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Transition Agreement
         Payments




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II.
    
    Conditions.
 (a)
    
    The Companys obligations under Section 1 and Section 3(c) are subject to the
following conditions:
 (i)
    
    Executive must deliver to the Company prior to or
concurrently with the occurrence of the Separation Date, all physical and
electronic copies of any Company documents and records in the possession of
Executive. Executive may not retain any copies thereof. This Section 2(a)(i)
shall not apply to Executives copies of contracts and agreements between
Executive and the Company which relate specifically to the terms and
conditions of Executives employment by the Company.(ii)
    
    Executive must supply the Company and its affiliates with a
reasonable level of transition support during the Transition Period to the
extent reasonably requested by the CEO. Such support shall relate generally
to the integration of the Business with the other activities of the Company
and the pursuit of significant commercial transactions by the Business. Under
no circumstances may the required level of support exceed 40 hours per week.
Any such services may be provided on a remote or telecommuting basis shall not
be required on weekends or holidays;(iii)
    
    Executive must not disparage the Company or its affiliates
or their management during the period commencing on the date of this agreement
and ending upon the expiration of the Extension Period; provided,
however, that this clause 2(a)(iii) shall not apply to any testimony
or statement given by Executive in connection with (A) any proceeding or
matter of the type referenced in clause 2(a)(v) below or (B) any proceeding,
negotiation or dispute concerning that certain Agreement and Plan of Merger,
dated as of June 9, 2005 and amended as of June 30, 2005 (the Merger
Agreement), by and among the Company, WildCard Systems, Inc (WildCard),
Executive (as shareholder Representative) and certain others in order that
Executive may at all times give truthful and candid accounts of his
impressions and recollections without restriction under this Agreement.(iv)
    
    Executive must execute the Release attached as Exhibit A and
deliver the same to the offices of the Company (8501 N. Scottsdale Road, Suite
300, Scottsdale, AZ 85253, attn: General Counsel) during the 21 day
period following the Separation Date and must not rescind the same during the
Rescission Period referenced in Section 1(c) thereof; and
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(v)
    
    Executive must (upon reasonable notice and mutually
convenient scheduling) cooperate with the Company and its counsel with regard
to any past, present or future legal, regulatory, investigatory (including any
inquiries or investigations by management of the Company or its Board of
Directors (or a committee thereof)) or other proceeding or matter which
relates to or arises out of matters occurring during Executives employment or
the termination thereof. This duty of reasonable cooperation shall not extend
to proceedings, negotiations or disputes relating to the Merger Agreement.
  Fringe Benefits
 provided however
   Non-Competition
  (i)
    
    Control or own (directly or indirectly) more than two percent
of the outstanding capital stock of or other equity interest in any
Competitor; or(ii)
    
    Serve as an officer, member, director, contractor, agent,
consultant, advisor or employee of or to any Competitor wherever located.
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(iii)
    
    As used herein, Competitor shall mean any entity for which
a substantial portion of its business consists of (i) processing debit,
prepaid, ATM, ACH or EBT transactions or providing software that allows others
to process such transactions, (ii) providing data-based risk management
products and services, (iii) managing networks of ATMs or (iv) providing
business process outsourcing services (such as IT consulting, call centers or
accounts receivable or payable processing). Without limiting the generality
of the foregoing, Competitors shall include Equifax, Experian, TransUnion,
First Data Corporation (including Primary Payment Systems and STAR),
M&I/Metavante, EDS, Certegy, FiServ, VISA, MasterCard, Transaction System
Architects and Total System Services (and any of their respective subsidiaries
which engage in any of the foregoing activities as a substantial portion of
their business).
   Indemnification
  Miscellaneous
    4




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EXECUTIVE/s/ Larence Park

Larence ParkeFUNDS CORPORATION/s/ Paul F. Walsh

Paul F. WalshChairman and Chief ExecutiveOfficer
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Exhibit A
 RELEASE
       Release
 provided however provided further provided further
 et seq et seq
       et seq et seq
   
  Miscellaneous
    2




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eFUNDS CORPORATIONDated:
    
    By:ItsDated:Larence ParkSTATE OF )County of )Subscribed and sworn before methis  day of
, .sealNotary Public, State ofMy Commission expires:
 3