Resolution 2007-05 RESOLUTION NO. 2007-OS
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WYLIE,
TEXAS, THAT HEREBY RATIFIES, APPROVES AND CONFIRMS ALL
ACTIONS TAKEN HERETOFORE IN CONNECTION WITH THE
EXECUTION OF A CONTRACT WITH CHASE/PAYMENTECK BY ITS
CITY MANAGER; AND PROVIDING AN EFFECTIVE DATE.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF WYLIE, TEXAS:
SECTION I. Ratification of Contract
The City Council of the City of Wylie, Texas, hereby ratifies, approves and confirms all
actions taken heretofore in connection with the execution of a contract with Chase/Paymentech
by the City Manager on behalf of the City Council of the City of Wylie, Texas, which is attached
hereto as Exhibit "A" and incorporated herein for all purposes.
; SECTION II. Effective Date
That this resolution is effective immediately upon its passage.
DULY PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF
WYLIE, TEXAS on this 23Td day of January, 2007.
Jo Mondy, Mayor
;~QI 1111) ~ f
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F ii~i y
: ,
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ATTESTED TO AND _ ~ ~ ~ ~ _
CORRECTLY RE ED BY: _ ~ _
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lq;Y •.......•~P5``~``:
o e Ehrl' i Secre E~~+?E``~~`•
C h, tY ~'Y
Resolution No. 2007-OS(R)
Rarification of Contract with Chase/Paymenteck
468160.v1
Exhibit A
Resolution No. 2006-OS (R)
Ratification of Contract with Chase/Paymenteck
2
i~ MERCHANT APPLICATION AND AGREEMENT
PARTIES AND SERVICES
INTERNAL USE ONLY
MERCHANT # MCC REFE L SOURCE/ASSOCIATION NAME
7`5S
AGENT # CORP # CHAIN #
S REPRESENTAT~~r ~ PHONE 3S3 T SALESID REFERRALNU ER
~
ESTIMATED DATE OF FIRST CRED/T CARD ACCEPTANCE: _ CARD ACCEPTANCE REQUESTED: ?CREDIT ONLY ? DEBIT ONLY ~1CREDIT and DEBIT
•
BUSINESS LEGAL NAME IS YOUR BUSINESS SEASONAL?
~ I I W v I.-. ? YES ? NO
MAILING/81LLING ADDRESS CITY STATE ZI
2~~ v w Y o ri~ I-i W Y L t E 8 Sg
T EPH E NUMBER ~j DBA FAX TAX ID # q TOT L# OF LOCATIONS
~ ~l~ Z -O 1 LEGAL FAX -"1 ~ ~p ~ ~ { `
ME MANT °DOING BUSINESS AS" NAME BUSINESS START DATE (MONTH/YEAR) HOW LONG AT THIS IOCATION?
" B W" l~ T l L L~ S.
LO ATION ADDRESS (No P.O. Box) CITY STATE ZIP
~o o-f ~v ~7 ~?v o 2; w`~ L~ -'f S o s~
T LEP ONE NUMBER PRIMARY MERCHANT CONTACT E-MAIL ADDRESS"
'~L 4~I 2- 8 f~v I - ~f' ~ C_ i' S I w P(-+~ P t,c.J ` - l`E 1~
TYPE OF OWNERSHIP: ? SOLE OWNERSHIP ? PARTNERSHIP ? JOINT VENTURE ? LLC ? PUBIIC CORP ? PRIVATE CORP T. CORP ? NON-PROFIT ? OTHER
TYPE OF BUSINESS: n rtETAIL ? WHOLESALE ? RESTAURANT ? LODGING ? MAIL ORDER ? TELEPHONE ORDER ? CONVENIENCE STORE
? CONVENIENCE STORE WITH GAS ? INTERNET ? BUSINESS TO BUSINESS ? HOME-BASED ? OTHER
LIST ALL WEBS/TE ADDRESSES:
DESCRIBE THE MERCHANDISE SOI.D OR SERVICE PROVIDED .
~ TY S~,evr~c~' ~,vf~i~~2 ur_~.~ tN ' ~rx Cc~U l' FI S'
CHECK METHOD OF ADVERTISING AND INCLUDE ANY MATERIALS: YELLOW PAGES AD ? CATALOG ? DIRECT MAIL - LETTER/BROCHURE ? TV/RADIO
? TELEPHONE/TELEMARKETING ? NEWSPAPER/MAGAZINEADVERTISEMENT ? REFERRAL ? INTERNET/E-MAIL
MAIUFAX CHARGEBACK/RETRIEVALS TO: QQGTLET ?CORPORATE RJ RECON SOLUTIONS
DEUVER STATEMENTS TO' ? OUTLET [~C,~ORPORATE DELIVER BY: Q MAIL [~MAIL° E 1.1.5 S A~ . Bc`A'R-D '~C ? OUTLET ?CHAIN
AMERICAN EXPRESS MERCHANT # D~SCOVER MERCHANT #
E~UIPMENT TYPE: ? RENT URCHASE ? LEASE ? REPROGRAM ? SOFTWARE CODING ONLY:
~ • ~ ~ ' •
% ANNUAL CREDIT CARD SALES GENERATED BY: [MAIU PHONE %j [INTERNET °/a] [CARD SWIPE~~"~%] (HAND-KEYED ITEMS FACE-TO-FACE %J TOTAL = 100%
PERCENTAGE OF CUSTOMER ORDERS DELIVERED IN: [0 DAYS/~171/ ][1-7 OAYS %J [8-14 DAYS [15-30 DAYS ~PAORE THAN 30 DAYS % j TOTAL = 100%
NUMBER OF DAYS TO PREPARE SHIPMENTS FOR DELIVERY TO CUSTOMER FROM DATE OF ORDER:
ARE CUSTOMERS REQUIRED TO PROVIDE A DEPOSIT? ? YES Q~ NO IF A DEPOSIT IS REQUIRED, WHAT PERCENT OF THE TOTAL SALE IS REQUIRED? %
MCNISA SALES ARE DEPOSITED (CHECK ONE): ? AT DATE OF ORDER ~ AT DATE OF DELIVERY ? OTHER
DO YOU HAVE A REFUND POLICY FOR YOUR MASTERCARDNISA SALES7 ~ YES ? NO ~
CHECK THE APPLICABLE REFUND POLICY: ? EXCHANGE ? STORE CREDIT ~ MCNISA CREDIT ? OTHER
IF MCNISA CREDIT, WITHIN HOW MANY DAYS DO YOU DEPOSIT CREDIT TRANSACTIONS7 ~ 0.3 DAYS ? 4•7 DAYS ? 8•14 DAYS
WHAT OF PRODUCT/SERVICE DOES CUSTOMER RECEIVE AT TIME OF PURCHASE: %
• . - . ' ~ • • ~ • ~ ~ ~ ~
1. NAME / ~ ~ TITLE PERCENT OF OWNERSHIP
W ~ L 1~ t(ti'~ S ~ Ol./~ 1' ( 1'v 1`~ rl~ C~ ~ l(1 ~
RESIDENCE ADDRESS ~ CITV STATE ZIP
HQM~ ~LEP ~Oy
Z~~~~ I SOCIAL SECURITY # DATE OF BIRTH DRIVER'S LICENSE # STATE
'7
2. NAME TITLE PERCENT OF OWNERSHIP
1 fr n~ S Kr~ l- Y Wt ~ n/R-C*~-~2. - O^~
RESIDENCE ADDRESS CITY STATE ZIP
HOME TELEPHONE SOCIAI SECURITY # OATE OF BIRTH DRIVER'S LICENSE # STATE
COMPANV PRESIDENT COMPANY CFO
t~ ~ /r- n1 ~ e~ ~ f} ~ 2 l~tJ ` l.. L 1 J~ ~ c~ /v'
. .
ANNUAL VISA/MASTERCARD VOLUME AVERAGE CREDITJ
~CA`RD TICKET TOTAL SA~L}E.S~
~ ~V V ~J L ~1N/L
' Federal regulations require that we collect information to verify customer identity and that we retain this information in our records.
"By providing us your fax number and e-mail address, you agree that we may fax and/or email information to you from time to time regarding our products and services,
and third party products and services which may be of interest to you.
Retail Standard 2/06
~ • • ~ ' ~
NAME OF FULFILLMENT HOUSE (IF ANI~ DEIIVERY TIME FRAME IF USING A FULFILLMENT HOUSE, W HO OWNS THE MAJORITY OF THE INVENTOFiY?
? MERCHANT ? FULFIILMENT HOUSE
FUIFILLMENTHOUSE-STREETADDRESS CITY STATE ZIP
BANK NAME (Please attech prepriMed vaded check) ' TRA/NSIT ROUTING ri(ABA • ACCOUfN~T ~N,U~MB-+ER
AD ESS / ~ " I C~lv L C/ / S`~EV C.~J ~O O O S
:~p So u Ttf 7`/wY 78 Lv Y L/ t. '7 ~
. . . . . .
