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UNITED STATES DISTRICT COURT 

FOR THE EASTERN DISTRICT OF TEXAS 

FEDERAL TRADE COMMISSION, 

Plaintiff, 

v. 

FIRST AMERICAN PAYMENT SYSTEMS, LP, a 

limited partnership, also d/b/a MERIMAC 

CAPITAL, 

ELIOT MANAGEMENT GROUP, LLC, a limited 

liability company, also d/b/a SUNDANCE 

PAYMENT SOLUTIONS, and 

THINK POINT FINANCIAL, LLC, a limited 

liability company, also d/b/a CYPRESS BAY 

SOLUTIONS and IMPULSE PAYMENTS,

 Defendants. 

Case No. ____________ 

STIPULATED ORDER FOR 

PERMANENT INJUNCTION, 

MONETARY JUDGMENT, AND 

OTHER RELIEF 

Plaintiff, the Federal Trade Commission (“Commission”), filed its Complaint for 

Permanent Injunction, Monetary Relief, and Other Relief (“Complaint”) pursuant to Sections 

13(b) and 19 of the Federal Trade Commission Act (“FTC Act”), 15 U.S.C. §§ 53(b) and 57b. 

The Commission and Defendants stipulate to the entry of this Stipulated Order for Permanent 

Injunction and Monetary Judgment (“Order”) to resolve all matters in dispute in this action 

between them. 

THEREFORE, IT IS ORDERED as follows: 

FINDINGS 

1. This Court has jurisdiction over this matter. 

2. The Complaint charges that Defendants participated in deceptive and unfair acts or 

practices in violation of Section 5 of the Federal Trade Commission Act, 15 U.S.C. § 45, and 
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Section 4 of the Restore Online Shoppers’ Confidence Act, 15 U.S.C. § 8403, in the marketing, 

promotion, offering for sale, or sale of payment processing services to consumers throughout the 

United States. 

3. Defendants neither admit nor deny any of the allegations in the Complaint, except as 

specifically stated in this Order. Only for purposes of this action, Defendants admit the facts 

necessary to establish jurisdiction. 

4. Defendants waive any claim that they may have under the Equal Access to Justice Act, 28 

U.S.C. § 2412, concerning the prosecution of this action through the date of this Order, and agree 

to bear their own costs and attorney fees. 

5. Defendants and the Commission waive all rights to appeal or otherwise challenge or 

contest the validity of this Order. 

DEFINITIONS 

For the purpose of this Order, the following definitions apply: 

A. “Billing Information” means any data that enables any person to access a 

customer’s account, such as a credit card, checking, savings, share or similar account, utility bill, 

mortgage loan account, or debit card. 

B. “Charge,” “Charged,” or “Charging” means any attempt to collect money or 

other consideration from a Merchant, including causing Billing Information to be submitted for 

payment, including against the Merchant’s credit card, debit card, bank account, telephone bill, or 

other account. 

C. “Clear(ly) and Conspicuous(ly)” means that a required disclosure is difficult to 

miss (i.e., easily noticeable) and easily understandable by ordinary consumers, including in all of 

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the following ways: 

1. In any communication that is solely visual or solely audible, the disclosure 

must be made through the same means through which the communication is presented. In 

any communication made through both visual and audible means, such as a television 

advertisement, the disclosure must be presented simultaneously in both the visual and 

audible portions of the communication even if the representation requiring the disclosure 

is made in only one means. 

2. A visual disclosure, by its size, contrast, location, the length of time it 

appears, and other characteristics, must stand out from any accompanying text or other 

visual elements so that it is easily noticed, read, and understood. 

3. An audible disclosure, including by telephone or streaming video, must be 

delivered in a volume, speed, and cadence sufficient for ordinary consumers to easily hear 

and understand it. 

4. In any communication using an interactive electronic medium, such as the 

Internet or software, the disclosure must be unavoidable. 

5. The disclosure must use diction and syntax understandable to ordinary 

consumers and must appear in each language in which the representation that requires the 

disclosure appears. 

6. The disclosure must comply with these requirements in each medium 

through which it is received, including all electronic devices and face-to-face 

communications. 

