exv10wsw2



 





Exhibit 10-s.2



Pursuant to 17 CFR 240.24b-2, confidential portions of this document have been omitted; such
confidential portions have been filed separately with the Securities and Exchange Commission (the
“Commission”) pursuant to a Confidential Treatment Application filed with the Commission. The
redacted portions of this exhibit are marked by a [***].




TWENTY THIRD AMENDMENT TO SERVICE AGREEMENT




     This Twenty Third Amendment (this “Amendment”) to the Service Agreement dated as of January 1,
2002, as amended (the “Service Agreement”) is made and entered into this 18th day of December, 2006
(the “Execution Date”) by and between Advanta Bank Corp. (“Customer”) and First Data Resources, LLC
(formerly known as First Data Resources Inc.) (“FDR”). For good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, Customer and FDR agree as follows:



     1. Except as otherwise specified herein, all terms set forth in this Amendment are effective
as of January 1, 2007.



     2. In the event that this Amendment is executed by the parties on or before December 31, 2006,
then FDR agrees to provide Customer with a “Processing Fee Credit” in the amount of [***]. The
Processing Fee Credit will be provided to Customer [***], and [***]. Anything in this Amendment or
the Service Agreement to the contrary notwithstanding, in the event that [***], then [***].



     3. Section 2.4 (Programming Services) of the Service Agreement is hereby deleted and replaced
with the following:



“2.4 Programming Services.




     (a) In connection with the services provided by FDR pursuant to the terms of this Agreement,
FDR shall perform, at its expense, up to 1,000 hours of computer programming services in each
Processing Year during the Term of this Agreement after Processing Year 5 (as defined in Section
8.1)(the ‘Free Programming’). Unused hours of Free Programming from one Processing Year shall not
be carried forward into any other Processing Year.



     (b) In addition to the Free Programming set forth in Section 2.4(a) above, FDR agrees to make
available to Customer an additional programming credit (the ‘Additional Programming Credit’) during
the period commencing on January 1, 2007 and ending on the earlier of (i) December 31, 2011 or (ii)
the termination or expiration of this Agreement (including, without limitation, Customer’s exercise
of its right to terminate this Agreement for convenience pursuant to Section 9.2(d)). The
Additional Programming Credit is defined as a pool of [***],



1









 






available for the period specified in the preceding sentence, that may be applied by Customer
against the fees for any computer programming service hours (including but not limited to computer
programming service hours associated with the ‘PCF Change Report,’ ‘Insurance Screens’ and ‘1099
Flexibility’ projects which are, at the time of the execution of this Amendment, currently being
reviewed by the parties) incurred by Customer during such period which are in excess of the Free
Programming hours set forth in Section 2.4(a) above. Subject to the provisions of this paragraph
(b), the Additional Programming Credit will expire [***]. Upon the conclusion of each applicable
Processing Year, Customer will be eligible to receive a credit to Customer’s invoice (the
‘Processing Fee Credit’) for any unused portion of the [***] Additional Programming Credit
available for such Processing Year at a rate of $125 per unused hour up to a maximum of [***].
(The following examples have been provided for clarification: (A) If in a single applicable
Processing Year, [***]; (B) If in a single applicable Processing Year, [***]; and (C) If in a
single applicable Processing Year, [***].



     (c) FDR shall charge, and Customer shall pay, $125 per hour for each hour of computer
programming services provided by FDR at the request of Customer which exceed or are not covered by
either the Free Programming or the Additional Programming Credit.”



     4. Article 2 (Services) of the Service Agreement is hereby amended by the addition of a
Section 2.9 to read as follows:


“2.9 System Optimization Project. At any time, but only once, during the period commencing
on January 1, 2007 and ending December 31, 2011, Customer may request that FDR perform a System
Optimization Analysis for Customer. The System Optimization Analysis shall consist of a review of
Customer’s use of the FDR System and the Services under this Agreement with respect to Customer’s
servicing of its Cardholder Account programs, and written recommendations by FDR to Customer, based
upon such analysis, which shall provide suggestions to improve Customer’s efficiency in such
servicing and more effective use of the FDR System and the Services. Customer and FDR shall
mutually agree upon the specific areas of focus to be included in the System Optimization
Analysis.”



Customer and FDR hereby agree that, as of the Execution Date of this Amendment, the System
Optimization Analysis described in this Paragraph 3 of this Amendment is already in progress.




2









 







     5. In Paragraph (a) of Section 3.1 (Sole and Exclusive Provider) of the Service Agreement, the
first instance of subparagraph (iii) which is in the first sentence of Paragraph (a) is hereby
amended to read as follows:


“(iii) Customer shall not agree with any third party to have such third party perform or provide,
in North America, any Core Processing Services to Customer, provided, however, that in no event
shall the provisions of this subparagraph (iii) be deemed to prohibit Customer, during the
remaining Term of this Agreement, from negotiating and signing with any third party any agreement
to have such third party perform or provide any services to Customer for any periods following the
expiration or termination by Customer as set forth in Section 9.2, including termination for
convenience by Customer set forth in Section 9.2(d) of this Agreement.”




     6. Section 3.4 (Acquisition of Portfolios or Entities Not Serviced by FDR) of the Service
Agreement is hereby deleted in its entirety.



     7. In Section 4.2 (Price Increases) of the Service Agreement, Paragraph (a) is hereby deleted
and replaced with the following:


"(a) During each Processing Year after Processing Year 5, FDR may, by notice to Customer,
increase as follows only those Processing Fees set forth in Section IV of Exhibit ‘A’ which are
associated with certain production services (as marked with a ‘P’ in Section IV of Exhibit ‘A’);
provided, however, that FDR shall not be allowed to increase such Processing Fees at any time while
this Agreement is in effect, unless the percentage change in the Consumer Price Index (“CPI”)
during the calculation period described below for any applicable Processing Year is greater than
four percent (4%), in which case FDR may increase the Processing Fees which were in effect for the
immediately preceding Processing Year (the ‘Old Year’) by an amount not to exceed in the aggregate
three quarters (3/4) of the percentage change in the CPI over four percent (4%) during a period
described below, and in no event shall such increase be less than 0% nor more than 6%. For
purposes of this paragraph, the CPI shall be the index compiled by the United States Department of
Labor’s Bureau of Labor Statistics, Consumer Price Index for All Urban Consumers (CPI-U) having a
base of 100 in 1982-84, using that portion of the index which appears under the caption ‘All
Items.’ The CPI percentage shall be communicated to Customer within forty-five (45) days of the
end of each applicable Processing Year. The CPI will be expressed as a percentage determined by
simple average over a twelve (12) month period of the prior year. Any such adjustment to the
Processing Fees will be effective on the first day of each Processing Year.”




     8. Section 4.5 (Minimum Fees) of the Service Agreement is hereby deleted and replaced
with the following:



“4.5 Minimum Fees.



(a) In each Processing Year during the Term of this Agreement after Processing Year 5 (as defined
in Section 8.1), Customer will require and shall pay FDR for processing services sufficient


3









 





to generate aggregate Processing Fees at least equal to the greater of (i) 80% of the Processing
Fees paid during the immediately preceding Processing Year and (ii) $7,000,000 (the ‘Minimum
Processing Fees’). FDR shall calculate the total Processing Fees paid by Customer in respect of
services performed during each Processing Year (the ‘Total Annual Processing Fees’) within ninety
(90) days after the end of each Processing Year and will, after ten (10) days written notice to
Customer, draw upon Customer’s account pursuant to Section 4.3 for the amount, if any, by which the
Minimum Processing Fees for the Processing Year exceed the Total Annual Processing Fees for the
Processing Year (such amount a ‘Minimum Fee Shortfall’).




     (b) If in any Processing Year during the remaining Term of this Agreement, Customer migrates
substantially all of its [***], then FDR hereby agrees that for both (i) the Processing Year in
which the [***] is effected by Customer (the ‘Migration Year’) and (ii) the Processing Year
immediately following the Migration Year, FDR shall remove from calculation of both the Minimum
Processing Fees due and the Total Annual Processing Fees paid for such Processing Year all of the
fees paid or payable by Customer pursuant to this Agreement for the list of FDR billing elements
set forth below:



	 	 	 	 	 	 
	Element	 	 	 
	Number	 	Item Name	 
	[***]
	 	 	[***]	 	 






4









 




In no event, however, shall the Minimum Processing Fees due FDR by Customer pursuant to this
Section 4.5 be less than $7,000,000 for any Processing Year.”




     9. The schedule of Adjusted Gross Processing Fees and corresponding Credit as set forth in
Section 4.7 (Growth Credit) of the Service Agreement is hereby deleted and replaced with the
following:



	 	 	 	 	 
	 	"Adjusted Gross Processing Fees	 	Credit	 
	 	[***]

	 	[***]	 







In no event, however, shall the total amount of any Growth Credit payable to
Customer by FDR pursuant to this Section 4.7 for any [***] exceed [***].”



     10. Article 4 (Payment for Services) of the Service Agreement is hereby amended by the
addition of a Section 4.9 to read as follows:


4.9 New Product Incentive. In each Processing Year, after Processing Year 5, during the
remaining Term of this Agreement, FDR agrees to provide Customer with a usage incentive for each
New Product which Customer commences to use during the Processing Year. Such usage incentive shall
consist of [***]. For the avoidance of doubt, the parties agree that the usage incentive set forth
in this Section 4.9 shall not apply with respect to any Special Fees associated with the
implementation of a New Product (including but not limited to any set-up fees or development
charges associated with the New Product). For purposes of this Section 4.9, a New


5









 





Product shall mean either (a) a product or service which was already included in Exhibit A of this
Agreement on or before the commencement of Processing Year 6, but was not previously used by
Customer, or (b) a product or service which has been added to Exhibit A of this Agreement by
written amendment after the commencement of Processing Year 6.”




     11. Sections 8.1 (Term) and 8.2 (Renewal) of the Service Agreement is hereby deleted and
replaced with the following:


“8.1 Term. Except as otherwise provided for in this Article 8, the Term of this Agreement
shall continue in effect for an additional period of five (5) Processing Years (Years 6, 7, 8, 9
and 10), commencing on January 1, 2007 and expiring on December 31, 2011 (hereinafter referred to
as the ‘Renewal Period’). For purposes of this Agreement, a Processing Year means each twelve (12)
month period commencing on the first day of January and ending on the last day of December.
Processing Year 6 of the Term shall commence on January 1, 2007 and continue through December 31,
2007.



“8.2 Extension. Upon the expiration of the Renewal Period, the Term of this Agreement
shall automatically be extended for one (1) period of one (1) Processing Year (the ‘Extension
Period’) unless either party gives the other party written notice at least six (6) months prior to
the termination date of the Renewal Period that the Agreement will not be extended.”




     12. Section 9.2 (Termination by Customer) of the Service Agreement is hereby amended by the
addition of a subsection (d) to read as follows:



     “(d) For Customer’s convenience upon the conclusion of Processing Year 8 (December 31, 2009),
provided that Customer gives FDR written notice, on or before September 30, 2009, of its intention
to so terminate this Agreement.”



     13. The first sentence of Section 9.6 (Deconversion) of the Service Agreement is hereby
deleted and replaced with the following:



     “Upon the termination for any reason or the expiration of this Agreement, Customer and FDR
shall mutually, expeditiously and in good faith proceed to agree upon and document a Deconversion
project plan, which the parties contemplate may involve an up to eighteen (18) month time frame for
completion and implementation.”



     14. Section 11.2 (Customer’s Representations) of the Service Agreement is hereby amended
by the addition of a paragraph (e) to read as follows:


“(e) Customer represents and warrants that the account records and/or address lists in reliance
upon which FDR will provide mailing services to Customer, together with any other mail matter
provided to FDR, satisfy the requirements established by the United States Postal Service (‘USPS’)
for First-Class Mail presorted and automation rates, including but not limited to the Move Update


6









 





requirements for addresses. In that regard, Customer has provided to FDR an executed copy of
Postal Service Form 6014, Certification of Move Update Compliance, or its current equivalent and
agrees to update it as necessary to maintain its accuracy. If the Customer is not the mail owner,
it is the Customer’s responsibility to obtain Postal Service Form 6014 or equivalent assurances
from the mail owners so that it can provide the required Postal Service Form 6014 or equivalent to
FDR for the mail matter it requests FDR to process. Customer acknowledges that in reliance upon the
forgoing, FDR will certify to the USPS, on behalf of Customer, that Customer’s mail complies with
all applicable USPS standards for receiving discounts and Customer agrees that it will be liable
for any revenue deficiencies assessed with respect to mailings on its behalf. Customer further
agrees that, if at any time during the life of this contract Customer discontinues taking the steps
needed to satisfy the USPS requirements identified above in this paragraph, Customer will notify
FDR in advance in writing. Customer also agrees that, if at any time during the life of this
contract FDR requests Customer to confirm its compliance with USPS requirements, it will do so in
writing within ten (10) days after FDR’s request and, if it does not, FDR in its discretion may
cease processing Customer’s mail as discount mail and Customer is responsible for any increased
costs.”




     15 Section 13.2 (b) (Performance Reports) of the Service Agreement is hereby deleted and
replaced with the following:


“13.2 (b) Performance Reports. The Performance Standards set forth in Exhibit “C” are
divided into two Categories. FDR’s performance with respect to the Performance Standards in each
Category during the just concluded calendar month will be managed as follows: i) Category I —
Achievement by FDR of [***] Category I Incentive Level Performance Standards and [***] Category II
Standard Performance Standards constitutes a Successful Month for which Customer will pay FDR a
service level agreement (“SLA”) incentive payment equal to [***]; failure by FDR to achieve [***]
of the Category I Performance Standards constitutes a Failed Month for which FDR will pay Customer
an SLA remedy payment equal to [***]; and ii) Category II — Achievement by FDR of [***] Category
II Incentive Level Performance Standards and [***] Category I Standard Performance Standards
constitutes a Successful Month for which Customer will pay FDR and SLA incentive payment equal to
[***]; failure by FDR to achieve [***] of the Category II Performance Standards constitutes a
Failed Month for which FDR will pay Customer a remedy payment equal to [***]. All SLA incentive
payments payable by Customer and all SLA remedy payments payable by FDR with respect to any month
will be netted. Any resulting net SLA incentive payment will be billed and any resulting net SLA
remedy payment will be credited to Customer on Customer’s next monthly invoice following quarter
end. ”




     16. Section 14.10 (Audit) of the Service Agreement is hereby deleted and replaced with the
following:


“14.10 Audit. At least annually during the remaining Term of this Agreement, FDR will
provide


7









 





for a third party to perform an audit of the electronic data processing environment maintained by
FDR to provide the services set forth in this Agreement. Such audit will conform to the Statement
of Auditing Standards No. 70, for Type II reviews (‘SAS-70,’ or any successor substitute statement
adopted by the American Institute of Certified Public Accountants). FDR shall provide Customer
with a copy of the SAS-70 report associated with such audit, as well as any plans for addressing
deficiencies therein, if Customer requests a copy in writing. In addition, Customer, its
authorized agents and/or its federal or state regulatory authorities may audit FDR for compliance
with this Agreement relating to the confidentiality and security of information relating to
Customer’s customers, subject to any reasonable confidentiality requirements of FDR. FDR agrees to
comply with all reasonable requests (including without limitation requests to visit FDR’s
facilities) in connection with any such audit; provided that (a) FDR shall be given at least thirty
(30) days’ prior written notice of such audit, (b) such audit shall be performed during FDR’s
normal business hours, and (c) such audit shall be performed at Customer’s expense.”




     17. Article 14 of the Service Agreement is hereby amended by the addition of Sections 14.19
and 14.20 to read as follows:


“14.19 FDR Insurance. FDR currently has and will maintain, at a minimum, the insurance
coverage set forth in Exhibit E to this Agreement. FDR agrees to name Customer as an additional
insured on those policies so indicated in Exhibit E. FDR will provide to Customer, at such times
as Customer may reasonably request, certificates of evidence of insurance setting forth the types
and amounts of insurance which FDR then has in effect.”



“14.20 Regulation AB Compliance. At the request of Customer, FDR shall, and shall
cause any subcontractors providing services hereunder to, use reasonable efforts to cooperate with
Customer in order for Customer to meet its compliance requirements under Regulation AB (17 C.F.R.
Sections 226.1100-1123 as may be amended from time to time relating to Asset Backed Securities) to
the extent that the Services provided pursuant to the this Service Agreement may be covered by such
requirements and are disclosed to FDR by Customer. In no event, however, shall FDR be required to
incur additional costs in connection with this cooperation unless Customer and FDR mutually agree
in advance on a written plan for the reimbursement of such costs by Customer.




     18. Exhibit “A”, Section IV (Processing Fee Definitions/Prices) of the Service Agreement
is hereby deleted and replaced with the price schedule set forth in Attachment I hereto, which is
hereby incorporated into this Amendment.



     19. Exhibit “A”, Section IX of the Service Agreement is hereby deleted in its entirety.



     20. Exhibit “C” (FDR Performance Standards for Customer) of the Service Agreement is hereby
deleted and replaced with a new Exhibit “C” to read as set forth in Attachment II hereto, which is
hereby incorporated into this Amendment.



     21. Unless otherwise specified in this Amendment, any capitalized terms used in this



8









 






Amendment shall have the meanings assigned to them in the Service Agreement.



     22. As hereby amended and supplemented, the Service Agreement shall remain in full force and
effect.



     IN WITNESS WHEREOF, the parties hereto have executed this Amendment to Service Agreement the
day and year first above written.



	 	 	 	 	 	 	 
	FIRST DATA RESOURCES, LLC	 	ADVANTA BANK CORP.
	 
	 	 	 	 	 	 
	By:

	 	/s/ Sandra Dasenbrock

 

	 	By:
	 	/s/ Anne Howley

 

	 
	 	 	 	 	 	 
	Title:

	 	Senior Vice President

 

	 	Title:
	 	Senior Vice President

 







9









 





ATTACHMENT I




Price Schedule




Exhibit A, Section IV (Processing Fee Definitions/Prices)




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	63	 	 	 	 	MERCHANT TICKET — TAPE ENTRY

	 	Each sale slip, cash advance slip or returned merchandise slip (“Ticket”) from Customer’s
Merchant that is transacted by a Cardholder from any Bank Identification Number (BIN),
Interbank Card Association (ICA) or other Transaction Card system identification number,
and entered via magnetic tape or tape transmission to FDR by Customer or a third party
acting on Customer’s behalf.
	 	 	 	/item
	 
	 	73	 	 	 	 	MERCHANT TICKET — CRT ENTRY

	 	Each sale slip, cash advance slip or returned merchandise slip (“Ticket”) from Customer’s
Merchant that is transacted by a Cardholder from any Bank Identification Number (BIN),
Interbank Card Association (ICA) or other Transaction Card system identification number,
and entered remotely from Customer’s terminal(s) by Customer or a third party acting on
Customer’s behalf.
	 	 	 	/item
	 
	 	84	 	 	 	 	MERCHANT TICKET — MANUAL ENTRY

	 	Each sale slip, cash advance slip or returned merchandise slip (“Ticket”) from Customer’s
Merchant that is transacted by a Cardholder from any Bank Identification Number (BIN),
Interbank Card Association (ICA) or other Transaction Card system identification number
and entered by FDR on Customer’s behalf.
	 	 	 	/item
	 
	 	98	 	 	 	 	RETRIEVAL

	 	Each manual fulfillment provided by FDR in response to a request for a Merchant Ticket or
copy of the same stored at FDR on behalf of Customer.
	 	 	 	/retrieval
	 
	 	101	 	 	 	 	INCOMING INTERCHANGE TICKET

	 	Each Ticket (sales slip, cash advance slip or returned merchandise slip) transacted by
Customer’s Cardholders at any Merchant with a BIN, ICA or other Transaction Card system
identification number other than the number to which the Cardholder is signed.
	 	 	 	/item
	 
	 	125	 	 	 	 	PAYMENT — TAPE ENTRY BY CUSTOMER

	 	Posting, from a tape medium delivered to FDR by Customer, of a transaction to a Cardholder
Account of Customer evidencing the receipt of money from a Cardholder.
	 	 	 	/payment
	 
	 	126	 	 	 	 	PAYMENT — CRT ENTRY BY CUSTOMER

	 	Posting, from a CRT transmission delivered to FDR by Customer, of a transaction to a
Cardholder Account of Customer evidencing the receipt of money from a Cardholder.
	 	 	 	/payment
	 
	 	130	 	 	 	 	ACCD DOWNLOADED ACCOUNT

	 	Each selected Cardholder Account of Customer which is transmitted to Customer, or any
other third party	 	
	 	/account
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






10









 




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	

acting on Customer’s behalf, for collection purposes in connection with Customer’s
Automated Customer Calling Device (ACCD)


	 	 	 	 
	 
	 	144	 	 	 	 	FIRST ACTIVITY NOTICE

	 	A brief notification to a Cardholder of Customer prepared by FDR’s computer at the request
of Customer based upon Customer’s Product Control File or a CRT entry request made by an
employee of Customer which addresses the first use of the new account.
	 	 	 	/notice
	 
	 	147	 	 	 	 	DELINQUENCY NOTICE

	 	A brief notification to a Cardholder of Customer prepared by FDR’s computer at the request
of Customer based upon Customer’s Product Control File or a CRT entry request made by an
employee of Customer which addresses a delinquency with respect to the account.
	 	 	 	/notice
	 
