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HomeMy WebLinkAboutPAYMENT RESOURCES INTERNATIONAL 1 - 2004 ,J " INSURANce NOT ~¡';QUIR~b WORK MAY PROCEED CLERK OF COUNCIL DAm 4- 5- Dl/ Chr-/ Lc.Co:Wevæ) N-2004-024 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this I st day of March, 2004 by and between Payment Resources International, a Nevada Corporation (hereinafter "Consultant" or "PRI"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws ofthe State of California (hereinafter "City"), RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of payment processing. B. Consultant, as a registered agent of Key Bank National Association (hereinafter, "Agent Bank") represents that Consultant is able and willing to provide such services to the City in accordance with Consultant's Merchant Application and Agreement (the "Merchant Agreement"). C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. COMPENSA nON a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement, shall not exceed $10,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty ( 30) days following receipt by City of an invoice reflecting the processing activity of the City, subject to City's standard accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City provided City provides PRI written notice of such failure of service and PRI has not remedied such failure within 30 days of the receipt of such notice. City agrees to pay PRI and/or Agent Bank, as applicable, all fees, expenses, and other charges provided for in this Agreement. City acknowledges that (i) the amounts of any such expenses and other charges shall automatically and contemporaneously reflect any increases in charges to PRI from an Interchange System or third-party vendor without prior notice to City, and (ii) the amounts of any such fees may be increased at any time and from time to time by PRI and/or Agent bank, as applicable, in their respective sole discretion upon fifteen (15) days notice to City. PRI shall have no liability for any negligent design or manufacture of any Point-Of-Sale Terminal or printer. PRI's entire liability, if any, and City's exclusive remedy in all situations, shall be to perform repair services on any inoperative Point- Of-Sale Terminal or printer sold by PRI. PRI shall not be liable for any damages resulting ftom any delay in performance or nonperformance caused by circumstances beyond PRI's control, including, but not limited to, act of God, fire, flood, war, governmental action, accident, labor trouble or shortage, inability to obtain a Point-Of-Sale Terminal or printer, parts, service, or transportation, or other events of similar effect in connection with PRI's obligation, if any, to sell or otherwise provide any Point-Of- Sale Terminal or printer; and PRI's obligation, if any, to provide access to other financial services. City agrees to pay to PRI the charges assessed to City pursuant to the Merchant Statement which amount shall be at least equal to the Minimum Monthly Fee specified in the City Merchant Application and Agreement, which is incorporated herein by this reference. The amount of all Discounts determined by PRI in accordance with Sections 7 and 8 of these Additional Terms and Conditions shall be credited toward the Minimum Monthly Fee. If the Minimum Monthly Fee exceeds the total amount of Discounts, PRI shall invoice City the balance due, as provided in subsection b herein. Any increase in the monthly fee imposed ftom time to time by an Interchange System increase to maintain City membership therein shall automatically and contemporaneously increase the Minimum Monthly Fee by a like amount, without prior notice to City. 2. TERM This Agreement shall commence on the date first written above and become renewable annually, unless terminated earlier in accordance with Section 12, below. The term ofthis Agreement may be extended upon a writing executed by the Executive Director of the Finance and Services Agency. 3. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 4. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising ftom this Agreement. 2 5. CONFIDENTIALITY If Consultant receives ftom the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information oflike importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 6. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 7. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Finance City of Santa Ana 20 Civic Center Plaza (M-13) P.O. Box 1988 Santa Ana, California 92702 3 and, City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Consultant: Payment Resources International 620 Newport Center Drive, Suite 150 Newport Beach, CA 92660 Attn: Senior Vice President Telephone:(949) 729-1400 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 8. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 9. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without written notice to the City and any such assignment, transfer, delegation or subcontract without written notice to the City shall be considered null and void.. City shall not assign, subcontract, license, franchise, or in any manner attempt to extend to any third party any right or obligation under this Agreement. City may designate a 4 third party, which does not have a direct agreement with PRI, as City's agent for the purpose of delivering data-captured Bank Card Transactions at the point -of -sale by such agent. If City elects to use a third party as City's agent for direct delivery of data-captured Bank Card Transactions to the Interchange System for clearing and settlement, City shall: (a) provide written notice to PRI of City's election and obtain the prior, written consent ofPRI; (b) understand and agree that the obligation of PRI's Agent Bank to pay City for a Sales Draft is limited to the amount (less the applicable Discount and any adjustments) delivered by the agent to the Interchange System; and (c) Be solely responsible for any failure by the agent to comply with any term ofthis Agreement or any Operating Rule, including, but not limited to, any violation that results in a revocation of a prior receipt of a Transaction Draft. 10. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereoffor such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement, provided Consultant has been afforded notice of such failure and has failed to cure the failure in a reasonable time. c. City shall continue to be responsible for all transactions processed through PRI and Agent Bank prior to the effective date of any such termination, including but not limited to, fees, chargebacks or other assessments that may result from City's processing prior to any such termination. 11. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. JURISDICTION-VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws ofthe State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason ofthis Agreement. 5 13. PROFESSIONAL LICENSES Consultant shall, throughout the term ofthis Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notifY the City immediately and in writing ofher inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 14. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each ofthe terms of this Agreement, and shall indemnify the other party fully, including reasonable costs and attorney's fees, for any injuries or damages to a party in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 15. ADDITIONAL TERMS AND CONDITIONS TO CONSULTANT AGREEMENT In these Additional Terms and Conditions, "Agreement" means Consultant Agreement and these Additional Terms and Conditions. "City" means any party who signs this Agreement as the City. "PRI" means Payment Resources International, a Nevada corporation located at 620 Newport Center Drive, Suite 150, Newport Beach, CA 92660, and its assigns. Agent Bank means KeyBank National Association, Cleveland, Ohio, the sponsor bank for PRI. These Additional Terms and Conditions are part of this Agreement. City agrees to be bound by these Additional Terms and Conditions when the City signs the Agreement. DEFINITIONS AND INTERPRETATION 1.1 For purpose of this Agreement, the following terms shall have the meaning set forth below: (a) "Application Fee" means the then-current fee, if any, for becoming a member of the Interchange System as charged by PRI. (b) "Authorization" means the approval (by voice or electronically) of a Bank Card Transaction by the Issuer or its authorized agent. (c) "Authorization Center" Means the facility designated by PRI that provides responses (by void or electronically) to City Authorization requests. (d) "Bank Card" means a credit card or debit card issued by a member of either Interchange System and bearing the Interchange System's trade name, trademark, service mark, and/or symbols. (e) "Bank Card Transaction" means a Transaction, Credit Transaction, or Chargeback. (f) "Cardholder" means the person or Entity whose name is embossed on the Bank Card or any authorized user of a Bank Card. 6 (g) "Chargeback" means an item representing a Transaction disputed by a Cardholder in accordance with applicable Operating Rules, or a rejected Transaction Draft that is returned unpaid for any reason by the Issuer ofthe Bank Card. (h) "Code Ten" is defined in Section 4.5 of these Additional Terms and Conditions. (i) "Credit Transaction" means a transaction between City and a Cardholder through use of a Bank Card for exchange, return of, and/or adjustment on merchandise or services sold in a Transaction, as evidenced by a Credit Voucher that City present to PRI for processing through the Interchange System. (j) "Credit Voucher" means a paper or electronic record of a Credit Transaction through use of a Bank Card in a form provided or approved by PRI. (k) "Discount" means an amount equal to the total amount of a Transaction Draft multiplied by the appropriate Discount Rate. (I) "Discount Rate" is defined in Section 7.2 of these Additional Terms and Conditions. (m) "EDC City" means a City that processes its Bank Card Transactions through use of an EDC Terminal. (n) "EDC Terminal" means a Point-Of-Sale Terminal that electronically captures Bank Card transaction data. (0) "Effective Date" means the date on which this Agreement is received and signed by a duly authorized representative ofPRI at its California offices. (P) "Entity" means a corporation, partnership, sole proprietorship, joint venture, or other form of organization. (q) "Initial Term" is defined in Section 25.1 of these Additional Terms and Conditions. (r) "Interchange Rate" means any then-current fee charged by the Interchange System for each Bank Card Transaction. (s) "Interchange System" means the MasterCard International, Incorporated system, or VISA U.S.A. Inc. or VISA International, Inc. system or both, or their successors and assigns. (t) "Issuer" means the institution that issued the Bank Card to a Cardholder. (u) "Item" means a credit or debit processed through an Interchange System arising from use of a Bank Card. (v) "Minimum Monthly Fee" means the then-current monthly fee for maintaining City membership in the Interchange System as charged by PRI. (w) "Operating Rules" means all respective bylaws, operating rules and regulations, procedures, and guidelines promulgated by each Interchange System, as they may ftom time to time be amended. (x) "Point of Sale Terminal" means the computer terminal or similar device at City location that provides electronic responses to Authorization requests. "Preauthorized Order" means a Cardholder's written authorization to make one or more charges to the Cardholder's Bank Card account on a future date. (y) "Program" means the program of City participation in the Interchange Systems as described in this Agreement. (z) "Transaction Draft" means a paper or electronic record of a Transaction in a form provided or approved by PRI. (aa) "Transaction" means a transaction between City and a Cardholder for the provision of services through use of a Bank Card as evidenced by a Transaction Draft that City present to PRI for processing through the Interchange System. 7 Each definition in this Agreement includes the singular and the plural, and the word "including" means "including but not limited to." Reference to any statute or regulation means such statute or regulation as amended at the time and includes any successor statute or regulation. Section and other headings in this Agreement are solely used for convenience and shall not be considered in its interpretation. 