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7. The disclosure must not be contradicted or mitigated by, or inconsistent 

with, anything else in the communication. 

8. When the representation or sales practice targets a specific audience, such 

as Merchants, children, the elderly, or the terminally ill, “ordinary consumers” includes 

reasonable members of that group. 

D. “Defendants” means: First American Payment Systems, LP, a limited partnership, 

also d/b/a Merimac Capital; Eliot Management Group, LLC, a limited liability company, also 

d/b/a Sundance Payment Solutions; and Think Point Financial, LLC, a limited liability company, 

also d/b/a Cypress Bay Solutions and Impulse Payments; and their successors and assigns; 

individually, collectively, or in any combination. 

E. “Merchant” means a consumer, including a person, corporation, or any other 

entity, that uses payment processing goods or services. 

F. “Negative Option Feature” means, in an offer or agreement to sell or provide any 

good or service, a provision under which the consumer’s silence or failure to take affirmative 

action to reject a good or service or to cancel the agreement is interpreted by the seller or provider 

as acceptance or continuing acceptance of the offer. 

G. “Online Merchant Account Portal” means an account system accessible on the 

Internet that Merchants can easily find and use to access account information and communicate 

with Defendants. 

H. “Service Representative” means an employee, or agent under Defendants’ 

supervision, whose duties involve interacting with Merchants regarding account status, 

complaints, retention, billings, or collections. 

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I. “Telemarketing” means any plan, program, or campaign which is conducted to 

induce the purchase of goods or services by use of one or more telephones, and which involves a 

telephone call, whether or not covered by the Telemarketing Sales Rule. 

ORDER 

I. PROHIBITION AGAINST MISREPRESENTATIONS 

IT IS ORDERED that Defendants, Defendants’ officers, agents, employees, and 

attorneys, and all other persons in active concert or participation with any of them, who receive 

actual notice of this Order, whether acting directly or indirectly, in connection with promoting or 

offering for sale any payment processing good or service are permanently restrained and enjoined 

from misrepresenting or assisting others in misrepresenting, expressly or by implication: 

A. the conditions for cancellation of Defendants’ good or service, including but not 

limited to that the good or service: 

1. can be cancelled during an initial trial period with no penalty; 

2. can be cancelled prior to the end of a written agreement term with no 

penalty; or 

3. can be cancelled at any time with no penalty; 

B. the fees for the good or service, such as the monthly fees; 

C. the amount of savings that could be realized by using Defendants’ good or service; 

or 

D. any other fact material to Merchants concerning the good or service such as: the 

total costs; any material restrictions, limitations, or conditions; or any material aspect of its 

performance, efficacy, nature, or central characteristics. 

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II. PROHIBITION AGAINST UNSUBSTANTIATED CLAIMS 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys, and all other persons in active concert or participation with any of them, who 

receive actual notice of this Order, whether acting directly or indirectly, in connection with 

promoting or offering for sale any payment processing good or service, are permanently 

restrained and enjoined from making, or assisting others in making, any representation, expressly 

or by implication, about the amount of savings to be realized from using Defendants’ good or 

service, unless the representation is non-misleading, including that, at the time such representation 

is made, they possess and rely upon a reasonable basis for the representation. 

III. PROHIBITION AGAINST UNFAIR DEBITING PRACTICES 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys and all others in active concert or participation with any of them, who receive actual 

notice of this Order, whether acting directly or indirectly are permanently restrained and enjoined 

from causing debits or withdrawals to be made from any Merchant’s bank or other financial 

account: 

A. without the Merchant’s express authorization; or 

B. after the Merchant has revoked its authorization, including but not limited to after 

the Merchant has: 

1. stopped or blocked any debit, withdrawal or Charge from a bank or other 

financial account; 

2. stated to a Service Representative or through an Online Merchant Account 

Portal, which Defendants are required to provide, that the Merchant does not owe or will 

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not pay a debit, withdrawal or Charge; or 

3. requested that Defendants not cause any debit, withdrawal, or Charge to be 

made; 

unless new express authorization from the Merchant has been obtained. At a minimum, “express 

authorization” means an affirmative act communicating unambiguous assent for debits or 

withdrawals to be made from a Merchant’s bank or other financial account. Provided, however, 

that if Defendants establish that the Merchant revoked its authorization pursuant to B.1, B.2 or 

B.3 of this Section only as to specific debits, withdrawals, or Charges, such as by establishing that 

the Merchant continued to use Defendants’ products or services to process payments within 30 

days after the revocation, then the revocation of authorization shall apply only to those specific 

debits, withdrawals or Charges. 