	 	151	 	 	 	 	NON-DUAL CARDHOLDER STATEMENT

	 	Each periodic summarization of activity (whether printed or otherwise) associated with a
Transaction Card issued by Customer.
	 	 	 	/statement
	 
	 	155	 	 	 	 	DUAL CARDHOLDER STATEMENT

	 	A Cardholder Statement which includes information on both MasterCard and VISA account
activity.
	 	 	 	/statement
	 
	 	202	 	 	 	 	BATCH HEADER — MANUAL ENTRY

	 	Each summarization of Merchant Tickets deposited by the Merchant, or by Customer, and
entered by FDR via hardcopy received from Customer.
	 	 	 	/header
	 
	 	207	 	 	 	 	BATCH HEADER — CRT ENTRY

	 	Each summarization of Merchant Tickets deposited by Customer’s Merchant or by Customer
(Batch Header), and entered remotely from Customer’s terminal(s) by Customer or a third
party acting on Customer’s behalf.
	 	 	 	/header
	 
	 	208	 	 	 	 	BATCH HEADER — TAPE ENTRY

	 	Each summarization of Merchant Tickets deposited by Customer’s Merchant or by Customer
(Batch Header), and transmitted electronically to FDR via magnetic tape or tape
transmission from Customer or a third party acting on Customer’s behalf.
	 	 	 	/header
	 
	 	209	 	 	 	 	MERCHANT ADVICE OF CHARGE (ACH) TAPE

	 	Monthly tape indicating Automated Clearing House (ACH) discount amounts with respect to a
Merchant of Customer.
	 	 	 	/tape
	 
	 	218	 	 	 	 	CARDHOLDER ANNUAL CHARGE

	 	The fee assessed yearly to a Cardholder in connection with a Cardholder Account of
Customer.
	 	 	 	/account
	 
	 	227	 	 	 	 	ASSISTANCE REQUEST (VOICE)

	 	Each miscellaneous customer assistance request from a Merchant that is received by FDR’s
voice authorization center.
	 	 	 	/ Call
	 
	 	228	 	 	 	 	ASSISTANCE REQUEST (VOICE)

	 	Each miscellaneous customer assistance request from a Cardholder that is received by FDR’s
voice authorization center.
	 	 	 	/ Call
	 
	 	242	 	 	 	 	RMS HARDCOPY REPORT

	 	This element identifies the charge for each page of First Data Reports Management System
(RMS) reports, in excess of the default setting, provided via hard copy. This element
includes any preparation required for delivery.
	 	 	 	/ page
	 
	 	249	 	 	 	 	RMS RJE/NDM REPORT

	 	Each FDR Reports Management System (RMS) report provided to Customer by FDR in remote job
entry (RJE) or network data mover (NDM) format. For purposes of the billing of RMS
Reports: (i) if the standard (or default) setting for a particular report is
	 	 	 	/page
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






11









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	“0”, then all pages of RMS On-Line View and RMS RJE of such report provided by FDR to
Customer shall be billed to Customer at the prices above, or (ii) if the standard (or
default) setting for a particular report is a value other than “0”, then each page of the
RMS On-Line View of such report provided by FDR to Customer shall be at no charge and each
page of RMS RJE of such report shall be billed to Customer at the prices above.	 	 	 	 
	 
	 	259	 	 	 	 	MERCHANT ELECTRONIC REPORTING

	 	Each Merchant which is set up to receive, via electronic transmission, a file containing
daily and weekly Merchant deposit activity confirmations and reports.
	 	 	 	/merchant
	 
	 	260	 	 	 	 	ETC CONFIRMATION

	 	Each daily report prepared by FDR for use by Merchant of Customer to confirm all Ticket
transactions received from Customer’s Merchant and processed the previous day via
Electronic Ticket Capture (ETC) or tape. Service includes any preparation required for
delivery. ETC is FDR’s proprietary product for electronic data capture at the point of
sale.
	 	 	 	/letter
	 
	 	262	 	 	 	 	ETC HEADQUARTERS REPORT

	 	Each daily or weekly report sent to a headquarters’ location of a Merchant of Customer’s,
which contains ETC or tape transaction information for its individual Merchant
location(s). Service includes any preparation required for delivery.
	 	 	 	/report
	 
	 	264	 	 	 	 	SERVICE PLUS HELP CALL

	 	Each instance in which a Merchant of Customer calls the Service Plus Help Center.
	 	 	 	/call
	 
	 	265	 	 	 	 	SERVICE PLUS HELP CALL

	 	Each instance in which a Merchant of Customer calls the Service Plus Help Center.
	 	 	 	/call
	 
	 	266	 	 	 	 	SERVICE PLUS REGISTERED MERCHANT

	 	Each Merchant location of Customer participating in the Service Plus Help Center program.
	 	 	 	/merchant location
	 
	 	267	 	 	 	 	BEHAVIOR SCORE/ ADAPTIVE CONTROL ACCOUNTS

	 	This element identifies the charge for the number of accounts that are assigned a behavior
score and/or are processed by the Adaptive Control System (ACS). The Behavior Score is a
portfolio management tool that summarizes the level of risk an individual account
possesses. The Adaptive Control System is a decision support tool that performs automatic
actions for account management in the following areas. Delinquent collections, Overlimit
collections, Authorizations, Credit line management, Reissue, Warning bulletin management.
	 	 	 	/unit
	 
	 	270	 	 	 	 	ETC TICKET

	 	Each Electronic Ticket Capture (ETC) sales slip, cash advance slip or returned merchandise
slip from a Merchant of Customer that is captured by means of an electronic process and
forwarded to FDR for processing and reporting.
	 	 	 	/item
	 
	 	280	 	 	 	 	ETC BATCH HEADER

	 	Each electronic summarization of ETC Ticket transactions deposited by Customer or
Customer’s Merchant and delivered to FDR.
	 	 	 	/header
	 
	 	281	 	 	 	 	ADDRESS

	 	Each instance in which the Cardholder records of
	 	 	 	/inquiry
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






12









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 		 	 	 	 	VERIFICATION — ISSUING

	 	Customer located at FDR are accessed for Address Verification.
	 	 	 	
	 
	 	293	 	 	 	 	LOST OR STOLEN REPORT — FDR ENTERED

	 	Each report of a lost or stolen Transaction Card from the Cardholder of Customer which is
processed by FDR’s Fraud Management Voice Operations. Reports entered on-line immediately
change the external status and block authorization requests on the Cardholder Account.
Service includes lost/stolen reports received via collect call, telegram and telex.
	 	 	 	/report
	 
	 	294	 	 	 	 	SPECIAL RMS REPORT PREMIUM

	 	The additional charge to Customer for each non-standard or unique RMS report provided to
Customer at Customer’s request.
	 	 	 	/report
	 
	 	343	 	 	 	 	REGULATION Z STATEMENT MESSAGE

	 	Each line of notification, included on a Cardholder Statement, informing the Cardholder of
the renewal of the Cardholder Account and assessment of an annual fee therefore.
	 	 	 	/line
	 
	 	506	 	 	 	 	CARDHOLDER ACCOUNT ON FILE

	 	Each account of a Cardholder of Customer (including but not limited to charged off,
authorization only and debit accounts) that remains on Customer’s master file at FDR on
the last processing day of the calendar month as defined on the CD-121 Ledger Activity
Report or the equivalent report.
	 	 	 	/account per month
	 
	 	577	 	 	 	 	PLASTICARD CONTACTLESS CHIP PERSONALIZATION

	 	The operational expense of personalizing the contactless chip in Radio Frequency plastics.
	 	 	 	/ Plastic
	 
	 	601	 	 	 	 	FIRST CLASS MAIL — CARDHOLDER STATEMENT

	 	Each Cardholder Statement which is prepared by FDR for delivery to the United States
Postal Service (USPS) for mailing.
	 	 	 	/statement
	 
	 	603	 	 	 	 	FIRST CLASS MAIL — FIRST ACTIVITY NOTICE

	 	Each First Activity Notice which is prepared by FDR for delivery to the USPS for mailing.
	 	 	 	/notice
	 
	 	604	 	 	 	 	FIRST CLASS MAIL — DELINQUENCY NOTICE

	 	Each Delinquency Notice which is prepared by FDR for delivery to the USPS for mailing.
	 	 	 	/notice
	 
	 	605	 	 	 	 	FIRST CLASS MAIL — ETC CONFIRMATION LETTER

	 	Each ETC Confirmation Letter which is prepared by FDR for delivery to the USPS for mailing.
	 	 	 	/letter
	 
	 	660	 	 	 	 	AUTOMATIC ACTION ENTRY

	 	A system generated entry made to a Cardholder Account of Customer which appears on
Customer’s collection screens indicating a collection-related activity, including but not
limited to external status changes, account re-ages and charge-offs.
	 	 	 	/item
	 
	 	700	 	 	 	 	CIS INQUIRY

	 	Each transaction accessing the Statement, Detail or Memo information in the FDR System
regarding a Cardholder Account.
	 	 	 	/transaction
	 
	 	760	 	 	 	 	CIS STATEMENT

	 	Each set of statement information regarding Customer’s Cardholder Accounts that is stored
on the FDR system and accessible by Customer via Customer’s CRT terminals. CIS Statement
information includes the information set forth on a Cardholder Statement such as, but
not limited to, the name, address, account
	 	 	 	/statement stored per month
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






13









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	number, statement date, payment date, cycle days, annual percentage rates, and monthly
periodic rates.	 	 	 	 
	 
	 	770	 	 	 	 	CIS DETAIL

	 	Each item of information regarding transactions that have posted or will post to a
Cardholder Statement such as charges, payments, credits and authorizations not aged off
the Cardholder’s file, Cardholder payment history, and real-time authorizations.
	 	 	 	/detail stored per month
	 
	 	780	 	 	 	 	CIS MEMO

	 	Each summary item, not individually exceeding 65 positions, that is stored with the
Customer’s Cardholder Account information and is accessible by Customer via Customer’s CRT
terminals.
	 	 	 	/memo stored per month
	 
	 	1301	 	 	 	 	FUNDS AVAILABILITY

	 	Each payment which is processed through the FDR Payment Defender/Available Funds
decisioning system allowing Customer to limit the risk on such Account associated with the
increased ‘open to buy’ created by a payment. This system places a hold (float) on all or
a portion of the payment for a specified number of days, restricting the ‘open to buy’
available to the Cardholder.
	 	 	 	/ Payment Transaction
	 
	 	1414	 	 	 	 	MERCHANT HOT CALL

	 	Each Hot Call from a Merchant of Customer in connection with a non-FDR processed financial
institution’s Transaction Card for which FDR takes a Hot Call report.
	 	 	 	/call
	 
	 	1415	 	 	 	 	MERCHANT CODE 10

	 	The charge for processing an authorization referral for a non-First Data cardholder
generated by merchant using First Data Fraud Management Service this referral is initiated
when a merchant is suspicious of the plastic or the presenter.
	 	 	 	/call
	 
	 	1570	 	 	 	 	MASTERCOM/VISA RFC ACQUIRER EXTERNAL RETRIEVAL

	 	Following receipt by FDR of a request on the Mastercom/VISA RFC System for a facsimile of
a Ticket previously acquired by Customer and stored away from FDR’s premises, FDR will (a)
mail a request to the custodian of the Ticket and (b) utilizing a Mastercom/VISA RFC
workstation located at FDR’s premises forward an image of such Ticket to the requesting
party.
	 	 	 	/retrieval
	 
	 	1571	 	 	 	 	MASTERCOM/VISA RFC ACQUIRER INTERNAL RETRIEVAL

	 	Following receipt by FDR of a request on the Mastercom/VISA RFC System for a facsimile of
a Ticket previously acquired by Customer and stored at FDR, FDR will retrieve the Ticket
or a facsimile thereof and forward an image of such Ticket to the requesting party
utilizing a Mastercom/VISA RFC workstation located at FDR’s premises.
	 	 	 	/retrieval
	 
	 	1572	 	 	 	 	MASTERCOM/VISA RFC ISSUER RETRIEVAL

	 	FDR will (a) receive, via a Mastercom/VISA RFC workstation located at FDR’s premises, a
copy of a Ticket image previously requested from an Acquirer by Customer or a
notification from MasterCard/VISA that the Acquirer has failed to return a Ticket
image within the time period permitted by MasterCard/VISA rules, (b) mail a
copy of the Ticket image or notification to Customer and (c) transmit Customer’s
acceptance or rejection of each Ticket to MasterCard/VISA following receipt of
Customer’s written instructions on acceptance
or rejection of such Ticket.
	 	 	 	/retrieval
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






14









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	2408	 	 	 	 	ON-LINE CREDIT BUREAU REPORT REQUEST

	 	The transmission by Customer of credit application or existing account information via
video display terminals at Customer’s location to any of the supported principal credit
bureaus with which Customer has established a written relationship that is in effect at
all times during the term of this Agreement in order to determine the credit worthiness of
an applicant/account. Anything in this Agreement to the contrary notwithstanding, in the
event that Customer’s relationship(s) with all of the principal credit bureaus supported
pursuant to this Agreement should be terminated at any time during the term of this
Agreement, then FDR’s obligation to provide On-Line Credit Bureau Report Requests shall
automatically be terminated, without penalty or financial obligation of any type or kind
to FDR, on the effective date of the termination of Customer’s relationship(s) with such
principal credit bureaus
	 	 	 	/request
	 
	 	2411	 	 	 	 	PINPOINT INQUIRY

	 	Each transaction selection (more than one selection may be made during a call) made by a
Cardholder of Customer which accesses the Cardholder’s account records for selected
information by the use of a touch-tone telephone.
	 	 	 	/inquiry
	 
	 	2413	 	 	 	 	CIS DETAIL-PAYMENT HISTORY

	 	Each CIS Detail regarding a Cardholder’s payment history.
	 	 	 	/detail stored per month
	 
	 	2415	 	 	 	 	ENHANCED PINPOINT INQUIRY

	 	This element identifies the charge for your cardholders to use custom options for
information through a full range of voice response unit (VRU) capabilities.
	 	 	 	/unit
	 
	 	2418	 	 	 	 	ENHANCED PINPOINT — AUTOFAX

	 	This element identifies the charge for each set of statement information for your
cardholder accounts that is stored on the First Data System to provide you with access to
the information.
	 	 	 	/unit
	 
	 	2519	 	 	 	 	ATM BALANCE INQUIRY

	 	Each inquiry into the account records of a Cardholder of Customer by the Cardholder via an
automated teller machine (“ATM”).
	 	 	 	/inquiry
	 
	 	2553	 	 	 	 	DELINQUENCY STATEMENT

	 	An alternative form to the delinquency notice, which form notifies a Cardholder of
Customer of a past-due amount.
	 	 	 	/statement
	 
	 	2573	 	 	 	 	ETC DEPOSIT SUMMARY

	 	Each weekly report sent to a Merchant of Customer confirming each deposit made during the
week by such Merchant. Service includes any preparation required for delivery.
	 	 	 	/summary
	 
	 	2574	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii)
has experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.
	 	 	 	/account
	 
	 	2575	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which
	 	 	 	/account
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






15









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii) has
experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.	 	 	 	 
	 
	 	2576	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii)
has experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.
	 	 	 	/account
	 
	 	2577	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii)
has experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.
	 	 	 	/account
	 
	 	2578	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii)
has experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.
	 	 	 	/account
	 
	 	2579	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii)
has experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.
	 	 	 	/account
	 
	 	2580	 	 	 	 	ICS — TRANSMISSION LOAD

	 	The transmission to MasterCard and VISA of selected information of each Cardholder of
Customer which either: (i) has applied for a MasterCard or VISA Transaction Card; or (ii)
has experienced unauthorized usage of its MasterCard or VISA Transaction Card, all in
accordance with the operating regulations of MasterCard and VISA.
	 	 	 	/account
	 
	 	2581	 	 	 	 	ICS — ON-LINE TRANSACTION

	 	An inquiry into FDR’s ICS on-line files utilizing FDR’s ICS on-line transactions by an
employee of Customer via Customer’s CRT terminals.
	 	 	 	/transaction
	 
	 	2608	 	 	 	 	XQR COLLECTION TRANSACTION

	 	An entry made by an employee of Customer to reassign collection accounts to alternative
employees’ work queues.
	 	 	 	/transaction
	 
	 	2629	 	 	 	 	DES-PIN ACCESS CHARGE

	 	This element identifies the charge for start-up of the Data Encryption Standard Personal
Identification Number (DES PIN) product.
	 	 	 	/unit
	 
	 	2666	 	 	 	 	FIRST CLASS MAIL — DELINQUENCY STATEMENT

	 	Each Delinquency Statement which is prepared by FDR for delivery to the USPS for mailing.
	 	 	 	/statement
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






16









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	 	 	[***]1	 	Description
	 
	2670	 	 	 	STANDARD DATABASE MANAGEMENT FEE	 	The monthly charge for the standard DataChoiceSM Services, which consist of giving
Customer access to a system with the ability to create, store, maintain and execute
scheduled and ad hoc queries from numerous available data sources. These data sources
include current and historical master file data and transaction and statement detail.
Access to the system presently is via an internet browser. The basic unit of measure used
in connection with the DataChoiceSM Services is the Database Management Unit, a unit of
measure equivalent to a gigabyte of data. The standard DataChoiceSM Services includes the
following components:
 	 	 	 	 
	 	 	 	 	 	 	(i) updating of Customer selected, subject oriented sections (each, a ‘Section’) of the
DataChoiceSM data model;	 	 	 	 
	 	 	 	 	 	 	(ii) access to such Sections of the DataChoiceSM data warehouse model;	 	 	 	 
	 	 	 	 	 	 	(iii) access to standard templates developed for specific analysis results;	 	 	 	 
	 	 	 	 	 	 	(iv) ability to create and process customized reports and analysis; and	 	 	 	 
	 	 	 	 	 	 	(v) ability to create and process customized data file extracts from the DataChoiceSM
warehouse.
 	 	 	 	 
	 	 	 	 	 	 	The standard fee for this service includes the following limits on update frequency,
number of database ID’s and volume of historical data storage:
 	 	 	 	 
	 	 	 	 	 	 	(a) update frequency is limited as described in the FDR published default refresh
frequency and historical retention schedule (subject to change at FDR’s sole discretion)
(the ‘Default Values’);
 	 	 	 	 
	 	 	 	 	 	 	(b) access to the DataChoiceSM is limited to no more than the following numbers of
Customer’s database ID’s (based upon the number of Database Management Units to be
utilized by Customer) per month:
 	 	 	 	 
	 

	 	 	 	 	 	Database Management
Units
Utilized by

Customer

For Such Calendar Month
	 	Number of
Database
ID’s

Utilized by Customer

For Such Calendar Month
	 	 	 	 
	 

	 	 	 	 	 	 
	 	 	 	 	 	 
	 

	 	 	 	 	 	[***]
	 	[***]
 	 	 	 	 
	 	 	 	 	 	 	(c) historical secondary warehouse storage within the	 	 	 	 
	 	 	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






17









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	DataChoiceSM is limited to the
Default Values.

 

If such limits are exceeded for any calendar month, then Customer will be assessed
additional charges for the applicable items which are in excess of such limits.
Volumes:
	 	 	 	Monthly

Minimum (2 units)

/ Database Management

Unit per Month
	 	 	 	 	 	 	 

	 	[***]	 	 	 	 
	 
	 	2671	 	 	 	 	ALTERNATE DATABASE MANAGEMENT FEE

	 	The substituted monthly charge for each DataChoiceSM Section which Customer elects to
upgrade, with respect to the frequency of data updating, beyond the Default Values for the
applicable Section.
	 	 	 	/ Database Management

Unit per month
	 
	 	2672	 	 	 	 	SECONDARY DATABASE MANAGEMENT FEE

	 	The monthly charge for each Database Management Unit of data in excess of the published
standard Default Value for historical warehouse storage.
	 	 	 	/ Additional Database

Management Unit per month
	 
	 	2673	 	 	 	 	ADDITIONAL DATABASE IDS

	 	The monthly charge for each database ID in excess of the limits set forth in the
description of the DataChoiceSM — Monthly Standard Database Management Fee (IN-2670).
	 	 	 	/ Additional Database
ID’s per month
	 
	 	2703	 	 	 	 	DEMAND ACH CASH ADVANCE

	 	This element identifies the charge for using the NM* 759, Demand ACH transaction,
subtransaction 02. NM*759, subtransaction 02 is the ACH transaction that enables you to
post a one-time cash advance directly to your cardholder’s checking or saving account.


 
Volumes:	 	 	 	 
	 	 	 	 	 	 	 

	 	[***]	 	 	 	 
	 	 	 	 	 	 	 

	 	 	 	 	 	/payment
	 
	 	2708	 	 	 	 	DEMAND ACH PAYMENT

	 	Each initiation of a Demand ACH transaction to post a one-time payment directly from
Cardholder’s checking or saving Account.


 
Volumes:	 	 	 	 
	 	 	 	 	 	 	 

	 	[***]
	 	 	 	/ Transaction
	 
	 	2720	 	 	 	 	WARNING BULLETIN TRANSACTION — AUTOMATIC ENTRY

	 	The system-automated, initial generation of a MasterCard Warning Bulletin, MasterCard
Authorization File or VISA Warning Bulletin account entry transaction; the account listing
and region(s) shall
be as dictated by Customer.
	 	 	 	/transaction
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.