CURRENT CREDIT CARD PROCESSING BANK, IF APPLICABLE REASON FOR LEAVING CURRENT PROCESSOR (IF APPLICABLE)
BANK OR PROCESSOR NAME:
CITY STATE ZIP CONTACT PHONE
HAVE ANY OF THE PRINCIPALS EVER FILED FOR BANKRUPTCY? ? YES ? NO
IF YES, NAME: CHAPTER FILED: DATE:
HAVE ANY OF THE PRINCIPALS EVER MANAGED OR OWNED ANOTHER BUSINESS THAT ACCEPTED CREDIT CARDS? ? YES ? NO
IF YES, PROVIDE BUSINESS NAME: CITY/STATE:
THIS MERCHANT APPLICATION AND AGREEMENT (this "Agreement") is entered into by and between PAYMENTECH, L.P., a Delaware limited partnership, for itself and on
behalf of JPMorgan Chase Bank, N.A. and the Merchant identified in this Agreement. Under the terms of this Agreement, Company will be the sole provider to Merchant of the
services necessary to authorize, process and settle all of MerchanYs credit and debit card transactions set forth in Schedule A to this Agreement. If a third party referred you to
us for the services provided under this Agreement, such third party may be party to the Agreement, but has no rights with respect to Merchant except as provided in such third
part~s agreement with us.
FOR MERCHANT AND INDIVIDUAL GUARANTORS - As the person signing below on behalf of the business designated on the above Application ("Merchant"), I certify that I am an
owner, partner or officer of the Merchant and have been duly authorized to sign this Merchant Application and Agreement on behalf of the Merchant. Merchant and each guarantor signing
below ("Guaranto~') hereby acknowledge that they have each received and read (1) Terms and Conditions for Merchant Agreement, (2) Schedule A(Pricing) and (3) the Operating Guides -
Retail and Mail OrdedTelephone Ordedintemet Transactions. Merchant agrees to be bound by the tertns and condiHons contained in those documents, and each GuaraMOr hereby agrees to
be bound as a Guarantor of the MerchanYs obligations under this agreement, according to the Personal Guaranty coMained in the Tertns and Conditions for Merchant Agreement. Merchant
hereby authorizes PaymeMech to credit and debit MerchanPs designated bank account(s) in accordance with this Agreement. MerchaM represents and wanants that all infortnation on this
Application, and the related i~formation submitted in conjunccion with the Application, is true, complete and not misleading. The Application rww belongs to Paymentech. MerchaM
understands that the application fee is non-refundable. Merchant, each Owner/Officer and each Guarantor hereby authorizes and agrees that PaymeMech, or its designee, may investigate
and verify the credit and financial infortnation of Merchant, each OwnedOfficer and arry individual Guarantor and may obtain consumer and commercial credit reports on the Guarantors,
Owners/ONicers and Merchant from time to time. If the Application is approved, subsequent consumer and business credit reports may be required or used in connection with the
mairKenance, updating, renewal or extension of the Agreemerrt. The Merchant, Owners/Officers and each Guarantor agrees that all business references, including banks, may release any
and all credit and financial infortnation to Paymentech. ANY UNI~ATERAL ALTERATION, STRIKEOVER OR MODIFICATION TO THE PREPRINTED TEXT OR LINE ENTRIES OF THIS
MERCHANT APPLICATION AND LEGAL AGREEMENT SHALL BE OF NO EFFECT WHATSOEVER, AND AT PAYMENTECH'S SOLE DISCRETION, MAY RENDER THIS MERCHANT
APPLICATION INVALID.
MERCHANT: ~ ~ ~ 1 ~
BUSIN LE L . ~ ~
~ gy; U~
~ divid I Si ature (#1 from plication) Individual Sign ture ro appli tlon)
Title: f"/ KDate ~~'`O ~ Title: v( T~ VYt I¢'N ~C~-~Ie.Date: I= O~~~ 7
Print Individual Name: L~1 ~Q Y Li~-~ t L L m~ a r~ Print Individual Name: ` 1' ' ~ I ~ V 1'
GUARANTORS:
Individual Signature Individual Signature
Print Guarantor Name: Date: Print Guarantor Name: Date:
For Paymentech to request an American Express Number on behalf of the merchant through the AMEX ESA Program: By signing below, I represent that the
informatio~ I have provided on the Application is complete and accurate and I authorize American Express Travel Related Services Company, Inc. ("American Express") to
verify the information on this Application and to receive and ezchange information about me, includi~g, requesting reports from consumer reporting agencies. If I ask American
Express whether or not a consumer report was requested, American Express will tell me, and if American Express received a report, American Express will give me the name
and address of the agency that furnished it. 1 understand that upon American Express' approval of the business entity indicated above to accept the American Express Card,
the Terms and Conditions for American Express Card Acceptance ("Tert~s and Conditions") will be sent to such business entity along with a Welcome Letter. By accepting the
American Express Card for the purchase of goods and/or services, you agree to be bound by the Terms and Conditions.
For Paymentech to request a Discover Number on behatf of the merchant through the Discover easi Program: Client acknowledges that by accepting a Discover card
for payment, Client agrees to the terms and conditions of Discover Business Services ("Discover"). Such terms and conditions will be sent to Client by Discover.
~ Signature: Date: AMEX Volume: Rate/MOnthly Fee:
Discover Rate: Membership Fee: Transaction fee:
APPROVED:
PAYMENTECH, L.P., by PTI General Partner, LLC, its general partner, for itself and on behalf of JPMorgan Chase Bank, N.A.
gy; Title: Date:
Retail Standard 2/O6
ADDITIONAL LOCATION REQUEST Rev 04/20/OS
Submitted B U l,~ f Q ti; Date
~ Submitter's Phone #
SET-UP INFO:
A ent Existin Merchant #
Co New Merchant #
Chain Re ortin Onl X-ref
ProducdSvc Sold PNS Client #
Annual Volume Avera e Ticket PNS Division #
Master Contract on File ~ Yes ? No Swi ed % MCC
MOTO % FDMS Securi Code
If more than 25% MOTO: '
Da s to Delive V/MC Sales De osited
CORPORATE/LEGAL INFO: BILL TO If different from le al name :
Le al Name Phone
Address Fax
Ci , State, Zi Ta}c ID
T e of Ownershi Owner/Officer
Social Securi Title
OUTLET/DBA INFO:
DBA Name ~ 1's' O (.,cl Y(. I~ - Contact e~ ~3 E ti. i f:
Address p p ,4 ~ Phone ~'J 2, G-~• / P
Ci , State, Zi ' L y 8 Fax
Contacts E-Mail i/LT YL/~"T- ~I- ~ l~C'3
Internet [~'1'es ? No Web Site
Print screens of the h sical address and return olic off of the web site aze re uired for internet accounts.
Business to Business? ? Yes ? No Home Based? ~ Yes ? No
STATEMENTS: PTI ~ FDMS ? Delive : Mail ? Email ? Hold ? Statement Email address:
Send Statements/Reca Code Choose
Statement Fre uenc choose one Dail ? Weekl ? Monthl ?
Pa Code Choose
Re'ect Notification Choose
BANK INFO:
DDA # 1 T/R DDA #2 T/R
DDA'S FOR FUNDING:
De osits Non-Bank De osit Ad' Char ebacks Char eback Rev. Interch Asmt Disc./Serv Fees Financial Ad'.
Choose Choose Choose Choose Choose Choose Choose Choose Choose
ROLL-UP INDICATORS:
De osits Non-Bank De osit Ad' Char ebacks Char eback Rev. Interch Asmt Disc./Serv
Choose Choose Choose Choose Choose Choose Choose
Fees Financial Ad'.
Choose Choose
CHARGEBACK/RETRIEVAL INFO:
Char eback ? Chain ? Outlet ? Mail ? Falc Fax # -
Retrieval ? Chain ? Outlet ? Mail ? Fa~c Fa~c # -
SUPPLIES: Send su lies to 0 Co ? Outlet
Billin Method ? Monthl Fee ? B Order ? Included in Discount
SPECIAL REPORTING:
? ROL select one ? outlet ? chain ? co orate ? M Merchant View ? SEWorkstation ? Other
Comments:
For those wanting to accept American Express:
By signing below, I represent that the information I have provided on the Application is complete and accurate and I authorize American Express Travel
Related Services Company, Inc., ("American Express") to verify the information on this Application and to receive and exchange information about me,
including, requesting reports from consumer reporting agencies. If I ask American Express whether or not a consumer report was requested, American
Express will tell me, and if American Express received a report, American Express will give me the name and address of the agency that fumished it. I
understand that upon American Express' approval of the business entity indicated above to accept the American Express Cazd, the Terms and Conditions
for American Express Card Acceptance ("Terms and Conditions") will be sent to such business entity along with a Welcome Letter. By accepting the
American Express Card for the purchase of goods and/or services, you agree to be bound by the Terms and Conditions.