IV. PROHIBITIONS REGARDING EXISTING MERCHANTS 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys and all others in active concert or participation with any of them, who receive actual 

notice of this Order, whether acting directly or indirectly, are permanently restrained and enjoined 

from the following as to Merchants who entered into the agreement for services through 

FirstOnBoard before April 6, 2020: 

A. debiting, withdrawing, charging, or attempting to collect an early termination fee; 

B. stating to any such Merchant that the Merchant will owe an early termination fee if 

the Merchant cancels before the end of the contractual time period. 

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V. PROHIBITION AGAINST MISREPRESENTATIONS 

RELATED TO NEGATIVE OPTIONS 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys, and all other persons in active concert or participation with any of them, who 

receive actual notice of this Order, whether acting directly or indirectly, in connection with 

promoting or offering for sale any good or service with a Negative Option Feature, are 

permanently restrained and enjoined from misrepresenting or assisting others in misrepresenting, 

expressly or by implication: 

A. any cost to the Merchant to purchase, receive, use, or return the good or service; 

B. that the Merchant will not be Charged for any good or service; 

C. that a good or service is offered on a “trial” or “no obligation,” basis, or words of 

similar import; 

D. any purpose for which the Merchant’s Billing Information will be used; 

E. the date(s) by which the Merchant must take any affirmative action to avoid 

extending the term of any agreement through the operation of the Negative Option Feature; 

F. that a transaction has been authorized by the Merchant; 

G. any material aspect of the nature or terms of a refund, cancellation, exchange, or 

repurchase policy for the good or service; or 

H. any other material fact. 

VI. REQUIRED DISCLOSURES RELATING TO NEGATIVE OPTION FEATURE 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys, and all other persons in active concert or participation with any of them, who 

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receive actual notice of this Order, whether acting directly or indirectly, in connection with 

promoting or offering for sale any good or service with a Negative Option Feature, are 

permanently restrained and enjoined from: 

A. obtaining Billing Information from a Merchant for any transaction involving a 

good or service that includes a Negative Option Feature, without first disclosing Clearly and 

Conspicuously: 

1. the existence of the Negative Option Feature and the extent to which the 

Merchant must take affirmative action to avoid extending the term of any agreement 

through the operation of the Negative Option Feature; 

2. the deadline(s) (by date or frequency) by which the Merchant must 

affirmatively act to avoid extending the term of any agreement through the operation of 

the Negative Option Feature; 

3. the name of the seller or provider of the good or service and, if the name of 

the seller or provider will not appear on billing statements, the billing descriptor that will 

appear on such statements; 

4. a description of the good or service; 

5. any Charge or cost for which the Merchant is responsible in connection 

with the cancellation of any agreement for goods or services, including any early 

termination fee Charged for cancelling the agreement before a fixed time period has 

expired; and 

6. the simple cancellation mechanism to avoid extending the term of any 

agreement through the operation of the Negative Option Feature, as required by this 

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Order; or 

B. failing to send the Merchant: 

1. immediately after the Merchant’s submission of an online agreement, 

written confirmation of the transaction by email. The email must Clearly and 

Conspicuously disclose all the information required by Subsection A, and contain a 

subject line reading “Agreement Confirmation” along with the name of the good or 

service; or 

2. within 2 days after receipt of the Merchant’s agreement by mail or 

telephone, a written confirmation of the transaction, either by email or first-class mail. The 

email or letter must Clearly and Conspicuously disclose all the information required by 

Subsection A. The subject line of the email must Clearly and Conspicuously state 

“Agreement Confirmation” along with the name of the good or service. The outside of the 

envelope must Clearly and Conspicuously state “Agreement Confirmation” along with the 

name of the product or service, and no additional information other than the Merchant’s 

address, the Defendants’ return address, and postage. 

