I 
111TH CONGRESS 
1ST SESSION H. R. 2695 
To amend the antitrust laws to ensure competitive market-based rates and 
terms for merchants’ access to electronic payment systems. 
IN THE HOUSE OF REPRESENTATIVES 
JUNE 4, 2009 
Mr. CONYERS (for himself and Mr. SHUSTER) introduced the following bill; 
which was referred to the Committee on the Judiciary 
A BILL 
To amend the antitrust laws to ensure competitive market- 
based rates and terms for merchants’ access to electronic 
payment systems. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Credit Card Fair Fee 
Act of 2009’’. 
SEC. 2. LIMITED ANTITRUST IMMUNITY FOR THE NEGOTIA-
TION AND DETERMINATION OF RATES AND 
TERMS FOR ACCESS TO COVERED ELEC-
TRONIC PAYMENT SYSTEMS. 
(a) DEFINITIONS.—For purposes of this Act: 
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tain goods or services on credit on terms specified by 
that financial institution. 
(5) ‘‘Covered electronic payment system’’ means 
an electronic payment system that has been used for 
at least 20 percent of the combined dollar value of 
U.S. credit card, signature-based debit card, and 
PIN-based debit card payments processed in the ap-
plicable calendar year immediately preceding the 
year in which the conduct in question occurs. 
(6) ‘‘Debit card’’ means any general-purpose 
card or other device issued or approved for use by 
a financial institution for use in debiting a card-
holder’s account for the purpose of that cardholder 
obtaining goods or services, whether authorization is 
signature-based or PIN-based. 
(7) ‘‘Electronic payment system’’ means the 
proprietary services and infrastructure that route in-
formation and data to facilitate transaction author-
ization, clearance, and settlement that merchants 
must access in order to accept a specific brand of 
general-purpose credit cards and/or debit cards as 
payment for goods and services. 
(8) ‘‘Financial institution’’ has the same mean-
ing as in section 603(t) of the Fair Credit Reporting 
Act. 
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(9) ‘‘Issuer’’ means a financial institution that 
issues credit cards and/or debit cards or approves 
the use of other devices for use in an electronic pay-
ment system, but does not include independent third 
party processors that may act as the issuer’s agent 
in processing general-purpose credit card or debit 
card transactions. 
(10) ‘‘Market power’’ means the ability profit-
ably to raise prices above those that would be 
charged in a perfectly competitive market. 
(11) ‘‘Merchant’’ means any person who ac-
cepts credit cards and/or debit cards in payment for 
goods or services that they provide. 
(12) ‘‘Negotiating party’’ means 1 or more pro-
viders of a covered electronic payment system or 1 
or more merchants who have access to or who are 
seeking access to that covered electronic payment 
system, as the case may be, and who are in the proc-
ess of negotiating or who have executed a voluntarily 
negotiated access agreement that is still in effect. 
(13) ‘‘Person’’ has the meaning given it in sub-
section (a) of the first section of the Clayton Act (15 
U.S.C. 12(a)). 
(14) ‘‘Provider’’ means any person who owns, 
operates, controls, serves as an issuer for, or serves 
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as an acquirer for a covered electronic payment sys-
tem. 
(15) ‘‘State’’ has the meaning given it in sec-
tion 4G(2) of the Clayton Act (15 U.S.C. 15g(2)). 
(16) ‘‘Terms’’ means all rules applicable either 
to providers of a single covered electronic payment 
system or to merchants, and that are required in 
order to provide or access that covered electronic 
payment system for processing credit card and/or 
debit card transactions. 
(17) ‘‘Voluntarily negotiated access agreement’’ 
means an executed agreement voluntarily negotiated 
between 1 or more providers of a single covered elec-
tronic payment system and 1 or more merchants 
that sets the rates and terms pursuant to which the 
1 or more merchants can access that covered elec-
tronic payment system to accept credit cards and/or 
debit cards from consumers for payment of goods 
and services, and receive payment for such goods 
and services. 
(b) LIMITED ANTITRUST IMMUNITY FOR NEGOTIA-
TION OF ACCESS RATES AND TERMS TO COVERED ELEC-
TRONIC PAYMENT SYSTEMS.—(1) Except as provided in 
paragraph (2) and notwithstanding any provision of the 
antitrust laws, in negotiating access rates and terms any 
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providers of a single covered electronic payment system 
and any merchants may jointly negotiate and agree upon 
the rates and terms for access to the covered electronic 
payment system, including through the use of common 
agents that represent either providers of a single covered 
electronic payment system or merchants on a nonexclusive 
basis. Any providers of a single covered electronic payment 
system also may jointly determine the proportionate divi-
sion among themselves of paid access fees. 
(2) Notwithstanding any other provision of this Act, 
the immunity otherwise applicable under paragraph (1) 
shall not apply to a provider of a single covered electronic 
payment system, or to a merchant, during any period in 
which such provider, or such merchant, is engaged in— 
(A) any unlawful boycott; 
(B) any allocation with a competitor of a geo-
graphical area in which an interchange rate will be 
charged or paid; 
(C) any unlawful tying of an interchange rate 
charged or paid to any other product or service; or 
(D) any exchange of information with, or agree-
ment with, a competitor relating to the allocation of 
revenues lost or redistribution of savings gained 
from a voluntarily negotiated access agreement if 
such information or agreement is not reasonably re-
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quired to carry out the negotiations and agreements 
described under paragraph (1). 
(c) NONDISCRIMINATION.—For any given covered 
electronic payment system, the rates and terms of a volun-
tarily negotiated access agreement reached under the au-
thority of this section shall be the same for all merchants, 
regardless of merchant category or volume of transactions 
(either in number or dollar value) generated. For any 
given covered electronic payment system, the rates and 
terms of a voluntarily negotiated access agreement 
reached under the authority of this section shall be the 
same for all providers participating in a negotiation ses-
sion conducted under the authority of this section, regard-
less of provider category or volume of transactions (either 
in number or dollar value) generated. 
(d) FACILITATION OF NEGOTIATION.— 
(1) SCHEDULE.—Within 1 month following en-
actment of this Act, the negotiating parties shall file 
with the Attorney General a schedule for negotia-
tions. If the negotiating parties do not file such a 
schedule within 1 month from the date of enact-
ment, the Attorney General shall issue such a sched-
ule. In either case, the Attorney General shall make 
the schedule available to all negotiating parties. 
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(2) INITIAL DISCLOSURE.—Within 1 month fol-
lowing enactment of this Act, the persons described 
in this subsection shall make the initial disclosures 
described in paragraphs (3) and (4) to facilitate ne-
gotiations under the limited antitrust immunity pro-
vided for by this section. 
(3) ISSUERS, ACQUIRERS, AND OWNERS.—Any 
person who is 1 of the 10 largest issuers for a cov-
ered electronic payment system in terms of number 
of cards issued, any person who is 1 of the 10 larg-
est acquirers for a covered electronic payment sys-
tem in terms of number of merchants served, and 
any person who operates or controls a covered elec-
tronic payment system shall produce to the Attorney 
General and to all negotiating parties— 
(A) an itemized list of the costs necessary 
to provide the covered electronic payment sys-
tem that were incurred by the person during 
the most recent full calendar year before the 
initiation of the negotiation; and 
(B) any access agreement between that 
person and 1 or more merchants with regard to 
that covered electronic payment system. 
(4) MERCHANTS.—Any person who is 1 of the 
10 largest merchants using the covered electronic 
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