HomeMy WebLinkAboutContracts & Agreements_63-2014_CCv0001.pdf v r WIRELESS Payments Agreement
Government, SECTION --Merchant Information
Solutions
AGREEMENT for WIRELESS Payment Processing Services
THIS AGREEMENT(inclusive of the following Sections 1. 2, and 3 and Schedules A and B) ("Agreement") for Wireless Payment
Processing Services between eFunds Corporation("eFunds")and Merchant named below(hereinafter"Merchant")shall be effective as
of contract execution and shall continue until terminated in accordance with the provisions of Schedule B(the"Term`.
The following schedules shall apply to this Agreement:
■ Schedule A Pricing
■ Schedule B Wireless Payments Agreement Processing Services
As of the date of this Agreement is executed by Merchant;eFunds will provide the products and services listed in those schedules
to the Merchant(the "Products" and "Services") and the Merchant hereby agrees to accept and to pay for such Products and
Services in accordance Wth the terms of this Agreement.
k . g
Required information
This is your USDA Food&Nutrition Services Authorization number for
FNS No SNAP/Food Stamps Y number must have a USDA-FNS nuer to enter into
C, this Agreementwithi eFunds, .Apply at.
34C, '.fns uoja.^ovisnaoiretailers
Merchant
Store Name - _
Please PRINT name of your store
Primary Address Primary
Phone' : t i
._ __ v
_ - _.. _......._v__ _� . ...
City _ State* Zip Code
IRS Legal
Filing Name
PRINT legal name of your enterprise as shown on your income tax return
Federal Tax (Check one)
ID or SSN C t U Federal Tax ID ❑ SSN
Type of 0 Corporation LI Individual/sole proprietor L Partnership
Business* 0 Nonprofd Tax-exempt U Government Entity ❑Foreign Entity
(Check one) ❑LLC,Limited Liability Company
If you check"Foreign Entity" you must complete and provide eFunds with a signed Form W-8BEN Certificate
of Foreign Status of Beneficial Owner for United States Tax Withholding. Download from
--pl/www,irs.gov/pub/irs-pdfft8ben,pol
ACCEPTED AND AGREED:
MERCHANT A
1,01erd ont undnds,accepts and acne this Wireless
Payments Agreement n its entireN. nludin Sons;--3.
Sc Zed' p-A,and Sohedjte B
ffi ATTEST:
Print Name' PZ55::�a
Sam Irwin, City_ fteiW
Title*
Date
Received by
Date Signed` eFunds
Fax to: 41�.341.74f3 Secure electron#e fax, No cover page n
Mail to: FES ty' ,h"t Services,Atte:tt€reless t'J"chant,PD Box 2go.PvAikvaukee W1 53201
Rev 09.20.12 Final Page 1 of 12 wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
Government
Solutions WIRELESS Payments Agreement
SECTION 1 —Merchant Information
•. TAI New Customer: Please complete pages 1-5.
Cl Existing customer adding new Services:Please complete pages 1-5.
Required information
M RPHAN''LEA = Phone No.
Contact Name .. Fax ' `N - 1 _
Primary Address
City � r � ���_._� State Re-
ZIP E�i
q..
Primary
E'er
WON
� o � a P r � � o
YEAR-ROUND �nra ROUND FFa UAP APR MAY Burt jUt AUG S" NOV DEC
Payments Accepted:
❑EBT(Electronic benefit Transfer)
sfer)
Ulsame as Merchant address and contact info in Section 1
'Address'Adcress to which your eauip -t:hrw=d � hipped
Required information
Shipping other
N3tcLTAL _ _ I Phone . r .` Phone
ATTN: s 4 FAX
DJD. Phone No.
Shipping Address:
p (Nth PG Boxes)
city State Ell
ZIP
Rev 09.20.12 Final Page 2 of 12 Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
rr! I S Government
"— Solutions WIRELESS Payments Agreement
SECTION 1 —Merchant Information
x
To receive your daily funds settlement(deposit)and to pay invoices,you must have a CHECKING(not savings)account that can
accept ACH debits and credits. Please see Wireless Payments Agreement Schedule B,Section 6,Payments,and Section 15,
Merchant Responsibility,for funds settlement details.
Your financiai institution and account
information will be verified using the PAWAA,YAMM
codes at the bottom of your check. "z-=n„, 1001
carr srarE?ray oFoeap
Write VOID on a check(not deposit slip).
-t/42�
BEFORE taxing(or mailing)the printed copy -- ---•---� __
Id
of the Agreement to eFunds,tape top edge of
voided check over this picture`>
�:�2345678�r. nOOL2345L#
X00 3
If you return the agreement by fax, -
In addition to taping the check to this page,
please fill in the information below from your check
in case the faxed image of the check in unreadable.
Required information
Bank Routing Numb Vwckuts Sade Aocaunt harbor'
—END SECTION 1 kERCHANT INFORMATION—
Rev 09.20.12 Final Page 3 of 12 Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
:• WIRELESS Payments Agreement
�
" " ' Government SCHEDULE (A)— PRICING
r� Solutions
In connection with the Services to be provided to the Merchant under Schedule(B),Wireless Payments POS Processing
Services,the Merchant:
1) AGREES to obtain Installation/Activation and Monthly Service from eFunds.
2) AGREES to pay to eFunds the Total Equipment Cost.
t. On First Invoice: the Total Equipment Cost as defined in the table below.