VII. OBTAINING EXPRESS INFORMED CONSENT 

FOR A NEGATIVE OPTION 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys, and all other persons in active concert or participation with any of them, who 

receive actual notice of this Order, whether acting directly or indirectly, in connection with 

promoting or offering for sale any good or service with a Negative Option Feature, are 

permanently restrained and enjoined from using, or assisting others in using, Billing Information 

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to obtain payment from a Merchant, unless Defendants first obtain the express informed consent 

of the Merchant to do so. To obtain express informed consent for the purposes of this Section, 

Defendants must: 

A. for all written offers (including over the Internet, such as through a web-based 

application), obtain consent through a check box, signature, or other substantially similar method, 

which the Merchant must affirmatively select or sign to accept the Negative Option Feature, and 

no other portion of the offer. Defendants shall disclose Clearly and Conspicuously, and 

immediately adjacent to such check box, signature, or substantially similar method of affirmative 

consent, only the following, with no additional information: 

1. the extent to which the Merchant must take affirmative action to avoid 

extending the term of any agreement through the operation of the Negative Option 

Feature; and 

2. the deadline(s) (by date or frequency) by which the Merchant must 

affirmatively act to avoid extending the term of any agreement through the operation of 

the Negative Option Feature; 

B. for all oral offers, prior to obtaining any Billing Information from the Merchant: 

1. Clearly and Conspicuously disclose the information contained in 

Subsection A of the Section titled Required Disclosures Relating to Negative Option 

Feature; and 

2. obtain affirmative unambiguous express oral confirmation that the 

Merchant: a) consents to being Charged for any good or service, including providing, at a 

minimum, the last 4 digits of the Merchant’s account number to be Charged, b) 

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understands that the transaction includes a Negative Option Feature, and c) understands 

the specific affirmative steps the Merchant must take avoid extending the term of any 

agreement through the operation of the Negative Option Feature; and 

C. for transactions conducted through Telemarketing, Defendants shall maintain for 3 

years from the date of each transaction an unedited voice recording of the entire transaction, 

including the prescribed statements set out in Subsection B of this Section. Each recording must 

be retrievable by date and by the Merchant’s name, telephone number, Merchant identification 

number or location number, or Billing Information, and must be provided upon request to the 

Merchant, the Merchant’s bank, or any law enforcement entity. 

VIII. SIMPLE MECHANISM TO CANCEL NEGATIVE OPTION FEATURE 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

attorneys, and all other persons in active concert or participation with any of them, who receive 

actual notice of this Order, whether acting directly or indirectly, in connection with promoting or 

offering for sale any good or service with a Negative Option Feature, are permanently restrained 

and enjoined from: 

A. failing to provide a simple mechanism for the Merchant to avoid extending the 

term of any agreement through the operation of the Negative Option Feature. Such mechanism 

must not be difficult, costly, confusing, or time consuming, and must be at least as simple as the 

mechanism the Merchant used to initiate the agreement; 

B. for Merchants who entered into the agreement to purchase a good or service 

including a Negative Option Feature over the Internet, such as through a web-based application, 

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Defendants must provide a mechanism, accessible on the Internet, that Merchants can easily find 

and use to cancel the product or service; and 

C. for Merchants who entered into the agreement to purchase a good or service 

including a Negative Option Feature through an oral offer and acceptance, Defendants must 

maintain a telephone number and a postal address that Merchants can easily use to cancel the 

product or service. Defendants must assure that all calls to this telephone number are answered 

during normal business hours and that mail to the postal address is read regularly. 