18









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	Price Per
	Elem	 	 	 	 	 	 	 	Price	 	Item
	#	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	2722	 	 	 	 	AUTOMATED ACCOUNT TRANSFER — ACCOUNT TRANSFERRED

	 	The set-up of each new account for a Cardholder Account of Customer which is reported Lost
or Stolen. Account history is moved from one account and rebuilt on a new one.
	 	 	 	/account
	 
	 	2723	 	 	 	 	AUTOMATED ACCOUNT TRANSFER — PLASTIC REISSUED

	 	A transferred Cardholder Account of Customer, which has been evaluated against Customer’s
reissue criteria and approved by Customer, is issued a new plastic(s).
	 	 	 	/account
	 
	 	2724	 	 	 	 	AUTOMATED ACCOUNT TRANSFER — PLASTIC REISSUE
SUSPENDED

	 	A transferred Cardholder Account of Customer, which has been evaluated against Customer’s
reissue criteria and not approved by Customer, is suspended for review by Customer’s
personnel.
	 	 	 	/account
	 
	 	2725	 	 	 	 	AUTOMATED ACCOUNT TRANSFER — SUSPENDED ACCOUNT
STORAGE

	 	The storage of each suspended account of Customer on the FDR system awaiting review and
disposition by Customer.
	 	 	 	/account
	 
	 	2726	 	 	 	 	CLIENT-DEFINED SCREENS — TRANSACTION

	 	Each on-line transaction entered by Customer using a CDS Screen. This charge is in
addition to any other applicable monetary, non-monetary or on-line transaction charge
which may apply with respect to the transaction type.
	 	 	 	/transaction
	 
	 	2729	 	 	 	 	ON-LINE CREDIT BUREAU REPORT REQUEST

	 	The transmission by Customer of credit application or existing account information via
video display terminals at Customer’s location to any of the supported principal credit
bureaus with which Customer has established a written relationship that is in effect at
all times during the term of this Agreement in order to determine the credit worthiness of
an applicant/account. Anything in this Agreement to the contrary notwithstanding, in the
event that Customer’s relationship(s) with all of the principal credit bureaus supported
pursuant to this Agreement should be terminated at any time during the term of this
Agreement, then FDR’s obligation to provide On-Line Credit Bureau Report Requests shall
automatically be terminated, without penalty or financial obligation of any type or kind
to FDR, on the effective date of the termination of Customer’s relationship(s) with such
principal credit bureaus.
	 	 	 	/request
	 
	 	2737	 	 	 	 	CIS DETAIL — REALTIME AUTHORIZATION

	 	Each CIS Detail regarding a CDA transactions which allow research on declined
authorizations and for determining pay-off balances on a Cardholder Account.
	 	 	 	/detail stored per month
	 
	 	2738	 	 	 	 	CIMS REGULAR WORKCASES

	 	Each Workcase that, for whatever reason, requires review, task completion, and/or
follow-up by customer’s personnel in order to resolve a Customer Inquiry.
	 	 	 	/workcase
	 
	 	2739	 	 	 	 	CIMS LOG ONLY WORKCASES

	 	Each Workcase that is entered into CIMS by Customer for internal reporting purposes only;
no follow-up is required by Customer’s personnel.
	 	 	 	/workcase
	 
	 	2740	 	 	 	 	CIMS ACTIONS

	 	Each task which is performed in the resolution of a Regular Workcase.
	 	 	 	/action









			
	 
	1	 	The information contained in this column of Attachment 1 — Exhibit A is confidential and has been omitted pursuant to 17
CFR 240-24b-2; such confidential portions have been filed separately with the Commission pursuant to a Confidential Treatment
Application filed with the Commission.







19










 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	2742 
	 	 
	 	CARDHOLDER SELECTED PIN SERVICE DOWNLOADED ACCOUNT
	 	Customer shall contract with a third party for
certain Personal Identification Number (PIN)
services in connection with the authorization of a
Cardholder Account. FDR shall download certain
Cardholder Accounts of Customer onto a tape to be
 sent to such a third party.
	 	 
	 	/account downloaded
	 
	2743 
	 	 	 	ON-LINE CHECK RE-ORDER
	 	Periodic downloading and transmission of
Cardholder account data to a third party vendor
selected by Customer for the production of check
re-orders.
	 	 	 	/account
	 
	2744 
	 	 	 	COMMON
AUTHORIZATION

	 	The fee associated with the point-of-sale
authorization of a transaction to an account of
Customer by a third party where notice of such
authorization is delivered to FDR via a
transmission medium from the third party.
	 	 	 	/inquiry
	 
	2746 
	 	 	 	FIRST CLASS MAIL — MERCHANT STATEMENT

	 	Each Merchant Statement which is prepared by
 FDR for delivery to the United States Postal
 Service (USPS) for mailing.
	 	 	 	/statement
	 
	2754 
	 	 	 	SECURITY DETAILS WORKED ONLINE
	 	Each Cardholder Account of Customer which is
statused lost or stolen and which is automatically
identified and reported to an online work queue.
	 	 	 	/account
	 
	2755 
	 	 	 	FRAUD DETAIL SCREEN TRANSACTION — AFFIDAVIT
	 	Each transaction entered on-line using FDR’s
Fraud Detail Screens in order to generate an
affidavit regarding an account.
	 	 	 	/transaction
	 
	2756 
	 	 	 	ON-LINE DETAIL STORAGE
	 	The daily, on-line retention of security detail
records (monetary items posting to a Lost or Stolen
Account) from the Security Detail Transaction
(“SDT”) File.
	 	 	 	/item per day
	 
	2770 
	 	 	 	LETTER

	 	Each letter prepared by FDR’s computer, in
accordance with Customer’s Product Control File
settings or CRT entry requests made by employees of
Customer. Each such Letter shall have on-line
composition and editorial features and options
including signatures, logos, multiple type faces
and additional page letter generation. Service
includes any preparation required for delivery.
	 	 	 	/letter
	 
	2771 
	 	 	 	LETTER

	 	Each letter prepared by FDR’s computer, in
accordance with Customer’s Product Control File
settings or CRT entry requests made by employees of
Customer. Each such Letter shall have on-line
composition and editorial features and options
including signatures, logos, multiple type faces
and additional page letter generation. Service
includes any preparation required for delivery.
	 	 	 	/letter
	 
	2772 
	 	 	 	LETTER — DUPLEX
PRINTING

	 	Each Letter for which printing is made on the
back of the initial page and any additional pages.
	 	 	 	/letter
	 
	2773 
	 	 	 	LETTER — ADDITIONAL
PAGE

	 	Each printed output on the reverse side of a
Letter (duplex printing) or each side of each sheet
of 8 1/2” by 11” 24 lb. bond stock accompanying a
Letter.
	 	 	 	/printed page
	 
	2774 
	 	 	 	LETTER — PRIORITY
MAILING

	 	Each Letter, with or without Letter Insert,
which is handled separately from Customer’s first
class mailings to provide next day delivery of said
item.
	 	 	 	/letter
	 
	2776 
	 	 	 	EMERGENCY

	 	Each monthly Cardholder Account on File which is
	 	 	 	/Cardholder
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






20









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	SERVICES — FILE PROCESSING

	 	entitled to receive Emergency Service.
	 	 
	 	Account on File per month
	 
	2777 
	 	 	 	FRAUD DETAIL SCREEN TRANSACTION — ADJUSTMENT
	 	Each transaction (2 transactions are
required in order to generate a single
adjustment) entered on-line using FDR’s
Fraud Detail Screens in order to generate
an adjustment to an account.
	 	 	 	/transaction
	 
	2779 
	 	 	 	AUTOMATIC CHARGEBACK

	 	Each automatic initiation of a
chargeback by the FDR System based upon
predefined parameters, including but not
limited to transactions involving expired
account plastics, accounts listed in the
Combined Warning Bulletin, and accounts
which exceed presentment parameters.
	 	 	 	/chargeback initiated
	 
	2780 
	 	 	 	AUTOMATIC CHARGEBACK

	 	Each automatic initiation of a
chargeback by the FDR System based upon
predefined parameters, including but not
limited to transactions involving expired
account plastics, accounts listed in the
Combined Warning Bulletin, and accounts
which exceed presentment parameters.
	 	 	 	/chargeback initiated
	 
	2781 
	 	 	 	SCREEN ENTERED RETRIEVALS
	 	This element identifies the charge
for each retrieval request generated for
a cardholder account that has a lost or
stolen status.
	 	 	 	/ Retrieval Request
	 
	2782 
	 	 	 	FRAUD DETAIL SCREEN TRANSACTION — CHARGEBACK
	 	Each transaction entered on-line
using FDR’s Fraud Detail Screens in order
to generate a Chargeback.
	 	 	 	/transaction
	 
	2784 
	 	 	 	SECURITY FRAUD RESEARCH-OPT 2
	 	This element identifies the charge
for the following fraud research and
investigation services. Lost/stolen
account research, Identification of
fraudulent accounts, Fraud reporting,
Affidavits, Retrieval requests,
Chargebacks, Investigations, Account
maximum monetary recovery of accounts
reported fraudulent. You can use this
service to help minimize your losses once
an account’s status is lost or stolen.
	 	 	 	/unit
	 
	2806 
	 	 	 	ADDRESS
VERIFICATION —
ACQUIRING

	 	Each electronic request for an
Address Verification by a Merchant of
Customer.
	 	 	 	/inquiry
	 
	2809 
	 	 	 	RMS ON-LINE REPORT

	 	Each FDR Reports Management System
(RMS) report provided to Customer by FDR
in an online view form. For purposes of
the billing of RMS Reports: (i) if the
standard (or default) setting for a
particular report is “0”, then all pages
of RMS On-Line View and RMS RJE of such
report provided by FDR to Customer shall
be billed to Customer at the prices
above, or (ii) if the standard (or
default) setting for a particular report
is a value other than “0”, then each page
of the RMS On-Line View of such report
provided by FDR to Customer shall be at
no charge and each page of RMS RJE of
such report shall be billed to Customer
at the prices above.
	 	 	 	/page
	 
	2810 
	 	 	 	ON-LINE TELEPHONE NUMBER UPDATE
	 	The automatic update of a telephone
number on Customer’s Cardholder
masterfile at FDR which is caused by an
update of the same telephone number via
	 	 	 	/update
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






21









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 

	 	a “SL” transaction in connection with a Lost/Stolen Report.	 	 	 	 
	 
	2811 
	 	 
	 	AUTOMATED ADJUSTMENT/APPROVAL
	 	Each automatic, on-line completed adjustment or reversal
of monetary detail items such as late fees, overlimit fees,
item charges, finance charges, charge-off transactions and
credit adjustments within Customer Inquiry System.
	 	 
	 	/adjustment
	 
	2812 
	 	 	 	AIRLINE ITINERARY ON STATEMENT
	 	Up to four (4) legs of detailed airline itinerary
displayed on a Cardholder Statement.
	 	 	 	/statement
	 
	2813 
	 	 	 	COMPANY CARD SERVICE MAIL PREPARATION
	 	The preparation of each set of reports prepared for
mailing in the USPS to a company designated by Customer in
connection with those services provided by FDR in order to
support commercial card accounts of Customer. For purposes of
this Agreement, a set of reports shall mean all reports of a
single company which are placed in a single envelope for
mailing.
	 	 	 	/set of reports
	 
	2814 
	 	 	 	CIS TRANSACTION REGISTER
	 	A reprint of information from a CIS Statement currently
stored on-line which reprint is delivered to a Cardholder of
Customer at Customer’s request.
	 	 	 	/register
	 
	2816 
	 	 	 	ACS NON-MON TRANSACTION CREDIT BUREAU SCORE
	 	Each Non-monetary 160 Transaction which is posted to a
Cardholder Account. This transaction is used to update the
Cardholder Account with credit bureau information.
	 	 	 	/Non mon transaction posted
	 
	2820 
	 	 	 	CONVENIENCE CHECK

	 	Periodic downloading and transmission of Cardholder
account data to a third party vendor selected by Customer for
the production of convenience checks.
	 	 	 	/account
	 
	2821 
	 	 	 	CREDIT BALANCE REFUND CHECK
	 	Periodic downloading and transmission of Cardholder
account data to a third party vendor selected by Customer for
the production of credit balance refund checks.
	 	 	 	/account
	 
	2823 
	 	 	 	ON-LINE WARNING BULLETIN STORAGE
	 	The daily, on-line retention of Customer’s Cardholder Accounts
contained on the Combined Warning Bulletin File.
	 	 	 	/account per day
	 
	2825 
	 	 	 	ACCOUNT RELATIONSHIP STORAGE
	 	A match of certain values from two separate Cardholder
Accounts within Customer’s Transaction Card portfolio,
indicating a relationship between the accounts.
	 	 	 	/Cardholder Account on File per month
	 
	2826 
	 	 	 	ADAPTIVE CTRL AUTHS

	 	This element identifies the charge for using the Adaptive
Control System (ACS) authorization decision area. The ACS
authorization decision area is priced separately from all
other ACS decision areas. The ACS authorization decision area
allows you to establish decision criteria for authorization
requests resulting in approval, decline, or referral.
	 	 	 	/unit
	 
	2829 
	 	 	 	MTT SCREEN DETAIL STORAGE
	 	Each Merchant ACH deposit activity record which is stored by
FDR for on-line viewing.
	 	 	 	/record
	 
	2835 
	 	 	 	RETAIL ON-LINE TRANSACTION
	 	Each entry of information or inquiry into the computer records
of Customer and its Cardholders with promotional purchases on
file by an employee of Customer by the use of a terminal
located at Customer’s office.
	 	 	 	/transaction
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






22









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	2836 
	 	 
	 	TRANSACTION
LEVEL PROCESSING
(TLP) PROMOTIONAL
BALANCE ON FILE

	 	Each
promotional
purchase balance,
associated with a
Cardholder Account
of Customer
(several
promotional
purchase balances
may exist at the
same time for the
same Cardholder
Account), which
remains on the FDR
System on the last
processing day of
the calendar month,
as defined on the
CD-121 Ledger
Activity Report or
the equivalent
report (e.g. — the
CD-621 Report).
	 	 
	 	/Account with promotional balance per month
	 
	2839 
	 	 	 	TRANSACTION LEVEL FEE
	 	Each
transaction posted
to a Cardholder
Account of Customer
evidencing a fee
assessed to the
Cardholder Account,
but for which a
Transaction Level
Processing (TLP)
promotional balance
(flap) is not
created in
connection with the
fee.
	 	 	 	/Transaction
	 
	2842 
	 	 	 	MERCHANT CHARGEBACK SUMMARY SCREEN
	 	The on-line
storage of
summaries for
pending Incoming
Chargebacks posted
to Merchant
Accounts for access
by employees of
Customer.
	 	 	 	/chargeback stored per month
	 
	2843 
	 	 	 	MERCHANT RETRIEVAL SUMMARY SCREEN
	 	The on-line
storage of
summaries for
pending Retrieval
requests for access
by employees of
Customer.
	 	 	 	/retrieval stored per day
	 
	2844 
	 	 	 	REFERRAL QUEUE

	 	Authorization
Referrals to which
the Merchant failed
to respond are
recorded in a
real-time on-line
work queue for
review by Customer
to initiate the
appropriate action.
The service is
charged on a per
account in queue
per day basis, but
calculated on a
monthly basis.
	 	 	 	/account
	 
	2845 
	 	 	 	AUTOMATED ICS FRAUD REPORT TRANSACTION
	 	The automatic
reporting of a
fraud account to
the Issuer’s
Clearinghouse
Service (ICS) by
the FDR System each
time a Cardholder
Account is set to
fraud via an “SL”
or “SN”
transaction.
	 	 	 	/transaction
	 
	2849 
	 	 	 	LETTER — CERTIFIED MAIL HANDLING

	 	Each Letter,
with or without
Letter Insert,
which is handled
separately from
Customer’s first
class mailings to
provide certified
delivery of said
item. This does
not include
postage.
	 	 	 	/letter
	 
	2855 
	 	 	 	WARNING BULLETIN RECORD QUEUE
	 	The queuing of
internally or
externally statused
Cardholder Accounts
of Customer for
review and possible
listing on the
MasterCard Warning
Bulletin, the
MasterCard
Authorization File
or the VISA Warning
Bulletin by
Customer’s
personnel. The
service is charged
on a per account in
queue per day
basis, but
calculated on a
monthly basis.
	 	 	 	/account
	 
	2860 
	 	 	 	LETTER — GROUP
SAMPLES

	 	Each
individual or set
of Letters prepared
by FDR’s computer,
in accordance with
Customer’s Product
Control File
settings or CRT
entry requests made
by employees of
Customer, which is
printed and mailed
to Customer in a
draft format for
Customer’s review
and approval.
	 	 	 	/item
	 
	2864 
	 	 	 	DEBIT SUMMARY FILE TRANSACTION
	 	Each Merchant
debit transaction
received from
Customer, or a
third party acting
on Customer’s
behalf, and
reported by FDR.
	 	 	 	/transaction
	 
	2868 
	 	 	 	CARD ACTIVATION
—ARU CALL-FDR

	 	Each initiation of
an on-line
transaction by the
confirmation
of Customer
requested data
captured from
Customer’s
Cardholder, via an
audio response unit
(ARU),
changing the status
of a Cardholder
Account
	 	 	 	/transaction
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






23









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	 

	 	associated
with certain newly
issued or reissued
plastics (as
determined by
Customer), from
“inactive” (under
certain parameters)
to “active” for
transaction
authorization
purposes.
	 	 	 	 
	 
	2869 
	 	 	 	CARD ACTIVATION —VOICE CALL-FDR
	 	Each entry of an
on-line transaction
by FDR, on behalf
of Customer, in
conjunction with
the confirmation of
Customer requested
data obtained from
the Customer’s
Cardholder via a
voice call,
changing the status
of a Cardholder
Account associated
with certain newly
issued or reissued
plastics (as
determined by
Customer), from
“inactive” (under
certain parameters)
to “active” for
transaction
authorization
purposes.
	 	 	 	/Call Taken
	 
	2870 
	 	 	 	CARD ACTIVATION —CUSTOMER PROCESSED
	 	Each entry of an
on-line transaction
by Customer to
change the status
of a Cardholder
Account associated
with certain newly
issued or reissued
plastics (as
determined by
Customer), from
“inactive” (under
certain parameters)
to “active” for
transaction
authorization
purposes.
	 	 	 	/transaction
	 
	2874 
	 	 	 	MERCHANT 12B LETTER

	 	A letter sent
directly to a
Merchant of
Customer requesting
a Retrieval.
	 	 	 	/letter
	 
	2883 
	 	 	 	AUTO PIN CHANGE

	 	Each call made by a
Cardholder of
Customer requesting
a change to the
Personal
Identification
Number (PIN)
associated with the
Cardholder’s
Transaction Card by
the use of a
touch-tone
telephone.
	 	 	 	/call
	 
	3025 
	 	 	 	MAIL-INSERTING

	 	Any advertising or
other item of
information not
contained on a
Cardholder
Statement, which
item is mailed
along with the
Cardholder
Statement; inserts
required by state
or federal law do
not apply.
	 	 	 	/insert
	 
	3314 
	 	 	 	COMMERCIAL CREDIT BUREAU REPORTING
	 	The billing
element reflects
the companies or
their associated
account’s credit
information that is
sent to each
Commercial Credit
Bureau of the
client’s choice
which will be
billed per
Bureau/per record
reported. Each
record of
information
regarding a
Commercial Card
Cardholder Account
of Customer (either
at the company
level or at the
account level)
which is reported
by FDR at
Customer’s request
to credit bureaus
selected by
Customer for
receipt of such
information.
	 	 	 	/Account on File / Bureau
	 
	3343 
	 	 	 	FIRST DATA 2WAY-CONNECT STARTUP FEE
	 	The charge for
each First Data
Xpedite application
(such as, but not
limited to the
fraud application
or the collections
application)
utilized by
Customer. The First
Data Xpedite
Services — Set-Up
Fee includes (I) a
kick-off meeting
with Customer
(including travel
and expenses), (ii)
product design,
(iii) design
coding, (iv)
end-to-end testing,
(v) studio
time/recording
talent, (vi)
administration of
solution-password
set-up and voice
file library
creation, (vii)
pre-production
calls and (viii)
overall project
management. Such
fee does not
include (and
Customer shall
reimburse FDR
pursuant to the
applicable fees in
the Service
Agreement) any
custom development
services required
in connection with
Customer’s use of
the First Data
Xpedite Services.
	 	 	 	/Application
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






24









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	3516 
	 	 
	 	PREMIER AUTHORIZATION INQUIRY
	 	Each interactive touch tone authorization
inquiry serviced by FDR for Merchants of
Customer. Customer shall pay FDR for
each instance during which FDR has
electronic contact with a Merchant of
Customer and receives the Merchant
number. In addition, if a Premier
authorization inquiry results in a Voice
Authorization Inquiry, Merchant request
for assistance or a security action,
Customer will pay FDR for the Premier
authorization and the appropriate voice
and/or security action charge as provided
in this Agreement.
	 	 