X BILL OTHER Xerox State&Local Solutions,Inc.
❑ Effective dates to
This is the package equipment cost for Wireless Payments equipment. Please contact eFunds if you have questions.
(Enter quantity,enter unit price,right dick on amount then Update Field)
000001"T T,
Pian VeriFone VX610 POS Terminal
3 year Warranty
AC power cord(also charges battery)
Extra Battery
Training,Activation
Carrying Case
Shipping&Handling
Total Equipment Cost will be included on your first
invoice from eFunds.Invoiced amounts may be Total Equipment
debited via ACH to the checking account you cost N/A
provide in Section 3 of the Wterchant Information
section
A3—MOWKY SIFRME:
This Is the package service cost for Wireless Payments equipment. Please contact eFunds K you have questions.
X BILL OTHER Xerox State&Local Solutions,Inc.
❑ Effective dates to
.�.—
Er . 24t1 Customer Service Suspend Service Feature
• Transaction Processing The Monthly Service fee is
• Verizon Wireless Network and All WA charged only in months with
Connectivity/Call Costs EBT and/or Debit
• Funds Settlement transaction activity.
• Statements
•
Suspend Service Feature
Reactivation if Service terminated for non-LP.ment N/A
Reactivation if Service terminated for non-payment
Rev 09.20.12 Final Page 4 of 12 Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
WIRELESS Payments Agreement
S lutioeet�t SCHEDULE (A)—PRICING
ns
A-3—TRANSACTION FEES:
Transaction fees applicable to'Payments Accepted"as defined in Merchant Information Section 1. Payment Accepted options are
EBT,EBT/Debit, EBT/Debit/Credit.This is the package service cost for Wireless Payments equipment. Please contact eFunds if
you have questions.
BILL MERCHANT(for Debit and/or Credit Card transactions only,if selected)
Effective dates to
BILL OTHER (for EBT transactions only) Xerox State&Local Solutions,Inc.
Effective dates to
Includes
_ Prd Traraac6on Fee
Calfresh Purchase and Return NIA
• Calfresh Voucher Clear Purchase and Return
• EBT Cash Purchase
• Reversal
• Void Last Transaction
Balance 1,quiN/A
AA—REPANUREPLACEMENT SHWMG FEE:
The repair/replacement shipping fee is$20.00 per shipment for replacement terminal or battery. Please contact eFunds if you
have questions.
X BILL OTHER Xerox State&Local Solutions,Inc.
Effective dates to
END OF SCHEDULE(A)—PRICING-
Rev 09.20.12 Final Page 5 of 12 Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
Govern MmeO1 WIRELESS PAYMENTS AGREEMENT
F
� �m��� �w=�� ��������� SCHEDULE�O—PROCESSUNQSERV�ES
1.Definitions POS means point of sale,
Acquirer means aPOS Acquirer, Processing Services means the computer data processing
Banking Day means oday that ienot mnationally recognized services provided byeFundwto Merchant through the EBT
bank holiday and oowhich abranch of the Federal Reserve. System and the EFT System, unapplicable, inaccordance
which ioused for settlement,isopen for business. with this Schedule 8and may include Wireless POS Terminal
Benefit Card momrm a Card issued by a governmental dhvio0, electronic au(hohzatinn. Uoko to Networks,
agency,which Gan boused ataWireless POS Terminal ason Transaction switching,and other support services.
access device to initiate one o/more Transactions. Qmosv0 Operating Rules moons the Cuest@ Operating
Card means any access device maccount number issued to Rules issued hythe National Automated Clearing House
a Cardholder for use in effecting Transactions at VVire|000 Association,aaamended from hmem-timo.
POS Terminals, including without limitation debit cards and Recipient means any individual person who isauthorized to
Benefit Cards. use a Benefit Card to receive benefits through an EST
Cardholder means any Recipient mother individual person System.
or entity to which o Card has been issued and who is Transaction means:(a)with respect mthe EBT System,one
authorized muse such Curd to initiate Transactions at of the following transactions initiated at a Wireless POS
Wireless POS Device, Terminal and processed bythe EBT System:Benefit Balance
CAS or Cardholder Authorization System means the Inquiry, Food Stamp Purchase, Food Stamp Return, Cash
telecommunication and processing system (including Purchase. Void Last, Voucher Clear Purchase or Voucher
software and hardware)operated byuronbehalf ofonIssuer C|ouc and (b) with respect N the EFT 8ystem, an
that authorizes ordeclines Transaction requests, authorization request, cash withdrawal, payment transaction,
EBT System means the Electronic Benefits Transfer(EBT) refund, or mv*sa| initiated by a Cardholder at a Wireless
system ufeFuod».including without limitation the system that POS Terminal and that btransmitted NoFandmfor
provides for the electronic movement of funds. processing under this Schedule B.
EFT System means the BmXmnin Funds Transfer (EFT) Transaction Fee means afee paid tooFombhyMerchant to
system ofeFonda.including without limitation the system that interface to the EBT System orthe EFT System for each
provides for the electronic movement of funds. applicable Transaction.
