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2. GENERAL.
<br />2.1. Operating Regulations. Merchant agrees that the Association's and other payment network's by-laws, operating regulations
<br />and/or all other rules, policies and procedures, including but not limited to the Payment Card Industry Data Security Standard, the VISA
<br />Cardholder Information Security Program, the Mastercard Site Data Protection Program, and any other program or requirement that
<br />may be published and/or mandated by the Associations or payment networks (collectively "Operating Regulations") are incorporated
<br />by reference into this Agreement and that nothing in this Agreement shall be construed to interfere with or lessen the right of Processor,
<br />Member Bank, or the Associations to terminate the Provider Merchant Agreement at any time. "Associations" as used in the Agreement
<br />shall mean Mastercard International Inc. ("Mastercard"), VISA U.S.A. Inc. ("VISA"), Discover ("Discover"), and certain similar
<br />entities. In the event of a conflict between this Agreement and the Operating Regulations, the Operating Regulations will control.
<br />"Member Bank" as used in this Agreement shall mean a member of VISA, Mastercard and/or Discover, as applicable, that provides
<br />sponsorship services in connection with this Agreement.
<br />2.2. Merchant Obligations.
<br />i. Merchant acknowledges and agrees:
<br />a. it is responsible for the actions of its employees and agents;
<br />b. it will comply with all applicable laws and regulations and all applicable parts of the Operating Regulations;
<br />including those parts regarding the ownership and use of an Association's mark including but not limited to names,
<br />logos, trade names, logotypes, trademarks, service marks, trade designations, and other designations, symbols
<br />("Association Marks");
<br />c. Provider or an Association is authorized to research Merchant's background including, but not limited to, credit
<br />background checks, banking relationships, and its financial history;
<br />d. notwithstanding any provisions in the agreement to the contrary, information obtained in connection with
<br />Merchant's application or processing relationship may be shared with Association for any legitimate purpose;
<br />e. it will notify Provider of any third party that will have access to cardholder data;
<br />f. it will comply with, and will contractually require its suppliers and agents to comply with, the provisions of the
<br />Cardholder Information Security Program (CISP) and PCI DSS, or other security program as required by an
<br />Association and demonstration compliance with these security obligations; and
<br />g. Associations may conduct, or direct another party to conduct, an audit of Merchant at any time, and Merchant much
<br />comply in all material respects with such audit until its completion.
<br />h. In the event that more than $1,000,000 in Visa transactions and/or $1,000,000 in MasterCard transactions (or such
<br />other amount provided by the Operating Regulations) (`Benchmark Amount") is processed through and on behalf of
<br />Merchant in any 12 -month period, Merchant will automatically be deemed to have accepted, and will be bound by,
<br />the "Merchant Services Agreement for Sub -Merchants" with Provider's designated merchant acquirer ("Acquirer")
<br />which is set forth in the Merchant Services Agreement for Sub -Merchants, the terms of which will be independently
<br />enforceable by Acquirer.
<br />ii. Merchant represents and warrants that it will not:
<br />a. discriminate against Cards or Issuers (e.g. limited acceptance options) except in full compliance with the Operating
<br />Regulations;
<br />b. intermingle fees associated with an Associations' transactions with fees associated with other Card transactions in its
<br />pricing;
<br />c. submit any transaction to Provider that was previously charged back and subsequently returned to the Merchant,
<br />irrespective of Cardholder approval;
<br />d. knowingly submit any transaction that is illegal or that the Merchant should have known was illegal. Merchant
<br />acknowledges that such transaction must be legal in both Cardholder's and Merchant's jurisdiction;
<br />e. submit a transaction that it knows, or should have known is either fraudulent or not authorized by the Cardholder;
<br />f. require a Cardholder to complete a postcard or similar device that includes the Cardholder's account number, Card
<br />expiration date, signature, or any other Card account data in plain view when mailed, nor request a Card Verification
<br />Value 2 ("CVV2") for a card -present transaction, nor retain or store any portion of the magnetic -stripe data
<br />subsequent to the authorization of a sales transaction, nor any other data prohibited by the Operating Regulations or
<br />this Agreement, including CVV2;
<br />g. add a surcharge to transactions, except as expressly permitted by, and in full compliance with, the Operating
<br />Regulations;
<br />h. charge a minimum or maximum amount for a transaction unless expressly authorized by, and in full compliance
<br />with, the Operating Regulations;
<br />i. disburse funds in the form of cash unless Merchant is participating in full compliance with a program supported by
<br />an Association for such cash disbursements and in full compliance with the Operating Regulations;
<br />j. submit a transaction that does not result from an act between the Cardholder and the Merchant;
<br />Pq),ment Processing Services Statement of Work: ncourt, LLC & Indian River County -Solid Waste Disposal District I Page 9 of 14
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