Si nature: Date: AMEX Volume: Rate/Monthl Fee: Date:
Print Name (~~/Z l L l~ t/~- t~1/~S c~ 4'~-~ Title ~ f{'U f 1-yv D(~~~'( O~
Signature Date ~ Z I 2r ~ J ~~o
~l `
ADDITIONAL LOCATION REQUEST Rev 04/20/OS
Submitted B C~ ( L 1~- S d Date
~ Submitter's Phone #
SET-UP INFO:
A ent Existin Merchant #
Co New Merchant #
Chain Re ortin Onl X-ref
ProducbSvc Sold PNS Client #
Annual Volume Avera e Ticket PNS Division #
Master Contract on File ~ Yes ? No Swi ed % MCC
MOTO % FDMS Securi Code
If more than 25% MOTO:
Da s to Delive V/MC Sales De osited
CORPORATE/LEGAL INFO: BILL TO If different from le al name :
Le al Name Phone
Address F~
Ci , State, Zi Tax ID
T e of Ownershi Owner/Officer
Social Securi Title
OUTLET/DBA INFO:
DBA Name fs (~"/41'V f V1~/r"C~ Contact S(-~ E lr f v
Address rJ Phone ~ - 2.
Ci , State, Zi TY ~ `e' t- ~ '7 F~
Pv c~ .
Contacts E-Maii l_ • ~
Internet ~'Yes ? No Web Site
Print screens of the h sical address and return olic off of the web site aze re uired for internet accounts.
Business to Business? ? Yes ? No Home Based? ? Yes ? No
STATEMENTS: PTI ~ FDMS ? Delive : Mail ? Email ? Hold ? Statement Email address:
Send Statements/Reca Code Choose
Statement Fre uenc choose one Dail ? Weekl ? Monthl ?
Pa Code Choose
Re'ect Notification Choose
BANK INFO:
DDA # 1 T/R DDA #2 T/R
DDA'S FOR FUNDING:
De osits Non-Bank De osit Ad' Char ebacks Chaz eback Rev. Interch Asmt Disc./Serv Fees Financial Ad'.
Choose Choose Choose Choose Choose Choose Choose Choose Choose
ROLL-UP INDICATORS:
De osits Non-Bank De osit Ad' Char ebacks Char eback Rev. Interch Asmt Disc./Serv
Choose Choose Choose Choose Choose Choose Choose
Fees Financial Ad'.
Choose Choose
CHAI2GEBACK/RETRIEVAL INFO:
Char eback ? Chain ? Outlet ? Mail ? Fax Fax # -
Retrieval ? Chain ? Outlet ? Mail ? Fax Fax # -
SUPPLIES: Send su lies to ? Co ? Outlet
Billin Method ? Monthl Fee ? B Order ? Included in Discount
SPECIAL REPORTING:
? ROL select one ? outlet ? chain ? co orate ? M Merchant View ? SEWorkstation ? Other
Comments:
For those wanting to accept American Express:
By signing below, I represent that the information I have provided on the Application is complete and accurate and I authorize American Express Travel
Related Services Company, Inc., ("American Express") to verify the information on this Application and to receive and exchange information about me,
including, requesting reports from consumer reporting agencies. If I ask American Express whether or not a consumer report was requested, American
Express will tell me, and if American Express received a report, American Express will give me the name and address of the agency that furnished it. I
understand that upon American Express' approval of the business entity indicated above to accept the American Express Card, the Terms and Conditions
for American Express Card Acceptance ("Terms and Conditions") will be sent to such business entity along with a Welcome Letter. By accepting the
American Express Cazd for the purchase of goods and/or services, you agree to be bound by the Terms and Conditions.
Si nature: Date: AMEX Volume: Rate/Monthl Fee: Date:
Print Name t(.. l, ( 1~1/1'LS c~ ~1 Title F I YV y~vtl L' ~ U( Q-~ °L-
Date ~ Z ) Z~ / ~ ~
Signature,
ADDITIONAL LOCATION REQUEST Rev 04/20/05
Submitted B (~2 Q`f l~ ~ L L l IMS c~ Date
~ Submitter's Phone #
SET-UP INFO:
A ent Existin Merchant #
Co New Merchant #
Chain Re ortin Onl X-ref
Product/Svc Sold PNS Client #
Annual Volume Avera e Ticket PNS Division #
Master Contract on File ~ Yes ? No Swi ed % MCC
MOTO % FDMS Securi Code
If more than 25% MOTO:
Da s to Delive V/MC Sales De osited
CORPORATE/LEGAL INFO: BILL TO If different from le al name :
Le al Name Phone
Address F~
Ci , State, Zi Tax ID
T e of Ownershi Owner/Officer
Social Securi Title
OUTLET/DBA INFO:
DBA Name "r' O Q U ?.S Contact L U~ ~
Address p p w-' a i2,T Phone Q~12 `k - / Y)
Ci , State, Zi T b F W"l. t E T iE S F~
Contacts E-Mail ~ . V ~ ~
Internet es ? No Site
Print screens of the h sical address and return olic off of the web site are re uired for internet accounts.
Business to Business? ? Yes ? No Home Based? ~ Yes ? No
STATEMENTS: PTI ~ FDMS ? Delive : Mail ? Email ? Hold ? Statement Email address:
Send Statements/Reca Code Choose
Statement Fre uenc choose one Dail ? Weeki ? Monthl ?
Pa Code Choose
Re'ect Notification Choose
BANK INFO:
DDA # 1 T/R DDA #2 T~
DDA'S FOR FUNDING:
De osits Non-Bank De osit Ad' Char ebacks Char eback Rev. Interch Asmt Disc./Serv Fees Financial Ad'.
Choose Choose Choose Choose Choose Choose Choose Choose Choose
ROLL-UP INDICATORS:
De osits Non-Bank De osit Ad' Char ebacks Char eback Rev. Interch Asmt Disc./Serv
Choose Choose Choose Choose Choose Choose Choose
Fees Financial Ad'.
Choose Choose
CHARGEBACK/RETRIEVAL INFO:
Char eback ? Chain ? Outlet ? Mail ? Fax Fax # -
Retrieval ? Chain ? Outlet ? Mail ? Faac Fa~c # -
SUPPLIES: (Send supplies to 0 Corp ? Outlet)
~
Billing Method Monthly Fee ~ U By Order I LI mciuaea m liiscouni ~
SPECIAL REPORTING:
? ROL select one ? outlet ? chain ? co orate ? M Merchant View ? SEWorkstation ? Other
Comments:
For those wanting to accept American Express:
By signing below, I represent that the information I have provided on the Application is complete and accurate and I authorize American Express Travel
Related Services Company, Inc., ("American Express") to verify the information on this Application and to receive and exchange information about me,
including, requesting reports from consumer reporting agencies. If I ask American Express whether or not a consumer report was requested, American
Express will tell me, and if American Express received a report, American Express will give me the name and address of the agency that furnished it. I
understand that upon American Express' approval of the business entity indicated above to accept the American Express Card, the Terms and Conditions
for American Express Card Acceptance ("Terms and Conditions") will be sent to such business entity along with a Welcome Letter. By accepting the
American Express Card for the purchase of goods and/or services, you agree to be bound by the Terms and Conditions.
Si nature: Date: AMEX Volume: Rate/Monthl Fee: Date:
Print Name (,~f+~- i L /~1- Title ~ l/Z/f1-ft~LE crJ /~~L
%
Si nature Date l Z~ 2 7/D ~o
g
ADDITIONAL LOCATION REQUEST (Rev 04/20/OS
Submitted B ( L L Y~?'«~ ~ Date ~ 6
~ Submitter's Phone #
SET-UP INFO:
A ent Existin Merchant #
Co New Merchant #
Chain Re ortin Onl X-ref
ProducUSvc Sold PNS Client #
Annual Volume Avera e Ticket PNS Division #
Master Contract on File ~ Yes ? No Swi ed % MCC
MOTO % FDMS Securi Code
If more than 25% MOTO:
Da s to Delive V/NIC Sales De osited
CORPORATE/LEGAL INFO: BILL TO If different from le al name :
Le al Name Phone
Address F~
Ci , State, Zi Tax ID
T e of Ownershi Owner/Officer
Social Securi Title
OUTLET/DBA INFO:
DBA Name / T ~ O~ WY/G.F t? - Contact S N `1
Address p w ,e- Phone
Ci , State, Zi t9 = W L 1 - s~`f ~ ~ ~
Contacts E-Mail H YU ~ ~~i' ~ E e
Internet Yes ? No Web Sit
Print screens of the h sical address and return olic off of the web site aze re uired for intemet accounts.
Business to Business? ? Yes ? No Home Based? ~ Yes ? No
STATEMENTS: PTI ~ FDMS ? Delive : Mail ? Email ? Hold ? Statement Email address:
Send Statements/Reca Code Choose
Statement Fre uenc choose one Dail ? Weekl ? Monthl ?