IX. MAINTAINING A COMPLIANCE PROGRAM 

IT IS FURTHER ORDERED that Defendants, whether acting directly or indirectly, in 

connection with promoting or offering for sale, or debiting for, any good or service, are 

permanently restrained and enjoined from failing to take reasonable steps sufficient to monitor 

and ensure that all employees, sales agents, independent contractors, and independent sales 

offices comply with this Order. Such steps shall include the following: 

A. establishing and maintaining a compliance program which includes random, blind 

testing of the oral representations made through Telemarketing and spot checking with Merchants 

to identify representations made relating to duration of the agreement, prices and fees, and 

cancellation; 

B. establishing and maintaining a compliance program which includes training and 

monitoring of employees responsible for making debits or withdrawals from a Merchant’s bank or 

other financial account and tracks: 

1. the Merchant’s authorization for such debits or withdrawals; 

2. any full or partial revocation of that authorization; and 

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3. any means used to establish that a Merchant who revoked authorization did 

so only as to specific debits or withdrawals; 

C. establishing and maintaining a procedure for receiving, investigating, and 

responding to each Merchant complaint that relates to compliance with this Order; 

D. taking corrective action with respect to any employee, sales agent, independent 

contractor, or independent sales office that Defendants determine is not complying with this 

Order; and 

E. tracking the following for each Merchant complaint that relates to compliance with 

this Order: 

1. the Merchant’s name and address; 

2. the date of the complaint; 

3. the basis of the complaint; 

4. the names of any employee, sales agent, independent contractor, and 

independent sales office complained about; 

5. a description of the investigation conducted, including all documents and 

recordings reviewed, individuals interviewed, and other evidence considered; 

6. a statement concerning the results of any investigation conducted; 

7. the response provided to the complaining Merchant; and 

8. a description of any corrective action taken with respect to any 

employee, sales agent, independent contractor, or independent sales office involved. 

X. MONETARY JUDGMENT 

IT IS FURTHER ORDERED that: 

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A. Judgment in the amount of Four Million, Nine Hundred Thousand Dollars 

($4,900,000) is entered in favor of the Commission against Defendants, jointly and severally, as 

monetary relief. 

B. Defendants are ordered to pay to the Commission Four Million, Nine Hundred 

Thousand Dollars ($4,900,000), which, as Defendants stipulate, their undersigned counsel holds 

in escrow for no purpose other than payment to the Commission. Such payment must be made 

within 7 days of entry of this Order by electronic fund transfer in accordance with instructions 

previously provided by a representative of the Commission. 

C. Defendants relinquish dominion and all legal and equitable right, title, and interest 

in all assets transferred pursuant to this Order and may not seek the return of any assets. 

D. The facts alleged in the Complaint will be taken as true, without further proof, in 

any subsequent civil litigation by or on behalf of the Commission, including in a proceeding to 

enforce its rights to any payment or monetary judgment pursuant to this Order, such as a 

nondischargeability complaint in any bankruptcy case. 

E. The facts alleged in the Complaint establish all elements necessary to sustain an 

action by the Commission pursuant to Section 523(a)(2)(A) of the Bankruptcy Code, 11 U.S.C. 

§ 523(a)(2)(A), and this Order will have collateral estoppel effect for such purposes. 

F. Defendants acknowledge that their Taxpayer Identification Numbers (Social 

Security Numbers or Employer Identification Numbers), which Defendants must submit to the 

Commission, may be used for collecting and reporting on any delinquent amount arising out of 

this Order, in accordance with 31 U.S.C. §7701. 

G. All money received by the Commission pursuant to this Order may be deposited 

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into a fund administered by the Commission or its designee to be used for consumer relief, such 

as redress and any attendant expenses for the administration of any redress fund. If a 

representative of the Commission decides that direct redress to consumers is wholly or partially 

impracticable or money remains after such redress is completed, the Commission may apply any 

remaining money for such related relief (including consumer information remedies) as it 

determines to be reasonably related to Defendants’ practices alleged in the Complaint. Any 

money not used for relief is to be deposited to the U.S. Treasury. Defendants have no right to 

challenge any actions the Commission or its representatives may take pursuant to this Subsection. 