	 	/inquiry
	 
	3519 
	 	 	 	ADDRESS VERIFICATION — VOICE
	 	Each voice inquiry request received by
FDR from a Merchant requesting a
confirmation of the address of a
Cardholder.
	 	 	 	/request
	 
	3534 
	 	 	 	COMMERCIAL VENDOR LIST
	 	A list of vendors for which Cardholders
utilizing a Customer issued Commercial
Card may present the Commercial Card for
payment.
	 	 	 	/average number of
vendors on file per
month
	 
	3701 
	 	 	 	2WAY-CONNECT FRAUD MONTHLY FEE
	 	This element identifies the monthly
fee for the estimated volume of
cardholder accounts submitted for each
month and/or each day in conjunction with
the Fraud Application. The customer
shall initially select a monthly price
based upon the estimated monthly and
daily Account volume for an application
strategy.

Volumes — Monthly Accounts Submitted:

Band A — [***]

Band B — [***]

Band C — [***]

Band D — [***]

Band E — [***]

Band F — [***]

Band G * — [***]

* For Band levels beyond those described
in the tiers above, Customer and FDR
shall mutually agree on the Monthly
Accounts Submitted and the Monthly
Service Fee for any such Band Levels
prior to the commencement of services
	 	 	 	/month
	 
	3702 
	 	 	 	2WAY-CONNECT FRAUD EXCESS ACCT FEE 
	 	This element identifies the fee for
each Account submitted in excess of
either (a) the applicable maximum number
of accounts submitted per month if the
Customer exceeds the maximum number of
accounts submitted per month associated
with the monthly price selected by the
Customer within the Fraud Application or
(b) on any day during the applicable
month, the applicable daily threshold
account submitted volume associated with
the monthly price selected by the
Customer within the Fraud Application.

Volumes — Monthly Accounts Submitted:

Band A — [***]

Band B — [***]

Band C — [***]

	 	 	 	/Excess Account Submitted
	 
s








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






25









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	 

	 	Band D — [***]

Band E — [***]

Band F — [***]

Band G * — [***]

* For Band levels
beyond those
described in the
tiers above,
Customer and FDR
shall mutually
agree on the
Monthly Accounts
Submitted and the
Monthly Service Fee
for any such Band
Levels prior to the
commencement of
services
	 	 	 	 
	 
	4001 
	 	P
	 	PLASTICARD STANDARD EMBOSSING SERVICES
	 	Each plastic
card for which FDR
has mechanically
raised personalized
characters prepared
at the request of
Customer based upon
Customer’s Product
Control File or a
CRT entry request
made by an employee
of Customer, or in
response to a
receipt of a
magnetic tape or
transmission from
Customer of
embossing files in
a format defined by
FDR. Includes up
to three lines of
alpha-numeric font
and one line of OCR
font on a “.030”
plastic, the
recording and
verifying of data
on the Transaction
Card’s magnetic
stripe (high or low
coercivity), the
tipping of the
plastic through the
placement of a
contrasting color
plastic film on the
raised embossed
characters, the
printing of
variable card
carrier information
on a
Customer-specified
card carrier form
and the insertion
of a card carrier
containing a merged
Cardholder plastic
into an envelope,
and the electronic
matching of plastic
to the related card
carrier. An FDR
generic card
carrier and
envelope are
included at no
charge, provided,
however, that due
to increased
inventory cost, if
Customer uses its
own materials,
Customer will not
be entitled to
receive a price
discount. FDR will
generate embossing
information based
upon Customer’s
Product Control
File (or, at
Customer’s option,
receive embossing
information via
tape from
Customer), use such
information to
prepare the
embossed plastic
and mail the
embossed plastic on
behalf of Customer
to its Cardholder
at the Cardholder’s
then current
address.
	 	 	 	/plastic embossed
	 
	4002 
	 	 	 	PLASTICARD STANDARD EMBOSSING SERVICES
	 	Each plastic
card for which FDR
has mechanically
raised
personalized
characters prepared
at the request
of Customer
based upon
Customer’s Product
Control
File or a CRT entry
request made by an
employee of
Customer, or in
response to a
receipt of a
magnetic tape
or transmission
from Customer of
embossing files in
a format defined
by FDR. Includes
up to three lines
of
alpha-numeric font
and one line of OCR
font on a
“.030” plastic, the
recording and
verifying of data
on the
Transaction Card’s
magnetic stripe
(high or low
coercivity), the
tipping of the
plastic through the
placement of
a contrasting color
plastic film on the
raised
embossed
characters, the
printing of
variable
card carrier
information on a
Customer-specified
card carrier form
and the insertion
of a card carrier
	 	 	 	/plastic embossed
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






26









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 

	 	 
	 	 	 	containing a
merged Cardholder
plastic into an
envelope, and the
electronic matching
of plastic to the
related card
carrier. An FDR
generic card
carrier and
envelope are
included at no
charge, provided,
however, that due
to increased
inventory cost, if
Customer uses its
own materials,
Customer will not
be entitled to
receive a price
discount. FDR will
generate embossing
information based
upon Customer’s
Product Control
File (or, at
Customer’s option,
receive embossing
information via
tape from
Customer), use such
information to
prepare the
embossed plastic
and mail the
embossed plastic on
behalf of Customer
to its Cardholder
at the Cardholder’s
then current
address.
	 	 	 	 
	 
	4008 

	 	 	 	PLASTICARD PIN MAILER PROCESSING	 	Each plastic
card Personal
Identification
Number (PIN), and
associated PIN
notice form,
related to
Customer’s
Cardholder.
	 	 	 	/mailer
	 
	4009 

	 	 	 	PLASTICARD POST MAILER PROCESSING	 	Each plastic card
mail verification
form (POST Mailer),
related to
Customer’s
Cardholder.
	 	 	 	/mailer
	 
	4011 

	 	 	 	PLASTICARD SPECIAL MAIL PREP	 	Mail
preparation and
handling fees
associated with
non-first class
mailings of
Customer’s
Cardholder and
Merchant plastics.
	 	 	 	/Carrier
	 
	4012 

	 	 	 	PLASTICARD PULL (PURGING)	 	Each
removal of a card
carrier and/or
printed PIN/POST
Mailer from the
delivery/mail
stream prior to
delivery to
Customer or
Customer’s
Cardholder. This
includes but is not
limited to “pull
and destroys”,
“pull and mail to
different address”
and “pull and mail
overnight” (3 day
turnaround).
	 	 	 	/carrier
	 
	4013 

	 	 	 	PLASTICARD PULL (PURGING)	 	Each removal of
a card carrier
and/or printed
PIN/POST Mailer
from the
delivery/mail
stream prior to
delivery to
Customer or
Customer’s
Cardholder. This
includes but is not
limited to “pull
and destroys”,
“pull and mail to
different address”
and “pull and mail
overnight” (3 day
turnaround).
	 	 	 	/carrier
	 
	4014 

	 	 	 	PLASTICARD INSERTING
	 	The inserting of
each accompanying
piece of materials
into a #10 windowed
envelope along with
a pre-folded card
carrier containing
a merged Cardholder
plastic. Excludes
inserts required by
state or Federal
law. Customer
supplies inserts.
	 	 	 	/insert
	 
	4015 

	 	 	 	PLASTICARD INSERTING
	 	The inserting of
each accompanying
piece of materials
into a #10 windowed
envelope along with
a pre-folded card
carrier containing
a merged Cardholder
plastic. Excludes
inserts required by
state or Federal
law. Customer
supplies inserts.
	 	 	 	/insert
	 
	4016 

	 	 	 	PLASTICARD INSERTING
	 	The inserting of
each accompanying
piece of materials
into a #10 windowed
envelope along with
a pre-folded card
carrier containing
a merged Cardholder
plastic. Excludes
inserts required by
state or Federal
law. Customer
supplies inserts.
	 	 	 	/insert
	 
	4017 

	 	 	 	PLASTICARD INSERTING
	 	The inserting of
each accompanying
piece of materials
into a #10 windowed
envelope along with
a pre-folded card
carrier containing
a merged Cardholder
plastic. Excludes
inserts required by
state or Federal
law. Customer
supplies inserts.
	 	 	 	/insert
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






27









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	4019 
	 	 
	 	PLASTICARD SPECIAL
EMBOSSING — NEXT
DAY MAILING

	 	Rush servicing
of cards from hard
copy (fax or mail)
reports or
requests. Includes
manual embossing,
carrier printing
and hand inserting,
and applies to any
pieces pulled out
of normal process.
Cards will be
mailed the day
following the date
the request is
received if
received by 5:00
p.m. CTZ.
	 	 
	 	/ Card
	 
	4020 
	 	 	 	PLASTICARD EMBOSSING SET-UP
	 	Each instance
in which a change
is made to any or
all of (i)
Customer’s prin
level (if prin
level billing for
set-ups is
required), (ii) the
plastic stock
number, (iii) card
carrier, (iv)
tipping foil, (v)
card activation
flag and sticker
and/or (vi)
ultragraphic color
in connection with
Customer’s plastic
cards.
	 	 	 	/change
	 
	4023 
	 	 	 	PLASTICARD MERCHANT PLASTIC
	 	Each plastic card
for which FDR has
mechanically raised
personalized
characters in
accordance with
Customer’s Product
Control File
settings and
Merchant
masterfile.
	 	 	 	/plastic
	 
	4024 
	 	 	 	PLASTICARD MERCHANT PLATE
	 	Each metal plate
for which FDR has
mechanically raised
personalized
characters in
accordance with
Customer’s Product
Control File
settings and
Merchant
masterfile.
	 	 	 	/plate
	 
	4025 
	 	 	 	PLASTICARD VAULT STORAGE
	 	The inventory and
storage of
plastics, procured
through a source
other than FDR, for
a period of six (6)
months from receipt
of shipment.
	 	 	 	/plastic, levied
upon receipt of
shipment
	 
	4028 
	 	 	 	PLASTICARD SPECIAL
EMBOSSING — SAME
DAY MAILING

	 	Rush servicing of
cards from hard
copy (fax or mail)
reports or
requests. Includes
manual embossing,
carrier printing
and hand inserting,
and applies to any
pieces pulled out
of normal process.
Cards will be
mailed the same day
as the request is
received if
received by 10:00
a.m. CTZ.
	 	 	 	/ Card
	 
	4029 
	 	 	 	PLASTICARD SPECIAL
EMBOSSING — TWO DAY
MAILING

	 	Rush servicing of
cards from hard
copy (fax or mail)
reports or
requests. Includes
manual embossing,
carrier printing
and hand inserting,
and applies to any
pieces pulled out
of normal process.
Cards will be
mailed the second
day following the
date the request is
received if
received by 5:00
p.m. CTZ.
	 	 	 	/ Card
	 
	4053 
	 	 	 	PLASTICARD INSERTING

	 	The inserting
of each
accompanying piece
of materials into a
#10 windowed
envelope along with
a pre-folded card
carrier containing
a merged Cardholder
plastic. Excludes
inserts required by
state or Federal
law. Customer
supplies inserts.
	 	 	 	/insert
	 
	4061 
	 	 	 	POST MAILERS — FIRST CLASS
	 	Each Mail
verification form
(POST mailer),
related to
Customer’s
Cardholder.
Service includes
any preperation
required for
delivery including
generic form and
the mailing of the
Post Mailer via
First Class mail.
	 	 	 	/unit
	 
	4062 
	 	 	 	PURGE-PIN/POST MAILER
	 	Each removal of a
card carrier and/or
printed PIN/POST
Mailer from the
production process
prior to delivery
to Customer or
Customer’s
Cardholder.
	 	 	 	/unit
	 
	4083 
	 	 	 	PLASTICARD MAIL INTEGRATION
	 	The mixture by FDR
of a mail item
containing an
embossed plastic
with several other
types of mailing
	 	 	 	/item
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






28









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	 

	 	items prior to
their delivery to
the United States
Postal Service for
mailing. Anything
in this Agreement
to the contrary
notwithstanding,
Customer
understands and
agrees that, with
respect to any
embossed plastics
for which FDR
provides PlastiCard
Mail Integration
Services, the
normal turnaround
for the mailing of
such embossed
plastics shall, for
purposes of this
Agreement, be
delayed by one (1)
business day.
	 	 	 	 
	 
	4097 
	 	 	 	POST MAILERS

	 	This element
identifies the
charge for each
post mailer,
related to your
cardholder that is
mailed using a
non-indicia method.
The mailing method
could be, but is
not limited to,
metered, bulk
shipped, or
Airborne.
	 	 	 	/unit
	 
	4098 
	 	 	 	PIN MAILERS

	 	This element
identifies the
charge for each PIN
mailer, related to
your cardholder
that is mailed
using a non-indicia
method. The mailing
method could be,
but is not limited
to metered, bulk
shipped, or
Airborne.
	 	 	 	/unit
	 
	4111 
	 	 	 	PLASTICARD AGENT/STRATEGY INSERTING SET-UP
	 	Each instance
in which a change
is made to any or
all of (i)
Customer’s system
level (if system
level billing for
set-ups is
required), (ii)
Customer’s prin
level (if prin
level billing for
set-ups is
required), (iii)
the envelope, (iv)
inserts, (v) mail
integration, (vi)
multi/foreign flag
and/or (vii) mail
code in connection
with Customer’s
plastic cards.
	 	 	 	/change
	 
	4112 
	 	 	 	STRATEGY LEVEL SETUP

	 	This element
identifies the
charge for each
instance in which a
change is made to
any or all of the
following.*
system-level setups
(if system-level
billing for setups
is required) *
principal-level
setups (if
principal-level
billing for setups
is required) *
envelopes * inserts
* mail integration
* multis/foreign
flags * mail code
in connection with
your plastics
	 	 	 	/change
	 
	4206 
	 	 	 	PLASTICARD ULTRAGRAPHICS — FRONT SIDE
	 	Each image placed
on the front and/or
back of a plastic
using a thermal
image process.
	 	 	 	/plastic
	 
	4218 
	 	 	 	PLASTICARD CVV/CVC VERIFICATION GENERATION
	 	The calculation
and encoding and/or
indent printing of
the VISA Card
Verification Value
(CVV) or MasterCard
Card Validation
Code (CVC).
	 	 	 	/calculated value
	 
	4233 
	 	 	 	BULK PACKAGING

	 	This element
identifies the
charge for bulk
mailing your credit
cards to a single
address.
	 	 	 	/unit
	 
	4331 
	 	 	 	REPORT RETRIEVAL FEE

	 	Each page of an IDP
report section not
available in
Customer’s IDP
Topic indexes
accessed by FDR in
the process of
pulling report
pages requested by
Customer.
	 	 	 	/ Page
	 
	4334 
	 	 	 	REPORT PULL OVER 6 MONTHS
	 	This element
identifies the
charge for the
first 25 pages of
any report First
Data pulls for you
for report dates
beyond the past six
months. A report
pull indicates that
FDR uses the Onlune
Reports System, the
Online Access and
Retrieval Systems
(OARS), or the
Information
Delivery Platform
(IDP) to retrieve a
copy of the report.
An individual
report pll request
is based on each
report, date, and
system/principal
combination and is
billed separately.
	 	 	 	/unit
	 
	4335 
	 	 	 	REPORT PULL

	 	Each group of up to
25 pages per report
beyond the
	 	 	 	/unit
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.







29









 







	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	ADDITIONAL PAGES

	 	initial 25
pages, that the
Customer requests
FDR to pull. A
report pull
indicates that FDR
uses the Onlune
Reports System, the
Online Access and
Retrieval Systems
(OARS), or the
Information
Delivery Platform
(IDP) to retrieve a
copy of the report.
An individual
report pll request
is based on each
report, date, and
system/principal
combination and is
billed separately.
	 	 	 	 
	 
	4337 
	 	 	 	RESPOOL BILLING

	 	Each file
requested by
Customer to be
resent to Customer,
either through
transmission or
physical tape, when
research confirms
that the file was
previously sent and
for which
generation archival
is available.
	 	 	 	/ Request
	 
	4339 
	 	 	 	WAREHOUSE REWORK HANDLING FEE
	 	The charge
associated with
managing of a
Customer’s product
that was received
at FDR’s warehouse
that does not meet
FDR specifications
and needs to be
reworked.
	 	 	 	/unit
	 
	4352 
	 	 	 	CD-ROM STATEMENT DATA PAGE
	 	Each data page
of statement
information on
CD-ROM which is
provided to
Customer or to a
party on behalf of
Customer. CD-ROM
Sevices in the
storage, on Compact
Disc-Read Only
Memory (‘CD-ROM’),
of statements and
reports for
purposes of record
retention,
accessing and
archival purposes.
Customer, at its
option, may elect
to utilize the
CD-ROM Services
and/or On-Line
Report Services for
the same items.
Notwithstanding
anything in this
Agreement to the
contrary, Customer
is responsible for
determining the
acceptance of the
CD-ROM Services
under state and
Federal
regulations,
including but not
limited to
obligations to
retain information
for a specified
period of time,
signature
verification and
the admissibility
of documents into
evidence. It is
Customer’s
responsibility to
keep records on
other media, if
such are required
under state and
Federal regulations
because of the
limited acceptance
or admissibility of
the CD-ROM Services
of the technology
to be used under
this Agreement to
provide the CD-ROM
Services.
	 	 	 	/data page
	 
	4353 
	 	 	 	CD-ROM — OTHER
SERVICES

	 	Any of the
following CD-ROM
services: duplicate
copies, new form
overlays, retro
work charges,
summary charges,
master file
charges,
programming.
CD-ROM Services in
the storage, on
Compact Disc-Read
Only Memory
(‘CD-ROM’), of
statements and
reports for
purposes of record
retention,
accessing and
archival purposes.
Customer, at its
option, may elect
to utilize the
CD-ROM Services
and/or On-Line
Report Services for
the same items.
Notwithstanding
anything in this
Agreement to the
contrary, Customer
is responsible for
determining the
acceptance of the
CD-ROM Services
under state and
Federal
regulations,
including but not
limited to
obligations to
retain information
for a specified
period of time,
signature
verification and
the admissibility
of documents into
evidence. It is
Customer’s
responsibility to
keep records on
other media, if
such are required
under state
	 	 	 	/ Item
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






30









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	 

	 	and Federal
regulations because
of the limited
acceptance or
admissibility of
the CD-ROM Services
of the technology
to be used under
this Agreement to
provide the CD-ROM
Services.
	 	 	 	 
	 
	4354 
	 	 	 	CD-ROM REPORT DATA PAGE
	 	Each data page of
report information
on CD-ROM which is
provided to
Customer or to a
party on behalf of
Customer. CD-ROM
Sevices in the
storage, on Compact
Disc-Read Only
Memory (‘CD-ROM’),
of statements and
reports for
purposes of record
retention,
accessing and
archival purposes.
Customer, at its
option, may elect
to utilize the
CD-ROM Services
and/or On-Line
Report Services for
the same items.
Notwithstanding
anything in this
Agreement to the
contrary, Customer
is responsible for
determining the
acceptance of the
CD-ROM Services
under state and
Federal
regulations,
including but not
limited to
obligations to
retain information
for a specified
period of time,
signature
verification and
the admissibility
of documents into
evidence. It is
Customer’s
responsibility to
keep records on
other media, if
such are required
under state and
Federal regulations
because of the
limited acceptance
or admissibility of
the CD-ROM Services
of the technology
to be used under
this Agreement to
provide the CD-ROM
Services.
	 	 	 	/data page
	 
	4356 
	 	 	 	PEP CARRIER ARCHIVAL

	 	Each PlastiCard
Enterprise
Presentation (PEP)
carriers processed
and archived on
media by Digital
ROM Services.
	 	 	 	/ Page per month
	 
	4435 
	 	 	 	POSTAL DISCOUNT PROCESSING FEE
	 	This element
identifies the
charge for
providing U.S
Postal Zip-Sort
services for your
cardholder
statements,
notices, letters,
and other first
class mailings.
This element does
not include plastic
counts.
	 	 	 	/ First Class Mail Piece sent through Zip Sorter
	 
	4495 
	 	 	 	PL — POSTAGE CREDIT
— PROCESSING FEE

	 	This element
identifies the
charge for
providing U.S
Postal Zip-Sort
services for your
plastics first
class mailings.
This element
includes plastic
counts only.
	 	 	 	/ First Class Mail
Piece sent through
Zip Sorter
	 
	4722	 	 	 	DQ
ENHANCED
DECISIONING

	 	The number of
Accounts processed
through the
enhanced
decisioning
capability.
Enhanced
decisioning
provides the
Customer the
ability to compare
decision element
IDs, the ability to
evaluate against a
current date, and
the ability to
build rules and
offer items once
and then to have
them propagated
across decision
areas. Enhanced
Decisioning also
includes the
ability to compare
drivers.
Monthly Volumes:	 	 	 	 
	 
	 	 	 	

	 	[***]
	 	 	 	/ Decisioned Account
	 
	5015 
	 	 	 	RECURRING RUNS

	 	This element
identifies the
charge for each
scheduled daily,
weekly, or monthly
production of a
data set on your
behalf that is in
addition to the
standard data
	 	 	 	/run
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






31









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 

	 	output produced by the First Data System.	 	 	 	 
	 
	5071 
	 	 
	 	RMS ON-LINE REPORT — RESTORE
	 	Each page of an RMS Report for which
Customer requires access later than eight (8)
days following the date that such report is
first made available to Customer.
	 	 
