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PART 11: GENERAL TERMS & CONDITIONS
<br />I. YOUR PAYMENTS ACCEPTANCE GUIDE
<br />AND CARD ORGANIZATION RULES
<br />1.1 The General Terms & Conditions (General Terms), together with your
<br />Application, the Fee Schedule and the Your Payments Acceptance Guide constitute
<br />the agreement for Card transaction acceptance, processing, settlement and other
<br />related Services (this Agreement).
<br />1.2 You agree to comply with the Your Payments Acceptance Guide and the Card
<br />Organization Rules relevant to you, as they may change over time. The Your
<br />Payments Acceptance Guide is available at www.businesstrack.com. If there are any
<br />inconsistencies between the General Terms and the Your Payments Acceptance
<br />Guide, the Your Payments Acceptance Guide will govern.
<br />1.3 You agree to comply with the Card Organization Rules, as the same may be amended
<br />from time to time. The Card Organization Rules may change with little or no
<br />advance notice to you, and you agree to be bound by all such changes, regardless of
<br />whether your have received notice of any such changes. In the event of any
<br />inconsistency between this Agreement and the Card Organization Rules, the Card
<br />Organization Rules shall govern. Without limiting the foregoing, you agree to
<br />comply with all Agreement provisions relating to the applicable Card Organizations
<br />that we advise you of or provide to you in writing at any time on or after the date of
<br />this Agreement, and you acknowledge and agree that such provisions are hereby
<br />incorporated by reference with and into this Agreement.
<br />2. BANK SERVICES AND SERVICES PROVIDED BY
<br />PROCESSOR
<br />2.1 Your Application will identify the Services you will receive. Certain Services referred
<br />to in this Agreement may not be available to you.
<br />2.2 Subject to Card Organization Rules, Services may be performed by us, our Affiliates,
<br />our agents, or other third parties we may designate. References to "we" "our" and
<br />"us" shall be deemed to be references to Bank. Bank is not responsible for Services
<br />provided directly to you by Processor ("Processor Provided Services") or any Third
<br />Party Services, including any apps available in an application marketplace or voice
<br />or data services you purchase directly from a third party provider. If you decide to
<br />use Processor Provided Services or any Third Party Services, you will be responsible
<br />for reviewing and understanding the terms and conditions associated with such
<br />Services. Any third party content downloaded or otherwise obtained through the
<br />use of the Services is downloaded at your own risk. WE WILL NOT BE
<br />RESPONSIBLE FOR ANY ACTIONS OR ANY FAILURES TO ACT OF PROCESSOR
<br />OR ANY OTHER THIRD PARTY, AND WE EXPRESSLY DISCLAIM ANY LIABILITY
<br />RELATED TO ALL PROCESSOR PROVIDED SERVICES AND ANY THIRD PARTY
<br />SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME
<br />RESPONSIBILITY FOR ANY PROCESSOR PROVIDED SERVICES AND ANY
<br />THIRD PARTY SERVICE OR PRODUCT ADVERTISED OR OFFERED THROUGH
<br />THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED
<br />IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY
<br />TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND
<br />PROVIDERS OF PROCESSOR PROVIDED SERVICES AND ANY THIRD PARTY
<br />SERVICES OR PRODUCTS.
<br />2.3 If you otherwise been approved for accepting American Express or WEX, your
<br />American Express and WEX transactions will be processed through and funded by
<br />American Express or WEX (as applicable). American Express and WEX will provide
<br />you their own agreements governing those transactions. You agree that (a) we are
<br />not responsible and assume no liability for any such transactions; and (b) American
<br />Express and WEX may charge additional fees for the services they provide.
<br />3. ACCESS AND USE OF SERVICES
<br />3.1 Except as specified in the Your Payments Acceptance Guide, or otherwise agreed in
<br />writing, the Services shall be for your internal business use in the United States only.
<br />3.2 You shall not and shall not permit any third party to: (a) access or attempt to access
<br />any Service that is not intended to be available to you; (b) access or use (in any
<br />format) the Services (or any part) through any time-sharing service, service bureau,
<br />network, consortium, or other means; (c) without our advanced written consent,
<br />use, ship or access Services (or any part) outside or from outside of the United States;
<br />(d) perform or attempt to perform any actions that would interfere with the proper
<br />working of any Service, prevent access to or use of any Service by other users, or in
<br />our reasonable judgment, impose a large load on our infrastructure, network
<br />capability or bandwidth; or (e) use the Services (or any part) except as permitted in
<br />this Agreement.
<br />3.3 We have the right to rely on user names, password and other sign on
<br />credentials/access controls for the Services or any Software provided or approved by
<br />us to authenticate access to, and use of, the Services and any Software.
<br />4. ACCEPTANCE OF CARDS AND ADVERTISING
<br />4.1 Honoring Cards: Subject to the Card Organization Rules, you shall promptly
<br />honor without discrimination any valid Cards properly presented for payment for
<br />goods and services provided by you. Cards shall be accepted for the sole purpose as
<br />payment for bona fide sales or leases of goods or services made in the ordinary
<br />course of your business consistent with current practices, and not for any other
<br />purposes. However, consistent with the Card Organization Rules and Applicable
<br />Law, you may in your discretion refuse to honor any Card when there is reasonable
<br />doubt as to its validity or as to the identity or authorization of the Person presenting
<br />the Card for payment.