Equipment means the Wireless P06 Tannino| and battery N0m|mna POS Tonmiom| moorm a wimksx POG transfer
provided to Merchant. dovioe, which machine o/ device is under the umtm| of a
Documentation means:(a)with respect Nthe EBT System, Merchant and which can boused hyuCardholder toinitiate a
all Operating Bulletins(as they may boamended from time h Transaction,
Ume). and other information provided to Merchant byeFundm
concerning the EBT System;and(b)with respect tothe EFT Any other terms that are capitalized inthis Agreement but not
System,all user documentation for the EFT System provided defined inthis section nrelsewhere inthe Agreement shall
to the Merchant bynFumb.ueamended from time to time by have the meanings ospecified inthe Ouost0Operating
Fonds. Rules,
Fodam| Regulations means all federal |mm, rules and 2.Headings
regulations of the United States of America that are The titles and headings preceding the text ofthe sections and
applicable under this Agreement, including but not limited to: paragraphs of this Agreement have been inserted solely for
(a)the rules ofthe Food and Nutrition Service,United States convenience orreference and shall neither constitute apart d
Department of Agriculture that are published in 7 CFR this Agreement nor affect its meaning,interpretation oreffect.
Chapter U (7CFR 274.12); and (b) any other federal laws, 3.ChanVe
regulations and rules that are applicable to the EBT System Changes to this Agreement may only be made by the
and/or the EFT System,including but not limited to the federal execution of written Schedules and/or amendments to this
Electronic Funds Transfer Act (Title |Xof the Consumer Agreement byauthorized representatives ufboth parties ine
Credit Protection Act,15U.3.C,1GB3gLLeq.)and Regulation format specified byeFundm,
E(12CFB2V5promulgated thereunder; the federal Truth- 4.Wireless POS Terminals and Services
In-Lending Act(15U.8.C.1G01g^1g,)ondRegulation Z(12 Unless otherwise agreed hyaF"mband Merchant, oFundo
C.F,R. Section 220) promulgated thereunder', and all will sell mMerchant and Merchant will purchase from eFundo
applicable International Standards Organization (|SD) and the Wireless POS Temina|(s)required byMerchant,nFundx
American National Standards Institute (\M8|) atanomob will provide to Merchant and Merchant will obtain from
referenced inany such laws,regulations orrules. *Fundathe Wireless POS Terminal installation,activation and
Merchant means uretaiker that has entered into acontract monthly support Services described inSchedule A.
with mFundpursuant towhich contract the retailer may: (a)
sell goods toRecipients using the EST System:and/or(b)sell Following activation of the Wireless POG by
goods toother Cardholders using the EFT system, oFums and during the Tann of this Agreement, eFuodn
Network nxas any national or regional electronic funds agrees toprovide and Merchant agrees to accept and use the
transfer network mother card processing network supported Processing Services,ooapplicable,all inaccordance with the
by*rthrough aFumds.including but not necessarily limited to terms and conditions of this Agreement,nFomdsagrees that it
Visa, MasterCard, NAC, Plus, C|mm, RTAR, NYCE. Pu|«a, will provide or annn0a for the provision of an EBT
American Express and Discover. authorization database and anEFT authorization database,
PIN means aRecipients personal identification number. aaapplicable, each u[which will enable Merchant toaccess
Rev 09.uo.1cFinal Page 8of12Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
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the database through the EBT System and the EFT System, violate any provisions oflaw mconflict with any other
respectively, |naccordance with the Documentation and the agreement to which Merchant is ooWoct or by which
terms and conditions of this Agreement. Merchant's assets are bound;and(iv)there hnoaction,suit
5.Pricing or proceeding, pend|nQ, or thnaatnoed, that, if adversely
Merchant shall pay toaFumbthe fees for the Wireless POS decided to Merchant,would impair Nomhmfxability tocarry
TemnineK )and Processing Services umset forth ioSchedule on its business orperform its obligations under this
Anfthis Agreement.oFumsreserves the unrestricted right to Agreement.
charge Merchant the amount of any inommmma in third party
telecommunication uborges,aomixe chorg*o. Network paonEXCEPT AS SPECIFICALLY STATED IN THIS SECTION,
-
\hmugh hmo, sponsorship or other third-party fees. In ALL PRODUCTS AND SERVICES PROVIDED BY EFUNDS
addhion, eFuodsmay adjust its fees annually upon at least ARE "AS IS' AND EFUNDS DISCLAIMS ALL
sixty(60)days written notice to Merchant; provided that, no WARRANTIES, WHETHER STATUTQR� EXPRESa_OR
increase inoFundorates shall exceed ten percent(10%)per IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY
annum. WARRANTY OF FITNESS FOR PARTICULAR PURPOSE.
MERCHANTABILITY,DESIGN,QUALITY,PERFORMANCE,
Any taxes based oothis Agreement oroothe Products and CONTINUOUS USE OR ERROR-FREE OPERATION.