17. SCOPE OF SERVICES PRI shall perform those services as set forth below and in (Merchant Application Agreement) attached hereto as Exhibit A to this Agreement. CITY RESPONSIBILITY 1. City hereby appoints PRI as City's agent for the purpose of forwarding to Issuers all Transaction Drafts and Credit Vouchers arising from Bank Card Transactions. City shall process all Bank Card Transactions through PRI. 2. City acknowledges that PRI and Agent Bank may monitor City daily account activity. IfPRI or Agent Bank suspects or becomes aware of any abnormal, irregular, suspicious, or fraudulent City activity, including any change in City business practices or activity that is inconsistent with the information contained in or submitted as part of City Bank Card Application and Agreement, that is inconsistent with City prior processing activities (such as level of charges or number of Credit Vouchers), or that depart from ordinary business practices of other cities in the same or similar line of business, PRI and Agent Bank may in their sole discretion, without notice to, do one or more of the following: a. Establish a reserve requirement, a level that will be assessed against future sales by City; b. Divert future sales in order to cause the City to abide by this Agreement and the Operating Rules. 3. Honor All Bank Cards. City shall honor all valid and unexpired Bank Cards when properly presented as payment from a Cardholder for a Transaction, provided that the requirements ofthis section are satisfied. City shall maintain a policy that does not discriminate among customers seeking to conduct transactions through use of a Bank Card In all events City shall not: (a) establish, or post any signs that indicate that City require, any minimum or maximum amount of transaction as a condition to honoring a Bank Card; (b) directly or indirectly impose any surcharge on any Transaction which are contrary to processors regulations; (c) collect any applicable tax separately in cash 4. Conditions of a Transaction. City shall not complete any Transaction unless all of the following conditions are met: (a) Except in the case of a mail or telephone order, a Bank Card is presented; (b) The Transaction date is on or after the "valid from" date and before the expiration date shown on the Bank Card; 8 (c) The signature on the Transaction Draft is the same as that contained on the signature panel of the Bank Card (which signature may, but need not be the name embossed or printed on such Bank Card), or the Cardholder resembles the person depicted in the picture (if any) on the Bank Card; (d) If City are using an EDC Terminal that reads the magnetic stripe on the Bank Card, the embossed account number on the Bank Card matches the account number displayed and/or printed ftom the EDC Terminal; (e) Ifthe Bank Card contains optional security features, the embossed account number on the face of the Bank Card matches the account number indent printed on the signature panel; and (f) City obtain Authorization for the Transaction. 5. Authorization of Transaction. City shall obtain Authorization before completing each Transaction. If City fails to obtain Authorization for any Transaction, City shall in all events be responsible for such Transaction, and the Discount Rate otherwise applicable thereto shall be increased by 1.5 percentage points. Except as otherwise provided in these Additional Terms and Conditions, City shall request Authorization for the total amount of the Transaction. If an expired Bank Card is presented and City is not an EDC merchant, City must contact the Authorization Center by telephone. If the Authorization Center grants Authorization, City shall type or legibly print the Authorization approval code on the Transaction Draft. An Authorization is effective only for that specific Transaction and shall not constitute a waiver of any other requirement. City shall type or legibly print both approval codes on the Transaction Draft. City shall in all events be responsible for the Transaction regardless of any Authorization if City complete a Bank Card when: I) the Cardholder is present and does not have his or her Bank Card; 2) the signature on the Transaction Draft is unauthorized as compared to the signature appearing on the panel of the Bank Card; or, 3) the signature panel on the Bank Card is blank and City do not comply with these Addition Terms and Conditions(unsigned card). Authorization of a Transaction shall in no event limit or preclude PRI from refusing to accept or revoking its receipt of a Transaction Draft as provided in Section 8 of these Additional Terms and Conditions. 6. Unsigned Bank Card. If a Bank Card is not signed, before completing the Transaction, City must; (a) Obtain Authorization; (b) Obtain and review positive identification to determine that the user is the Cardholder; (c) Unless otherwise prohibited under applicable law, indicate such positive identification (including any serial number and expiration on the Sales Draft; and require the Cardholder to sign the signature panel of the Bank Card. Positive identification must consist of a current, official government identification document such as a passport, driver's license, or state identification card that bears the Cardholder's signature. If recording of information is prohibited under applicable law, City should note the type of additional identification (but not record the information contained therein) on the Transaction Draft. 7. Code Ten. City shall telephone the Authorization Center and state to the Authorization clerk "This is a Code Ten" under the following circumstances: 9 (a) City believe there to be a discrepancy in the signature on the Bank Card and the signature on the Transaction Draft or are uncertain whether the person presenting the Bank Card is the same person depicted on the photograph (if any) on the Bank Card; (b) The embossed number displayed and/or printed ftom City's EDC Terminal does not match the account number embossed on the Bank Card; (c) The response to a Point-Of-Sale Terminal Authorization request so directs; or (d) City suspect that the Bank Card may be counterfeit or stolen, or City have any other reason to be suspicious of the Transaction. City shall then await instructions ftom the Authorization clerk and shall follow those instructions when given. The instructions given by the Authorization clerk shall not constitute a waiver of any provision of this Agreement. 