	 	/page
	 
	5072 
	 	 	 	RMS ON-LINE REPORT — SPLITTING
	 	Each RMS Report which is split into
component parts by FDR at the request of
Customer.
	 	 	 	/report
	 
	5073 
	 	 	 	ONLINE REPORT —
OVER 50 SIGN-ONS

	 	This element identifies the charge for
Online Report System sign-ons that exceed the
50 covered in the Online Report System start
up fee.
	 	 	 	/sign-on
	 
	5075 
	 	 	 	RMS ONLINE REPORT — REPORT PRINTING
	 	Each page of an RMS Online Report printed
at Customer’s location.
	 	 	 	/page
	 
	5082 
	 	 	 	INTERFACE SERVICES — RJE/NDM
	 	Each transmission to, or receipt by, FDR
of Customer’s data via a central processing
unit to central processing unit transmission
using Remote Job Entry or Network Data Mover
(RJE or NDM).
	 	 	 	/transmission
	 
	5083 
	 	 	 	RJE — AUTH ONLY DCA

	 	Each transmission to, or receipt by, FDR
of Customer’s data via a central processing
unit to central processing unit transmission
using Remote Job Entry or Network Data Mover
(RJE or NDM).
	 	 	 	/transmission
	 
	5085 
	 	 	 	RJE/NDM-AUTH ONLY MERCHANT
	 	This element identifies the charge for
First Data to transmit or receive your data
via CPU-to-CPU transmission using Remote Job
Entry (RJE) or Network Data Mover (NDM).
	 	 	 	/ Transmission
	 
	5086 
	 	 	 	RJE-EMBOSSING FILES

	 	This element identifies the charge for
each transmission of embossing data to you or
receipt of embossing data from you by First
Data via CPU-to-CPU using
remote job entry (RJE).
	 	 	 	/ Transmission
	 
	5087 
	 	 	 	RJE/NDM-SSNOMO FILES

	 	This element identifies the charge for
each transmission of SSNOMO data to you or
receipt of SSNOMO data from you by First Data
via CPU-to-CPU using remote
job entry (RJE).
	 	 	 	/ Transmission
	 
	5088 
	 	 	 	RJE/NDM-TAPTRANS FILES
	 	Each transmission to, or receipt by, FDR
of Customers data via a central processing
unit to central processing unit transmission
using Remote Job Entry or Network Data Mover
(RJE or NDM).
	 	 	 	/ Transmission
	 
	5089 
	 	 	 	RJE-DEBIT CARD ACH

	 	This element identifies the charge for
each transmission of debit card automated
clearinghouse (ACH) data to you or receipt of
debit card ACH data from you by First Data
via CPU-to-CPU using remote job entry (RJE).
	 	 	 	/ Transmission
	 
	5090 
	 	 	 	RJE-AUTH FILES

	 	This element identifies the charge for each
transmission of authorization file data to
you or receipt of authorization file data
from you by First Data via CPU-to-CPU using
remote job entry (RJE).
	 	 	 	/ Transmission
	 
	5091 
	 	 	 	RJE-BATCH AUTH

	 	This element identifies the charge for each
transmission of batch authorization data to
you or receipt of batch authorization data
from you by First Data via
CPU-to-CPU using remote job entry (RJE).
	 	 	 	/ Transmission
	 
	5095 
	 	 	 	INTERFACE SERVICES

	 	Each transmission to, or receipt by, FDR of
Customer’s
	 	 	 	/transmission
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






32









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	— TAPE TO TAPE — MOHAWK
	 	data via a central processing unit to central
processing unit transmission using a tape to tape
interface.
	 	 	 	 
	 
	5104 
	 	 	 	INTERFACE SERVICES —
TAPE TO TAPE — TRACS

	 	Each transmission to, or receipt by, FDR of
Customer’s data via a central processing unit to
central processing unit transmission using a tape to
tape interface.
	 	 	 	/transmission
	 
	5110 
	 	 	 	MISC-RJE

	 	This element identifies the charge for each
transmission of miscellaneous data to you or receipt of
miscellaneous data from you by First Data via
CPU-to-CPU using remote job entry (RJE).
	 	 	 	/ Transmission
	 
	5114 
	 	 	 	NJE FILES

	 	This element identifies the charge for each
transmission of network job entry (NJE) files to you or
receipt of NJE files from you by First Data via
CPU-to-CPU
using NJE.
	 	 	 	/ Transmission
	 
	5123 
	 	 	 	NDM-BATCH AUTH

	 	This element identifies the charge for each
transmission of batch authorization data to you or
receipt of batch authorization data from you by First
Data via CPU-to-CPU using network data mover (NDM).
	 	 	 	/ Transmission
	 
	5124 
	 	 	 	Misc. NDM/Cyberfusion

	 	Each transmission or receipt of customer data by
FDR via CPU-to-CPU using Network Data Mover (NDM), or
the CyberFusion product.
	 	 	 	/ Transmission
	 
	5125 
	 	 	 	RJE/NDM-CREDIT CARD APPS
	 	This element identifies the charge for each
transmission of credit card application data to you or
receipt of credit card application data from you by
First Data via CPU-to-CPU using remote job entry (RJE)
or network data mover (NDM).
	 	 	 	/ Transmission
	 
	5126 
	 	 	 	RJE/NDM-COMMON AUTH FILES
	 	This element identifies the charge for each
transmission of common authorization data to you or
receipt of common authorization data from you by First
Data via CPU-to-CPU using remote job entry (RJE) or
network data mover (NDM).
	 	 	 	/ Transmission
	 
	5127 
	 	 	 	RJE/NDM-AAA FILES

	 	Each transmitting or receipt of Customer’s AAA data
by FDR via a central processing unit to central
processing unit transmission via Remote Job Entry
(RJE)/Network Data Mover (NDM).
	 	 	 	/Transmission
	 
	5321 
	 	 	 	COMPUTER LETTER
SET-UPS — LOGOS

	 	This element identifies the charge for each
addition, deletion, or change of a digitized logo on a
letter completed by First Data on your behalf.
	 	 	 	/half hour
	 
	5322	 	 	 	COMPUTER
LETTER
SET-UPS —
SIGNATURES

	 	This element identifies the charge for each
addition, deletion, or change of a digitized signature on a letter completed by First Data on your behalf.	 	 	 	/half hour
	 
	5323 
	 	 	 	LETTER — INSERT

	 	Each inserting of advertising or other item of
information not contained on a Letter, including but
not limited to generic reply envelopes, into a windowed
envelope containing a Letter.
	 	 	 	/insert
	 
	5324 
	 	 	 	LETTER — SET-UP,
REVISION OR DELETION

	 	Each addition, deletion or change, performed by FDR
on behalf of Customer, of a Customer’s Letter format or
inputs including but not limited to digitized
signatures and logos of Customer.
	 	 	 	/half hour
	 
	5397 
	 	 	 	DISKETTES

	 	This element identifies the charge for First Data to
receive and handle data on diskette, sent by you or a
	 	 	 	/ Diskette
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






33









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	 

	 	third party acting on your behalf. It also identifies the
charge for each time First Data forwards a diskette via mail
or courier to you or a third party you designate.
	 	 	 	 
	 
	5399 
	 	 	 	TAPE HANDLING-IN

	 	This element identifies the charge for each receipt by
First Data of data on magnetic tape from you or a third
party vendor.
	 	 	 	/ Tape
	 
	5400 
	 	 	 	TAPE
HANDLING-OUT

	 	This element identifies the charge for each time First Data
forwards data on magnetic tape via courier or mail to you or
a third party vendor you designate.
	 	 	 	/ Tape
	 
	5401 
	 	 	 	TAPE
HANDLING
REQ-OUT
	 	This element identifies the charge for each time First
Data forwards magnetic tape data that is created by First
Data outside of production. The magnetic tape data is sent
to you, or a third party vendor you designate, via courier
or mail.
	 	 	 	/ Tape
	 
	5414 
	 	 	 	IRS 1099C

	 	This element identifies the charge for each Internal
Revenue Service (IRS) Form 1099-C prepared by the First Data
System. The charge is based on your Report Record File
(which addresses cardholder discharge of debt), and is
printed and mailed to your cardholders. This service
includes creating a tape for your use in reporting
cardholder information to the IRS.
	 	 	 	/unit
	 
	5420 
	 	 	 	MERCHANT COMPUTER LETTER
	 	Each Letter to a Merchant of Customer prepared by FDR’s
computer at the request of Customer based upon Customer’s
Product Control File or CRT entry requests made by employees
of Customer. Each such Letter shall have on-line
composition and editorial features and the option of
multiple page letter generation. This service includes any
preparation required for delivery.
	 	 	 	/letter
	 
	5421 
	 	 	 	MERCHANT COMPUTER
LETTER — INSERT

	 	Each inserting of advertising or other item of
information not contained on a Merchant Computer Letter,
including but not limited to generic reply envelopes, into a
windowed envelope containing a Merchant Computer Letter.
	 	 	 	/insert
	 
	5422 
	 	 	 	MERCHANT COMPUTER
LETTER — ADDITIONAL
PAGE

	 	Each printed output on the reverse side of a Merchant
Computer Letter (duplex printing) or each side of each sheet
of 8 1/2” by 11” 24 lb. bond stock accompanying a Merchant
Computer Letter.
	 	 	 	/page
	 
	5464 
	 	 	 	CIS EXTENDED SERVICE

	 	An enhancement to the standard CIS Services which
provides access to Customer Inquiry System during hours of
the week in which the CIS is not otherwise available for
access.
	 	 	 	/statement stored
	 
	5608 
	 	 	 	COMMERCIAL SMARTDATA SUPPORT
	 	FDR shall provide Customer with daily file transmission
and/or downloading services in connection with its support
of MasterCard’s SmartData product. Such files shall contain
transaction information, account balances, non-monetary
changes and company specific information, such as reporting
levels. The applicable information shall be transmitted to
the association or downloaded by Customer for transmission
by Customer to the association, as applicable. The service
is billed to Customer monthly
	 	 	 	/ Monthly Fee
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.






34









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 
	 	 

	 	based upon the applicable number of association
products (SmartData and/or VISA’s Infospan product)
Customer is then currently utilizing
	 	 	 	 
	 
	5709 
	 	 	 	DISPUTE DOCUMENTATION SENDING
	 	This element identifies the charge for Image
Services outsourced to FDR. FDR will electronically
route dispute documentation on behalf of issuers and
acquirers. FDR will send documentation using the
Ease Image System which interfaces with the
MasterCom®, VisaNet® Copy Request & Fulfillment
Service (VCRFS), and Visa® Resolve systems. Customer
is charged for each item that is sent on its behalf.
	 	 	 	/Chargeback Record
	 
	5710 
	 	 	 	DISPUTE DOCUMENTATION RECEIVING
	 	This element identifies the charge for Image
Services outsourced to FDR. FDR will electronically
route dispute documentation on behalf of issuers and
acquirers. FDR will receive documentation using the
Ease Image System which interfaces with the
MasterCom, VisaNet Copy Request & Fulfillment
Service (VCRFS), and Visa Resolve systems. Customer
is charged for each page of documentation that is
received on its behalf.
	 	 	 	/Page
	 
	5734 
	 	 	 	CASE FILINGS

	 	This element identifies the charge for each case
where FDR is providing MasterCom® arbitration,
pre-compliance, and compliance case filing services
through the MasterCom image system, or Visa®
arbitration and compliance case filing services
through Visa Resolve Online. This service includes
sending documentation electronically through
MasterCom® or Visa® Resolve Online for those issuers
and acquirers who wish to file a case with
MasterCard or Visa. The service also includes
receiving documentation electronically through
MasterCom® or Visa® Resolve Online for those issuers
and acquirers who have a case being filed against
them. During both the sending and receiving process,
FDR will provide notification to its clients of case
rulings as MasterCard or Visa communicates them to
FDR.
	 	 	 	/unit
	 
	5774 
	 	 	 	MERCHANT CLIENT WORKSTATION TRANSACTION
	 	This element identifies the charge for each view
and/or update transaction completed by a user into
the Merchant Online Systems using the internet.
	 	 	 	/unit
	 
	5777 
	 	 	 	MERCHANT LETTER PERFORATIONS
	 	This element identifies the charge for each
merchant letter perforated during processing at your
request.
	 	 	 	/unit
	 
	5781 
	 	 	 	REAL TIME MERCHANT FRAUD EXCEPTIONS
	 	Customer may monitor a Merchant’s activity prior
to the processing of tickets and suspend batches of
tickets from processing and delay or delete the
monetary settlement of known fraudulent activity.
	 	 	 	/number of
daily transactions
suspended within
the queue
	 
	5787 
	 	 	 	SUMMARY CD-ROM

	 	Information collected and placed on a summary
CD-ROM. Information collected includes any of the
following: Cardholder statements, Enterprise
statements, Merchant statements or Report
information.
	 	 	 	/ Summary CD
	 
	5792 
	 	 	 	ENTERPRISE

	 	This element identifies the charge for Enterprise
	 	 	 	/ Page
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential
portions have been filed separately with the Commission pursuant to a Confidential
Treatment Application filed with the Commission.







35










 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 
	 	STATEMENTS CD-ROM

	 	statements
processed and
placed on CD-ROM
for you for
archival purposes.
	 	 	 	 
	 
	 	5794	 	 	 	 	STATEMENT PULLS

	 	Each statement
pulled by
Digital-ROM
Services with a
statement date
within the last six
months.
	 	 	 	/ Page Pulled
	 
	 	5795	 	 	 	 	STATEMENT PULLS 

OVER 6 MONTHS

	 	Each statement
pulled by
Digital-ROM
Services with a
statement date over
six months old.
	 	 	 	/ Page Pulled
	 
	 	5797	 	 	 	 	EASE IMAGE

	 	Each document
image which is sent
or received by
Customer utilizing
FDR’s Ease Image
system. Ease Image
is an internet
based dispute
documentation
routing product
which interfaces
with the MasterCom,
VisaNet Copy
Request
& Fulfillment
Service (VCRFS),
Visa Resolve and
FDR mainframe
systems. The
product supports
the sending and
receiving of
dispute related
documentation, such
as retrieval
fulfillments and
chargeback,
pre-arbitration and
pre-compliance
documentation.
	 	 	 	/ Image
	 
	 	5811	 	 	 	 	TERMINATED PROGRAM 

STORAGE

	 	This element
identifies the
monthly charge for
storing rewards
program account
records that meet
all of the
following billing
criteria. The
program’s TERM PROG
RETENT MONTHS
parameter is set to
a number of months
greater than three.
The program
account record has
been terminated for
a number of months
equal to or greater
than this program
parameter setting.
The program is not
part of the
account’s current
strategy.
	 	 	 	/unit
	 
	 	6500	 	 	 	 	ANNUAL ACTIVITY 

SUMMARY

	 	Each annual
summarization of
activity associated
with a Transaction
Card issued by
Customer.
	 	 	 	/summary
	 
	 	6501	 	 	 	 	ANNUAL ACTIVITY 

SUMMARY DETAIL 

STORAGE

	 	Each Cardholder
Account for which
annual activity
summary detail is
stored in an
electronic format.
	 	 	 	/account
	 
	 	6575	 	 	 	 	HISTORICAL 

ADDRESSES ON FILE

	 	This element
identifies the
monthly charge for
each address record
stored in the
Address History
table on the FDR
system.
	 	 	 	/unit
	 
	 	6601	 	 	 	 	ARU AUTHORIZATION— 
LOCAL LINE INQUIRY

	 	Each audio
response unit (ARU)
authorization
service provided to
a Merchant of
Customer by the use
of a touch-tone
telephone and local
line
telecommunication
services. Customer
shall pay FDR for
each instance
during which FDR
has electronic
contact with a
Merchant of
Customer and
receives the
Merchant number.
In addition, if an
audio response unit
authorization
inquiry results in
a voice inquiry,
Merchant request
for assistance or a
security action,
Customer will pay
FDR for the audio
response unit
authorization and
the appropriate
voice and/or
security action
charge as provided
in this Agreement.
If a Merchant of
Customer attempts
to use its normal
line to obtain an
authorization and
the Merchant is
unable to use such
line and uses
another line,
Customer shall pay
FDR at the rate
charged for the
line used by the
Merchant. Local
lines for
authorization
services are
available in the
cities listed
on-line under a TC-400 transaction.
	 	 	 	/inquiry
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






36









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	6602	 	 	 	 	ARU
AUTHORIZATION
— 
INTRASTATE
WATS
LINE
INQUIRY

	 	Each audio
response unit (ARU)
authorization
service provided to
a Merchant of
Customer by the use
of a touch-tone
telephone and
intrastate WATS
line
telecommunication
services. Customer
shall pay FDR for
each instance
during which FDR
has electronic
contact with a
Merchant of
Customer and
receives the
Merchant number.
In addition, if an
audio response unit
authorization
inquiry results in
a voice inquiry,
Merchant request
for assistance or a
security action,
Customer will pay
FDR for the audio
response unit
authorization and
the appropriate
voice and/or
security action
charge as provided
in this Agreement.
If a Merchant of
Customer attempts
to use its normal
line to obtain an
authorization and
the Merchant is
unable to use such
line and uses
another line,
Customer shall pay
FDR at the rate
charged for the
line used by the
Merchant.
	 	 	 	/inquiry
	 
	 	6603	 	 	 	 	ARU
AUTHORIZATION

— INTERSTATE WATS 

LINE INQUIRY

	 	Each audio
response unit (ARU)
authorization
service provided to
a Merchant of
Customer by the use
of a touch-tone
telephone and
interstate WATS
line
telecommunication
services. Customer
shall pay FDR for
each instance
during which FDR
has electronic
contact with a
Merchant of
Customer and
receives the
Merchant number.
In addition, if an
audio response unit
authorization
inquiry results in
a voice inquiry,
Merchant request
for assistance or a
security action,
Customer will pay
FDR for the audio
response unit
authorization and
the appropriate
voice and/or
security action
charge as provided
in this Agreement.
If a Merchant of
Customer attempts
to use its normal
line to obtain an
authorization and
the Merchant is
unable to use such
line and uses
another line,
Customer shall pay
FDR at the rate
charged for the
line used by the
Merchant.
	 	 	 	/inquiry
	 
	 	6604	 	 	 	 	POS LOCAL LINE 

AUTHORIZATION 

INQUIRY

	 	Each dial-up
point-of-sale
terminal inquiry
serviced by FDR for
Merchants of
Customer by the use
of a dial-up
point-of-sale
terminal and local
line
telecommunication
services. Customer
shall pay FDR for
each instance
during which FDR
had electronic
contact with a
Merchant of
Customer and
receives the
Merchant number.
If a Merchant of
Customer attempts
to use its normal
line to obtain an
authorization and
the Merchant is
unable to use such
line and uses
another line,
Customer shall pay
FDR at the rate
charged for the
line used by the
Merchant. Local
lines for
authorization
services are
available in the
cities listed
on-line under a
TC-400 transaction.
	 	 	 	/inquiry
	 
	 	6605	 	 	 	 	POS INTRASTATE 

AUTHORIZATION 

INQUIRY

	 	Each dial-up
point-of-sale
terminal inquiry
serviced by FDR for
Merchants of
Customer by the use
of a dial-up
point-of-sale
terminal and
intrastate WATS
line
telecommunication
services. Customer
shall pay FDR for
each instance
during which FDR
had electronic
	 	 	 	/inquiry
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






37









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	Item Name	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	contact with a
Merchant of
Customer and
receives the
Merchant number.
If a Merchant of
Customer attempts
to use its normal
line to obtain an
authorization and
the Merchant is
unable to use such
line and uses
another line,
Customer shall pay
FDR at the rate
charged for the
line used by the
Merchant.	 	 	 	 
	 