Services provided under this Agreement, including but not O.Remedies and Limitations ufLiability
limited to oales, use, and personal property umea, shall be The parties acknowledge that circumstances unuN arise
paid by Merchant; except that, Merchant oho|| not be entitling o party to damages or rescission arising from o
responsible for any taxes based upon the income ofoFunds failure bythe other party toperform its obligations under this
6.Payment Agreement and have agreed, inall such circumstances,that
All amounts tobepaid moFmodsunder this Agreement are the remedies of the non-defaulting party and the liabilities of
due when the applicable Products orServices are provided. the defaulting party shall belimited Nthose set forth inthis
Merchant shall advise aPumh.within fifteen(15)days of the Agreement. For any breach mdefault of this Agreement hy
date ofany invoice,if ithas any objections to the invoice. |f eFundu. the sole liability ofeFondsshall hotoremedy the
aFuodudoes not receive enobjection from Merchant, and breach,Each party reserves the right toobtain equitable relief
upon the election ofeFumb.Merchant authorizes eFundsm where appropriate. Each party waives any and all claims
initiate, and Merchant agrees N pay, an electronic funds against the other party for incidental,special,punitive,indirect
transfer or ACH debit in the amount of the invoice. If or consequential damages of any kind. In addition to the
payments are not received when due,oFundsmay terminate preceding limitations, eFunUoshall not boliable for any
this Agreement for default omprovided below, withhold or losses,claims,demands,penalties,actions,causes ofaction,
suspend any other Products or 3emimm under the ouKa. obligations, |iob||itioo, domageu, delays, onob or
Agreement; refuse to execute any additional Schedules or oxpoosnu, including reasonable attorney's fee, (collectively
amendments to this Agreement;charge Merchant interest on ^Lnssas^>ofany kind unless Merchant provides written notice
amounts due atthe greater of the highest legal rate ur1,5% toeFundoof the event that gave rise tothe alleged liability
per month: charge Merchant any bank charges and other within thirty(3O)days ofoccurrence.Noaction arising out of
expenses(including but not limited to attorney's fees)related this Agreement may hobrought byMerchant more than one
to nonpayment or collection; and bring any required legal (1) year following the event that gave rise N the action,
action torecover amounts due. Payment shall not excuse nFunda'liability under this Agreement islimited,inall cases,
either party from aduty that otherwise exists Npay other |nthe aggregate,mthe amount of fees paid for the applicable
amounts actually owed mto refund amounts overpaid under Product orService during the three (3}4nonth period
this Agreement. Ifany Products orServices are withheld or immediately preceding the event that gave rise to the liability.
suspended pursuant to this Section O. then Merchant shall If any eFundo' Service is mwx inoperative or uoovo||eh!o.
pay ae-aGlivatiofee unset forth ioSchedule A, Merchant's sole and exclusive remedy isthe retransmission
7.Warranties ofdata when the Service becomes operational again,These
oFumswammts that,during the Term ofthis Agreement, all limitations shall apply regardless o(the form ofaction and
Products and Services described here will comply, ioall whether the action isbrought incontract,tort(iooludng. but
material respects. with the specifications described in the not limited to. na8|igmnow). strict liability, or otherwise, Each
applicable Documentation: that the Processing Services will party acknowledges that the fees paid under this Agreement
be p*dnnnod in m wmdunmnUko manner; and that its are based in part upon Merchant's willingness maccept the
employees shall have the proper mkiU, training, and limitations ofliabilities set forth iothis section.
background so as toheable to perform the Processing 9.Indemnification
Services inoworkmanlike manner. Merchant represents and (u) Except uoprovided bysubsections 8m>and Nc)below,
warrants that,000fthe Effective Date,and at all times during Merchant shall indemnify,defend,and hold oFumdsharmless
the Term of this Agreement (i) allinformation contained |n from and against any and all claims,demands,and causes of
Merchant's application topurchase the Products and Services action ofany kind made against oFumdsbyathird party for
reflected inthis Schedule,together with any other information any damages(|nm!uding|mstpnofitsundany direct,incidental,
omvNmd to oFomds by Merchant in connection with this mmsequmn8e|,specia|, indirect, or punitive damages)arising
Agreement is true and complete inall material respects;hi)b out oforrelated to the Merchants use of the Products m
has the power to oxex8a deliver and pm6nnn this Services provided under this Agreement.
Agreement,(iii)thsAgreement isduly authorized and will not
Rev O9.u0.12Final Page/of10Wireless Payments*o^enmn, NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
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(b)oFumsand its respective affiliates and subsidiaries who becomes publicly known through nuwrongful act ofthe party
have executed this Agreement shall,to the extent responsible receiving the information-, becomes known without
for the performance of obligations under this Schedule 8, confidential orproprietary restriction from asource other than
indemnify,defend,and hold the Merchant harmless from and the disclosing party:can beshown bywritten records that the
against any and all claims,demands,and causes of action of recipient possessed the information prior mthe disclosure by
any kind made against Merchant hyathird party claiming that the disclosing party; o/ was or is independently developed
the Processing Services offered under this Schedule 8 without use ofnrreference to Confidential Information from
infringe mUnited States patent orUnited States copyright. the other party,Each party agrees and acknowledges that(i)
Should any Processing Gomica bnoxno. minthe opinion of during the mmme of this Agreement, it may hmm cono|n
eFundo become likely mbecome, the subject of claim of Confidential |mfonnohnn of the mho, party; (ii} Confidential
infringement,aFunhmay obtain for the Merchant the right m Information shall remain the sole and exclusive property of
continue to use or replace or modify the Service to make it the disclosing party, (iii) Confidential |nmnnetiom is made
non-|mMnging.atnocharge to the Merchant.This subsection available to the receiving party uoalimited use basis solely
contains the entire liability of aFunda for any alleged for use aorequired bymset forth inthis Agreement;(i0itwill
infringement. not sell,disclose,orotherwise make Confidential Information
uvei|ab|o,inwhole o/inpart,inamanner not provided for in
(c)eFunds and its respective sffi||oteoand subsidiaries who this Agreement,without the prior written consent of the other
have executed this Agreement shall,to the extent responsible party, except that a party may disclose Confidential
for the podommmm of obligations under this Schedule O. Information to its affiliates and independent contractors who
indemnify and hold humdma Merchant in accordance with have assumed confidentiality obligations inaccordance with
Chapter 10. Liabilities and Indemnification, of the Quest this Agreement;and(v)i(will utilize noless than oreasonable
Operating Rules when Merchant quo|i8au as a Participant degree of oom to prevent dkckmom of Confidential
pursuant to suchmk-_ Information many unauthorized person mentity.
