Merchant Services Program Terms and Conditions
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Merchant Services Program Terms and Conditions (Program Guide) PREFACE Thank you for selecting us for your payment processing needs. Accepting numerous payment options provides a convenience to your customers, increases your customers’ ability to make purchases at your establishment, and helps speed payment to your account. Your Merchant Processing Application will indicate the types of payments and Services you have elected to accept. These Program Terms and Conditions (“the Program Guide”) presents terms governing the acceptance of Visa®, MasterCard®, and Discover® Network Credit Card and Non-PIN Debit Card payments, PayPal® in-store Card payments, American Express® Card transactions and applicable Non-Bank Services. This Program Guide, your Merchant Processing Application and the schedules thereto (collectively, the “Agreement”), including, without limitation, the Interchange Qualification Matrix and American Express Program Pricing and one of the Interchange Schedules, as applicable to your pricing method as set forth in the Merchant Processing Application, contains the terms and conditions under which Processor and/or Bank and/or other third parties, will provide services . We will not accept any alterations or strike-outs to the Agreement and, if made, any such alterations or strike-outs shall not apply. Please read this Program Guide completely. You acknowledge that certain Services referenced in the Agreement may not be available to you. IMPORTANT INFORMATION ABOUT BANK’S RESPONSIBILITIES: Discover Network Card Transactions, PayPal in-store Card Transactions, American Express Card Transactions and other Non-Bank Services are not provided to you by Bank, but are provided by Processor and/or third parties. The provisions of this Agreement regarding Discover Network Card Transactions, PayPal in-store Card Transactions, American Express Card Transactions and other Non-Bank Services constitute an agreement solely between you and Processor and/or third parties. Bank is not a party to this Agreement insofar as it relates to Discover Network Card Transactions, PayPal in- store Card Transactions, American Express Card Transactions and other Non-Bank Services, and Bank is not responsible, and shall have no liability, to you in any way with respect to Discover Network Card Transactions, PayPal in-store Card Trans - actions, American Express Card Transactions and Non-Bank Services. OTHER IMPORTANT INFORMATION: Cards present risks of loss and non-payment that are different than those with other payment systems. In deciding to accept Cards, you should be aware that you are also accepting these risks. Visa U.S.A., Inc. (“Visa”) MasterCard Worldwide (“MasterCard”), DFS Services LLC (“Discover Network”), PayPal, Inc. (“PayPal”) and American Express Company, Inc. (“American Express”) are payment card networks that electronically exchange Sales Drafts and Chargebacks for Card sales and Credits. Sales Drafts are electronically transferred from banks (in the case of MasterCard and Visa transactions) or network acquirers (in the case of Discover Network and PayPal in-store Card transactions) that acquire them from merchants such as yourself through the appropriate Card Organization, to the Issuers. These Issuers then bill their Cardholders for the transactions. The Card Organizations charge the Acquirers interchange fees, pricing and/or assessments for submitting transactions into their systems. A substantial portion of the Discount Rate or Transaction Fees that you pay will go toward these interchange fees, pricing and assessments. In order to speed up the payment process, the Issuer transfers the funds back through the Card Organization to the Acquirer at approximately the same time that the Issuer receives the electronic Sales Drafts. Even though the payments under this system are made simultaneously, all payments made through the Card Organizations are conditional and subject to reversals and adjustments. Each Card Organization has developed Card Organization Rules that govern their Acquirers and Issuers and the procedures, responsibilities and allocation of risk for this process. Merchants are also bound by Card Organization Rules and applicable laws and regulations. The Card Organization Rules and applicable laws and regulations give Cardholders and Issuers certain rights to dispute transactions, long after payment has been made to the merchant, including Chargeback rights. We do not decide what transactions are charged back and we do not control the ultimate resolution of the Chargeback. While we can attempt to reverse a Chargeback to the Issuer, we can only do so if the Issuer agrees to accept it or the Card Organization requires the Issuer to do so after a formal appeal