XI. CUSTOMER INFORMATION 

IT IS FURTHER ORDERED that Defendants, Defendants’ officers, agents, employees, 

and attorneys, and all other persons in active concert or participation with any of them, who 

receive actual notice of this Order, whether acting directly or indirectly, are permanently 

restrained and enjoined from directly or indirectly failing to provide sufficient customer 

information to enable the Commission to efficiently administer consumer redress. If a 

representative of the Commission requests in writing any information related to redress, 

Defendants must provide it, in the form prescribed by the Commission, within 14 days. 

XII. ORDER ACKNOWLEDGMENTS 

IT IS FURTHER ORDERED that Defendants obtain acknowledgments of receipt of this 

Order: 

A. Each Defendant, within 7 days of entry of this Order, must submit to the 

Commission an acknowledgment of receipt of this Order sworn under penalty of perjury. 

B. For 3 years after entry of this Order, each Defendant must deliver a copy of this 

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Order to: (1) all principals, officers, directors, and LLC managers and members; (2) all 

employees, agents and representatives having managerial responsibilities for conduct related to 

the subject matter of the Order; and (3) any business entity resulting from any change in structure 

as set forth in the Section titled Compliance Reporting. Delivery must occur within 7 days of 

entry of this Order for current personnel. For all others, delivery must occur before they assume 

their responsibilities. 

C. From each individual or entity to which a Defendant delivered a copy of this 

Order, that Defendant must obtain, within 30 days, a signed and dated acknowledgment of receipt 

of this Order. 

XIII. COMPLIANCE REPORTING 

IT IS FURTHER ORDERED that Defendants make timely submissions to the 

Commission: 

A. One year after entry of this Order, each Defendant must submit a compliance 

report, sworn under penalty of perjury. Each Defendant must: 

1. identify the primary physical, postal, and email address and telephone 

number, as designated points of contact, which representatives of the Commission may 

use to communicate with Defendant; 

2. identify all of that Defendant’s businesses by all of their names, telephone 

numbers, and physical, postal, email, and Internet addresses; 

3. describe the activities of each business, including the payment processing 

goods and services offered, the means of advertising, marketing, sales, and collections and 

the involvement of any other Defendant; 

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4. describe in detail whether and how that Defendant is in compliance with 

each Section of this Order; and 

5. provide a copy of each Order Acknowledgment obtained pursuant to this 

Order, unless previously submitted to the Commission. 

B. For 10 years after entry of this Order, each Defendant must submit a compliance 

notice, sworn under penalty of perjury, within 14 days of any change in the following: 

1. any designated point of contact; or 

2. the structure of any Defendant or any entity that Defendant has any 

ownership interest in or controls directly or indirectly that may affect compliance 

obligations arising under this Order, including: creation, merger, sale, or dissolution of the 

entity or any subsidiary, parent, or affiliate that engages in any acts or practices subject to 

this Order. 

C. Each Defendant must submit to the Commission notice of the filing of any 

bankruptcy petition, insolvency proceeding, or similar proceeding by or against such Defendant 

within 14 days of its filing. 

D. Any submission to the Commission required by this Order to be sworn under 

penalty of perjury must be true and accurate and comply with 28 U.S.C. § 1746, such as by 

concluding: “I declare under penalty of perjury under the laws of the United States of America 

that the foregoing is true and correct. Executed on: _____” and supplying the date, signatory’s full 

name, title (if applicable), and signature. 

E. Unless otherwise directed by a Commission representative in writing, all 

submissions to the Commission pursuant to this Order must be emailed to DEbrief@ftc.gov or 

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sent by overnight courier (not the U.S. Postal Service) to: Associate Director for Enforcement, 

Bureau of Consumer Protection, Federal Trade Commission, 600 Pennsylvania Avenue NW, 

Washington, DC 20580. The subject line must begin: FTC v. FIRST AMERICAN PAYMENT 

SYSTEMS, LP. 