	 	6606	 	 	 	 	POS INTERSTATE 

AUTHORIZATION 

INQUIRY

	 	Each dial-up
point-of-sale
terminal inquiry
serviced by FDR for
Merchants of
Customer by the use
of a dial-up
point-of-sale
terminal and
interstate WATS
line
telecommunication
services. Customer
shall pay FDR for
each instance
during which FDR
had electronic
contact with a
Merchant of
Customer and
receives the
Merchant number.
If a Merchant of
Customer attempts
to use its normal
line to obtain an
authorization and
the Merchant is
unable to use such
line and uses
another line,
Customer shall pay
FDR at the rate
charged for the
line used by the
Merchant.
	 	 	 	/inquiry
	 
	 	6607	 	 	 	 	CPU AUTHORIZATION 

INQUIRY

	 	Each
authorization
inquiry received in
FDR protocol via a
computer to
computer
(CPU-to-CPU)
interface between
FDR’s computer and
the computer of
Customer or
Customer’s
Merchant.
	 	 	 	/inquiry
	 
	 	6610	 	 	 	 	CPU LEASED LINE 

AUTHORIZATION 

INQUIRY

	 	Each computer
to computer
authorization
inquiry received
from a Merchant of
Customer via a
leased line.
	 	 	 	/inquiry
	 
	 	6611	 	 	 	 	BATCH AUTHORIZATION 

INQUIRY

	 	Each inquiry
processed for
Merchants of
Customer and sent
to FDR via magnetic
tape, tape to tape
transmission or
remote job entry
(RJE) transmission
from Customer or
Customer’s
Merchant.
	 	 	 	/inquiry
	 
	 	6612	 	 	 	 	CPU AUTHORIZATION 

INQUIRY WITH PIN 

VERIFICATION

	 	Each CPU
Authorization
Inquiry where the
Cardholder’s
Personal
Identification
Number (PIN) is
verified during the
authorization
process.
	 	 	 	/inquiry
	 
	 	6615	 	 	 	 	CPU REMOTE LOCAL 

AUTHORIZATION 

INQUIRY

	 	Each computer
to computer
authorization
inquiry received
from a Merchant of
Customer via a CRT.
	 	 	 	/inquiry
	 
	 	6621	 	 	 	 	VOICE AUTHORIZATION 

INQUIRY

	 	Each Merchant
authorization
request received by
FDR through voice
inquiries from
Merchants of
Customer, including
collect calls, or
via telegrams and
telexes from
countries outside
of the United
States.
	 	 	 	/inquiry
	 
	 	6622	 	 	 	 	INTRA SYSTEM-REG CHD

	 	This element
identifies the
charge for each
normal
authorization
performed when the
cardholder and
merchant are within
the same system.
	 	 	 	/Inquiry
	 
	 	6623	 	 	 	 	INTRA SYSTEM-

PIN/AUTH

	 	This element
identifies the
charge for each PIN
verification
received by a
merchant as part of
the normal
authorization, or
as a separate PIN
verification
request, when the
cardholder and
merchant are within
the same system.
	 	 	 	/Inquiry
	 
	 	6625	 	 	 	 	INTRA FDR-REG CHD

	 	This element
identifies the
charge for normal,
intra-FDR,
authorization
processing.
Intra-FDR
processing occurs
when the cardholder
and merchant are
processed by
different financial
institutions within
the First Data
System.
	 	 	 	/Inquiry
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






38









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	6626	 	 	 	 	INTRA FDR-PIN/AUTH

	 	This element identifies the charge for normal,
intra-FDR, personal identification number (PIN)
authorization processing. Intra-FDR processing occurs
when the cardholder and merchant are processed by
different financial institutions within the First Data
System.
	 	 	 	/Inquiry
	 
	 	6628	 	 	 	 	INTERCHANGE-REG CHD

	 	This element identifies the charge for
processing incoming interchange authorization
requests. Incoming interchange processing occurs when
First Data processes for the cardholder, but not for
the merchant.
	 	 	 	/Inquiry
	 
	 	6629	 	 	 	 	INTERCHANGE-PIN/AUTH

	 	This element identifies the charge for processing
normal, incoming interchange personal identification
number (PIN) authorization requests. Incoming
interchange processing occurs when First Data
processes for the cardholder, but not for the
merchant.
	 	 	 	/Inquiry
	 
	 	6632	 	 	 	 	REFERRAL

	 	Each referral authorization message handled by FDR
on behalf of Customer’s Merchant.
	 	 	 	/referral
	 
	 	7003	 	 	 	 	HOT CALL —

LOST/STOLEN

	 	Each Hot Call where the Cardholder Account is
statused Lost or Stolen. FDR will instruct the
Merchant to pick up the card and, at Customer’s option
based upon predefined criteria, FDR shall investigate
and dispatch the police to the Merchant location.
	 	 	 	/call
	 
	 	7004	 	 	 	 	HOT CALL — CARD
PICKUP

	 	Each Hot Call where the Cardholder Account is
statused as credit related. FDR will instruct the
Merchant to pick up the card.
	 	 	 	/call
	 
	 	7009	 	 	 	 	WARNING BULLETIN
TRANSACTION — MANUAL
ENTRY BY FDR

	 	Each entry or change made to the MasterCard
Warning Bulletin, MasterCard Authorization File or
VISA Warning Bulletin by FDR personnel; the account
listing and region(s) shall be as dictated by Customer.
	 	 	 	/transaction
	 
	 	7010	 	 	 	 	STATUS CODE CHANGE

— MANUAL ENTRY BY FDR

	 	A change by FDR personnel to the external status
code or credit limit of a Cardholder Account of
Customer made upon Customer’s request.
	 	 	 	/transaction
	 
	 	7011	 	 	 	 	PKI DIGITAL 

CERTIFICATE

	 	This is a digital identity that is required to
access FDR web based products.
	 	 	 	/unit
	 
	 	7013	 	 	 	 	HOT CALL — POSITIVE
ID CHECK

	 	Each Hot Call where an authorization attempt
exceeds Customer’s predetermined parameters. The
presenter of Customer’s card is checked for positive
ID and the card is checked for counterfeiting.
Positive ID checks can be initiated for: (i)
excessive activity (number of transactions and/or
dollar amount) per account per day, (ii) first use of
a new or reissued card exceeding a specified amount,
and/or (iii) excessive dollar amount for a single
purchase as specified by Customer.
	 	 	 	/call
	 
	 	7014	 	 	 	 	HOT CALL —

EXCESSIVE TRANS

	 	Each Hot Call where an authorization attempt
exceeds Customer’s predetermined parameters. The
presenter of Customer’s card is checked for positive
ID and the
card is checked for counterfeiting. Positive ID checks
can be initiated for: (i) excessive activity (number
of transactions and/or dollar amount) per account per
day,
(ii) first use of a new or reissued card exceeding a
specified amount, and/or (iii) excessive dollar amount
for a single purchase as specified by Customer.
	 	 	 	/call
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






39









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	7015	 	 	 	 	HOT CALL —

LOST/STOLEN

	 	Each Hot Call
where the
Cardholder Account
is statused Lost or
Stolen. FDR will
instruct the
Merchant to pick up
the card and, at
Customer’s option
based upon
predefined
criteria, FDR shall
investigate and
dispatch the police
to the Merchant
location.
	 	 	 	/call
	 
	 	7016	 	 	 	 	EMERGENCY SERVICE
— TRANSACTION FEE

	 	The fee charged
for each instance
in which a
Cardholder of
Customer utilizes
the Emergency
Services offered
hereunder.
	 	 	 	/transaction
	 
	 	7018	 	 	 	 	EMERGENCY SERVICE —

ONE-TIME START-UP FEE

	 	Each Cardholder
Account on File
which is loaded to
the FDR System in
connection with the
Emergency Service.
	 	 	 	/Cardholder Account on File
	 
	 	7020	 	 	 	 	CARDHOLDER 

EXCEPTION RESEARCH

	 	FDR shall: (i)
research Cardholder
exception
transactions on
revoked, closed and
charged-off
accounts; (ii)
initiate
chargebacks in
accordance with
MasterCard and VISA
rules and
regulations; (iii)
handle chargeback
representments on
reversed
chargebacks, when
notified by
Customer; and (iv)
deliver good faith
letters to Merchant
banks where
applicable.
	 	 	 	/transaction
plus 6% of
chargeback funds
recovered by FDR
	 
	 	7021	 	 	 	 	HOT CALL — CODE 10

	 	Each Positive ID
Check or other Hot
Call in which the
use of the
Transaction Card is
suspected of being
fraudulent or
counterfeit.
	 	 	 	/call
	 
	 	7022	 	 	 	 	HOT CALL — POSITIVE
ID CHECK

	 	Each Hot Call
where an
authorization
attempt exceeds
Customer’s
predetermined
parameters. The
presenter of
Customer’s card is
checked for
positive ID and the
card is checked for
counterfeiting.
Positive ID checks
can be initiated
for: (i) excessive
activity (number of
transactions and/or
dollar amount) per
account per day,
(ii) first use of a
new or reissued
card exceeding a
specified amount,
and/or (iii)
excessive dollar
amount for a single
purchase as
specified by
Customer.
	 	 	 	/call
	 
	 	7030	 	 	 	 	AUTH TRACK ONE NAME EDIT

	 	Each attempt to
match the name
presented on track
1 of the magnetic
stripe on
authorization
requests from a
certified merchant
(POS entry mode 90)
to the Cardholder
Account records
stored on the FDR
System.
Volumes:
[***]
	 	 	 	/Authorization

attempt
	 
	 	7031	 	 	 	 	EXCESSIVE 

TRANSACTION 

RESEARCH

	 	Each Cardholder
Account of Customer
for which FDR
personnel, in
connection with
Excessive
Transaction
Monitoring,
research and verify
transactions
warranting further
review, and if
fraud is involved,
the account will be
statused.
	 	 	 	/account
	 
	 	7103	 	 	 	 	MERCHANT STATEMENT 

ONLINE

	 	This element
identifies the
charge for each set
of merchant
statement summary
and detail
information about
your merchant
accounts that is
stored on the First
Data System that
you can access
using your
terminals.
	 	 	 	/unit
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






40









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	Online merchant
statement
information
includes the
information that
appears on a
merchant statement
including, but not
limited to, the
following items.
Account number,
Address, Card and
miscellaneous fees
and discounts,
Deposit amounts,
Interchange fees,
Monetary batches,
Name, Statement
date.	 	 	 	 
	 
	 	7113	 	 	 	 	RAPID SERVICES -

REROUTED TO 

CARDHOLDER

	 	Each plastic which
is able to be
resent to the
Cardholder at the
Cardholder’s new
address as a result
of the RAPID
Services.
	 	 	 	/ Plastic
	 
	 	7114	 	 	 	 	RAPID SERVICES -

DESTROYED

	 	Each plastic which
is destroyed as a
result of the RAPID
Services.
	 	 	 	/ Plastic
	 
	 	7154	 	 	 	 	DECISIONQUEST 

STATEMENTS

	 	The number of
Accounts passed
through the
statement
DecisionQuest
decision engine.
This fee includes
the use of the GUI
front-end to build
offer items and the
business rules for
those offer items.

Volumes:
[***]
	 	 	 	 
 
 
 
 
/ Decisioned Account
	 
	 	7155	 	 	 	 	DECISIONQUEST 

PLASTICS

	 	The number of
Accounts passed
through the plastic
DecisionQuest
decision engine.
This fee includes
the use of the GUI
front-end to build
offer items and the
business rules for
those offer items.

Volumes:
[***]
	 	 	 	 
 
 
 
 
/ Account Processed
	 
	 	7161	 	 	 	 	CRF STATEMENT 

PRODUCTION RESULTS

	 	The number of
mailed statement
records on the
Communication
Results File (CRF.)
The CRF record
displays all items
actually included
in a mailed
statement package.

Volumes:
[***]
	 	 	 	 
 
 
 
 
/ Record
	 
	 	7164	 	 	 	 	CRF STATEMENT 

DECISIONQUEST 

DECISIONING

	 	This item counts
the number of
qualified statement
records that came
from the First Data
DecisionQuest
platform on the
CRF. The S0 CRF
record displays all
items that
qualified to be
included in a
statement package;
however, not all
items qualified are
actually mailed due
to weight and white
space management.
	 	 	 	/ account per

segment
	 
	 	7167	 	 	 	 	CRF STATEMENTS DMM 

DECISIONING

	 	This item counts
the number of
qualified statement
records that came
from the First Data
DMM platform on the
CRF. The S1 CRF
record displays all
items that
qualified to be
included in a
statement package;
however, not all
items qualified are
actually mailed due
to weight and white
space management.

Volumes:
[***]
	 	 	 	 
 
 
 
 
 
/ Record
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






41









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	7179	 	 	 	 	ALA ELEMENTS /

FORMULAS

	 	The client is being
billed for the
addition of a new
element or formula to
ALA product. A
decision element is a
data field on the
master file used to
direct accounts to a
specific process
flow. A decision
formula is a
computation process
in which the sum is
used to direct the
account to a specific
process flow.

* New Decision Element

* New Formula
	 	 	 	 
 
 
 
 
 
/install

/install
	 
	 	7184	 	 	 	 	RECOVERY 1

PROCESSING FEE

	 	This element
identifies the charge
for monthly fees for
using the Recovery 1
® system, billed by
the number of
accounts on file,
including the
following: Activity
for all the notes,
Financial
transactions posting
to accounts in
Recovery 1, Execution
of Decision Master
saves and Residency
fees for accounts on
file.

Volumes:
[***]
	 	 	 	 
 
 
 
 
 
/
Recovery
One Account
	 
	 	7186	 	 	 	 	BACKERS, MESSAGE 

PAGE AND LETTERS

	 	The charge for each
overlay created by
FDR on Customer’s
behalf for use as a
backer, message page
or letter. This
service includes an
original proof, two
proof revisions and a
final proof to be
approved by Customer
to move information
into production.
	 	 	 	/ Overlay
	 
	 	7187	 	 	 	 	CHECKS, COUPONS AND AD MESSAGES

	 	This element
identifies the charge
for creating checks,
coupons, and
advertising messages
used on statements.
This service includes
the production of
proof copies,
revisions, and all
related activities to
move information into
production.
	 	 	 	/unit
	 
	 	7188	 	 	 	 	SCANNING OF LOGOS 

AND SIGNATURES

	 	Each logo or
signature image
scanned and prepared
for processing. This
includes the creation
of an original proof,
one proof revision
and a final proof for
Customer approval.
	 	 	 	/ Image Scanned
	 
	 	7189	 	 	 	 	REVISIONS OF PAGE 

SEGMENTS OR 

OVERLAYS

	 	This element
identifies the charge
for any revisions
made to page segments
or overlays beyond
the revisions that
are included in the
package price.
Revisions includes
backer, message page,
letter, check,
coupon, ad message
and logo, not just
page segments or
overlays.
	 	 	 	/unit
	 
	 	7190	 	 	 	 	EP DESIGN

	 	This element
identifies the charge
for digitizing and
printing company
logos on Enterprise
Presentation
statements.
	 	 	 	/unit
	 
	 	7197	 	 	 	 	ENTERPRISE 

PRESENTATION CH 

STATEMENT-DUPLEX 

FIRST PAGE

	 	Each first physical
page of an Enterprise
Presentation
statement which is
printed in duplex
mode. Enterprise
Presentation
Cardholder Statement
is each Cardholder
Statement produced by
FDR on behalf of
Customer utilizing
the Enterprise
Presentation feature.
Enterprise
Presentation is the
system which allows
Customer the
flexibility to
electronically
arrange the statement
form
	 	 	 	/ Duplex page
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






42









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	(including payment
coupon placement),
create and place logos
and graphics and select
from numerous font types
and sizes on the
Cardholder Statement.
Customer understands and
agrees that Enterprise
Presentation Cardholder
Statement data may only
be stored for archival
use on CD-ROM.	 	 	 	 
	 
	 	7198	 	 	 	 	ENTERPRISE 

PRESENTATION CH 

STATEMENT-SIMPLEX
SUBSEQUENT PAGE

	 	Each one-side-printed
page of a Cardholder
statement produced by
FDR using the Enterprise
Presentation statement
service. This charge is
in addition to the
charge for the first
physical page of the
statement, if applicable.
	 	 	 	/ Print Page
	 
	 	7199	 	 	 	 	ENTERPRISE 

PRESENTATION CH 

STATEMENT-DUPLEX 

SUBSEQUENT PAGE

	 	Each physical page after
the first physical page
of an Enterprise
Presentation statement
which is printed in
duplex mode.
	 	 	 	/ Print Page
	 
	 	7244	 	 	 	 	ODS SELECT 

TRANSACTIONS

	 	This element identifies
the charge for Open Data
Streams read-only, view
select transactions.
Fees are calculated on a
per transaction basis.

Volumes:
[***]
	 	 
	 	 
 
 
 
Transaction
	 
	 	7248	 	 	 	 	CS VRU CALLS

	 	This element identifies
the charge for inbound
telephone calls handled
by a voice response unit
(VRU).
	 	 	 	/unit
	 
	 	7260	 	 	 	 	ACCOUNT-LEVEL
PROCESSING (ALP) —
CARDHOLDER PRICING
ACCOUNT ON FILE

	 	Each account of a
Cardholder of Customer
using Account-Level
Processing that remains
on Customer’s masterfile
on the last processing
day of the calendar
month as defined on the
CD-121 Ledger Activity
Report or the equivalent
report. ALP
Services-Cardholder
Pricing allows Customer
the ability to set,
change and monitor
pricing parameters
(including but not
limited to annual
percentage rate, penalty
fees, minimum payment
calculations and annual
charges) on a Cardholder
Account automatically at
the level of the
individual Account based
upon decision tables
built by Customer.
	 	 	 	/ Account Using

Product
	 
	 	7269	 	 	 	 	MC TAPTRANS RPS 

FORMAT

	 	Each payment
transaction created from
the MasterCard Remote
Payment and Presentment
Service tape and posted
to cardholder accounts
by First Data.
	 	 	 	/ Payment

Transaction
	 
	 	7276	 	 	 	 	NATIONAL CHANGE OF
ADDRESS (NCOA)
SYSTEM

	 	The periodic updating of
Customer’s Cardholder
Account from the USPS
National Change of
Address file. The FDR
System will, once every
six (6) months,
electronically update
the addresses of all of
Customer’s Cardholder
Accounts using this
information. At
Customer’s option, FDR
will either (i) provide
Customer with reports
from which Customer may
enter the necessary
non-monetary
transactions to update	 	 	 	 
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






43









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	Customer’s
Cardholder master
files on the FDR
System, or (ii)
automatically
generate and enter
the necessary
non-monetary
transactions to
update Customer’s
Cardholder master
files on the FDR
System.
Volumes: [***]
	 	 	 	/ Unit
	 
	 	7279	 	 	 	 	ACCOUNT LEVEL 

ACTION-ACCOUNTS 

REVIEWED

	 	Each Cardholder
Account on File
reviewed in
connection with
Account Level
Action (ALA). ALA
allows Customer the
ability to have a
set of several
non-monetary
transactions
automatically
initiated at the
level of the
individual
Cardholder Account
based upon decision
tables built by
Customer.

Volumes: [***]
	 	 	 	/ Account Reviewed
	 
	 	7281	 	 	 	 	ACCOUNT LEVEL 

ACTION-ACTION SET 

SELECTED

	 	Each execution of a
set of non-monetary
transactions
generated for a
Cardholder Account
in connection with
an ALA account
review.

Volumes: [***]
	 	 	 	/ Actions Taken
	 
	 	7295	 	 	 	 	1-59 DAYS DELQ/FDR 

30,60

	 	This element
identifies the
charge for each
delinquent/overlimit
account billing,
skiptracing, and
related service
performed by First
Data on your behalf
for overlimit
accounts,
delinquent billing
accounts from 1-29
days delinquent,
and delinquent
billing accounts
from 30-59 days
delinquent (30 days
delinquent/60 days
delinquent on the
First Data System).
	 	 	 	/unit
	 
	 	7320	 	 	 	 	DISASTER RCVR 

SUBSCRIPTION FEE

	 	This element
identifies the
initial and monthly
subscription fees
associated with
disaster recovery.
	 	 	 	/month
	 
	 	7321	 	 	 	 	DISASTER 

DECLARATION FEE

	 	This element
identifies the
initial fee you are
charged after a
disaster has been
declared.
	 	 	 	/declaration
	 
	 	7330	 	 	 	 	TRANSACTION LEVEL
REWARDS (TLR) ONLY
TRANSACTION

	 	Each Cardholder
initiated
transaction (as
indicated on the
CD-864 Report or
its equivalent),
specifically
targeted by
transaction and
Cardholder decision
tables, and passed
to the FDR rewards
system for
processing
(transactions which
have already been
posted to a TLP
Promotional Balance
on File are
excluded).
Multiple targeted
transactions may
post to a single
Cardholder Account
in any one month.
	 	 	 	/ Transaction
	 
	 	7336	 	 	 	 	COMMERCIALVIEW 

SOFTWARE LICENSES

	 	One-time fee for
each user who is
given access to the
Infomaker®
software.
	 	 	 	/ User License
	 
	 	7337	 	 	 	 	COMMERCIALVIEW 

ELEMENT STORAGE

	 	This element
identifies the
charge for the
number of
CommercialView TM
accounts stored on
the First Data
	 	 	 	/unit
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






44









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	[***]1	Description
	 
	 	 	 	 	 	 	 

	 	System.	 	 	 	 
	 
	 	7338	 	 	 	 	COMMERCIALVIEW USER IDS

	 	This element
identifies the
charge for the
number of
CommercialView TM
user IDs stored on
the First Data
System. This element
includes all IDs
that have been
created, but not
deleted, and all IDs
that have been
deleted but have
accessed the
CommercialView
system.
	 	 	 	/unit
	 
	 	7400	 	 	 	 	ONLINE REPORT 

PRINTING

	 	This element
identifies the
charge for online
report printing.
This gives you the
ability to transmit
FDR ® reports that
are available for
viewing online from
the Information
Delivery Platform
(IDP) to your
printer or file.
You will be billed
for each report page
transmitted to your
printer or file.
	 	 	 	/unit
	 
	 	7407	 	 	 	 	PC REMOTE ACCESS
SERVICE — MINUTES

	 	Product by
which Customer may
access the FDR
System via a
personal computer at
Customer’s office in
order to allow
employees of
Customer to perform
certain terminal
functions, including
but not limited to
the accessing of
Cardholder or
Merchant Account
data, the entry of
information
concerning
Customer’s Accounts
and the
uploading/downloading
of data regarding
Customer’s Accounts.