8. Retention of Bank Cards. City shall use its best efforts, by reasonable and peaceful means, to retain a Bank Card under the following circumstances; (a) While making an Authorization request or Code Ten call: (b) Until the Authorization Center can be contacted regarding a Code 10, as required by these Additional Terms and Conditions, if the Authorization Center is closed or cannot be reached; and (c) After completing a telephone call to the Authorization Center, if the Authorization clerk directs City to do so. City shall return the Bank Card to the Cardholder after completing a telephone call to the Authorization Center, unless directed not to do so. 9. Product Changes. City shall submit Bank Card Transactions for approval by PRI only for the product or products listed in the City Bank Card Application and Agreement. City shall not submit Bank Card Transactions for any product, including goods and services, not previously approved in writing by PRI. 10. City shall use a Transaction Draft in each Transaction. Each Transaction Draft shall be imprinted with the appropriate legends in accordance with these Additional terms and Conditions. The Bank Card must actually be presented, even if for some reason the information embossed thereon is written in by hand (unless the Transaction is transacted by mail or by telephone in accordance with these Additional Terms and Conditions). The Transaction Draft shall also contain: (a) the date ofthe Transaction;(b) the total cash price ofthe sale (including any applicable state or federal taxes), or (1) the amount to be charged if a partial payment is made in cash or by check in accordance with these Additional Terms and Conditions, or (ii) the amount to be charged if a partial payment is made as a deposit or as the balance owing after a deposit has been made in accordance with these Additional Terms and Conditions.(c) A short description of the merchandise or services; (d) The words "delayed deposit," "deposit," or "balance" as appropriate and the Authorization approval code if Authorization for delayed deposit is given in accordance with these Additional Terms and Conditions;(e) The letters "MO" (mail order), "TO" (telephone order), or "PO" (Preauthorized Order), if applicable to the Transaction; and(f) If City are using an EDC Terminal, the Cardholder's account number and City name and location code (or city and state). II. The Cardholder shall sign the Transaction Draft unless the Transaction is completed by mail or telephone subject to these Additional Terms and conditions or is a area authorized Order. The Cardholder shall not be required to sign the Transaction Draft until the final Transaction amount is 10 known and indicated in the total column. City shall deliver a true and completed copy of the Transaction Draft to the Cardholder. 12. City shall not alter any Transaction Draft after it has been signed by the Cardholder. 13. City shall use a suitable electronic printer or imprinter to print legibly on each Transaction Draft and Credit Voucher the embossed legends from the Bank Card presented by the Cardholder and City plate. If either or both legends are not so printed and City is not within one of the exceptions noted in Section 6 these Additional Terms and Conditions, City must note legibly on the Transaction Draft or Credit Voucher sufficient detail to identify the Cardholder, the Issuer, and City. Such detail shall include at least the Cardholder's name and account number; the ICA or BIN number, the valid date (if any), and the expiration date of the Bank Card; any company name; the name of the trade style ofthe Issuer as it appears on the face of the Bank Card; City name and address; and any other embossed data such as security symbols. 14. City is not required to obtain an imprint of either legend if the Bank Card Transaction is based on a mail or telephone order subject to these Additional Terms and Conditions or is a Preauthorized Order subject to these Additional Terms and Conditions. 15. Except as otherwise provided in these Additional Terms and Conditions, City shall request Authorization for the total amount of the Sales Transaction. If an expired Bank Card is presented and City are not an EDC City, City must contact the Authorization Center by telephone. If the Authorization Center grants Authorization, City shall type or legibly print the Authorization approval code 6.3. The exception set forth in these Additional Terms and Conditions shall not apply if the EDC Terminal or printer is not functioning or if City EDC Terminal does not read the magnetic stripe on the Bank Card. In such cases, City must obtain an imprint of both legends or otherwise comply with Section 6.1 of these Additional Terms and Conditions. 16. Except in the case described in these Additional Terms and Conditions, if City complete a Bank Card Transaction without imprinting the Bank Card, whether or not Authorization is obtained, City shall be deemed to represent and warrant to PRI the true identity of the customer as the Cardholder unless City have obtained independent evidence ofthe Cardholder's true identity. In any case in which City obtain independent evidence, City must record the information contained in the independent evidence on the Transaction Draft, unless recording is prohibited under applicable law, in which event City must note the type of evidence (but not record the information contained therein) on the Transaction Draft. 17. City must immediately notify PRI in the event that any information on City's merchant imprinter plate is changed. 18. City shall not deposit a Transaction Draft with PRIor its Agent Bank until City has performed all of City's obligations relating to the Transaction. City shall not, directly or indirectly, deposit any Transaction Draft with PRI that did not originate in a legitimate Transaction in the ordinary course of City business as described in the City Bank Card Application and Agreement. 