Services provided by
Metavante to effect payments between Customer's clients and third parties.
Settlement.
Metavante may remit or receive funds for Customer as Customer's
payment processor. Customer is exclusively responsible to reimburse Metavante
for any and all funds remitted by Metavante to Networks, payees, or third
parties in settlement of transactions processed by Metavante for Customer,
whether or not Customer is able to collect the amount of any transaction from
its customer.
Customer shall designate a settlement account in accordance with
Metavante's requirements for the applicable Service.
Metavante shall charge the
designated settlement account(s) for amounts owed by Customer for settlement.
Customer shall, upon Metavante's demand, immediately pay to Metavante any
settlement amount that Metavante is unable to collect from the settlement
account for any reason.
Metavante will provide Customer with daily settlement
and accounting information, and Customer agrees that Customer is responsible for
the daily maintenance and reconciliation of all accounting entries.
Customer
agrees to compensate Metavante for carrying any unfunded settlement using the
then-published prime rate of M&I Marshall & Ilsley Bank.
Metavante may
terminate this Agreement in the event that settlement remains unfunded by
Customer for more than two (2) business days.
Card Services.
The following applies to Services provided by Metavante in
support of Customer's debit or credit card issuing or merchant processing
programs.
NETWORKS.
CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER MUST OBTAIN REQUIRED
MEMBERSHIPS IN ALL APPLICABLE NETWORKS.
IF CUSTOMER IS NOT A DULY LICENSED CARD
ISSUING MEMBER OF ANY NETWORK, CUSTOMER SHALL EXECUTE APPLICATIONS FOR
MEMBERSHIP AND SHALL PROVIDE METAVANTE WITH COPIES OF ITS FULLY EXECUTED
MEMBERSHIP AGREEMENTS PROMPTLY AFTER RECEIPT BY CUSTOMER.
METAVANTE AGREES TO
ASSIST CUSTOMER IN OBTAINING SPONSORSHIP BY AN APPROPRIATE BANK, IF NECESSARY,
FOR MASTERCARD OR VISA MEMBERSHIP.
CUSTOMER SHALL COMPLY WITH THE ARTICLES,
BYLAWS, OPERATING REGULATIONS, RULES, PROCEDURES AND POLICIES OF VISA,
MASTERCARD, AND/OR OTHER NETWORKS, AS APPLICABLE, AND SHALL BE SOLELY
RESPONSIBLE, AS BETWEEN CUSTOMER AND METAVANTE, FOR ANY CLAIMS, LIABILITIES,
LAWSUITS AND EXPENSES ARISING OUT OF OR CAUSED BY CUSTOMER'S FAILURE TO COMPLY
WITH THE SAME.
CUSTOMER ACKNOWLEDGES AND AGREES THAT, BECAUSE METAVANTE IS
CUSTOMER'S PROCESSOR, METAVANTE MAY RECEIVE CERTAIN SERVICES FROM MASTERCARD,
VISA, AND/OR OTHER NETWORKS THAT CUSTOMER COULD RECEIVE DIRECTLY IN THE EVENT
CUSTOMER PERFORMED THE PROCESSING SERVICES FOR ITSELF.
CUSTOMER AGREES THAT
METAVANTE MAY PASS THROUGH TO CUSTOMER ANY FEES CHARGED TO METAVANTE FOR SUCH
SERVICES, AND THAT METAVANTE HAS NO RESPONSIBILITY OR LIABILITY TO CUSTOMER FOR
ANY SUCH SERVICES.
PRIOR TO THE TRANSFER OF THE SERVICES TO CUSTOMER OR ITS
DESIGNEE UPON THE EFFECTIVE DATE OF TERMINATION, CUSTOMER SHALL TAKE ALL ACTIONS
REQUIRED BY THE APPLICABLE NETWORK TO EFFECT THE TRANSFER.
IN ADDITION TO THE
CHARGES SPECIFIED ON THE SERVICES AND CHARGES SCHEDULE, CUSTOMER SHALL BE
RESPONSIBLE FOR (I) ALL INTERCHANGE AND NETWORK PROVIDER FEES; (II) ALL DUES,
FEES, FINES, AND ASSESSMENTS ESTABLISHED BY AND OWED BY CUSTOMER TO ANY NETWORK;
AND (III) FOR ALL COSTS AND FEES ASSOCIATED WITH CHANGES TO ATM PROTOCOL CAUSED
BY CUSTOMER'S CONVERSION TO THE SERVICES.
CARD PERSONALIZATION