BANCORP BANK (THE); PHOENIX PAYMENT SYSTEMS, INC. DBA ELECTRONIC PAYMENT EXCHANGE (EPX)

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Upon request, Merchant shall furnish Bank with this information in writing within ten (10) days. 2.7. Auditing and Credit Investigation. Bank or EPX may audit Merchant's compliance with the terms of this Agreement. EPX shall be responsible for retrieving any public information needed for such audit. Merchant shall deliver such information within fifteen (15) days after Bank's or EPX's request, including without limitation, periodic financial statements and information pertaining to Merchant's financial condition, in a format reasonably acceptable to Bank and EPX. Such information shall be true, complete and accurate. Merchant authorizes parties contacted by Bank or EPX to release credit information requested by Bank or EPX and Merchant agrees to provide a separate authorization for release of credit information if requested. 2.8. Exclusivity. Merchant shall submit all Card Transactions that are processed through InfoSend for the particular entity, dba or web property processed by Bank and EPX during the term hereof solely to Bank and EPX for processing. If Merchant fails to comply with this provision, Merchant agrees to pay Bank or EPX, a liquidated damages sum within ten (10) days of the date of non compliance. The amount shall equal the greater of i. $250• or ii. 80% of the product of: 1 . The average net monthly fees; and 2. The number of months, including any pro rata portion of a month, then remaining prior to the date on which Merchant may terminate this Agreement in accordance with it terms. Merchant agrees that the damages suffered as a result of such non compliance would be extremely difFicult to calculate with precision. For that reason, the parties hereto agree that the liquidated damages should be computed as set forth above. Any exceptions to this exclusive arrangement must be approved by Bank and EPX in advance in writing. 2.9. Retention of Orieinal Sales Information. Merchant or EPX on Merchant's behalf shall retain the information required by Paragraphs 9.1 (Documenting Transactions) and 9.2 (Authorization for Transactions) for three (3) years from the date of the Transaction. Upon request, Merchant or EPX on Merchant's behalf shall provide such information within five (5) days of receipt of request. Failure to meet such time frame or non-delivery of any item or delivery of an illegible copy of an item requested by an Issuer shall constitute a waiver by Merchant of any claims and may result in an irrevocable Chargeback for the full amount of the Transaction. 2.1 O. EPX Systems. Merchant or its Agent acknowledges that its use of the EPX Systems and Software is in accordance with the specification provided by EPX. Any Software supplied to Merchant by EPX is owned by EPX. It is licensed to Merchant and not sold. The Manuals are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Merchant is prohibited from copying the Software or Manuals related to the EPX System and Software. Merchant shall not sell, lease, encumber or otherwise dispose of the Software or Manuals. Merchant acknowledges that the EPX Systems and Software requires suitable computer hardware to function properly. 3. EPX Obligations and Requirements. 3.1. EPX to Provide Services to Merchant. During the term of this Agreement, subject to the terms and conditions of this Agreement, EPX agrees to provide EPX Systems, Software and Manuals in order to allow Merchant to accept and process Transactions. EPX shall provide EPX Systems technical support 24 hours per day, 7 days per week, in accordance with EPX's then-current policies. Initials Page 4 of 19