11 19. City agrees that receipt of the Transaction Draft by PRI and the making of an appropriate credit to City shall constitute payment to City for merchandise or services furnished by City to or for the account of the Cardholder. After an appropriate credit is made, City shall not make any claim against or receive payment ftom any person with respect to the same Sales transaction, unless PRI thereafter revokes its receipt in accordance with Section 8 of these Additional Terms and Conditions. 20. City shall establish and maintain a fair policy for the adjustments on services. 21. City agrees to pay PRI any Application Fee that may be in effect at the time of this Agreement. The amount of this fee, if any, is specified in the City Bank Card Application and Agreement and is nonrefundable. 22. City represents and warrants to PRI that all information set forth in this Agreement, including all of the information provided to PRI as part of City's City Bank Card Application and Agreement, is true and complete. City covenants and warrants that all additional materials that City may submit to PRI in the future with respect to the Program shall be true and complete. City acknowledges that PRI, as part ofthe approval and retention process, has relied and will rely on information and materials submitted by City, including for the purpose of credit analysis, because City's credit standing is an integral part of the economic basis for this Agreement. City agree to promptly notify PRI in writing of any changes that may occur ftom time to time regarding any such information and materials. 23. Disclosure of Information. City shall not, under any circumstances, disclose any Cardholder's name, Cardholder's account information, or other personal information in the form of imprinted Transaction Drafts and Credit Vouchers, copies of imprinted Transaction Drafts and Credit Vouchers, mailing lists, tapes, or other media obtained in connection with any Bank Card Transaction to any person or Entity other than PRI, except as specifically required by law or the express terms of this Agreement. City shall store all media containing Cardholder names, Cardholder account information, and other personal information, as well as Bank Card imprints (such as Transaction Drafts and Credit Vouchers, auto rental agreements, and carbons) in an area limited to selected personnel and, prior to discarding any such information, destroy it in a manner that renders the data unreadable. 24. Refinancing of Previously Existing Obligations. City shall not deposit any Transaction Draft that represent the refinancing of an existing obligation of a Cardholder, including any obligation (a) previously owed to City; (b) arising from the dishonor of the Cardholder's personal check; or (c) representing the collection of any other preexisting obligation. 25. Re-depositing of Bank Card Transactions. City shall not re-deposit any Sales Draft that has been previously charged back and not re-presented. This subsection applies to Bank Card Transactions processed with or without the Cardholder's permission. 26.Fraudulent Transactions. City shall not present any records of Bank Card transactions that City know or should know to be fraudulent or not authorized by the Cardholder. For purposes of this Section and any other part of this Agreement, City shall be responsible and liable for the actions of City's employees. 12 27. Magnetic Stripe EDC Terminal. If City is using an EDC Terminal that reads the magnetic stripe on a Bank Card, City shall not print or display more information that than which is normally embossed on the ftont of the Bank Card. 28. Script. City shall not deposit any Transaction Draft that arises ftom acceptance of a Bank Card at terminals that dispense scrip. 29. Traveler Cheques. City shall not effect a Transaction representing the sale of traveler cheques if the sole purpose ofthe sale is to allow the Cardholder to make a cash transaction of merchandise or services from City. 30. In addition to specific obligations otherwise noted in this Agreement, each of the following obligations shall continue after the effective date of termination: (a) City's obligation to deposit all Transaction Drafts and Credit Vouchers within the time periods specified in this Agreement for Bank Card Transactions made prior to the Effective date of termination; (b) City's obligation with respect to Transaction Drafts and Credit Vouchers accepted by PRI as set forth in this Agreement prior to the effective date of termination; (c) City's obligation not to use any promotional materials, trademarks, service marks, and logotypes associated with Bank Cards after the effective date oftermination of this Agreement; (d) City's obligation to return all unused promotional materials as set forth in this Agreement; (e) City's obligation to make City's books and records pertaining to Bank Card Transactions available for inspection for at least three years from the date of the Bank Card Transaction; (f) City's obligation not to disclose information pertaining to a Cardholder's account; and (g) City's obligation to fulfill completely all of City's obligations to Cardholders. PRI OBLIGATIONS I. Discount Rate. The amount of the Discount Rate applicable to each Transaction Draft, and any adjustments to the Discount Rate, shall be determined by PRI in its sole discretion. Without limiting the generality of the preceding sentence, the otherwise applicable Discount Rate will be increased by 1.5 percentage points with respect to (i) Transactions in which an Authorization was not obtained, (ii) except as otherwise required by these Additional Terms and Conditions with respect to specific Transaction Drafts (such as "delayed deposit" or "balance" transactions), deposits or batch transmissions two (20 or more days after the date ofthe included Transactions or Credit Transactions, (iii) transactions including Bank Cards issued outside the United States, (iv) Sales Transactions in which use of an address verification service was required by the Additional Terms and Conditions but City failed to use such service, (v) any Keyed Bank Card Transaction (except for City's approved by PRIor Agent Bank as a keyed City), and (vi) any Bank Card Transaction involving a corporate card or corporate purchase card. City shall deposit a copy of each Transaction Draft with PRI not later than the bank business day following the date ofthe Transaction, except: (a) In those cases when goods are