<br />4.2 Prohibitions on Honored Cards: You shall not charge any Cardholder a service,
<br />finance, carrying charge or other amount for any Card transactions, in addition to
<br />the price and other amounts that would have been charged for the transaction had
<br />it been for cash. You shall not require any Cardholder to provide personal
<br />information, such as a home or business telephone number, home or business
<br />address, or driver's license number, as a condition for acceptance of the Card, unless
<br />required by the Card Organization Rules or if provision of such information is
<br />required under specific circumstances, such as mail, telephone or internee orders.
<br />You shall not establish minimum transaction amount of more than $10.00 for any
<br />credit cards or debit cards. You shall not establish a maximum transaction amounts
<br />for sales to Cardholders as a condition for completing transactions with Cards,
<br />except as permitted under the applicable Card Organization Rules.
<br />4.3 Advertising: You shall display Card service marks and promotional materials, as
<br />provided by us, to inform the public which Cards shall be honored at your place(s)
<br />of business. Your right to use or display Card service marks is solely as authorized by
<br />us and shall continue while this Agreement remains in effect or until you are notified
<br />by us or a Card Organization to cease their use and display. Subject to our
<br />authorization, you may use Card service marks on promotional, printed or broadcast
<br />materials only to indicate that Cards are accepted for payment, and you shall not
<br />indicate, directly or indirectly, that any Card Organization endorses any of your
<br />goods or services.
<br />5. AUTHORIZATIONS
<br />5.1 You agree to follow all procedures provided to you by us regarding the procedures for
<br />authorization of Transactions. Unless otherwise instructed by us, you shall obtain a
<br />valid authorization for every Transaction, and you shall document such
<br />authorization in the appropriate place on the sales data. We shall have no liability of
<br />any kind whatsoever arising from any communication or equipment failure which
<br />interferes with your ability to obtain authonzation or causes you to receive invalid
<br />or improper authorization information.
<br />5.2 You acknowledge and agree that an authorized Transaction does not constitute a
<br />guarantee of payment and may be subject to dispute or Chargeback. Moreover, you
<br />shall be responsible for each Transaction, regardless of any authorization, if you
<br />complete a transaction when: (a) the Cardholder is present and does not present his
<br />or her Card at the point of sale; (b) the Cardholder is not present or does not sign the
<br />sales receipt; (c) the signature on the sales receipt does not correspond to the
<br />signature appearing on the Card; or (d) the signature panel on the Card is blank.
<br />6. SALES RECORDS
<br />6.1 All sales records and credit vouchers shall be: (a) on forms or electronic formats
<br />supplied by us; (h) accurately completed with data that include the name of the
<br />Cardholder or other authorized user of the Card (if different from the Cardholder),
<br />your name, the transaction date, a description of the merchandise sold or services
<br />rendered, and the total price of the sale or the amount of the credit adjustment; and
<br />(c) except as otherwise specifically permitted under the Card Organization Rules
<br />(including sales made on the internet, or by telephone or mail order), signed by the
<br />Cardholder or other authorized user, whose signature shall be compared by you to
<br />the signature on the Card.
<br />6.2 You agree to deliver to your customers in each Transaction a true and completed
<br />copy of a sales record or credit voucher, as the case may be.
<br />7. PRESENTMENT
<br />7.1 Presentment of Card Items: You agree to present all Card Items electronically to
<br />us, and to follow our procedures in presenting such Card Items. You shall not deliver
<br />to us any Card Item where there is, or would be upon presentment, a violation of any
<br />presentment warranty under the provisions of this Agreement and the Card
<br />Organization Rules as to that Card Item. All Card Items delivered to us by you shall
<br />represent obligations of a Cardholder or other authorized user in amounts set forth
<br />therein for goods sold or services rendered only, and shall not involve any elements
<br />of credit for any other purpose or otherwise be inconsistent with your Application.
<br />Accordingly, you represent and warrant that as of the date any Card Item is delivered
<br />to us, you have no knowledge or notice of any fact which would impair the
<br />underlying Transaction's accuracy, validity, enforceability or value and that such
<br />Transactions are consistent with the type of products and services you listed in your
<br />Merchant Processing Application..
<br />7.2 Disputes and Liability: You agree to bear the risk of loss or destruction of any
<br />Card Items until we receive such Card Item in a format acceptable to us. Your right
<br />to review, question or dispute your delivery of Card Items to us or our receipt of any
<br />Card Items delivered from you shall be limited to a period of 90 calendar days
<br />following the transaction date of the Card Item.
<br />7.3 Rejection of Certain Transactions: In the event we identify a suspected
<br />restricted, unauthorized or prohibited Transaction (including a "restricted
<br />transaction" as defined in the Unlawful Internet Gambling Enforcement Act of 2006
<br />and Regulation GG), we may block or otherwise prevent or prohibit such
<br />TD2008(ia)
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<br />August 2017 Manual T&C - CAP # 40233
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