process. Sometimes, your customer may be able to successfully charge back a Card transaction even though you have provided your goods or services and are otherwise legally entitled to payment from your customer. While you may still be able to pursue claims directly against that customer, neither we nor the Issuer will be responsible for such transactions. You will be responsible for all Chargebacks and adjustments associated with the transactions that you submit for processing. Please refer to the Glossary for certain capitalized terms used in the Agreement, including this Preface (if not defined above). Capitalized terms not otherwise defined in the Agreement may be found in the Card Organization Rules. CardCoN2104(ia) TABLE OF CONTENTS Confirmation Page PART II: Duplicate Confirmation Page B. Card General Terms 21. Services . 21 PART I: Card Services 22. Your Payments Acceptance Guide; A. Your Payments Acceptance Guide Card Organization Rules and Compliance . 21 23. Settlement of Card Transactions. 21 Part I - Gives you information about preparing to accept transactions 24. Exclusivity . 21 1. Use Of Payment Organizations’ Brands . 7 25. Fees; Adjustments; Collection of Amounts Due. 21 2. Point Of Sale Reminders. 7 26. Chargebacks . 22 3. Validating The Cards . 7 27. Representations; Warranties; Covenants; Limitations on Liability; Exclusion of Consequential Damages . 22 4. Transaction Guidelines. 8 28. Confidentiality . 23 5. Security. 8 29. Assignments . 23 6. Clover Security . 8 30. Term; Events of Default . 23 7. Debit Cards. 8 31. Reserve Account; Security Interest . 24 8. Electronic Benefit Transfer® (EBT) Transactions . 9 32. Financial and Other Information . 24 33. Indemnification . 25 Part II - Gives you information about transaction types (including chargebacks and retrievals) 34. Special Provisions Regarding Non-Bank Cards . 25 9. Authorizations . 10 35. Special Provisions for Debit Card. 25 10. Special Types Of Transactions. 10 36. Special Provisions Regarding EBT Transactions. 26 11. Sales Drafts . 11 37. Special Provisions Regarding Wireless Services . 27 12. Refunds. 12 38. Special Provisions Regarding Clover Security Plus (a.k.a. TransArmor Solution) . 28 13. Exchanges. 12 39. Special Provisions Regarding PayeezySM Gateway Services . 30 14. Chargebacks, Retrievals And Other Debits. 12 40. Special Provisions Regarding PayeezySM Webstore Services . 33 15. Suspect/Fraudulent Transactions. 14 41. Special Provisions Regarding Clover Insights Services. 35 42. Special Provisions Regarding Clover Services . 37 Part III - Gives you helpful information, and guidelines for specific industries 43. Special Provisions Regarding Clover Go Services (Mobile Payments). 39 16. Lost/Recovered Cards. 15 44. Special Provisions Regarding Global ePricing Services . 39 17. Retention Of Records . 15 45. Choice of Law; Venue; Waiver of Jury Trial . 40 18. Return Of Equipment . 15 46. Other Terms . 40 19. Timeframes . 15 47. Glossary . 42 20. Additional Provisions For Specific Industries . 15 PART III: Third Party Agreements Appendix 1 — Additional Provisions For WEX And Voyager. 16 Appendix 2 — Additional Provisions For American Express . 17 Equipment Lease Agreement . 44 TeleCheck Solutions Agreement Appendix 3 — Special Provisions For Discover Network . 20 . 46 Appendix 4 — Special Provisions For PayPal . 20 PART IV: Additional Important Information Page For Card Processing A.1. Electronic Funding Authorization. 50 A.2. Funding Acknowledgement . 50 A.3. Additional Fees, Fee Related Information and Early Termination . 50 A.4. 6050W of the Internal Revenue Code . 50 A.5. Addresses For Notices . 50 CardCoN2104(ia) PART I: CARD SERVICES A. YOUR PAYMENTS ACCEPTANCE GUIDE •the transaction currency (US dollars, unless permission is otherwise received from Payment acceptance solutions are an essential part of your business, and we want to make Servicers); accepting payments as simple as possible for you. • the customer service contact, including email address and telephone number; This part of the Program Guide (through Appendix 4), is the Your Payments Acceptance • your address, including country; Guide. It’s your quick reference to some guidelines for initiating transactions and accepting • the transaction security used on your website; payments. You’ll also find recommendations and tips to help you prevent fraud, reduce • any applicable export or legal restrictions; chargebacks, and properly handle payments, refunds, exchanges, and most other situations • your identity at all points of interaction with the cardholder; and you’ll encounter in your day-to day-business. To help you navigate more easily and find the information you need when you need it, we’ve organized this Section into three parts. At • the date on which any free trial period ends. the end of the Section,