shipped or services performed after the expiration ofthe otherwise applicable one bank day period, the deposit shall not be made sooner than the shipment or performance, and shall be made immediately thereafter; (b) In those cases in which the Cardholder has agreed in writing to a delayed presentment, and City request and receive an Authorization for delayed presentment, deposit shall be made within the period permitted for delayed presentment; or 13 (c) In those cases in which City are obligated by law to retain the Transaction Draftor return it to the Cardholder upon timely cancellation, the deposit shall be made within ten bank business days after the date of the Sales 2. Except as otherwise provided in this Agreement, PRI shall receive and process all Transaction Drafts deposited with it that comply with the terms and conditions ofthis Agreement and Operating Rules. PRI or its designated Agent Bank shall pay City the total face amount of each Transaction Draft, less the applicable Discount and any adjustments determined daily according to information contained in the City Bank Card Application and Agreement, directly to the City. All payments, credits, and charges are subject to audit and the final checking by PRI, and prompt adjustment shall be made for inaccuracies discovered. 3. Notwithstanding any other provision of this Agreement, PRI may refuse to receive any Transaction Draft or revoke its prior receipt if: (a) The Cardholder disputes liability on any ofthe following grounds: (i) that the services, or other things of value received by the Cardholder do not conform to the written characterization appearing on the Transaction Draft or accompanying support documentation, and the Cardholder has canceled or attempted to cancel the services; (ii) that the services covered by the Transaction Draft were not rendered because City were unwilling or unable to perform such services; (iii) that the services, or other things of value covered by the Transaction Draft were paid for by another means; (iv) that City received notification ftom the Cardholder of revocation or non renewal of Authorization of cancellation of account or payment prior to completion of the Transaction Draft evidencing a Preauthorized Order; (v) that a Credit Voucher or some other advice with an account number and amount issued by City has not been processed to the Cardholder's account; or (vi) the Cardholder asserts a claim or defense against the Issuer under federal or state statute or regulation or other local law that provides the Cardholder with additional rights, and all requirements of the federal or state statute or regulation or the local law are satisfied; or (b) The Transaction giving rise to the Transaction Draft was not made in compliance with all terms and conditions ofthis Agreement, the Operating Rules, or any other applicable laws and regulations of any governmental authority, including: (i) that City did not provide the Issuer with a legible reproduction ofthe Transaction Draft, the original Transaction Draft, or a substitute Transaction Draft within five bank business days following the date of receipt ofthe request for the same; (ii) that, in response to a retrieval request, City provided the Issuer with an illegible or incomplete copy or substitute of the Transaction Draft; (iii) that City did not obtain Authorization for the Transaction; (iv) that City was notified in response to an Authorization request that the Bank Card was not to be honored or received a negative account number verification; (v) that the Cardholder account number, transaction amount, or City name on the Transaction Draft is missing or not sufficiently legible to allow proper posting; (vi) that the account number on the Sales Draft does not match any account number on the Issuer's master files; (vii) that City erroneously received payment for a Transaction processed by another City; (viii) that City did not submit all of the applicable Transaction Drafts within five bank days ftom the earliest processing date stamped on City's transmittal summary clearing draft; (ix) that the Transaction Draft on its face shows that there was an error in addition and the amount shown as total is incorrect; (x) that the amount of the Transaction was increased or reduced (for a credit) without the Cardholder's permission; (xi) that the account number on the Transaction Draft does not match the account number obtained from the magnetic stripe on the Bank card; (xii) that the Cardholder's account was incorrectly posted as a result of (I) using an incorrect Bank Card Transaction code (for example, a 14 credit was posted as a sale), or (2) processing the imprinted amount instead of the correct Transaction amount as evidenced by other information on the Transaction Draft; (xiii) that the Cardholder or Issuer suspects that a Transaction may have been charged more than once; (xiv) that no signature appears on the Transaction Draft, and the Cardholder states in writing that he or she did not make or authorize the Transaction; (xv) that, unless City fall within one of the exceptions set forth in these Additional Terms and Conditions, the Sales Draft does not contain an electronic print or imprint ofthe embossed legends ftom the Bank Card and City's merchant imprinter plate; (xvi) that the Cardholder states that neither he or she nor anyone authorized by him or her engaged in the Transaction; (xvii) that the valid date embossed on the Bank Card had already passed on the Transaction date; (xix) that the expiration date imprinted on the Transaction Draft had already passed on the Transaction date; (xx) that City did not provide the Issuer with the amount ofthe Transaction in the original Sales Transaction currency; (xxi) the Transaction Draft resulted from the ftaudulent use of account numbers or any abnormal, irregular, or ftaudulent City activity, including any activity described in these Additional Terms and Conditions; (xxii) that the Transaction date is more than 30 days prior to the central site processing date; or (xxiii) that PRI has any other basis to conclude there is any other violation of this Agreement, the Operating Rules, or any other applicable laws and regulations of any governmental authority. In the event of a revocation of the prior receipt of the Transaction Draft, City shall pay PRI any amount previously paid to City for such Transaction Draft. 