Pa Code Choose
Re'ect Notification Choose
BANK INFO:
DDA # 1 T/R DDA #2 T~
DDA'S FOR FUNDING:
De osits Non-Bank De osit Ad' Chaz ebacks Char eback Rev. Interch Asmt Disc./Serv Fees Financial Ad~.
Choose Choose Choose Choose Choose Choose Choose Choose Choose
ROLL-UP INDICATORS:
De osits Non-Bank De osit Ad' Char ebacks Char eback Rev. Interch Asmt Disc./Serv
Choose Choose Choose Choose Choose Choose Choose
Fees Financial Ad'.
Choose Choose
CHARGEBACK/IZETRIEVAL INFO:
Char eback ? Chain ? Outlet ? Mail ? Fax Fax # -
Retrieval ? Chain ? Outlet ? Mail ? Fa~c Fax # -
SUPPLIES: (Send supplies to ~ Corp ? Outlet)
~
Billing Method Monthly Fee ~ LI By Order I U mciuaea m liiscouni ~
SPECIAL REPORTING:
? ROL select one ? outlet ? chain ? co orate ? M Merchant View ? SEWorkstation ? Other
Comments:
For those wanting to accept American Express:
By signing below, I represent that the information I have provided on the Application is complete and accurate and I authorize American Express Travel
Related Services Company, Inc., ("American Express") to verify the infortnation on this Application and to receive and exchange information about me,
including, requesting reports from consumer reporting agencies. If I ask American Express whether or not a consumer report was requested, American
Express will tell me, and if American Express received a report, American Express will give me the name and address of the agency that furnished it. I
understand that upon American Express' approval of the business entity indicated above to accept the American Express Cazd, the Terms and Conditions
for American Express Card Acceptance ("Terms and Conditions") will be sent to such business entity along with a Welcome Letter. By accepting the
American Express Card for the purchase of goods and/or services, you agree to be bound by the Terms and Conditions.
Si nature: Date: AMEX Volume: Rate/Ntonthl Fee: Date:
Print Name L(~ ltiJ l.. t~ S d~ Title F/ ~I~f J~-YU~, E QF ~
1~ GZ.
Signatu~ Date ~ ~ I 2-7 ~ ~ ~v
TERMS AND CONDITIONS FOR MERCHANT AGREEMENT
(GOVERNMENT ENTITY)
1 Merchant's Acceutance of Cards.
1.1 Exclusivity. You will tender to us Sales Data generated from all your Card transactions via electronic data transmission according to our formats and
procedures. You will not use the services of any bank, corporation, entity, or person other than Paymentech for authorization or processing of Visa or
MasterCard transactions throughout the term of this Agreement.
1.2 Certain Card Acceptance Policies. Each sale you make involving a Card must be evidenced by a single Sales Data record completed with (i) the
transaction date; (ii) a brief descripdon of the goods or services sold, retumed, or cancelled; (iii) the price of the goods or services, or amount of any
credit or adjustment; (iv) the Cardholder name; (v) your name in a manner recognizable to Cardholders; (vi) your address; (vii) any applicable terms and
conditions of the sale; and (viii) any other information that the applicable Association may require. You shall not impose any surcharge or finance charge
on the Card transaction or otherwise require the Cardholder to pay any fees payable by you under this Agreement. You shall not set a doilar amount
above or below which you refuse to honor othervvise valid Cards. With respect to any transaction for which a Card is not physically presented, such as in
any on-line, mail, telephone, or pre-authorized transaction, you must (i) have notified us on your application or otherwise in writing of your intention to
conduct such transactions and secured our agreement to accept them and (ii) have reasonable procedures in piace to ensure that each Card sale is made
to a purchaser who actually is the Cardholder or the authorized user of the Card. Notwithstanding the foregoing, you acknowledge that under the
Association Rules, you cannot rebut a Chargeback where the Cardholder disputes making the purchase without an electronic record (for example,
"swiping" or "tapping" a Card) or physical imprint of the Card.
1.3 Operating Guide; Association Rules. You agree to comply with the operating guide attached to this Agreement, as amended from time to time
("Operating Guide'~, all Association Rules, and with such other procedures as we may from time to time prescribe for the creation or transmission of Sales
Data. We may modify and supplement the Operating Guide in order to comply with requirements imposed by the Association Rules. You acknowledge that
you have received a copy of the Operating Guide at or prior to your execution of this Agreement, and that you can also view the Operating Guide on-line
at the Chase Paymentech Solutlons Internet website.
1.4 Requirements for Sales Data. As to each Sales Data you tender to us for processing, you represent and warrant that:
(1) The Sales Data represents payment or refund of payment for the bona fide sale or lease of the goods, services, or both, and the Sales Data is
not submitted on behaif of a third party.
(2) The Card transaction represents an obligation of the Cardholder for the amount of the Card transaction.
(3) The Sales Data does not involve any element of credit for payment of a previously dishonored check or for any other purpose except payment
for a current transaction and, except in the case of approved installment or pre-payment plans, the goods have been shipped or services actually
rendered to the Cardholder.
(4) The Sales Data is free from any alteration not authorized by the Cardholder.
(5) The amount charged for the Card transadion is not subject to any dispute, setoff, or counterclaim.
(6) Neither you nor your employee has advanced any cash to the Cardholder (except as authorized by the Rules) or to yourself or to any of your
representatives, agents, or employees in connection with the Card transaction, nor have you accepted payment for effecting credits to a
Cardholder's account.
(7) The goods described in each Sales Data submission are your sole property and you are free to sell them.
(8) You have made no representations or agreements for the issuance of refunds except as it states in your retum/cancellation policy, which has
been previously submitted to us in writing as provided in Section 3.
(9) Any credit transaction submitted to us represents a refund or adjustment to a Card transaction previously submitted.
(10) You have no knowledge or notice of information that would lead you to believe that the enforceability or collectibility of the subject Sales Data is
in any manner impaired. The transaction is in compiiance with all appiicable laws, ordinances, and regulations. You have originated the Sales
Data in compliance with this Agreement and the Association Rules.
2. Authorizations.
2.1 Obtaining Authorizations. You are required to obtain authorization/approval codes for ali Card transacdons by contacting the center designated by
Paymentech. You acknowledge that authorization/approval code of a Card transaction indicates only that credit is available for the Card transaction at the
time the authorization is given, and it does not constitute a representation from us or from an Associatlon that a particular Card transaction is in fact a
valid or undisputed transaction entered into by the actuai Cardholder or an authorized user of the Card.
2.2 Lack of Authorization. We reserve the right to refuse to process any Sales Data presented by you (i) if you do not record a proper
authorization/approval code, (ii) if we determine that the Sales Data is or will become uncoliectible from the Cardholder to which the transaction would
otherwise be charged, or (iii) if we determine that the Sales Data was prepared in vio~ation of any provision of this Agreement.
3 Refunds and Adiustments.
3.1 Disclosure of Refund Policy. You are required to maintain a fair policy with regard to the return/cancellation of inerchandise or services and
adjustment of Card sales. You are required to disclose your retum/cancellation policy to us on your application. Your return/cancellation policy must be
disclosed to your customers.
3.2 Changes to Policy. Any change in your return/cancellation policy must be submitted in writing to us not less than 14 days prior to the effective date
of such change. We reserve the right to refuse to process any Sales Data made subject to a revised return/cancellation of which we have not been
notified in advance.
3.3 Procedure for Refunds/Adjustments. If you allow a price adjustment, retum of inerchandise, or cancellation of services in connection with a
Card sale, you wili prepare and deliver to us Sales Data reflecting such refund or adjustment within 3 days of receiving the Cardholders request for such
refund/adjustment. The amount of the refund/adjustment cannot exceed the amount shown as the totai on the original Sales Data except by the exact
amount required to reimburse the Cardholder for postage that the Cardho~der paid to retum merchandise. You are not allowed to accept cash or any
other payment or consideration from a customer in retum for preparing a refund to be deposited to the Cardholder's account nor to give cash refunds to a
Cardholder in connection with a Card sale, unless required by law.
4. Settlement.
4.1 Submission of Sales Data. You are required to transmit your Sales Data to us no later than the next business day immediately following the day
that such Sales Data is originated. You wili be solely responsible for all communication expenses required to accomplish the transmission of Sales Data.
For debit Card transactions that are credits to a Cardholder's account, you agree to transmit such transactions to us within 24 hours of receiving the
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authorization for such transaction. Unless otherwise indicated on Schedule A, you will be soleiy responsible for all communication expenses required to
accept the transmission of Sales Data.
4.2 Merchant's Settiement Account. In order to receive funds from Paymentech, you must maintain a Settlement Account at a bank that is a member
of the Automated Clearing House ("ACH") system and the Federal Reserve wire system. You agree not to ciose your Setdement Account without giving
us at least 5 days' prior written notice and substituting another Setdement Account. You are solely liable for all fees, costs, and expenses associated with
your Settlement Account and for all overdrafts. You authorize Paymentech to initiate electronic credit and debit entries and adjustments to your bank
account at any time without regard to the source of any monies in the Settlement Account. This authority will remain in full force and effect until we notify
your bank that all monies due from you under this Agreement have been paid in full. We will not be liable for any of your losses or expenses whatsoever
resulting from delays in receipt of funds or errors in Settlement Account entries caused by third parties, including, without limitation, delays or errors by
either the Associations or your bank.