13. Use and Ownership of |me|kmtuo| Property and
(d)Each party shall promptly notify the other ofany claim for |ohonngUnn
which bseeks indomuifioation; authorize the indemnifying Any and all Confidential Information,software orother work
party todefend and tocontrol the defense of the claim,at the product provided hyoFunUnto Merchant,and any derivative
indemnifying portysexpense; and pmvida, at nocharge to xmdm, mod|8mK|oov, adaptations or enhancements
the Indemnifying puKy, all documants, w|Nesos, and other therefrom or thereto, oho|| remain the mda and exclusive
reasonable assistance that may be necessary to defend property ofoFunds.
against the claim.
1V.Force Majeure The Merchant agrees that oFundamay store, disclose, and
Neither party shall huliable for any losses orbeinbreach of use information obtained hyeFundunder this Agreement m
its obligations under this Agreement uauconsequence ofany the extent and only in such manner that such mtomge,
act orcause that isbeyond its reasonable control and without disclosure, and use shall bofor purposes ofperforming the
its fault mnegligence, provided that reasonable notice io obligations ofmFundsunder this Agreement urfor purposes
given mthe other party of the existence ofsuch act orcause, permitted under federal, state, orlocal statutes, regulations.
11.Waiver and requirements applicable touFuodm.
The failure o/either party toenforce utany time any provision 14.Use oYTechnology
of this Agreement,mtoexercise any right provided for bythis Merchant acknowledges that the technology of oFumh.
Agreement,shall not inany way boconstrued anuwaiver of including but not limited N its method of processing
such provision urright, nor shall |( affect inany way the Transactions,computer programs,and message formats,has
validity nfthis Agreement many part of this Agreement, or been developed onanongoing basis through the expenditure
|imi,, prevent. mimpair the hUhi of oUNm party to enforce of a significant amount of time, o*nk and resources,
such provision mNexercise such right atalater time. Merchant shall not use any oftechnology ofnFuod for any
12.Confidential Information purpose other than oacontemplated bythis Agreement,
^Cunfidenfio Information' means o party's proprietary or 15.Merchant Responsibilities
mnfiNanNa| information that he been designated an Nomhem shall use the Wireless POS Terminal only to
Confidential Information or that, by the nature of the
provide the applicable Transactions. Merchant shall maintain
circumstances surrounding the disclosure, ought to, |ngood achecking account at its financial institution for the purpose
faith betreated osconfidential orproprietary information, of electronic settlement of Transactions. This checking
Confidential Information includes information regarding account must accept debit and credit ACH transactions,
customers that qualities oy^Non-PbbUuPersonal Information' Merchant shall notify mFundm of any Uansactkm, which is
('NPI') under Na Gramm-Leach-Bliley Act of 1999 (Public erroneously or believed to be erroneously handled by the
Law 108-102. 113 Stat 1138 ('GL@\`) or its mate |mm EBT System o,the EFT System within six(6)business days
equivolents, and osfurther described |othe guidelines that from the udyioo| Transaction data Merchant shall supply
have been adopted hyfederal regulatory agencies regarding aFunds with any supporting documentation upon request,
Na safeguarding of consumer imfonmadun, response Failure tonotify uFunds within such six(6)-dbyperiod waives
programs and customer notice{nthe event of unauthorized any right to an adjustment, in addition, eFums may initiate
access tocustomer information, adjustments where u Cardholder submits msubstandeted
Confidential Information shall not include information that is or claim within the timeframe allowed by applicable |mw,
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m8u|o1ioo or rule (including but not limited to any Federal Merchant will not meet the requirements of o Network.
Regulation), or *tom other system oxno have been eFumsshall have noduty toprovide such sponsorship,
identified.
