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PART IV: ADDITIONAL IMPORTANT INFORMATION FOR CARDS
<br />The discount fees shown on the Service Fee Schedule shall be calculated based on
<br />All
<br />the gross sales volume of all Visa, Mastercard/Discover/PayPal and American
<br />payment s t o CI' lent shall be through the Automated Clearing House ("ACH") and
<br />shall normally be electronically transmitted directly to the Settlement Account you
<br />have designated or any successor account designated to receive provisional
<br />funding of Client's Card sales pursuant to the Agreement. Client agrees that any
<br />Settlement Account designated pursuant to the preceding sentence will be an
<br />account primarily used for business purposes. Neither Wells Fargo Bank, N.A., nor
<br />CardConnect LLC can guarantee the time frame in which payment may be credited
<br />by Client's financial institution where the Settlement Account is maintained.
<br />Client hereby authorizes Wells Fargo Bank, N.A., and its authorized representative,
<br />including CardConnect LLC, to access information from the Settlement Account and
<br />to initiate credit and/or debit entries by bankwire or ACH transfer and to authorize
<br />your financial institution to block or to initiate, if necessary, reversing entries and
<br />adjustments for any original entries made to the Settlement Account and to
<br />authorize your financial institution to provide such access and to credit and /or debit
<br />or to block the same to such account. This authorization is without respect to the
<br />source of any funds in the Settlement Account, is irrevocable and coupled with an
<br />interest. This authority extends to any equipment rental or purchase agreements
<br />which may exist with Client as well as to any fees, fines and assessments and
<br />Chargeback amounts of whatever kind or nature due to CardConnect LLC or Wells
<br />Fargo Bank, N.A. under terms of this Agreement whether arising during or after
<br />termination of the Agreement. This authority is to remain in full force and effect at all
<br />times unless and until CardConnect LLC and Wells Fargo Bank, N.A. have
<br />consented to its termination at such time and in such a manner as to afford them a
<br />reasonable opportunity to act on it. In addition, Client shall be charged twenty-five
<br />dollars ($25.00) for each ACH which cannot be processed, and all subsequent
<br />funding may be suspended until Client either (i) notifies CardConnect LLC that ACH'
<br />s can be processed or (ii) a new electronic funding agreement is signed by Client.
<br />Client's Settlement Account must be able to process or accept electronic transfers
<br />via ACH.
<br />A.2. Funding Acknowledgement
<br />Automated Clearing House (ACH). Your funds for Mastercard, Visa, Discover
<br />Network, PayPal and American Express transactions will ordinarily be processed
<br />and transferred to your financial institution within two (2) Business Days from the
<br />time a batch is received by Processor if your financial institution is the Bank. If your
<br />financial institution is not the Bank, your Mastercard, Visa, Discover Network,
<br />PayPal and American Express transactions will ordinarily be processed via the
<br />Federal Reserve within two (2) Business Days from the time a batch is received by
<br />Processor. The Federal Reserve will transfer such amounts to your financial
<br />institution.
<br />A.3. Additional Fees and Early Termination
<br />If Client's Mastercard, Visa, Discover Network, PayPal and American Express
<br />transaction(s) fail to qualify for the discount level contemplated in the rates set forth
<br />in the Application, Client will be billed the fee indicated in the Mid -Qualified Discount
<br />field or Non -Qualified Discount field. If you are utilizing the Enhanced Billback
<br />Discount option, the Client will be charged the Enhanced Billback Rate on the
<br />volume of said transaction that failed to qualify, in addition to the difference between
<br />the Mastercard/Visa/Discover Network/PayPal and American Express Qualified
<br />Rate agreed to on the Service Fee Schedule and the actual interchange rate
<br />assessed to the downgraded transaction.
<br />a. Any increases or decreases in the interchange and/or assessment portion of the
<br />fees;
<br />b. The appropriate interchange level as is consistent with the qualifying criteria of
<br />each transaction submitted by Client;
<br />c. Increases in any applicable sales or telecommunications charges or taxes levied
<br />by any state, federal or local authority related to the delivery of the services
<br />provided by CardConnect LLC when such costs are included in the Service or
<br />other fixed fees.
<br />Express volume.
<br />A Monthly Minimum Processing Fee will be assessed immediately after the date
<br />Client's Application is approved. (Refer to Service Fee Schedule, if applicable.)
<br />In addition to the PIN Debit Card transaction fees set forth on the Application, Client
<br />shall be responsible for the amount of any fees imposed upon a transaction by the
<br />applicable debit network.
<br />The parties further agree and acknowledge that, in addition to any remedies
<br />contained herein or otherwise available under applicable law and, if (a) Client
<br />breaches this Agreement by improperly terminating it prior to the expiration of the
<br />initial term of the Agreement, or (b) this Agreement is terminated prior to the
<br />expiration of the initial term of the Agreement due to an Event of Default, then
<br />Servicers will suffer a substantial injury that is difficult or impossible to accurately
<br />estimate. Accordingly, the parties have agreed that the amount described below is a
<br />reasonable pre -estimate of Servicers' probable loss.
<br />In the event that Client terminates this Agreement within three (3) years from the
<br />date of approval by CardConnect LLC and Wells Fargo Bank, N.A. or this
<br />Agreement is terminated by Servicers within 3 years from the date of approval due
<br />to an Event of Default, Client will be charged a fee for such early termination, if so
<br />indicated on the Application on the Service Fee Schedule.
<br />Client's obligation with respect to the Monthly Minimum Processing Fee will end_
<br />simultaneously with CardConnect LLCs' receipt of Termination Fee.
<br />��
<br />.IIof the Internal Revenue Code
<br />Pursuant to Section 605OW of the Internal Revenue Code, merchant acquiring
<br />entities and third party settlement organizations are required to file an information
<br />return for each calendar year reporting all payment card transactions and third party
<br />network transactions with payees occurring in that calendar year. Accordingly, you
<br />will receive a Form 1099-K reporting your gross transaction amounts for each
<br />calendar year. Your gross transaction amount refers to the gross dollar amount of
<br />the card transactions processed through your merchant account with us. In addition,
<br />amounts reportable under Section 6050W are subject to backup withholding
<br />requirements. Payors will be required to perform backup withholding by deducting
<br />and withholding income tax from reportable transactions if (a) the payee fails to
<br />provide the payee's taxpayer identification number (TIN) to the payor, or (b) if the
<br />IRS notifies the payor that the TIN (when matched with the name) provided by the
<br />payee is incorrect. Accordingly, to avoid backup withholding, it is very important that
<br />you provide us with the correct name and TIN that you use when filing your tax
<br />return that includes the transactions for your business.
<br />A.5. Addresses For Notices
<br />PROCESSOR: Important Phone Numbers: (see also
<br />CardConnect LLC: Sections 10 and 15)
<br />1000 Continental Drive Customer Service
<br />Suite 300 1-877-828-0720
<br />King of Prussia, PA 19406
<br />BANK:
<br />Wells Fargo Bank, N.A.:
<br />P.O. Box 6079
<br />Concord, CA 94524
<br />1-844-284-6843
<br />t3TA1E OF FLORIDA
<br />INDIAN RIVER COUNTY
<br />THIS IS TO CERTIFY THAT THIS IS
<br />A TRUE D CORRECT COPY OF
<br />THE O INAL ON FIL IN THIS
<br />OFFI CIE/ I
<br />JE �R Y R. T ERK
<br />BY e� D.0
<br />-DoV
<br />CardCo2305 46
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