Volumes: [***]
	 	 	 	/Minute per month
	 
	 	7415	 	 	 	 	PC REMOTE ACCESS 

BBS SERVICES

	 	This element
identifies the
charge for each
upload or download
of data using the PC
Remote Access
product. The
upload/download is
initiated using a
personal computer
located at your or
your affiliate’s
office.
	 	 	 	/unit
	 
	 	7416	 	 	 	 	PC REMOTE ACCESS —

USER ID FEE

	 	This element
identifies the
charge to maintain
each PC remote
access user ID (QID)
that First Data
assigns for your
use.
	 	 	 	/User ID
	 
	 	7433	 	 	 	 	OARS 30 DAY VIEW

	 	Each page of
Information Delivery
Platform (IDP)
reports which is
stored by FDR for
on-line viewing and
printing by
Customer’s
personnel. FDR shall
make reports
available for
reviewing for the
period of from four
(4) days following
daily cycle
completion to either
thirty (30), sixty
(60), seventy five
(75) or ninety (90)
days following daily
cycle completion, at
Customer’s option.
Customer, at its
option, may elect to
utilize either or
both of the OARS
Services and/or
CD-ROM Services for
the same IDP
reports.
	 	 	 	/ Page
	 
	 	7434	 	 	 	 	OARS 60 DAY VIEW

	 	Each page of
Information Delivery
Platform (IDP)
reports which is
stored by FDR for
on-line viewing and
printing by
Customer’s
personnel. FDR shall
make reports
available for
reviewing for the
period of from four
(4) days following
daily cycle
completion to either
thirty (30), sixty
(60), seventy five
(75) or ninety (90)
days following daily
cycle completion, at
Customer’s option.
Customer, at its
option, may elect to
utilize either or
both of the OARS
Services and/or
CD-ROM Services for
the same IDP
reports.
	 	 	 	/ Page
	 
	 	7435	 	 	 	 	OARS 75 DAY VIEW

	 	Each page of
Information Delivery
Platform (IDP)
reports which is
stored by FDR for
on-line viewing and
	 	 	 	/ Page
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






45









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	printing by
Customer’s
personnel. FDR
shall make reports
available for
reviewing for the
period of from four
(4) days following
daily cycle
completion to
either thirty (30),
sixty (60), seventy
five (75) or ninety
(90) days following
daily cycle
completion, at
Customer’s option.
Customer, at its
option, may elect
to utilize either
or both of the OARS
Services and/or
CD-ROM Services for
the same IDP
reports.	 	 	 	 
	 
	 	7436	 	 	 	 	OARS 90 DAY VIEW

	 	Each page of
Information
Delivery Platform
(IDP) reports which
is stored by FDR
for on-line viewing
and printing by
Customer’s
personnel. FDR
shall make reports
available for
reviewing for the
period of from four
(4) days following
daily cycle
completion to
either thirty (30),
sixty (60), seventy
five (75) or ninety
(90) days following
daily cycle
completion, at
Customer’s option.
Customer, at its
option, may elect
to utilize either
or both of the OARS
Services and/or
CD-ROM Services for
the same IDP
reports.
	 	 	 	/ Page
	 
	 	7437	 	 	 	 	OARS DEMANDVIEW 

PAGES-4 DAY VIEW

	 	Each page of an
Information
Delivery Platform
(IDP) report for
which Customer
requires on-line
view access at a
date subsequent to
the date on which
such IDP report
would otherwise
normally become
unavailable for
on-line viewing.
Customer shall have
the option to have
a report restored
for either four (4)
days or thirty (30)
days. The Report
Restore feature may
not be used for
reports which are
less than 4 days
old, nor more than
180 days old.
	 	 	 	/ Page
	 
	 	7438	 	 	 	 	OARS DEMANDVIEW 

PAGES-30 DAY VIEW

	 	Each page of an
Information
Delivery Platform
(IDP) report for
which Customer
requires on-line
view access at a
date subsequent to
the date on which
such IDP report
would otherwise
normally become
unavailable for
on-line viewing.
Customer shall have
the option to have
a report restored
for either four (4)
days or thirty (30)
days. The Report
Restore feature may
not be used for
reports which are
less than 4 days
old, nor more than
180 days old.
	 	 	 	/ Page
	 
	 	7455	 	 	 	 	EVOLVE-CUSTOMER 

SERVICE-GROSS 

ACTIVE FEE

	 	The Customer
Service Application
will consist of a
template of core
customer service
functions typically
handled in an
inbound customer
service call
center, including a
graphical user
interface (GUI),
workflow engine,
rules based
decisioning and an
ad hoc reporting
tool. Use of the
Customer Service
Application will be
billed based upon
the number of
Customer’s gross
Active Accounts on
file for the
applicable month,
subject to
indicated
limitations/exclusions. For purposes of
the Customer
Service
Application, “Gross
Active Accounts on
File” shall mean
those of Customer’s
Cardholder Accounts
which generated,
during the
applicable month,
(I) a Cardholder
statement (whether
printed or
otherwise), (ii) a
Cardholder Monetary
Transaction, or
(iii) an
authorization
inquiry.

Volumes:	 	 	 	 
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






46









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	[***]
	 	 	 	/ Gross Active

Account on File /

Month
	 
	 	7475	 	 	 	 	PREDICTIVE MODEL — EVENT
MANAGER

	 	Each numeric
value which is
created for a
Cardholder Account
of Customer
processed through
the Integrated
Analytic (IAC)
service platform
with respect to any
single Predictive
Model implemented
by FDR on behalf of
Customer.

Volumes: [***]
	 	 	 	/ Score Posted
	 
	 	7494	 	 	 	 	REPORT ORGANIZER AND
WRITER (ROW) — IDP

	 	The FDR System and
services which
allow Customer the
ability to
customize the
presentation, on
Customer’s screens,
of selected
information from
Customer’s
Information
Delivery Platform
(IDP) reports by
the use of a
graphical user
interface. Entire
reports or selected
fields within
reports may, using
the FDR ROW
Services, be
exported to a
database/analysis
tool that can sort,
graph, manipulate
and/or export data
to spreadsheets or
other documents.
In addition,
repetitive
applications may be
scripted and
automated for
regular use.

Volumes: [***]
	 	 	 	Monthly

Minimum

/ Page
	 
	TBD
	 	 	 	EVOLVE CUST SERVICE — EXCESS CONCURRENT USERS

	 	For each concurrent
User of the
Customer Service
Application in
excess of the
allowed number
during a calendar
month. For
purposes of the
Customer Services
Application,
Concurrent Users
shall mean the
total peak number
of users
simultaneously
signed on to the
Customer Service
Application at any
time during the
month. Any excess
Concurrent User
charge with respect
to the Customer
Service application
will be billed at
least one month in
arrears.
	 	 	 	/Concurrent users
in excess of
allowed number
during month
	 
	 	7498	 	 	 	 	EVOLVE COLLECTION—AVG ACCTS

	 	The Collections
Application
consists of a
customizable
template of core
collection service
functions typically
handled in a credit
card collections
operation,
including, but not
limited to (I) a
primary composite
screen with the
ability to
designate and
systematically	 	 	 	 
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






47









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	note “template
available” or
“client customized”
actions taken on an
Account, (ii)
secondary display
screens that show
such items as
payment history,
Cardholder history,
calendar and
statement
information, and
(iii) supervisory
functions such as
work/collector
assignments and
collector
productivity. The
Collections
Application also
includes a
graphical user
interface (GUI),
workflow engine,
rules based
decisioning and an
ad hoc reporting
tool. With certain
exceptions, the
Collections
Application
includes “basic
dialer interface”
functionality with
most major dialers.
The Collections
Application is
billed based upon
the Average Number
of Accounts In
Collections
Application during
the applicable
month, subject to
indicated
limitations/exclusions. For purposes of
this service,
“Average Number of
Accounts In
Collections
Application” means
the sum of the
total number of
Cardholder Accounts
resident in the
Evolve System -
Collections
Application for
each business day
of the month
divided by the
number of business
days in such month.

Volumes: [***]
	 	 	 	/ Average number of
accounts in
Collections
Application / Month
	 
	 	7519	 	 	 	 	EVOLVE COLLECTIONS — EXCESS CONCURRENT USERS

	 	For each
concurrent User of
the Collections
Application in
excess of the
allowed number
during a calendar
month. For
purposes of the
Collections
Application,
Concurrent Users
shall mean the
total peak number
of users
simultaneously
signed on to the
Collections
Application at any
time during the
month. Any excess
Concurrent User
charge with respect
to the Collections
application will be
billed at least one
month in arrears.
	 	 	 	/Concurrent
users in excess of
allowed number
during month
	 
	 	7520	 	 	 	 	COMPUTER LETTER 

BASE COMPOSITION

	 	This element
identifies the
charge for creating
letterhead for
81/2x11-inch paper.
The letterhead
includes graphic
components such as
logos, text
composition, and
graphic art. This
element includes a
maximum of one hour
of composition
time, two paper
proofs, and one
negative.
	 	 	 	/ Unit
	 
	 	7521	 	 	 	 	HOURLY COMPOSITION

	 	Hourly pre-press
charge for FDR to
complete Customer
requested edits and
revisions.
	 	 	 	/ Hour
	 
	 	7522	 	 	 	 	IMAGE COMPOSITION RUSH

	 	Each image
requested on a
priority (rush)
basis that does not
meet the following
standard FDR
delivery
timeframes: Eight
days from the time
Image Composition
receives the
request to
completion of the
first set of
proofs, Three days
for changes after
the first set of
proofs have been
created, Three days
for creating
negatives. Turn
around times for
laser-printed
	 	 	 	/ Request
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






48









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	products/services from Advanced Function
Presentation are as follows. Fifteen days lead
time from submission of request form, Three days
for revision	 	 	 	 
	 
	 	7622	 	 	 	 	CARD ACTIVATION
LABELING — GENERAL
USE

	 	Each affixation of a sticker to each
embossed plastic identified by Customer.
	 	 	 	/ Plastic
	 
	 	7623	 	 	 	 	CARD ACTIVATION
LABELING —
SELECTIVE USE

	 	Each affixation of a sticker to each
embossed plastic identified by Customer.
	 	 	 	/plastic
	 
	 	7633	 	 	 	 	PLASTICARD BULK
PACKAGING — 3 DIGIT
SORT

	 	The separation from the production run of
accounts from individual systems, principals,
agents or grouping of zip codes. Includes
sorting to a 3-digit level.
	 	 	 	/carrier
	 
	 	7634	 	 	 	 	PLASTICARD BULK
PACKAGING — 5 DIGIT
SORT

	 	The separation from the production run of
accounts from individual systems, principals,
agents or grouping of zip codes. Includes
sorting to a 5-digit level.
	 	 	 	/carrier
	 
	 	7638	 	 	 	 	PLASTICARD FREE 

FORM TEXT

	 	Each mailer containing up to 25 customized
alpha numeric printed characters of free form
text. The text will print on a predesigned area
of a generic mailer.
	 	 	 	/mailer
	 
	 	7639	 	 	 	 	PLASTICARD IMAGE SCANNING

	 	Each logo or other image stored by FDR as a
digitized image on a data base for up to five
(5) years.
	 	 	 	/ Image
	 
	 	7647	 	 	 	 	POSTAL DISCOUNT PROCESSING FEE — PLASTICARD

	 	Postage pre-sort discount generating
services for Customer’s PlastiCard Mailers.
	 	 	 	/mailer
	 
	 	7663	 	 	 	 	PLASTICARD DES PIN GENERATION

	 	Each Data Encryption System (DES) Personal
Identification Number (PIN) created by the FDR
System in connection with a plastic card
produced by FDR on behalf of Customer.
	 	 	 	/ DES PIN

generated
	 
	 	7667	 	 	 	 	PLASTICARD PHOTOCARD PHOTO TRANSFER (2” X 2”)

	 	Each plastic for which FDR provides
affixation of a digitized photographic image (2”
x 2”) to a plastic Transaction Card.

Volumes: [***]
	 	 	 	/ Image

Transfer
	 
	 	7668	 	 	 	 	PLASTICARD PHOTOCARD PHOTO SCANNING AND DIGITIZATION (2” X  2”)

	 	Each image for which FDR (i) scans a
photograph (2” x 2”), (ii) cleans/crops the
photograph and (iii) stores such photograph as a
digitized image on a data base for up to five
(5) years.

Volumes: [***]
	 	 	 	/ Photo Scanned
	 
	 	7669	 	 	 	 	PLASTICARD PHOTOCARD PHOTO IMAGE HANDLING AND MERGE (2” X 2”)

	 	Each plastic for which FDR provides handling
and merging of images (2” x 2”) with
corresponding data to create an output file.

Volumes: [***]
	 	 	 	/ Image Merged
	 
	 	7670	 	 	 	 	MAILER PRODUCTION

	 	The edit functions performed on a PIN/Post Mailer
	 	 	 	/ Mailer
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






49









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	EDITS
    
	 	before printing.
The service
includes Mailer
method changes,
Mailer address
changes, Mailer
mail date changes
and Mailer
deletions.	 	 	 	 
	 
	 	7677	 	 	 	 	PLASTICARD LASER
PIN/POST MAILER
PROCESSING

	 	Each PIN/POST
mailer or
acknowledgement
mailer created by
laser printing or
other similar
technology and
which is pressure
sealed in
connection with a
Cardholder of the
Customer.
	 	 	 	/ Mailer
	 
	 	7678	 	 	 	 	PLASTICARD SAME DAY EMBOSSINGTM (PSD)

	 	Each embossed
Cardholder plastic
where FDR mails or
delivers the
plastic to a
courier during the
same day of
Customer’s request
via an on-line
screen. The
service includes
standard embossing,
carrier printing,
inserting and other
services required
to prepare the
plastic for
delivery. Requests
for PlastiCard Same
Day EmbossingTM
must be received by
1400 hours Central
Time Zone.
	 	 	 	/ Plastic
	 
	 	7682	 	 	 	 	PLASTICARD
ENTERPRISE PRES.
ADD’L PAGE

	 	The process of
printing
personalized
information onto
one additional
document other than
the card carrier
and matching this
document to a
corresponding
personalized
document for
insertion into an
envelope.
	 	 	 	/ Add’l Page
	 
	 	7684	 	 	 	 	PLASTICARD SAMPLE PLASTICS

	 	Each physical
plastic card,
either blank or
embossed with
sample information
to resemble a real
plastic, which is
provided to an
Issuer. Each such
plastic shall be
intentionally
damaged or voided
by FDR to prevent
fraudulent use.
	 	 	 	/plastic
	 
	 	7689	 	 	 	 	PLASTICARD TEMPLATE CREATION

	 	Labor required of
FDR to create,
paint or revise an
overlay template
used to print onto
a page for a card
carrier and/or
mailer.
	 	 	 	/ Half hour
	 
	 	7702	 	 	 	 	PLASTICARD OBSOLETE PLASTIC FEE

	 	Monthly charge for
the storage,
inventorying and
physical management
of Customer’s
plastics that
remain unused after
six (6) months from
the date of
receipt.
	 	 	 	/ Fee per Plastic

per Month
	 
	 	7703	 	 	 	 	PLASTICARD OBSOLETE PAPER FEE

	 	Monthly
charge for the
storage,
inventorying and
physical management
of Customer’s
plasticard service
related paper
materials that
remain unused after
six (6) months from
the date of
receipt.
	 	 	 	/ Per Piece

per Month
	 
	 	7705	 	 	 	 	PLASTICARD
ENTERPRISE PRES.
CHECK/COUPON

	 	Managing a
plastic-related
document that
contains
feature(s), such as
check information
or check
security/authenticity features, that
require heightened
accountability or
security due to the
nature of the
feature(s).

Volumes: [***]
	 	 	 	/ Number of
checks that
accompany a plastic
	 
	 	7706	 	 	 	 	PLASTICARD OUTPUT PAPER STORAGE FEE

	 	The charge for
storing, conducting
inventory, and
physically managing
paper materials
from an individual
shipment that have
not been exhausted
within six months
of the date the
shipment was
received at FDR.
These charges will
be assessed each
month until the
	 	 	 	/ Paper Piece
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






50









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	inventory for
the shipment is
consumed,
destroyed, or
shipped to a
destination of the
customer’s choice.	 	 	 	 
	 
	 	7740	 	 	 	 	PLASTICARD PLASTICS OVERSTOCK FEE

	 	Monthly charge
for storage,
inventorying, and
physical management
of plastics from an
individual shipment
that have not been
exhausted in a
six-month
timeframe.
Overstock charges
will continue each
month until the
inventory for the
shipment is
consumed,
destroyed, or
shipped to a
destination you
choose.
	 	 	 	/ Plastic
	 
	 	7741	 	 	 	 	PLASTICARD PAPER OVERSTOCK FEE

	 	Monthly charge
for the storage,
inventorying, and
physical management
of Customer’s
plastics from an
individual shipment
which have not been
exhausted within
six(6) months from
the date of
receipt.
	 	 	 	/ Paper Piece
	 
	 	7742	 	 	 	 	OUTPUT PAPER OVERSTOCK FEE

	 	The charge for
storing, conducting
inventory, and
physically managing
paper materials
from an individual
shipment that have
not been exhausted
within six months
of the date the
shipment was
received at FDR.
These charges will
be assessed each
month until the
inventory for the
shipment is
consumed,
destroyed, or
shipped to a
destination you
choose.
	 	 	 	/ Per Piece

per Month
	 
	 	7795	 	 	 	 	DIGITAL CARD PRINT IMAGING SERVICES

	 	This Element
identifies each
half hour of labor
required of FDR to
create, digitize,
or revise an image
or logo used to
print onto a
plastic.
	 	 	 	/ Half Hour
	 
	 	7796	 	 	 	 	DIGITAL CARD PRINTING IMAGE APPLICATION

	 	This Element
identifies the
application of each
digitally prepared
image edge-to-edge
on a transaction
card.
	 	 	 	/ Image

Application
	 
	 	7797	 	 	 	 	DIGITAL CARD PRINT — CARDHOLDER LEVEL

	 	This element
identifies the
application of each
cardholder level
digitally prepared
image edge-to-edge
on a transaction
card.
	 	 	 	/ Unit
	 
	 	7804	 	 	 	 	Print and Mail Prep.
11” Duplex — Addl.
Page Cont.

	 	This element
identifies the
charge for each 11”
duplex additional
page printed and
prepared for
mailing. The
charge is
applicable to each
page in addition to
the first physical
page and is
incremental to the
charge for the
Cont. Page 1 Duplex
11” Print.
	 	 	 	/ Add’l page
	 
	 	7813	 	 	 	 	Print 11” Duplex -
Page 1 Cont.

	 	This element
identifies the
charge for each 11”
duplex document
page 1 printed. The
document printing
service includes
all the processes
necessary to laser
print a document on
a continuous form.
	 	 	 	/ Page One
	 
	 	7815	 	 	 	 	Insert Continuous Form

	 	Each insert of
advertising or
other item of
information not
contained on a
document inserted
into an envelope
containing a
continuous form
document.
Excluding the first
Return Envelope.
	 	 	 	/ Insert
	 
	 	7841	 	 	 	 	MAIL PREP 11” — PAGE
1 CONT

	 	This element
identifies the
charge for each 11”
document page 1
prepared for
mailing. The mail
preparation service
includes all the
processes necessary
to prepare the
cont. form document
for delivery.
	 	 	 	/ Page One
	 
	 	7919	 	 	 	 	FRAUD MANAGEMENT/FRAUD
DETECTION
(FALCON) SERVICES —
MONTHLY GROSS

	 	Each Cardholder
Account processed
through the Falcon
system which
Cardholder Account
had a balance or
any monetary
posting for the
month billed, as
determined
by FDR for Customer.
	 	 	 	/ Gross Active

Account
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






51









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Item Description
	 
	 	 	 	 	 	 	ACTIVE CREDIT CARD ACCOUNT
	 	 	 	 	 	 
	 
	 	7923	 	 	 	 	CARD ACTIVATION— ANI CALL-FDR

	 	Each automatic initiation of an on-line
transaction in conjunction with an Automatic Number
Identification (ANI) process via an audio response
unit (ARU), changing the status of a Cardholder
Account associated with certain newly issued or
reissued plastics (as determined by Customer), from
“inactive” (under certain parameters) to “active”
for transaction authorization purposes.
	 	 	 	/ Transaction
	 
	 	7926	 	 	 	 	NUMBER OF TRAN RECORDS LOGGED

	 	The charge for Footprints, an internal fraud
detection system that allows Customer to monitor
transactions that employees of Customer enter on
Cardholder Accounts. This service enables Customer
to monitor internal customer service
representatives’ (CSRs) work activity. Customer’s
charge is based on the number of transactions
tracked during the month.

