to, the
<br />Operating Regulations. Without limiting the foregoing, Merchant agrees
<br />that it will fully comply with any and all confidentiality and security
<br />requirements of the USA Patriot Act (or similar law, rule or regulation),
<br />VISA, MasterCard, Discover, and/or Other Networks, including but not
<br />limited to PCI, the VISA Cardholder Information Security Program, the
<br />MasterCard Site Data Protection Program, the American Express Data
<br />Security Requirements (DSR), and any other program or requirement
<br />that may be published and/or mandated by the Associations. Should
<br />any Operating Regulation(s) not be publicly available or otherwise made
<br />available to the Merchant, such unavailability shall not alter or limit
<br />Merchant’s obligation to comply with the Operating Regulations.
<br />Notwithstanding Processor’s assistance in understanding the Operating
<br />Regulations, Merchant expressly acknowledges and agrees that it is
<br />assuming the risk of compliance with all provisions of the Operating
<br />Regulations, regardless of whether Merchant has possession of those
<br />provisions. Both MasterCard and VISA make excerpts of their
<br />respective Operating Regulations available on their internet sites.
<br />Merchant acknowledges responsibility for any liability resulting from its
<br />decision not to participate in optional Association programs, including
<br />but not limited to any increased Data Incident liability resulting from its
<br />decision not to participate in an Association EMV program. In the event
<br />Merchant chooses to participate in an optional Association program,
<br />including but not limited to an EMV program, Merchant acknowledges
<br />and agrees that it shall be responsible for (i) ensuring compliance with
<br />any applicable program requirements and/or Operating Regulations
<br />applicable to such program, including but not limited to making any
<br />updates to its point of sale equipment and (ii) any cost associated with
<br />its participation in the applicable program, including any costs assessed
<br />to Merchant by Processor.
<br />3.Application; Change in Business. Merchant represents that all
<br />information supplied by Merchant in connection with its application or
<br />other request for services is complete and accurate. In accordance with
<br />Section 326 of the USA Patriot Act, Processor is required to review and
<br />record information from the documents used in identifying new merchant
<br />customers. The preceding sentence is intended to inform Merchant of
<br />Processor’s procedures and of Processor’s responsibility under the USA
<br />Patriot Act. Merchant agrees to provide Processor with 30 days prior
<br />written notice of Merchant’s intent to change its business form or entity in
<br />1.2021 Biller Solutions Partner Merchant-
<br />Citizens
<br />DocuSign Envelope ID: 21DD58A4-4565-4EC5-AD94-06300FFBC6D5
<br />In Process
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