4.3 Travel and Entertainment Cards. You cannot submit any T&E Card transaction for processing by Paymentech unless you have a valid agreement
in effect with the respective T&E Card company. For the T&E Card transactions designated on Schedule A, upon transmission of such Sales Data by you,
we will forward the Sales Data to the appropriate T&E Card company. Except to the extent that we may provide funds settiement services for ]CB
transactions, payment of the proceeds due you wiil be govemed by whatever agreement you have with that T&E Card company, and we do not bear any
responsibility for their performance. If your agreement with a T&E Card company requires the T&E Card company's consent for us to perform the services
contemplated by our Agreement, you are responsible for obtaining that consent.
4.4 Transfer of Settlement Funds. For all Card transactions, other than T&E Card transactions, we will process your Sales Data to facilitate the funds
transfer between the various Associations and you for Card sales. PrompHy after we receive credit for such Sales Data, we will provide provisional credit
to the Settlement Account for the proceeds. The proceeds payable to you shail be equal to the amounts received by us in respect of your Sales Data minus
the sum of the following: all fees, charges, and discounts set forth in Schedule A, all adjustments and Chargebacks, all equipment charges (if any), all
Cardholder refunds, returns, and adjustments, all Reserve Account amounts, and any fees, charges, fines, assessments, penalties, or other liabilities that
may be imposed on us or the Member from time to time by the Associations and all related costs and expenses incurred by us. You agree that all such
fees, charges, discounts, adjustments, and all other amounts are due and payable by you at the time the related services are rendered to you; that all
such Reserve Account amounts are due and payable by you upon our request; and that the related Chargebacks, Cardholder refunds, and adjustments,
fees, charges, fines, assessments, penalties, and all other liabilities are due and payable by you when we receive notice thereof from the Associatlons or
otherwise pursuant to Section 4. In the event we do not deduct such amounts from the proceeds payable to you, you agree to pay all such amounts to
us. Alternatively, at our option, we may debit the Settlement Account for such amounts. . Also, you agree to reimburse Paymentech, Member, the
Associations, affiliates, officers, directors, employees, agents and sponsoring banks from any losses, liabilities, and damages of any and every kind
(including, without limitation, our costs, expenses, and reasonable attomeys' fees) arising out of any claim, complaint, or Chargeback (i) made or claimed
by a Cardholder with respect to any Sales Data submitted by you, (ii) caused by your noncompliance with this Agreement, the Operating Guide, or the
Association Rules, including any breach of a representation or warranty made by you, or (iii) resulting from any voluntary or involuntary bankruptcy or
insolvency proceeding by or against you. The obligation provided for in this Section dces not apply to any claim or complaint to the extent it is caused by
Paymentech's own negligence or wiliful misconduct.
4.5 Negative Amounts. To the extent Sales Data does not represent sufficient credits or the Settlement Account does not have a sufficient balance to
pay amounts due or reasonably anticipated to become due under this Agreement, we may pursue one or more of the following options: (i) demand and
receive immediate payment for such amounts; (ii) debit your Settlement Account for the amount of the negative balance; (iii) withhold your settlement
payments until all amounts are paid; (iv) delay presentation of your refunds until you make a payment to us of a sufficient amount to cover the negative
balance; (v) collect any amount due or which may become due to us from any of your bank accounts without notice to you; and (vi) pursue any remedies
we may have at law or in equiry. Furthermore, if the amount represented by your Sales Data in any day is negative due to refunds/customer credits being
submitted by you in excess of your sales, you are required to provide us with su~cient funds prior to the submission of the Sales Data so as to prevent the
occurrence of a negative balance.
4.6 Delinquency/Merchant Freud. At any time and from time to time we may temporarily suspend or delay payments to you and/or designate an
amount of funds that we must maintain in order to protect us against the risk of, among other things, existing, potential, or anticipated Chargebacks and
to satisfy your other obligations under this Agreement (such funds being hereinafter referred to as the "Reserve Account"), which may be funded in the
same manner as provided for negative balances in sub-section 4.5. The Reserve Account will contain sufficient funds to cover any unbiiled processing
costs plus our estimated exposure based on reasonable criteria for Chargebacks, returns, unshipped merchandise, and/or unfulfiiled services and ail
additional liabilities anticipated under this Agreement. We may (but are not required to) appiy funds in the Reserve Account toward, and may set off any
funds that would otherwise be payable to the Merchant against, the satisfaction of any amounts which are or become due from Merchant pursuant to this
Agreement. The Reserve Account will not bear interest, and you will have no right or interest in the funds in the Reserve Account. Any funds in the
Reserve Account may be commingled with other funds, and need not be maintained in a separate account. Effective upon our establishment of a Reserve
Account, you irrevocably grant to us a security interest in any and all funds, together with the proceeds thereof, that may at any time be in our possession
and would otherwise be payable to you pursuant to the terms of this Agreement. You agree to execute and deliver to us such instruments and documents
(including, without limitation, security agreements and releases) that we may reasonably request (i) to perfect and confirm the security interest and right
of setoff set forth in this Agreement; and (ii) in connection with any retum of Reserve Account funds.
5. Accountina. We will supply a detailed statement reflecting the activity for your Merchant account(s) by on-line access (or otherwise if we agree).
We will not be responsible for any error that you do not bring to our attention within 45 days from date of such statement.
6. Retrieval Reauests.
6.1 Records. You are required by the Associations to store original documentation of each Card transaction for at least 6 months from the date of the
respective Card transaction, and to retain copies of all such Sales data for at least 18 months from the date of the respective Card transaction. You are
not allowed to charge a fee for the creation or storage of such copies. We may, at our discretion, require you to deliver copies of Sales Data to us rather
than storing it.
6.2 Response to Retrieval Requests. We will send you any Retrieval Request that we cannot satisfy with the information we have on file concerning
any Card transaction. In response, you must provide us in writing by certified or overnight maii or by confirmed fax (or by other means as agreed to by
Paymentech) the resolution of your investigation of such Retrieval Request and include Iegible copies of any documentation required by the Retrieval
Request within 7 business days after we send it to you (or such shorter time as the Association Rules may require and of which we notify you). You
acknowledge that your failure to fulfill a Retrieval Request in accordance with Association Rules may result in an irreversible Chargeback.
7. Charaebacks.
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7.1 Chargeback Reasons. You may receive a Chargeback from a Cardholder or Card issuer for a number of reasons under the Association Rules. The
following are some of the most common reasons for Chargebacks:
(1) Your failure to issue a refund to a Cardholder upon the return or non-delivery of goods or services.
(2) An authorization/approval code was required and not obtained.
(3) The Sales Data is prepared incorrectly or fraudulently.
(4) We did not receive your response to a Retrieval Request within 7 business days or any shorter time period required by the Association Rules.
(5) The Cardholder disputes the Card safe or the signature on the sale documentation, or claims that the sale is subject to a set-off, defense, or
counterclaim.
(6) The Cardholder refuses to make payment for a Card sale because in the Cardhotder's good faith opinion, a claim or complaint has not been
resolved, or has been resolved by you in an unsatisfactory manner.
(7) The Card was not actually presented at the time of the sale or you failed to obtain an eledronic record or physical imprint of the Card, and the
Cardholder denies making the purchase. The Merchant acknowledges that, under these circumstances, the fact that an authorization/approval code was
obtained does not mean that a particular Card transaction is a valid or undisputed transaction entered into by the actual Cardholder or an authorized user
of the Card.
7.2 Excessive Chargebacks. If we determine that you are receiving an excessive amount of Chargebacks, in addition to our other remedies under this
Agreement we may take the following actions: (i) review your intemal procedures relating to acceptance of Cards and notify you of new procedures you
should adopt in order to avoid future Chargebacks; (ii) notify you of a new rate we will charge you to process your Chargebacks; (iii) coilect from you
(pursuant to sub-section 4.6) an amount reasonably determined by us to be sufficient to cover anticipated Chargebacks and all related fees, expenses, and
fines; or (iv) terminate the Agreement with written notice of termination. You aiso agree to pay any and all Association fees and fines assessed against
you or against Paymentech or Member relating to your violation of the Agreement, the Operating Guide, or the Association Rules with respect to your
transactions or with respect to excessive Chargebacks under this Section.
7.3 Claims of Cardholder Customers. You have full liability if any Sales Data for which we have given the Settlement Account provisional credit is the
subject of a Chargeback. Subsequently, you are allowed to resubmit applicabie Sales Data for a second presentation, but only in accordance with
Association Rules. To the extent that we have paid or may be called upon to pay a Chargeback or refund or adjustment for or on the account of a
Cardholder and you do not reimburse us as provided in this Agreement, then for the purpose of our obtaining reimbursement of such sums paid or
anticipated to be paid, we have all of the rights and remedies of such Cardhotder under applicabie federal, state, or local laws and you authorize us to
assert any and all such claims in our own name for and on behalf of any such Cardholder customer individually or all such Cardholder customers as a class.