4. All disputes between City and any Cardholder relating to any Bank Card Transaction shall be settled between City and the Cardholder. City agrees to indemnifY, defend, and hold PRI and Agent Bank harmless from all claims and defenses arising out of any Bank Card Transaction, whether or not the other party ultimately prevails. 5. Inspection of Books and Records. Representatives ofPRI, Agent Bank and the Interchange System may, during normal business hours, inspect, audit, and make copies of City's books, accounts, records, and files pertaining to any Bank Card Transaction or the Program. The Interchange System requires City to retain either the original or a microfilm copy original of all records of each Bank Card Transaction, including any refunds or credits, for a minimum period ofthree years from the processing date. City may be required to retain such records for a longer period under federal law or state law, or both. City shall retain all original or microfilm copies of the original Transaction Drafts and Credit Vouchers in chronological order based on the Bank Card Transaction date 6. If City is not an EDC Merchant, City shall use imprinters acceptable to PRI. If City is an EDC Merchant, City shall maintain at least one imprinter for back-up purposes. PRI will arrange for the sale of any reasonable number of imprinters that City require for City's own use under this Agreement. The sale price shall be determined in accordance with the information contained in the City Bank Card Application and Agreement and may be debited ftom City's or paid in advance. 7. PRI shall make available to City, at City's expense, such promotional materials as PRI deems appropriate indicating City's participation in the Interchange System. PRI shall also provide City, at City's expense, Sales Drafts, Credit Vouchers, and any other forms that may be required by PRI. 8. City shall continue to use any such promotional materials provided to City so long as this Agreement is in effect. Upon termination of this Agreement, City shall immediately discontinue and shall no longer use any promotional materials provided by PRI, or any trade name, trademark, service mark, or logotype associated with Bank Cards. All unused promotional materials or any other materials furnished by PRI shall be returned promptly upon termination ofthis Agreement. 9. City shall not use any promotional materials or any trade name, trademark, service mark, or logo type associated with Bank Cards in any way that suggests or implies that the Interchange System 15 endorses any goods or services other than Bank Card services. City shall refer to the Interchange System in describing eligibility for City's goods, services, or membership. City shall not use any trade name, trademark, service mark, or logotype associated with Bank Cards on any terminal that dispenses scrip. OPERATING RULES 1. This Agreement is made subject to the Operating Rules. As part of City's participation in the Program, City agrees to be bound by and to fully comply with the Operating Rules and by all amendments or additions that may be made from time to time. City agree to indemnify and hold harmless PRI or its designated Settling Bank, the Interchange System, and their respective members for any failure by City to comply with the Operational Rules. The Operational Rules shall control to the extent of any inconsistency with this Agreement. This Agreement shall be automatically amended to reflect any change in any applicable Operational Rule. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. APPROVED AS TO FORM: JOSEPHW.FLETCH R City Attorn~ By: Michael Vigliotta Deputy City Attorney RECOMMENDED FOR APPROVAL: CONSULTANT PAYME SOURCES INTERNATIONAL 33-0896147 Employer ID 16 Payment£ ~ Resources., International 620 Newport Cenle' D., . 150 Newccrt Beach, CA 92660 Merchant Application and Agreement BE REP: MID: ~ BUSINESS INFORMATION eg' ,me: City of Santa Ana hone", 714.647.5355 ""714.647.5304 I~~~n~s~":s) talement M" ,no ,dd,ess: '¡::::':~;/"Ie 20 Civic Center Plaza, M13 ,Iy: late. Lip: 'Iy: Santa Ana "lale:CA Zip: 92702 ede,,1 ax 'u Nombe" 95.60000785 ontact e"son: NOm,.. 0' Ematt: Locations: OWN E RSiP ARTN ERSIO F FIC ERS 1) N,me (pnnt): Rod R. Coloma ,tte: Executive Director <,oily/wne"hlp. 0/, ale 0' "'rth: Soc,at Home Seconly": PhOne: Home dooess: Lity: ot"e. LOp IL) "me (pnnl): Christine C. Calderon ClUe: Treasury Manager <,wly/Uwne" 'p. 0/, ,te of B'rth: Soc,,1 Home Sew.ity". Phone Home Add.ess: Lfty: .tale. L,p MERCHANT PROFILE SECTION VISAIMASTERCARD INFORMATION Type of Dwne"sh,p. MERCHANT TYPE VtSAIMaste.Ca. Sales Pmfile D Sole Pmp.ieloo D Partne"hip D Coopo"tion IZI Othe. I D Retail Dottet ~:'~~d,:a'ds ISO 0/, Nombe. of Ye"s in B"ine,,:c==J Length d Co"enl Dwne"hip: c::::J 0 Restao"nUFood 'MustTDtal100% Olhe' coITenllylp,evio"ly 0 MaiVTelephone Orne. Only Crodi/ Ca,d' [20 0/, owned b"inesses Keyed' P.io, e,nk<oplcy? 0 Yes D Nc D"e Disch"ged: 0 Home B"iness, T"de Fai" Do you co"enlly accept VtSAIMaste.C"d? IZ!Yes (tt yes, yoo most subm,1 3 mosl co"enl 0 Dolside Sates/Se~""', Othe" Etc DNo stalements) Do you wish 10 ,ccepl: EeT"".ds? DYes DebiUATM "",ds g~~s (,oooi,es a pin p'd) Dtnlemet I2INo Se"onat B"ine,,? DYes [Z No ttye" tist monlhs: 0 Lodging Meochanl Receives tmp,inl On Keyed T"nsactions. DYe, DNo Has Ihis business 00 any associaled p,incipal been le'minaled as a VtSAIMaste..ca.d Meochan!? DYes [Z No Melhods of Ma"'eting: D Newspape.lMagazin" D tntemel D Tetevis:ion/Radio D Di,ecl Mail, Booch"e & C"alogs 0 Telema"'eting Sares Detalfed Description 01 Producf,¡Servlce, Sold, Do you cuITenlly pmce" with ACH? DYe, 121 No Ave"ge ACH item: . -- Ann"t ACH Vo1ume: tt yes, nom. of co".nl p",c..so<:: ... .i.CpMP~ THIS SECTION FOR AU. MERCHANTS PROCESSING WITH 20% OR MORE KEYED VOLUME Percentage of monthly volume for: ~, tt Inle'nel ,elated, tt,t web add,.." Tetephone O,d...: XXXX Malt and!", Fax Dod.,,: XXXXX tnlomel Orn...: XXXXX , ADDITIONAL SERVICES D GifULoyatty C"d D AVS Roou",", D Ch.ck Gua"nlee Comp,ny: .DÑ;;;.Am-;;;;-~ Exp;;;;"A~uni I D Existing AMEX Meoch,nl .. Accounl" ...--.."-.-.-.,,.-,...., '...--.