Volumes: [***]
	 	 	 	/ Transaction
	 
	 	7928	 	 	 	 	EMERGENCY CASH/CARD REQUESTED-FDR

	 	Each temporary Cardholder Account plastic
replacement or emergency cash disbursement
authorized on Customer’s behalf by FDR’s Fraud
Management Services.
	 	 	 	/ Request
	 
	 	7934	 	 	 	 	RETURN ACCOUNT PROCESSING SERVICE

	 	The processing of mailed plastics returned by
the United States Postal Service due to
undeliverable address. Each such plastic shall be
destroyed by FDR and reported to Customer.
	 	 	 	/ Returned Plastic
	 
	 	7936	 	 	 	 	CARD ACTIVATION —
ACCOUNT INFORMATION
UPDATE

	 	Each update of Customer’s Cardholder
masterfile information in connection with the
activation of the Cardholder Account by the
Cardholder.
	 	 	 	/account
	 
	 	7943	 	 	 	 	NRI RETURNED RECORDS IN QUEUE

	 	Each record of a Cardholder Account of
Customer which is sent to MasterCard and VISA as Not
Received as Issued (NRI); such accounts are placed
in a queue for review and disposition by Customer.
	 	 	 	/ Record
	 
	 	7947	 	 	 	 	FRAUD RETURN RECORDS IN FAR QUEUE

	 	Each record of a fraudulent Cardholder Account
of Customer which is rejected and returned by
MasterCard; such accounts are placed in the FDR
Fraud Account Returns (“FAR”) queue for review and
disposition by Customer.
	 	 	 	/ Record
	 
	 	7970	 	 	 	 	RAPID /ATM DESTROY

	 	This element identifies the charge for
destroying PIN mailers and ATM cards returned by the
U.S. Postal Service that are serviced by First
Data’s Returned Account Plastics Immediately
Delivered (RAPID) department. First Data will
destroy plastics and mailers that are returned due
to undeliverable addresses.
	 	 	 	/unit
	 
	 	7971	 	 	 	 	FRAUD PREDICTOR
PLUS — CREDIT

	 	Each cardholder account processed through the
Fraud Predictor Plus functionality of the FDR Falcon
System.
	 	 	 	/ Gross Active

Account
	 
	 	7980	 	 	 	 	FRAUD

	 	Any Account routed to the FDR Falcon predictive
	 	 	 	/ Account
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






52









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	MANAGEMENT/ FRAUD
DETECTION (FALCON)
SERVICES — CALL
PROCESSING -
PREDICTIVE DIALER,
DOMESTIC)

	 	dialer and called
using the
predictive dialer
which results in
any one or more of
the following
activities in a
single 48-hour
period: outgoing/incoming
Cardholder phone
calls with a
maximum of 2
attempts within any
single 48-hour
period, CIS Memos,
Letter generation
or Account
statusing.
	 	 	 	worked
	 
	 	7982	 	 	 	 	FRAUD MANAGEMENT/FRAUD
DETECTION
(FALCON) SERVICES —
CALL PROCESSING -
MANUAL REVIEW/
DIALING)

	 	
    Any Cardholder
Account routed to
the FDR Fraud
Detection
WorkCenter and
called using a
manual dialing
process that
results in any one
or more of the
following
activities in a
single 48-hour
period: outgoing/incoming
Cardholder phone
calls with a
maximum of 2
attempts within any
single 48-hour
period, CIS Memos,
Letter generation
or Account
statusing.
	 	 	 	/ Account reviewed
	 
	 	8106	 	 	 	 	SIFT USER FEE

	 	This element
identifies the
monthly fee
assessed to
Customer for each
individual SIFT
(Secure Internet
File Transmission)
user ID provided to
Customer by FDR.
	 	 	 	/ Unit
	 
	 	8303	 	 	 	 	DAILY ALA FILE 

GENERATION

	 	A file is generated
using the Daily ALA
File Generation
option.

Volumes: [***]
	 	 	 	/unit
	 
	 	8304	 	 	 	 	WEEKLY ALA FILE 

GENERATION

	 	A file is generated
using the Weekly
ALA File Generation
option.


Volumes: [***]
	 	 	 	/unit
	 
	 	8305	 	 	 	 	MONTHLY ALA FILE 

GENERATION

	 	A file is generated
using the Monthly
ALA File Generation
option.


Volumes: [***]
	 	 	 	/unit
	 
	 	8310	 	 	 	 	STATEMENT-CHECKS 

AND COUPONS 

CREATION

	 	The charge for data
processing,
decision
processing, and
processing updates
of checks and
coupons on
statements.
Volumes: [***]
	 	 	 	/ Statement using

the product
	 
	 	8320	 	 	 	 	MLP AUDIT STORAGE

	 	This element identifies
the charge for each
Method Level
Processing SM
(MLP-SM ) audit
history record
	 	 	 	/audit record in
excess of six
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






53









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 	 	 

	 	retained on the System greater than six.	 	 	 	 
	 
	 	8324	 	 	 	 	MLP METHOD OVERRIDE

	 	Each group of ‘like’ pricing
parameters (commonly referred to as a
‘pricing method’) within Customer’s
Product Control File (‘PCF’) settings
which is placed upon a Cardholder
Account of Customer in the MLP
subsystem of the FDR System, and which
supersedes the overall pricing strategy
previously assigned to the Cardholder
Account by Customer.
	 	 	 	/ Method override

per account
	 
	 	8518	 	 	 	 	ACS-LETTER TO DATA

	 	Each account contained in a
Letters-to-Data file, included based on
Customer’s Adaptive Control actions.
	 	 	 	/ Record on the file
	 
	 	8523	 	 	 	 	PROFITSIGHT - ACTIVE ACCOUNTS

	 	A neutral network based
statistical system combined with FDR
system technology and complimentary
products, e.g., ACS, TLP, ALP designed
to predict the future profitability of
an existing account by analyzing the
past transaction behavior of the
cardholder. It consists of a suite of
inter-related models that forecasts
individual components of cardholder
profitability including credit risk,
attrition risk and revenue potential.
Billing is based on the number of
transactions scored, such as auths,
payments, payment reversals, new
accounts, account transfers, and cycle
cuts.
	 	 	 	/unit
	 
	 	8556	 	 	 	 	PROFITNET 

BENCHMARKING

	 	
    ProfitNet is a joint product
offering by FDR and Argus Information
and Advisory Services Inc. The product
is a Credit Card Payment Study or
(CCPS).
 

CCPS is a study which analyzes credit
card profitability by means of a
quarterly benchmarking report (“CCPS
Report(s)”), with follow-up analysis
and recommendations (collectively “CCPS
Services”) The CCPS Services include: (A) quarterly benchmarks of customer
behavior, risk and profitability; (B)
an ongoing panel that gives detailed
point-in-time and trended information
regarding customer behavior; (C)
primary research surveys focused
specifically on activation,
utilization, and product development
opportunities; (D) recommendations
tailored to each End Client; and (E)
modification and enhancements to such
services from time to time.
	 	 	 	/Portfolio per month
	 
	 	9950	 	 	 	 	PLASTICARD ULTRAFORMS

	 	Each laser printed card carrier
or form to which a plastic card is
affixed by adhesive and which card
carrier or form contains personalized
information regarding the Cardholder
(including but not limited to name,
address, Account number and credit
limits) using the FDR Ultraform
product.
	 	 	 	/ Carrier
	 
	 	9951	 	 	 	 	PLASTICARD ENT PRES
CARD CARRIER — HALF
BOWE

	 	Each simplex or duplex laser printed
(or similar technology) card carrier
(to which a plastic card is affixed by
adhesive) sent by FDR on behalf of
Customer to a Cardholder which card
carrier contains personalized
information created by the use of
electronic documents or “templates”
regarding the Cardholder (including but
not limited to name, address,
	 	 	 	/ Carrier
	 








			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.






54









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	Price	 	Price Per Item
	Elem #	 	[***]1	 	Item Name	 	Item Definition	 	[***]1	 	Description
	 
	 	 	 	 	 

	 	account number and credit limits)	 	 	 	 
	 




“X” indicates those services in the schedule above which are [****].



“P” indicates those production services in the schedule above for which [***].



"*” indicates those services in the schedule above for which [***].







			
	1	 	The information contained in this column of Attachment 1 — Exhibit A is
confidential and has been omitted pursuant to 17 CFR 240-24b-2; such confidential portions have
been filed separately with the Commission pursuant to a Confidential Treatment Application filed
with the Commission.







55










 





ATTACHMENT II
EXHIBIT C




FDR Performance Standards for Customer




Category I Performance Standards




	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Financial	 	 	 	 
	 	 	Measurement	 	Standard	 	Incentive	 	Remedy	 	Termination
	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	1.

	 	Cardholder

Statements*
	 	Cardholder Statements will be Accurate** and will be mailed by
the end of the second business day following cycle date for 100%
of each month’s cardholder statement volume. Hold and Rerun
situations primarily caused by Customer will be excluded from
this measurement.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	2.

	 	Embossing*
	 	Embossed plastics will be Accurate** and will be mailed by the
end of the second business day following cycle date for 100% of
each month’s embossed plastic orders. Hold and Rerun situations
primarily caused by Customer will be excluded from this
measurement. This measurement does not include MINT mail time.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	3.

	 	Implementations
	 	File, Screen and Report format changes for functionality utilized
by Customer or functionality Customer plans to utilize (as
indicated on the then current product or project logs) (including
standard file layouts) will be communicated in writing to
Customer no less than thirty (30) days prior to implementation.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	4.

	 	Authorizations
	 	The authorization systems which consists of the acquiring and
issuing regions, will be available via primary, backup or tertiary
to respond to inquiry 24 hours per day, 7 days per week 99.9%
of the total minutes in each month
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 






56









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Financial	 	 	 	 
	 	 	Measurement	 	Standard	 	Incentive	 	Remedy	 	Termination
	 	 	 	 	 	 	 	 	 	 	 
	5.

	 	Computer

Availability
	 	The FDR system will be available for Alpha Look-Up, Balance and
Status, Chargebacks, CIS, Non-Monetaries, Collections, Falcon
Fraud, Memos, Monetaries, On-Line Letters, Security, Settlement,
VRU inquiries, ODS and PCF 24 hours a day, 99. 8% of the time
each month.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	6.

	 	Outgoing

Transmissions

Collections ACCD

(CCOD0025)
	 	The collection file will be available for transmission by 0630
ETZ each cycle date 100% of the time each month.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	7.

	 	Evolve Customer

Service On-line

Availability
	 	Evolve Customer Service On-lines will be available 24 hours a
day, 99% of the time 24 hours a day.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	8.

	 	Evolve Collections

On-line

Availability
	 	Evolve Collections On-lines will be available 24 hours a day, 99%
of the time 24 hours a day.
	 	[***]
	 	[***]
	 	[***]





* Any statementing and/or plastic actions (inserts, messages, PCF) received from Customer after
established monthly time frames which result in Holds/Reruns will not be considered FDR failures.




**For the Cardholder Statements and Letters Performance Standards, “Accurate” means that [***] of
the items are correctly processed and mailed with inserts, envelopes and forms. For the Embossing
Performance Standard, “Accurate” means that for [***] of the embossed cards the information from
the cardholder system is correctly embossed on the plastic, the card carrier is printed on the
correct form and includes the correct inserts and envelopes. Performance will be based upon
feedback from Customer and periodic audit and quality checks performed by FDR.




FDR Performance Standards for Advanta Business Cards

Category II Performance Standards




	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Financial	 	 	 	 
	 	 	Measurement	 	Standard	 	Incentive	 	Remedy	 	Termination
	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	1.

	 	Letters
	 	Computer Letters
will be Accurate**
and will be mailed
by the end of the
third business day
for 100% of each
month’s letter
volume. Hold and
Rerun situations
primarily caused by
Customer will be
excluded from this
measurement.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	2.

	 	New Accounts
	 	All new accounts
received via file
transmission prior
to 1800 ETZ on a
cycle date will be
processed within
one cycle date of
files receipt
provided
tape/transmission
successfully passes
all front-end
processing edits.
	 	[***]
	 	[***]
	 	[***]






57









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Financial	 	 	 	 
	 	 	Measurement	 	Standard	 	Incentive	 	Remedy	 	Termination
	 	 	 	 	 	 	 	 	 	 	 
	3.

	 	On-Line Reports — Daily
	 	95% of the daily critical on-line reports
will be available for on-line viewing by
the target time as noted in the table
below. 100% of the daily critical on-line
reports will be available for on-line
viewing by the target time as noted in the
table below.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	*List of Critical On-Line reports attached.	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	On-Line Reports — Monthly
	 	100% of the monthly on-line reports
included in the below table will be
available for on-line viewing by the end
of the fifth Business Day following month end.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	4.

	 	CD-ROM
	 	The monthly reports and statements will be
mailed by the fifth business day following
calendar month-end 100% of the time each month.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	5.

	 	Custom Interfaces
	 	All custom interfaces will be Accurate** and will be
available to Advanta 100% of the time as follows:	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	Cardholder

Masterfile (CCHM3011)
	 	by end of fifth business day following month-end each month
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	MSR

(CCHD3066)
	 	95% by 0800 CTZ each business day excluding FDR holidays
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	PCF File

(CCHM3077)
	 	by end of fifth business day following month-end each month
	 	[***]
	 	[***]
	 	[***]






58









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Financial	 	 	 	 
	 	 	Measurement	 	Standard	 	Incentive	 	Remedy	 	Termination
	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Company

Masterfile
	 	by end of fifth business day following month-end each month
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	Convenience

Checks
	 	by end of second business day following written request
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	6.

	 	Embossing — PSD
Requests (A)/Rush
Requests (A)
	 	Cardholder orders entered by 2 p.m. CTZ via the PSD
transaction, will be mailed the same day entered for 99% of
the month’s volume
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	Cardholder embossing orders entered electronically will be
mailed within one business day following cycle for 99% of
each month’s volume and within two business days following
cycle for 100% of each month’s volumes.
	 	[***]
	 	[***]
	 	[***]
	 
	 	 	 	 	 	 	 	 	 	 
	7.

	 	Embossing — Reissues (A)
	 	Cardholder reissued account plastics produced as a result
of FDR’s monthly reissue programs will be mailed within
eight (8) business days after the automatic purge date
established by Advanta on the PCF for 100% of cardholder
plastics scheduled for reissue each month
	 	[***]
	 	[***]
	 	[***]





**For the Customer Interfaces Performance Standard, “Accurate” means that the file is [***].



[***] are excluded from this standard.




59









 







DAILY ON-LINE REPORT LIST*




	 	 	 	 	 	 	 
	Report	 	Report Name	 	95% by Target Time	 	100% by Target Time
	BASEIIB
	 	Visa Interchange Incoming	 	06:00	 	08:00
	BD-021
	 	Dept Code Table Change Rpt	 	06:00	 	08:00
	CD-007
	 	Annual Home Equity Corrections Rpt	 	Noon	 	14:00
	CD-011
	 	Non-monetary Entry List	 	06:00	 	08:00
	CD-025
	 	INET In Control Report	 	18:00	 	20:00
	CD-028
	 	Tape Transmittal Accepted	 	00:00	 	02:00
	CD-029
	 	Tape Transmittal Rejected	 	00:00	 	02:00
	CD-031
	 	Authorization Log	 	10:00	 	Noon
	CD-033
	 	INET Misc Transaction Journal	 	18:00	 	20:00
	CD-033
	 	Direct Settle Report	 	18:00	 	20:00
	CD-043
	 	Batch Auth requests Not Authorized	 	00:00	 	02:00
	CD-051
	 	Non-monetary Journal	 	10:00	 	Noon
	CD-052
	 	Unposted Non Mon Items	 	10:00	 	Noon
	CD-053
	 	Unposted Monetary Items Report	 	06:00	 	08:00
	CD-055
	 	Auto Unposted Mon Items Report	 	06:00	 	08:00
	CD-061
	 	New Accounts Journal	 	06:00	 	08:00
	CD-063
	 	Daily Embossing	 	10:00	 	Noon
	CD-072
	 	Report of Adjustments	 	06:00	 	08:00
	CD-075
	 	Disputed Amounts	 	06:00	 	08:00
	CD-083
	 	Daily Interchange Log	 	06:00	 	08:00
	CD-084
	 	Debit Card Transaction Rpt	 	00:00	 	02:00
	CD-107
	 	Authorization Exception Rpt	 	06:00	 	08:00
	CD-108
	 	Authorization Exception Rpt	 	06:00	 	08:00
	CD-109
	 	Authorization Exception Rpt	 	06:00	 	08:00
	CD-110
	 	Authorization Exception Rpt	 	06:00	 	08:00
	CD-111
	 	Cardholder Exceptions Rpt -Part1	 	10:00	 	Noon
	CD-114
	 	Cardholder Exceptions Rpt -Part4	 	10:00	 	Noon
	CD-115
	 	Cardholder Exceptions Rpt -Part5	 	10:00	 	Noon
	CD-120
	 	Ledger Activity Report	 	Noon	 	18:00
	CD-121
	 	Ledger Activity Report	 	Noon	 	18:00
	CD-124
	 	Daily Portfolio Activity Summary	 	06:00	 	08:00
	CD-128
	 	Daily Portfolio Activity Summary (sys)	 	06:00	 	08:00
	CD-132
	 	Daily Charge Off Activity	 	Noon	 	14:00
	CD-143
	 	Security Detail Update List	 	06:00	 	08:00






60









 





	 	 	 	 	 	 	 
	Report	 	Report Name	 	95% by Target Time	 	100% by Target Time
	CD-159
	 	Daily Letters Report	 	14:00	 	16:00
	CD-179
	 	Chargeoff Activity by Reason Code	 	Noon	 	14:00
	CD-190
	 	Collector Productivity by Hour	 	06:00	 	08:00
	CD-192
	 	Daily Productivity Report	 	10:00	 	Noon
	CD-195
	 	Collector Accounts by Cycle	 	10:00	 	Noon
	CD-204
	 	Collector Report Card	 	10:00	 	Noon
	CD-216
	 	Retrieval Request Summary List	 	06:00	 	08:00
	CD-244
	 	Card Recovery Bulletin Report	 	18:00	 	20:00
	CD-260
	 	Transaction Journal	 	00:00	 	02:00
	CD-261
	 	Management Summary	 	00:00	 	02:00
	CD-271
	 	Credit Limit Change Report	 	06:00	 	08:00
	CD-273
	 	Special Non-mon Report	 	06:00	 	08:00
	CD-363
	 	Risk Mgmt Transaction List	 	10:00	 	Noon
	CD-367
	 	Daily Letters Report	 	14:00	 	16:00
	CD-435
	 	Incoming Fee Collection Journal	 	18:00	 	20:00
	CD-443
	 	ICS Alerts	 	18:00	 	20:00
	CD-558
	 	PIN Change Requests Accepted	 	00:00	 	02:00
	CD-584
	 	ICS Bankruptcy Alerts	 	18:00	 	20:00
	CD-895
	 	Issuer Daily Copy Requests	 	18:00	 	20:00
	FD-028
	 	Proprietary	 	06:00	 	08:00
	MD-027
	 	ETC Transaction History Log	 	10:00	 	Noon
	MD-028
	 	Daily ETC Deposits	 	10:00	 	Noon
	MD-038
	 	ETC Headquarters Report	 	Noon	 	14:00
	MD-050
	 	Daily Merchant Exceptions	 	10:00	 	Noon
	MD-070
	 	Retained ACH Merchant Deposits	 	00:00	 	02:00
	MD-072
	 	Dropped ACH Merchant Deposits	 	00:00	 	02:00
	SD-018
	 	Interchange Fee Recap System	 	10:00	 	Noon
	SD-031
	 	Merchant Clearing Adjs	 	06:00	 	08:00
	SD-041
	 	Settlement Advice Parts 1 & 2	 	10:00	 	Noon
	SD-060
	 	Visa/MasterCard Interchange Report	 	06:00	 	08:00
	SD-077
	 	ACH Monetary Transaction Journal	 	10:00	 	Noon
	SD-091
	 	General Ledger Display	 	10:00	 	Noon
	SD-098
	 	Incoming/Outgoing Chargeback Journal	 	00:00	 	02:00
	SD-119
	 	Daily Chargeback Activity List	 	00:00	 	02:00
	SD-890
	 	Fee Income Journal	 	00:00	 	02:00






61









 





	 	 	 	 	 	 	 
	Report	 	Report Name	 	95% by Target Time	 	100% by Target Time
	SD-891
	 	Intra-FDR Fee Expense Journal	 	00:00	 	02:00
	SD-902
	 	Misc Settlement	 	10:00	 	Noon
	SD-904
	 	Misc Settlement — System Order	 	10:00	 	Noon
	SM-470
	 	BASE II Access Charges	 	00:00	 	02:00






MONTHLY REPORT LIST




	 	 	 	 	 
	 	 	 	 	Monthly On-Line Reports
	Report	 	Report Name	 	Performance Standard
	CM-051

	 	Cardholder Mgmt Report
	 	End of 5th Business Day following month end
	CM-060

	 	Lost/Stolen/Fraud Account
	 	End of 5th Business Day following month end
	CM-201

	 	CIMS CSR Resolution Report
	 	End of 5th Business Day following month end
	CM-556

	 	Monthly Approval/Turndown Stat Report
	 	End of 5th Business Day following month end
	SM-570

	 	MasterCard MIP Fees
	 	End of 5th Business Day following month end






62









 





ATTACHMENT III




FDR Insurance Coverage




	 	 	 
	Insurance Policies	 	Coverage
	Comprehensive General Liability*

	 	$1,000,000 per occurrence
	 

	 	$2,000,000 aggregate
	 
	Excess or Umbrella*

	 	$10,000,000 per occurrence
	 
	Workers’ Compensation

	 	Statutory
	 
	Employers Liability

	 	$100,000 per accident
	 

	 	$100,000 per employee
	 

	 	$500,000 per policy year
	 
	Errors & Omissions or Professional Liability

	 	 $5,000,000 per occurrence
	 
	Comprehensive Automobile Liability*

	 	$1,000,000 per occurrence
	 
	Employee Dishonesty

	 	$2,000,000 per occurrence






     *Denotes those policies on which FDR agrees to name Customer as an additional insured.




63