8. Advertisinct. Wherever you accept Cards, you will inform the public of the Cards that you honor. However, you may not indicate that any
Association endorses your goods or services.
9. Fees.
9.1 Schedule A. You agree to pay us for our services as set forth in Schedule A in accordance with this Agreement. Uniess otherwise expressly stated in
Schedule A, such pricing is based on all transactions qualifying under the Association Rules for the lowest Association interchange rates. For Sales Data
that does not qualify for the best rate, Association interchange fees provide for a"down-grade," and we will apply a higher rate than the qualifying rate
shown on Schedule A. Fees payable under this Agreement that contain a fraction of a cent will be rounded up to the next full cent.
9.2 Price Changes. We may modify the pricing on Schedule A with 30 days' prior written notice. In addition, by giving written notice to you we may
change our fees, charges, and discounts resuiting from (i) changes in Association fees (such as interchange, assessments, and other charges); (ii)
changes in pricing by any third party provider of a product or service used by you; or (iii) fees which are added by an Assaiation or card issuer. Such new
prices will be applicable to you as of the effective date established by the Association or third party provider.
10. Termination.
10.1 Term. The initial term of this Agreement shali commence on the earlier of (i) our acceptance hereof (as evidenced by the execution of the
Agreement by us) or (ii) 5 days after the Agreement is executed by the Merchant and submitted to Paymentech, and shall continue until either (i)
terminated by you by giving at least 30 days' prior written notice to us or (ii) terminated by us by giving notice to you (such termination by us to be
effective as of a date set forth in such notice or, if no such date is set forth, to be effective as of the date such notice is received by you).
10.2 Termination for Cause. If our services provided under this Agreement fail to conform to generally accepted standards for such services in the
Card processing industry then your sole remedy for such failure shall be that upon notice from you specifying the failure of performance, we will rectify
such failure of performance. If we do not rectify our failure of performance within 30 days after receipt of written notification from you, then you may
terminate this Agreement upon 30 days' written notice to us. If you terminate the Agreement within the first 3 years following the date of your execution
of this Agreement, you agree to pay de-conversion fees of two hundred fifty doliars ($250.00) for each Merchant location that has submitted Sales Data
pursuant to this Agreement. Such amount will be funded, to the extent possible, according to the same methods for collecting amounts due under this
Agreement. We may terminate this Agreement at any time for any reason upon written notice to you.
10. 3 Account Activity After Termination. Termination does not affect either party's respective rights and obligations under this Agreement as to
Sales Data submitted before termination. If you submit Sales Data to us after the date of termination, we may, at our discretion, process such Sales Data
in accordance with the terms of this Agreement. Upon notice of any termination of this Agreement, we may estimate the aggregate dollar amount of
Chargebacks and other obligations, liabilities, and expenses that we reasonably anticipate subsequent to termination, and you agree to immediately
deposit such amount, or we may withhold such amounts from your credits, in order to establish a Reserve Account pursuant to and governed by the terms
and conditions of this Agreement.
li. Intentionallv Reserved.
12. No Disclosure of Cardholder Information. We will exercise reasonable care to prevent disclosure or use of Card information, other than as
permitted under the Association Rules. You will exercise reasonable care to prevent disclosure or use of Card information, other than (i) to your agents
and contractors for the purpose of assisting you in completing a Card transaction, (ii) to the applicable Associatio~, or (iii) as specifically required by law.
You are prohibited from storing CW2 or CVC2, magnetic stripe track data, and AVS and PIN data. Each party will store all media containing Card numbers
in an area limited to selected personnel on a"need to know" basis only and prior to either party discarding any material containing Cardho~der information,
the party will destroy it in a manner rendering the Card account numbers unreadable. If at any time either party determines that Card account number
information has been compromised, such party will notify the other party immediately and assist in providing notification to the proper parties, as we deem
necessary. Merchant information may be shared by us with our affiliates subject to the provisions of this Agreement and Association Rules. You agree to
comply with all security standards and guidelines that may be published from time to time by Visa, MasterCard, or any other Association, including, without
Doc 11820 Rev12/06
limitation, the Visa U.S.A. Cardholder Information Security Program ("CISP'~, the MasterCard Site Data Protection ("SDP'~, and (where applicable) the
VISA Payment Application Best Practices ("PABP'~ (described in more detaii in the Operating Guide) (collectively, the "Security Guidelines"). All Service
Providers you use must be recognized by ~sa as CISP compliant service providers and payment applicadons you use must be recognized by VISA as
compliant with PABP. You understand that failure to comply with the CISP, SDP or (where applicabie) PABP requirements, or other Security Guidelines, or
the compromise of any Card account information, may result in assessments, fines, and/or penalties by the Associations, and you agree to reimburse us
immediately for any assessment, fine, or penalty imposed on us or the Member due to any such event or your breach of this Section and any reiated loss,
cost or expense incurred by us. You further agree to (i) exercise reasonable due diligence to ensure that all of your Service Providers, agents, business
partners, contractors, and subcontractors maintain compliance with the Security Guidelines established by CISP, SDP, and (where applicable) PABP and (ii)
provide us upon our request with evaluation of your compliance with Security Guidelines as required by the Associations. If any Association requires an
audit of you or any of your Service Providers, agents, business partners, contractors, or subcontractors due to a data security compromise event or
suspected event, you agree to cooperate with such audit and agree to pay for all costs and expenses related to such audit, including all of our costs
relating to such audit, including attorney's fees.
13 Information About Merchant's Business.
13.1 Additional Financial Information. Merchant agrees to furnish to us upon 5 days' notice such financial statements and information concerning
Merchant as we may request.
13.2 Other Information. With prior notice and during your normal business hours, our duly authorized representatives may visit your business premises
and may examine oniy that part of your books and records that pertain to your Sales Data and Card sales. You agree to provide us at least 30 days' prior
written notice of your intent to change your product line or services, or your trade name, or the manner in which you accept Cards. If we determine such
a change is material to our relationship with you, we may refuse to process Sales Data made subsequent to the change. You agree to provide us with
prompt written notice if you are the subject of any voluntary or involuntary bankruptcy or insoivency petition or proceeding. You will also provide us with
written notice of any adverse change in financial condition, intent to liquidate, substantially change the basic nature of your business, transfer or sell any
substantial part (25% or more in value) of your total assets, or if you or your parent is not a corporation whose shares are listed on a national securities
exchange or on the over-the-counter market, change the control or ownership of Merchant or your parent, 30 days prior to such liquidation, change,
transfer or sale taking place. You will also notify us of any judgment, writ, warrant of attachment, executlon or levy against any substantial part (25% or
more in value) of your total assets not later than three days after you obtains knowledge of any such judgment, writ, warrant of attachment, execution or
levy.
14 Disclaimer• Limitation of Damaaes. Subject to Section 5, we will, at our own expense, correct any data in and to the extent that such errors
have been caused by us or by malfunctions of our intellectual property or machines. Under no circumstances will Paymentech's financial responsibility for
our failure of performance under this Agreement exceed the total fees paid to us under this Agreement (net of Association interchange, assessments, and
fines) for the 6 months prior to the time the liability arose. IXCEPT AS OTHERWISE PROVIDED FOR IN THIS AGREEMENT, IN NO EVENT WILL ANY
PAR?Y, ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AFFILIATES, BE LIABLE FOR SPEQAL, INCIDENTAL, CONSEQUENTIAL, OR PUNIiIVE
DAMAGES OR ANY LOSS, THEFT, DISAPPEARANCE, OR DAMAGE TO DATA TRANSMITTED ELECTRONICALLY IN CONNECTION WITH THIS AGREEMENT.
WHIIE ALL PARTIES ACKNOWLEDGE THAT THIS IS AN AGREEMENT FOR SERVICES TO WHICH THE UNIFORM COMMERCIAL CODE DOES NOT APPLY,
PAYMENTECH, MEMBER, AND PAYMENTECH'S SPONSORING BANK HEREBY DISCLAIM ANY AND ALL WARRANTIES WITH RESPECT TO THE SERVICES,
PRODUCfS, AND EQUIPMENT PROVIDED HEREUNDER, WHETHER DCPRESS, IMPLIED, STAMORY, OR OTHERWISE, INCLUDING, WTfNOUT
LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR USE FOR A PARTICULAR PURPOSE. THIS AGREEMENT IS A SERVICE
AGREEMENT, AND EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, PAYMENTECH AND MEMBER DISCLAIM ALL OTHER
REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, MADE TO MERCHANT OR ANY OTHER PERSON, INCLUDING, WITHOUT
LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR
OTHERWISE (REGARDLESS OF ANY COURSE OF DEALING, CUSTOM, OR USAGE OF TRADE) OF ANY SERVICES PROVIDED UNDER THIS
AGREEMENT OR ANY GOODS PROVIDED INCIDENTAL TO SUCH SERVICES.