--"'----""""-. D New Discove, Aceoonl c:J Exts:ting DIs:cov.. Me,chanl Accounl # D New Din... Clob Accounl D Exis:ting Din... Clob Meochant Accounl' 0 New 0 Existing AcCOonl" INTERNET MERCHANT INFORMATION Exte'nat Gateway (not sopptted by PRII' D 0 PRt Skipj"k Spon"", Bank: K.y",nk Nationat Assoc. EXHIBIT A Page I of 3 REV'MBIOJ Merchant: City of Santa Ana SCHEDULE OF PROCESSING CHARGES Appu",llon/Setup Fee: $ I WAIVED I Monlhty Stalemenl Fee: $110.00 I Monthly Mlolmum Fee: $ I WAIVED VI"/Maste.ca.d Q"Ufied Dlsrount R,te11,52 % I Aulhorizollon^..nsacllon Fee: ~ 0.15 I B,lch Ctosu" Fee: $1 ,20 M~-<¡u'Ufied I..nsacllon, witt be messed I.U4% ,.o'e Ine qua 0 led dlsrounl ..Ie ¡««udlng appm'eo 'U70 .,us Myeo Meochants), Non-<¡u,Ufied "ansacloons witt be ",essed 1.64% ,bo,e Ihe qu,Ufied dlsrounl "Ie. Coopo..te C"ds and Coop<,,"e Puoch"e ea.ds witt be assessed 1.64% abo,e Ihe quaUfied dlscounl ..te, Moinlenance fee of $5,00 peo month appUes 10 att accounls, Addo... Veolfi",lIon SeNlce adds $,1510 Aulhoriz,tlon Fee, Debit Access Fee: :1 WAIVED I Debit Pe. ttem Fee: $ 10.40 I Monlhly WI'eless SeNice Fee: $15.00 Actl"lIon Fee: $1 WAIVED OTHER FEES Ch"geback fee $35.00 ea In,est'g"'on Fee $25.00 ea Item 00 10% monthty of am.. tMesllg'ted Request foo Copy ¡"101m I) $15.00 ea ACH Retumed Item Fee $25.00 ea Voice A,thoolzolloo $1.50 ea. Checking Acco,nt Ch'nge $25.00 ea (too VtS;~e;:~e.z;~~eb~'~~11 $ 380.00 I Month~~t~~~~~~:'C"d I $ 100,000.00 I Each ,ppllcant certifies Ihat Ihe ,bo,e "e..ge t..ket si,e ,nd monlhly soles ,olume Is acc"ate and acknowledges th" any signlflcont ""ance fmm thl, 'nfoom"'on co,ld oesutt In delayed 00 withheld seltlemenl of f,nds and/oo messmeot of addltionat fees, A,lhool,.Uon & batch Cto".e too Ame.lcan E,p.ess, Dlsco,eo, Dine" and/oo JCB $0.30 pe.ltem. There is a $15.00 fee to add AmEx, Discover, Diners, JCB Processing and Debit Card to your merchant account after initial set.up, ACH Fee (CountBrCheckl e-Checkl Billing Central) ttem Fee: $ XXX and XXX % ,"ch Item Rel,med Item Fee: $ XXX each .ejected 00 co"eCled Item Monthty Minim,m: $ )()()()( tnq,"'f Fee: $5.00 Monthly Fee: $ XXXXXXXX - - - O,e.d..tt Fee: $25.00 each occu"ence SCHEDULE OF PROGRAM FEES Counter Check'" tnltl" Selup Fee: $ XXXXXX Pe. T..nsacllon Fee: $ XXXXXXXXXX Monthly Fee $ XXXXXXXXXXXX TRANSACTION CENTRAL'" tnltlal Selup Fee:$ XXXXXX Gateway Pe, T..n"clion Fee: $ xxxxxxxx Monthly Fee: $ XXXXXXXXXXXX BILUNG CENTRAL'" tnillat Setup Fee: $ XXXXXXX Galew,y Pe. T..nsacllon Fee: $ xxxxxxxxxx Monlhly Fee: $ - WEBCONNEC,.," (includes Transaction Central) Softw"e License Fee: $ XXXXXX Gateway Pe. T..nsacUon Fee: $" Monthly Fee: $ XXXXXXXXXXXX ECShop'" (includes Transaction Central) [J ECShOp Lile Monlhly Fee: $- tnltl,t Selup Fee: $ )()()()()()()( G"ew,y Pe. T..nsaction Fee: $ XXXXXXX CJ ShopLink Monthty Fee: $ Gift Card - Loyalty Card Program toilial Selup Fee $ xxxxxxxxxxx Addltiooal C,ros @ $ XXXXXXXX pe. SO ",ros Muttl LOGaUon T'acklng Softw"e $ XXXXXXXX e.Merchant View'" (online repDrtirìgì- I Monlhty Fee: $ ... lu,eo PERSONAL GUARANTEE "" ",...,... "."0"""""'" ......- . .... "'" PRO .. -~ ~ ... "'~"' b, "......, """'.. PO,.. ~ .. ~~ ,~ "'" ..... ..... ~, .-,.' - "'" "'" ._"'_....... ~, :::: ::. ":. -=.. ":':":"'...':";::.=:,':,:,=~ -::;:::-l. '::" ~ .:.:. ': ==.. ~ ::;=-=.:":.. "::".::::. ~~~ "'=- .~ ...........,.. ""..~. .~-« -~....."""~...."'~. -"',.......... b""~_',", .."""'. Guo,ontor: Co.<Jumntor: x en: I X AUTHORIZED SIGNER FOR BUSINESS Cabo: ~..::i'. ':'.:"o::.~P~~~: -='..':1 =".';: "..':.'!:~~ c;,:=-""::'b:c:.-.,:..~ ~=~'~='.":::..~"::"'::. =:0=-' .,. .."'-,..... ~"'_.""_.. ,.. _'.0" ."..-".- ~do~""'."~ ....,~.. IA.""""",.. -~ """". ONVEST<GA11VE C,,""""ER REPORT, "'..- « -....-.................- """--""""'PRI~",,_....-.~..,----.,PR' ",,-~PRO~-.......-. ~ ~"'."""""'_IA"""'~~",..---, Menmnt Owne,IDffice' 51 notu..: TOe: FOR ALL CORPORATIONS. Corporate Resolution Cabo: ................... """"""" --......... PRI ~ _of""""""" nomed ""P"""'"" Cabo: ..... . ...-........ -. "",----,.--",-".."......".... ....-.........................--.........-..., TItle: On: .._....,..,.,-,..-I<II<J, Page 2 of , i Cabo: I I ! ..._,--_..._..=.._=~," REV '0'2"'" TRADE .. Name: Merchant: City of Santa Ana REFERENCES . Name: ~on"cl: Phone. "none. ~ontact: BANK: ank N"ne: Bank of America an, Kout,ng Numbeo: Con"cl: ~~;:b:~counl 14316-81776 SITE INSPECTION Phone The Me"hant: Landlo", Telephone #: (Z] Owns 0 Leases Ihe bu>iness p..mises Me,ch,nl Location: 0 Retait St"e Fwnl 0 Dffice/W"ehou>e 0 Residential Landt", Name 0 Inleme! 0 Dthe, Does Ihe ,mounl of in'enlo'Y and me,chandi,. on shet,.s appe" consistent with Iype of buson",? 0 Yes 0 No I hmby certtfy th,1 t ha,e tnspeeled Ihe business p..mises of the me,ch,nl at this ,dd,ess and Ihts ,"ovey ts cwecl 10 the best of my knowledge, tnspected by: Title: Date: HARDWARElSOF1WARE TERMINAL PROGRAM Te=inal Type: P,inle,O OTY' - 0 Retait (80% Swiped) 0 Restauo,nl (wi tip pwg"m) 0 None mat Dot Codes Modet: Pin Pad 0 0 MOTQ (AVS Requi,ed) Model: 0'8" 0 "9" Check Reade' 0 Model: 0 Puochase C"d C"d Reade, ¡z¡ Model: 5000 series OCR reader 5133 N01 P.C. Softw"e ø ~~~~~a;nty) Softw"e N,me: IC Verify Version 2.5.01 ~~~~~.i.~p;;e;~~:o be multi.user master appi. version 1,02 0 Lodging 0 Olh.. Wt,eless P<o,'de" Paymenl Amount $ Shtp Add,...: via: 0 C,editC"d 0 Check 0 ACHto..""offiœ Numbe' of tmphnle' Plates Needed DID Ship Wetcome Kit Dnty 0 Me"hant 0 Office Equipmenl is:O Rep<og"m 0 P<ovided by PRtl Ship 10: N,me on Acct. Acct, # 0 Lease E'p.- Lease Co Phone # Calt me<chanl f" 0 downtoad 0 "aining Phone # ..,- Con"ct: Comments: Merchant Documentation Requirements: 0 D Signed Merchant Application and Agreement including Signed Resolution and Signed Personal Guaranty by principals Photos of location or brochures, business cards or other identifying business infonnation on the Merchant. For an Intemet Business, a printout of the Merchant's web page Copy of voided Check All Web Site URLs, Passwords and Domain Names 0 0 0 0 CJ D Financial statements for Merchants processing over $10 million in annual Merchant sales volume 3 months of merchant statements from previous processing Photocopy of drive~s license Additional setup fonn (ECShop, Gift/Loyalty Card, American Express, Discover) Page 3 of REV 1012'"