It any Network or third party somkm provider mandates
Unless specifically allowed byFederal Regulations u,other modifications to the Processing Services,ormndifimatinnmare
applicable law,Merchant shall not charge Recipients efee for required morbecause ofthe Wireless POS Terminals used
providing benefits urdoing mbalance inquiry. with the Processing GmNms.Merchant shall beresponsible
for paying for such ohonQnn on mtimo+and*aterials basis:
Merchant represents itself tobeproperly authorized bythe provided,however,that mPundawill use reasonable efforts to
Food and Nutrition Gankce of the U.S, Department of pm/ate such charges among its customers using the affected
Agriculture('FNS")toaccept SNAP (Supplemental Nutrition Network. mamim+ provider, o/ Wireless P08 Terminal. In
Assistance Program) food benefits in accordance with addition,eFundoreserves the right mmodify the Processing
Federal Regulations. Merchant eho|| notify eFunds Services provided during the Term. |fomodification initiated
immediately in the mmm V is no longer so authorized or by eFunda materially degrades the quality or value of the
approved and the Agreement shall immediately terminate. Processing Services to Merchant, then Merchant may
Merchant agrees todisplay Quest service marks o,any other terminate this Agreement within thirty(3Ddays of the receipt
licensed marks of any governmental entity, and other of updated Documentation describing the nodification,
materials supplied by oFums. in accordance with the without poneKy, effective sixty (6 ) days after receipt by
standards set hythe state inwhich the Services are provided eFuode of written notice of termination from Merchant,
('State'),Merchant will use the service marks only mindicate Modifications under this section are not subject to the
thatBanm0(s)can horedeemed atWemhanYalocation and requirements ofSection 3.Changes,of this Schedule 8
will not identify motherwise single out EST Cardholders aa 17.Merchants Remedies
recipients ofthe food benefit assistance program.The use or oFundu will provide accurate output from input material
disclosure of any information m000ming a Recipient or submitted for pmomssiog, except that oFumb shall not be
Cardholder for any purpose not directly connected with the responsible for the accuracy nradequacy ofinput material nor
performance of Merchants doUaapursuant Nthis Agreement the resultant output from any inadequate minaccurate input
is prohibited. data,The accuracy and adequacy ofinput shall bejudged ao
16.Third Party Products and Processing Services received at the oFundudata processing center.The accuracy
If,anapart ofthe Processing Services,Merchant requests m and adequacy of output shall be judged as sent from the
requires access toNetworks or toother third party service eFuodadata processing center. inthe event that employees
pmv|Uem. Merchant agrees to oomr into the appropriate of aFunds cause mmm in Merchants data to occur and
agreements with such Networks o/ third party service Merchant requests correction o»such data within sixty (60)
providers, including but not limited toits finonde|institutions, days of the error,oFonduwilt,moMerchants sole remedy for
Merchant agrees to comply with the terms of any such such errors,correct such data aonecessary at the expense of
Network or third party omm|oe provider agreemam, all oFundo. Merchant is required to provide all information
app||ooWa Network operating rules and egu|at|ons, and to reasonably requested with respect walleged errors,
pay any fees imposed by Network(s) or Wird party service 1V.Compliance with Laws
providers with respect to MemhunL oFundm will u|Qn m Merchant agrees W comply with all applicable Federal
^pmoosoor'mother agreement ifrequired bythe Network nr Regulations and any other statutes, regulations, and
third party service provider. Merchant will indomnify, defend requirements of the State and FNS omxmminQ the subject
and hold uFumbharmless from and against any fees,costs,
matter of this Agreement. Merchant will cooperate with
liability or obligation to any Network or third party aonicm eFuodo by performing any specific directions 8kmn by FNS,
provider ehuny out of any such agreement or otherwise, the State many other regulatory agency having jurisdiction
unless oFunds has specifically assumed such fees, costs, that are made necessary as a result of such statutes,
liabilities or obligations under this Agnmmon|, and mQu|uUoos, and requirements, eFumb and Merchant shall
notwithstanding any provision of any such 'processor' or comply with the OuostNOperating Ruhm,and each ohoU be
other agreement signed by aFundn. It is understood and solely responsible for their respective costs related thereto.
agreed that any Network sponsorship for Merchant under this
Agreement shall hmcoterminous with the Term: pmvided. The functions and features of the Processing Services shall
however, that both parties shall comply with any applicable bocapable ofcomplying with all Federal Regulations ineffect
Network operating mkm and regulations and all applicable at the time the Services were ordered by Merchant. to the
laws after any termination ofany sponsorship provided for extent such functions and features as described in the
pursuant to this Schedule B. While eFondn will make Documentation allow urassist Merchant tocomply with such
commercially reasonable efforts to sponsor Merchant for Federal Regulations, If changes in Federal RuQu|mimm
membership in Networks as requested o, required by require any modification to the Processing Services,oFunda
Merchant,Network membership is contingent upon Mm/chant shall, at its expense, make such changes sare required to
meeting Network requirements and approval by the Network uumfomn to then-current Federal Regulations, except to the
of the Merchants completed opp|kmWvn. Each Network extent such changes are outside the features and functions a',
establishes No own criteria for mombersh|p, and eFunda the Processing Services, aFumbshall also use reasonable
makes morepresentations mwarranties ability efforts toconform the Processing Services tostate and local
toobtain membership for Merchant. |foPundobelieves that laws and regulations: provided,however,that Merchant shall
Rev ug.20.1uFinal Page nof12 WimwssPayments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
WIRELESS PAYMENTS AGREEMENT
GDvem0nen
SCHEDULE 8B—PROCESSING SERVICES
Solutions
be responsible for notifying oFunda of all such laws and account will be made on the next Banking Day. Weekend
regulations.oFundsreserves the right tocharge Merchant,oo settlement consists of three (3) separate entries for Friday,
oiimo-an&matnrials basis prorated among those customers Saturday,and Sunday and will beposted onthe next Banking
of ePundm requesting the nmdifiomion, for making any Day,|fMerchant islocated|nmrsettling through otheFederal
necessary modifications to the Processing Som|oom as a Reserve jurisdictions,settlement entries for Merchant may bn
result ofstate mlocal|me delayed pursuant toFederal Reserve inter-district settlement.