15. Miscellaneous.
15.1. Intentionally Reserved.
15.2 Application and Credit Check. You represent and warrant that statements made on your Application for this Agreement are true as of the date of
your execution of this Agreement. Your signature on this Agreement authorizes us to perform any credit check deemed necessary with respect to
Merchant.
15.3 Section Headings. The section headings of this Agreement are for convenience only and do not define, limit, or describe the scope or intent of this
Agreement.
15.4 Assignment. We cannot assign this Agreement without your prior written consent, except that we may assign this Agreement to an entity qualified
under Association Rules to perform our obligations under this Agreement. You cannot assign or transfer your rights or delegate your responsibilities under
this Agreement without our prior written consent.
15.5 Parties. This Agreement binds you and us and our respective heirs, representatives, successors (including those by merger and acquisition), and
permitted assigns. You represent and warrant that your execution of and performance under this Agreement (i) in no way breaches, contravenes, violates,
or in any manner conflicts with any of your other legai obligations, including, without limitation, your organizational document or any agreement between
you and any third party or affiliated entity; (ii) has been duly authorized by ali necessary action and does not require any consent or other action by or in
respect of any third party; and (iii) that the person signing this Agreement on your behalf is duly authorized to do so. In providing services to you, we will
not be acting in the capacity of your agent, partner, or joint venturer, and we are acting as an independent contractor. Each party agrees that any other
party may publicly disclose, through press releases or otherwise, the existence of the business relationship that is the subject of this Agreement. Any such
disclosure may identify the parties by name but shall not, without the prior written consent of the non-disclosing parly, include any of the terms of this
Agreement.
15.6 Severability. Should any provision of this Agreement be determined to be invalid or unenforceable under any law, rule, or regulation, including any
Association Rule, such determination will not affect the validity or enforceability of any other provision of this Agreement.
15.7 Waivers. No term or condition of this Agreement may be waived except pursuant to a written waiver executed by the party against whom such
waiver is sought to be enforced.
15.8 Entire Agreement. The Association Rules, Operating Guide, Application, and all schedules, and attachments to this Agreement are made a part of
this Agreement for al~ purposes. This Agreement represents the entire understanding between Merchant and Paymentech with respect to the matters
contained herein. This Agreement shall prevail over the terms of any agreement goveming the Settlement Account.
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15.9 Notices. F~ccept as otherwise provided in this Agreement, all notices must be given in writing and either hand delivered, faxed, or mailed first class,
postage prepaid (and will be deemed to be given when so delivered or mailed), to the addresses set forth below or to such other address as either party
may from time to time specify to the other party in writing.
15.10 Goveming Law; Waiver of ]ury Trial. This Agreement will be govemed by and construed in accordance with the laws of the State of Texas
without reference to conflict of law provisions. Any action, praeeding, litigation, or mediation relating to or arising from this Agreement must be brought
by Paymentech against Merchant in the counry and state of MerchanYs principal office as indicated below, and by Merchant against Paymentech
exclusively in Dallas County, Dallas, Texas. THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY, AND INTEM'IONALLY WANE ANY RIGHTS EITHER OF
THEM MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, ARISING OUT OF, OR IN CONNECTION WITH THIS
AGREEMENT.15.11 Force Majeure. Neither party will be liable for delays in processing or other nonperformance caused by such events as fires,
telecommunications or utility or power failures, equipment failures, labor strife, riots, war, nonperformance of our vendors or suppliers, acts of God, or
other causes over which the respective party has no reasonable controi, except that nothing in this Section 15.11 will affect or excuse your liabilities and
obligations for Chargebacks, refunds, or unfulfilled products and services.
16. Survival. The provisions of Sections 4.2, 4.4, 4.5, 4.6, 7, 10.3, 11, 14, 15.10, and 17 shall survive the termination of this Agreement.
17. Definitions.
17.1 "Application" is your statement of your financial condition and the characteristics of account that you have submitted to us on the cover pages of this
Agreement and related information, to induce us to enter into this Agreement with you and that has induced us to process your Card transactions under
the terms and conditions of this Agreement.
17.2 "Association" is Visa, U.S.A., Inc., MasterCard International, Inc., any debit networks or any other payment method provider.
17.3 "Association Rules" are the bylaws, rules, and regulatlons, as they exist from time to time, of the Associations.
17.4 "Card" is both (i) the plastic card or other evidence of the account and (ii) the account number, issued to a Cardholder, which you accept from your
customers as payment for their purchases from you, which comprise the transactions with respect to which Paymentech agrees to process.17.5
"Cardholder" is the person to whom the Card is issued and who is entitled to use the Card.
17.6 "Chargeback" is a reversal of a Card sale you previously presented pursuant to Association Rules.
17.7 "Effective Date" means the date on which this Agreement takes effect pursuant to Section 10.1.
17.8 Merchant, "you", and "your" is the Merchant identified in the Application on the cover page of the Agreement.
17.9 Paymentech, "we", "our", and "us" is Paymentech, L.P., a Delaware limited partnership, having its principal office at 1601 Elm Street, Dallas, Texas
75201, by and on behalf of JPMORGAN CHASE BANK, N.A.
17.10 "Retrievai Request" is a request for information by a Cardholder or Card issuer relating to a ciaim or compiaint conceming a Card sale you have
made.
17.11 "Sales Data" is the evidence and electronic record of a sale or lease transaction representing payment by use of a Card or of a refund/credit to a
Cardholder.
17.12 "Service Provider" is any party that processes, stores, or transmits Cardholder information on your behalf.
17.13 "T&E Card" is a travel and entertainment Card, charge Card, or credit Card issued by American Express or Novus/Discover or such other Card
(other than a MasterCard or Visa Card) with respect to which we may agree to praess transactions now or in the future.
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Paymentech, L.P. Sehedule A to Mercharrt Agreement
City of Wylie Assumpt(ons and Fees
Assumptions
MC~sa Salesvolume 51,500A~
Average Transaction amount 5100.00
Chargeback % 0.0~5%
Auth / C apture % 105A0%
Number af locations 5
Amex & Discwer transadions 0
Diners B,JCB transadians 0
Fees
1. Initiation & service fees
Annualfee N!A
Applicatian fee ~A
Rush (ee N/A
PIN De6it Setup fee N1A
Pin Pad Encryption fee N/A
Manth ly H elpde sk fe e N/A
Manthly Service (ee 55.~
Supply fee ~ per Order ~ Per Month WA
Terminal Reprogram fee WA
Frame Relay/Leaseline:
Manthly fee N~A
Dial Backup autharizatian surcharge N/A
Internet Pradud:
Setup (ee N/A
Manthly fee N/A
Dial Backup authorization surcharge N/A
Wireless Product:
Activation fee N/A
Monthly fee N/A
2 Transaction fees
Settled MasierCard per item fee WA
Settled Visa per item fee N~A
American Express per item fee WA
Discover per item fee WA
Diners per item fee N/A
JCB per item fee N/A
PIN Debit per kem (ee Pass-thruDebltNehvwkCharges 50.2000
E8T per item fee N/A
Check Verification - SCPN per item fee N~A
Wireless Terminal per item fee N/A
3. Authorization fees
Voice fWthorizations 50.65
Address Verification Service N/A
Terminal Authorizatians:
MasterCard ElectranicAuthorizatian N/A
Visa Electronic Autharization N/A
American Ezpress ElectronicAutharization 5~.100~
Discover Electronic Autharization 50.1000
Diners Electronic Autharizatian N!A
JC6 Electranic Authorization N/A
Private La6el ElectronicAuthoriiatian N/A
Initia : Qate: ~~2 / d ~D
(Mon ylYear} T ~
CONTROL# 763u97.207100fi0725123779 Printed: 25-Ju406 Page 1 of 3
Schedule A to Merchant Agreement
Paymentech, L.P.