XIV. RECORDKEEPING 

IT IS FURTHER ORDERED that Defendants must create certain records for 10 years 

after entry of the Order, and retain each such record for 5 years. Specifically, each Defendant in 

connection with promoting or offering for sale, or debiting for, any good or service, must create 

and retain the following records: 

A. accounting records showing the revenues from all goods or services sold; 

B. personnel records showing, for each person providing services, whether as an 

employee or otherwise, that person’s: name; addresses; telephone numbers; job title or position; 

dates of service; and (if applicable) the reason for termination; 

C. all records relating to the compliance program mandated by the Section titled 

Maintaining a Compliance Program, including all documents relating to each Merchant complaint 

investigated; 

D. all records necessary to demonstrate full compliance with each provision of this 

Order, including all submissions to the Commission; 

E. copies of all unique scripts, training materials, or other promotional or marketing 

materials; and 

F. copies of each unique written agreement used to sell payment processing goods or 

services to Merchants. 

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XV. COMPLIANCE MONITORING 

IT IS FURTHER ORDERED that, for the purpose of monitoring Defendants’ 

compliance with this Order and any failure to transfer any assets as required by this Order: 

A. Within 14 days of receipt of a written request from a representative of the 

Commission, each Defendant must: submit additional compliance reports or other requested 

information, which must be sworn under penalty of perjury; appear for depositions; and produce 

documents for inspection and copying. The Commission is also authorized to obtain discovery, 

without further leave of court, using any of the procedures prescribed by Federal Rules of Civil 

Procedure 29, 30 (including telephonic depositions), 31, 33, 34, 36, 45, and 69. 

B. For matters concerning this Order, the Commission is authorized to communicate 

directly with each Defendant. Defendant must permit representatives of the Commission to 

interview any employee or other person affiliated with any Defendant who has agreed to such an 

interview. The person interviewed may have counsel present. 

C. The Commission may use all other lawful means, including posing, through its 

representatives as consumers, suppliers, or other individuals or entities, to Defendants or any 

individual or entity affiliated with Defendants, without the necessity of identification or prior 

notice. Nothing in this Order limits the Commission’s lawful use of compulsory process, pursuant 

to Sections 9 and 20 of the FTC Act, 15 U.S.C. §§ 49, 57b-1. 

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XVI. RETENTION OF JURISDICTION 

IT IS FURTHER ORDERED that this Court retains jurisdiction of this matter for 

purposes of construction, modification, and enforcement of this Order. 

SO ORDERED this _day of __ , 202_. 

UNITED STATES DISTRICT JUDGE 

SO STIPULATED AND AGREED: 

DERAL TRADE COMMISSION 

SONC.MOON 

ROMAS B. CARTER 

DWARDHYNES 

Dated: 1/'J 'tbPJ.).., 

Federal Trade Commission 

1999 Bryan Street, Suite 2150 

Dallas, Texas 75201 

(214) 979-9378;jmoon@ftc.gov (Moon) 

(214) 979-9372; tcarter@ftc.gov (Carter) 

(214) 979-93 81 ; ehynes@ftc.gov (Hynes) 

(214) 953-3079 (Fax) 

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AS AN OFFICER OF 

Case 4:22-cv-00654 Document 2-1 Filed 07/29/22 Page 22 of 22 PagelD #: 60 

FOR DEFENDANTS: 

Anthony E. DiResta 

Benjamin Genn 

Holland & Knight 

800 17th Street N.W., Suite 1100 

Washington DC 20006 

Brian Goodrich 

Holland & Knight 

One Alts Plaza 

1722 Routh Street, Suite 1500 

Dallas, TX 75201 

Ellen T. Berge 

Venable LLP 

600 Massachusetts A venue, NW 

Washington, DC 20001 

COUNSEL FOR FIRST AMERICAN PAYMENT SYSTEMS, LP, 

ELIOT MANAGEMENT GROUP, LLC AND 

THINK POINT FINANCIAL, LLC 

T FIRST AMERICAN PAYMENT SYSTEMS, LP 

Date: 06/09/22 

ST AMERICAN 

PAYMENT SYSTEMS, LP 

ANT ELIOT MANAGEMENT GROUP, LLC 

Date: 06/09/22 

AS AN OFFICER OF LIOT 

MANAGEMENT GROUP, LLC 

Date: 06/09/22 

ANT THINK POINT FINANCIAL, LLC 

AS AN OFFICER O THINK POINT 

FINANCIAL, LLC 

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