19.Equipment
Equipment will be shipped to Merchant by oFunda. FOB Merchant assumes responsibility for auditing and balancing
oFunde. Risk nfstolen Equipment o, loss ordamage to the data contained inany reports and for reconciling any out-
Equipment shall pass to Merchant upon delivery of mabe|ameoondiUon. Merchant will notify oFumbofany out-
Equipment to Merchant. Merchant must notify wFuoda of-balance condition Net Merchant believes to be. or
promptly ifEquipment is lost,stolen,nrdamaged,|f Merchant reasonably should have believed tohave been,caused hya
believes Equipment is malfunctioning,Merchant shall call the failure of *Funds' Gom|mm. by midnight of the third (3~)
appropriate oFunda' phone number toreport such problem. working day immediately following the day ofreceipt of such
oFunds will attempt to determine by phone if them is an data byMerchant.Any failure of Merchant tonotify oFoodnof
Equipment problem,Merchant shall cooperate with eFundain any out-of-balance condition within such time period*m|veo
attempting to resolve any Equipment problems. If any Merchants right mooavailable adjustment.
Equipment has o problem that would negatively impact 23.Audit Requirements
benefit distribution,eFumsshall use its best efforts toreplace apundo shall have the right, during the Taon of this
the Equipment within two(2) business days after receipt of Agmament, upon masvnoNu notice and during normal
defective Equipment from Merchant. If replacement business hours,Wconduct ereview ofthe books and records
Equipment isshipped tothe Merchant,the Merchant may oe|! of Merchant to determine o, to verify the compliance of
the appropriate eFunds'phone number for assistance with the Merchant with its obligations under applicable law and this
replacement process. The use ofEquipment for any reason Agreement,including the payment offees.Merchant shall ba
other than receipt and use of the Oomima provided by subject to examination and audit when requested by the
nFumshereunder isstrictly prohibited,oFundoshall provide Federal orState Government u/certified public accountants
Merchant with the software necessary to load into the satisfactory tooFundnofall its functions inconnection with
Equipment, Merchant will boresponsible for utilizing oVL the processing ofitems toand from the EBT System orEFT
approved power strip with usurge protector when plugging System. The expense of these examinations shall haborne
the Wireless POS Terminal or base into an electrical outlet. by Merchant.
Merchant will b*responsible for purchasing its own supplies 24.Error Resolution
(io. receipt paper) from avendor ofits choice. All costs Merchant isobligated Ncooperate fully with oFumband all
inoomg byMerchant ao aeou|t of participation in the EBT other participants in the EBT System mEFT System in the
System and the EFT System aho|| be Merchant's resolution ofdisputes and system errors.With respect to the
responsibility. EBT Syatem, error resolution will be handled in accordance
20.Telecommunications with the Ouesx0Operating Rules and any applicable Federal
Wireless communications used for Transaction processing iu Regulations.With respect mthe EFT System.error resolution
included inthe monthly fee to Merchant, will be handled in accordance with applicable laws and
21.Food Stamp Vouchers regulations and Network rules. Merchant shall notify eFuoda
Off-line vouchers are used when oWireless POS Terminal is ofany Transaction that iserroneously, mbelieved tobe
not working mthe EBT System ionot available and merchant unnoemuo|y, handled by the EBT System within the
needs to perform o Food Stamp Purchase or Return timeframes required by FNS regulations and the Qoest@
Transaction.Kelectronic authorization of food stamp bomfib Operating Rules from the original Transaction date.Failure to
is not available, and the Merchant chooses tocomplete the notify aFonds within such time period waives Merchants
sale. Merchant with the off-line processing rights toonAcquirer-initiated Correction.eFumsmay request
procedures and State specific limits. copies ofreceipts andotherawailablenymnds from Merchant
22.Settlement for purposes of mu |,|ng any claim of a system error,
'Settlement' is the transfer of funds to Merchant to Merchant must provide requested information to the extent
compensate Merchant for the goods disbursed at Merchant'm available within the time specified inthe then current Ouestop.
Wireless POS Terminal toCardholders. Settlement involves Operating Rules, Network rules mapplicable law concerning
only those funds involved ioTransactions that are processed error resolution.
through the EBT System mthe EFT System.The settlement 25,Merchant Information
function isperformed onedaily basis oneach Banking Day. Notwithstanding anything inthis Agreement tothe contrary,
Settlement will boprocessed through the ePundadesignated Merchant acknowledges that mFumsmay release information
Federal Reserve Bank to the Merchant account.There will be regarding Merchant's use of the EBT System upon request by
one(1)daily entry for the net amount'due to'Merchant for all any Federal n,State agency having authority to request such
Transactions that are processed through thaEBTQysmmand imbnnakm, The use or disclosure by Merchant of any
the EFT System.This amount includes all debits and credits information concerning o Recipient for any purpose not
sent to and received from the EST System and the EFT directly connected with the performance of Merchants duties
System between the prior settlement and 8:[0pm, Central is prohibited,
Time ('CT] each day. The settlement entry for Merchant's
Rev 09.20.12pmo| Page 10of/2Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
WIRELESS PAYMENTS AGREEMENT
P I S Government SCHEDULE(B)—PROCESSING SERVICES
un5
6.Assignment may terminate this Agreement by providing written notice of
Neither party shall be ed to assign this Agreement or termination within sixty(60)days after receipt of notice from
any rights. duties,icor responsibilities finder this;Agreement eFunds of a fee increase, materia change to the terns and
without the Fier written cement of the tether party, which conditions of this Agreement or material change in the
consent shall not;be unreasonably withheld, delayed or Quest@ Rules that is adverse to Merchants interests.
conditioned Notwithstanding; the foregoing, eFunds may
obtain Products ardlor Services from third parties to the eFunds may terminate this Agreement at any firm upon thirty
extent necessary to perform its obligations_under this (30)days prior notice to Merchant in the event of any material
Agreement,In addition,eFunds may assign this Agreement to change to the Quest@ Operating Bins, Network rules or
any dinactly or indirectly held and majohly-owned subsidiary Federal Regulations that is adverse to the interests of
of eFunds or to any successor in interest in connection with a eFunds.