City of Wylie Assumptlons and Fees
4 Reportinq Oatians
Monthly Statement (ee N~A
StatementType&Frequency Mail-(P) Statementonly Monthly
My Merchant View Monthly fee ~A
ReSaurce Online Monthly fee ~A
Confirmatian Letter (per month} WA
Daily funding Clier~ Natificatian WA
Raw data / FN2S ~A
5. Discount information
~MasterCardlusa Oualified Oebit DiscauM rate' N!A
MasterCardMsa Oualified Credit Discaunt rate' N/A
MC1Visa Target ~ualificatinn Level MC: 020 vsa: 038
Public Sector 5- Retail 2(Errerging Market
Passthru af MCNsa Interchange and Assessments see UC Rate Schedule
A1ast rCar Visa
MasterCard/YsaAssessmentRates 0.0950% 0.0925%
MasterCard IVsa Autharizatian Access Fees N/A N!A
Visa Risk Identification Fee N/A WA
~X Pass-thru Incremental MCKsa Discount rate 0.2800%
rt nc
~Pass-thru ofMC Crass-6ardarAssessment Fee 0.1000% 0.2000%
ua'fie M u 6fi rr al'
Three-Tier- Dehit: ~ualified / Mid-~ualified! Non-Oualified N/A N/A N/A
Three-Tier•Credit:~uaffied/Mid-Oualified/Non-Ouaffied N/A WA WA
Three-Tier- RewardNVorldCard: Oualified / Mid-Quakfied 1 NornOualified N/A NfA WA
ifie N h0 atm
~Two•Tier-Debit:0uaffiedlNon-Oualified WA WA
Two-Tier- Credit: ~ualified /Nan-~uatified N/A N/A
Bundled Debii Discaunt rate WA
~Bundled Credit ~iscount rete WA
X Diner's Discaunt rate (Pfl Settled) 3.2000%
x JCB Discaunt rate (PTI Settled} 3.200096
X Passthru of PIN Debit Network Fees Yes
Discauntfrequency: Monthly
'In arder to receNe the ~ual~ed Distard Rate, transactians rrust meet certa~ qualificatbn criteria estahilshed hy Ma3erCard antl Visa 1u yaur
Target OualXcaUan Level. Far each Vansactim nd qualUying at the Target Dual~ication Level, we will charge Yau doth the Oualifled Discount
Rate ard an ad[kfional tee calculated as described an thefdlawirg page underthe head~ng'Additional Irfumalion About Your Fee~'.
6 Processing fees NIA
Minimum Manthly Discauntfee
Charge6ack Processing fee 510.00
Batch Settlement fee N«
N/A
VRU Fax Statement fee
N/A
ACH fee 525.00
ACH Return fee
7. Other fees
Initials: Date: __1/ ~D O ~
(Monthl0 Near}
CONTROLtI 163097.20220060725123779 Printed: 25-Ju~06 Page 2 of 3
Schedule A to Merchant Agreement
Paymentech, L.P.
Cfty of Wylfe Equipment Fees
E ut ment Type Q Rate Total Purchase T pe
(NoneJ N!A 0 5~.~ 50.00 WA
[None] WA 0 50.00 f0.~0 WA
[Nane] WA 0 50.~ 50.~0 N/A
[None] f~UA 0 50.00 50.00 N~A
[NoneJ WA 0 50.0~ 5~.0~ WA
~None~ N/A 0 50.00 50.~0 N!A
(None) N!A 0 50.00 50.00 IV/A
[Nane~ N/A 0 50.00 ~.0~ N!A
[Nanej N/A 0 50.~ 50.00 WA
~NoneJ WA 0 50.00 50.00 N/A
Replacement (swap) In warranty N/A 550.0~ N/A N/A
Replacement (swap) Out of warranty- Verifone terminals & printers N1A 5160.00 WA WA
Out af warranty - Edipse, Hypercam, Nurit, & Talenta terminals & N~ S2~ ~ WA N~A
Replacement (swap) printers
Replacement(swap) Outo(warranty-Omniterminals&printers N!A 5250.00 WAWA
Repiacement (swap) Out af warranty- Nurit 3010 &~00 terminals N/A 5500.~ N/A N/A
Replacement (swap) Out a( warranty- all Pin Pads N/A 51~.00 WA N/A
Late Fee For aN equipment returned late, or not retumed N!A 55~0.~ WA WA
Warranty tirceframes: 5 year4- Ormi 3200, 33~, 3750, Verifor~e PP10D0 SE, HypercanT7Plus, S9 Pinpad
1 yeaY'• ~I other equiprrent
'applies only ta equipment purchased ar leased fran Pa/mentech
Addit(onal Information About Your Fees
IMe~chanpe
A slgnificant arrwurt d the fees thatwe charge youfa processing Yov credt card ar~ signature debit cartl transactims represents chargesthat we rrust pay ta tha card Issuing 6anks (orthat are
atherwfse charged to us by MasterCard and Visa) und~ MasterCard antlVisa phe'Asscciatian~') nAes. Tt~ese charqes are dlen referced ta as'IAerchange fee5, or sirtply "Intercharge'. Interchanye
fees are set bY the Associations hased upan a series d Interchange levelsthatthey establi~ and madiry TramGrre tatkrie. Thus, the Interchange fee charqed tor a yWentransxtbn depends an the
Interchanqe level appGcade to thattransaction; ~d that Interchange level depends an a nurtber d faclors estahFst~ed by the Assaciatiar~s, such asthe type of card presented, speclllc Infamatian
contained in the lransaction, hav ~d wtien the trensadion is processed, yaur intlustry, and dherTactors. F a a transactbn to qualYy at any specific Interchange lev¢I, ihe appiicahle qualificatbn criteria
rrust be rret. Nde that Ma3e~Card BVisa regWarry atld new Irdercha~~ge levels, and charige ttre Interchange rates and qualificatian criteria for e,cisti~ IMerchanqe levels.
City;afWylie
Title: ~1~.8~ ~'~-e~ Date: ~
- (MantNDayNea
zed Si hr
CONTROL ll 163097207100fi0725723779 Printed: 25-JuE~ Page 3 af 3
~ EQUIPMENT PURCHASE AGREEMENT
CHAS E ! ~
Paymentec#~
This Equipment Purchase Agreement (the "Agreement") is made by and between Paymentech ("Company") and
("Merchant"), who agree as follows:
WITNESSET~I:
WI~REAS, Merchant desires to purchase the Equipment listed below (the "Equipment") from Company; NOW,
THEREFORE, Company and Merchant hereby agree as follows:
Number Total
of Units Payment
1. EQUIPMENT AND
FEES
Equipment (includes standazd shipment)
Terminal Model / ~'K' ,o
/~~~b• ~ 3~ z~~
Unit Cost (,tJ! ~ ~'V A~
Model I~iuN[ 37SD ~CJa~ ~ ~ 2~ O LS~
Unit Cost y~ 67.5, ~
Pin Pad Model ~er ~ tea t /OOD .S6
Unit Cost /7~5~.
TOTAL DUE ~ ~ 2~'~
2, PURCHASE AND FEE PAYMENTS. Payment for Equipment together with applicable sales ta~c, shall be due and payable on the date
of execution of this Agreement and Company may debit the following Merchant's bank account via Automated Clearing House (ACH) for
such payment. Merchant shall also be responsible for all use, excise and other taaces which may result from this transaction.
Bank Name: ~m ti'~-~ /~a-~~~~+~` ~
DDA Oo S~ O oo O.S~ Transit Routing r~ ~ gd ~ s--
3, TRANSFER OF TITLE. Upon payment by Merchant to Company of the amount required pursuant to Section 2 above, Company shall
sell, transfer and assign the Equipment to Merchant for its use and benefit. All risks of loss and damage to the Equipment shall be bome by
Merchant upon such transfer of title.
4, WARRANTIES. COMPANY, NOT BEING THE MANUFACTURER OF THE EQUIPMENT NOR THE MANUFACTURER'S AGENT,
MAKES NO EXPRESS OR IMPLIED WARRANTY OF ANY KIND WHATSOEVER WITH RESPEGT TO TIIE EQUIPMENT INCLUDING
BUT NOT LIMITED TO: THE MERCHANTABILITY OF THE EQUIPMENT OR ITS FITNESS FOR ANY PARTICULAR PURPOSE; THE
DESIGN OR CONDITION OF THE EQUIPMENT; THE QUALITY OR CAPACTTY OF THE EQUIPMENT; THE WORKMANSHIP OF THE
EQUIPMENT; COMPLIANCE OF THE EQUIPMENT WITH THE REQUIREMENTS OF ANY LAW, RULE SPECIFICATION OR
CONTRAC"T PERTAINING THERETO; THE ABSENCE OF ANY INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT;
THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE; THE ABSENCE OF ANY OBLIGATION
BASED ON STRICT LIABILTTY IN TORT. Upon sale of the Equipment to Merchant, Company hereby assigns, to the extent possible, all
warranties and rights of Company with respect to the Equipment provided by the manufacturer of the Equipment.
COMPANY DOES NOT MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH
RESPECT TO THE MANUFACTURER'S WARRANTY.
5, INSTALLATION. Merchant shall be responsible for installation of the Equipment.
da of J~ C~i , 20 O`l~
IN WITNESS WHEREOF Merchant has executed this Agreement on the Z ~ Y
MERC
~ Accepted and agreed to on the day of . 20
SIGNATURE~
N~~.I. PAYMENTECH
~ ~ /~'Y?'~S o N
( N A-N C E A 1 R~ e-~o ~ SIGNATURE:
ADDRESS: ZpB p (-f- (.~9 7~ (AUTHORIZED AGENT)
A
D D R E S S: P. O. BOX 650370
~ L' ' T~ DALLAS, TX 76265-0370
~y Q~ ~ 1601 ELM ST; DALLAS, TX 75201
f