:merger, acquisition, business combination, divestiture, or
business reorganitation withoutMerchant`s consent, Merchant shall immediately resolve any operational problem
27.Notices within the EBT System that Merchant has caused upon
All notices provided for by this Agreement shall be made in discovery by Merchant or after oral notification by eFunds,
writing and addressed to the address set forth on Schedule I whichever is earlier, eFunds may terminate this Agreement
of this Agreement, or in dance with the last written thirty(30)days after Merchants receipt writtennotice that
instructionsreceived from each party concerning the person Merchant has caused an operational problem within the EST
and address for setae notices,Such notice shall be effective System,
upon receipt.Any notice related to default or termination shall
be sent by tegistered or certified mail. eFunds may terminate this Agmemerd immediately upon the
28.Severatiff ty request of the State or Federal Agency with appropriate
If any prevision of this Agreement is held invalid, illegal,or jurisdiction.Either party may also terminate this Agreement in
unenforceable, the validity, legality, or enforceability of the its entirety, effective immediately upon written notice, if the
remainder of this Agreement shall not in any way be affected other party (i) fails to protect the other party's Confidential
or Impaired Information in accordance with the terms of this Agreement;
29,Independent Status (ii)makes a general assignment for the be eirt of Its creditors;
Neither party shybe deemed an agent, partner or co- (iii)suffers the appointment of a tliquidator,or receiver
venturer of the other by reason of this Agreement or of any for,its business or property;(iv)is the suite of a bankruptcy,
Products or Services provided under this Agreement, receivership, insolvency, dissolution, or liquidation
30.Governing Law and Disputes proceeding; or (v) is adjudicated insolvent or`bankrupt.
This Agreement strati be governed by the laws of the State of Termination of this Agreement shall not relieve either party
Delaware,without regard to conflict of law provisions. Each from any obligation accrued through tae date of termination or
party irrevocably consents to the jurisdiction and venue of the from any terms and conditions in this Agreement that
state and`federal courts located in the State of Delaware for continue beyond termination. 1f Merchant terminates this
the resolution of any matter arising under this Agreement and Agreement or any Schedule, or if eFunds terminates this
for which judicial relief is sought, Neither party shall institute Agreement for the Merchants material breach,eFunds shall
any judicial atter against the other party in any court located be entitled to the immediate payment by Merchant of all fees
outside the State of Delaware,Each party waives any claim of earned but not paid prior to the nate of termination.
a non-convenientformorother objection to such jurisdiction, 33.Nondiscrimination
31.Construction Merchant shall not on grounds of me,color,religion, sex,
Unless e` stag otherwise,for an event that calls for sexual preference,national origin.creed,marital status,age,
either party to exercise its judgment, give its consent,or Vietnam era or disabled veterans status,or the presence of
perform an obligation, a standard of reasonableness shall any sensory, physical or mentall handicap. {a) deny an
apply,The parties expressly acknowledge that the terms and individual any Services or benefits provided under this
conditions ofthis Agreement e been the subject of review, agreement; (b) provide any ice;or benefits to a
discussion, and participation by both parties, Those individual which are differentt,lir are provided in a different
provision of this Agreement that by their terms; nature or manner,from those provided to others under this Agreement;
senses survive any termination or expiration of this m)deny any individual an opportunity to participate in any
Agreement shall so survive in accordance with their terms, program provided by this Agreement throto thaprovision of
2.TerminattIm Services or otherwise,;or afford an opportunity tot o so which
Either patty may tetminaile this Agreement in,its entirety, is different from that afforded w4er this -ret.
effective thirty t providing written notice of a 34.Entire Agreement
material breach to the other party that remains uncured prior This Agreement constitutes the entire agreement of the
to the effective die of terminalkam except that.if the material parties with'respect to itsubj es all
breach is Nerd s to pay any monies as required by existing agreements and ocommunications, wriften or
this Agreement,eFunds may terminate this Agreement in its oral. Except where specificalty indicalect in ft Agreement,
entirety,effective ten(ig)days after providing written notice any modification or amend in w-ding and signed
of such default to MerchW if the noxi-payment is not cured by troth parties. No purchase or other Merchant foray
prior to the effective date of termination. in addition to any will modify,supersede,add to,or in any way vary the terms of
other right of termination under this Agreement,t, Merchant this Agreement, Any;acknowl eft by eFunds of such a
Rev 09,20.12 Final Page 11 of 12 Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED
Goverenent WIRELESS PAYMENTS AGREEMENT
n
I S Solutions SCHEDULE(B)—PROCESSING SERVICES
Merchant form shall be solely for informational purposes. A
photocopy or facsimile of signatures shall be satisfactory
proof of offer and acceptance of this Agreement by both
parties.
-END OF SCHEDULE(B)—PROCESSING SERVICES—
-END OF AGREEMENT-
Rev 09,20,12 Final Page 12 of 12 Wireless Payments Agreement NON-BINDING UNTIL FULLY EXECUTED AND DELIVERED