Common use of Adjustments to Deposit Clause in Contracts

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer has explained to it and it understands Servicer’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer has explained to it and it understands Servicer’s Methodology for determining Gross Exposure and the ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business DayDay after individual Settlement Periods are established for each Sales Record. Servicer will also use the Methodology to determine whether the single Settlement Period should be modified. Carrier acknowledges that Servicer has explained to it and it understands Servicer’s Methodology for determining Gross Exposure Exposure, the Settlement Period, and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The After conversion to individual Settlement Periods, the amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (d) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

Adjustments to Deposit. (a) Servicer Member will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer Member has explained to it and it understands ServicerMember’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer Member as a result thereof; provided, however, that Carrier may, in good faith, dispute any determination made by Member by delivery of notice thereof to Member, and the parties shall use commercially reasonable efforts to resolve the dispute as expeditiously as possible. Among other things, Carrier understands that Gross Gross (b) Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer Member and Carrier may change the Methodology by mutual written agreement. (bc) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at ServicerMember’s sole discretion discretion, by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount; provided, or that if there are insufficient funds available from the daily settlement to fully fund the Deposit in the Required Amount, then Carrier shall send such additional funds by federal wire transfer of immediately available funds from Carrier transfer, to an account designated by ServicerMember, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer Member that an increase is required and the amount thereof. If the Servicer Member agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer Member as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (cd) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer Member accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (de) Although Member has the right at all times to require that the amount of the Aggregate Protection equal the Required Amount, Member may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. The duration of any such reduction is within the sole discretion of Member. At any time that the amount of the Aggregate Protection is less than the Required Amount Member, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Member. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount. As of the Effective Date, Member has exercised the discretion permitted by this Section 3(d) and hereby requires that the Required Amount only equal *****. If Member determines that the Required Amount be increased, it will give Carrier ***** notice of the amount *****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. of increase and Member will identify to Carrier the basis for its change in the Required Amount. (f) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months ***** after the Effective Date, Carrier may no more than once each quarter submit a written request to Servicer Member to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer Member shall review the Modification Request and information presented by Carrier and attempt use commercially reasonable efforts to respond to such request within thirty (30) days*****. Any determination of whether to agree to the Modification Request shall be made in the sole reasonable discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange CommissionMember.

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer has explained to it and it understands Servicer’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof, absent manifest error. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS.. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (U.S. Transactions) (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. Similarly, Servicer shall accept a Letter of Credit meeting the terms contained herein in replacement of an existing Letter of Credit that is either (i) within 120 days of expiration or (ii) may, after the expiration of the appropriate time frame set forth in Section 9, be subject to a draw due to a downgrade of the bank that issued such Letter of Credit. (d) Although Servicer has the right at all times to require that the amount of the Aggregate Protection equal the Required Amount, Servicer may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. The duration of any such reduction is within the sole discretion of Servicer. At any time that the amount of the Aggregate Protection is less than the Required Amount Servicer, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Servicer. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount. (e) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after within ten days of each anniversary date of the Effective Date, Commencement Date Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions If Servicer does not agree to the Modification Request, then Carrier shall have a period of fifteen (15) days from such response by Servicer to provide written notice to Servicer of Carrier’s election to terminate the material Agreement ninety days from the date Carrier’s notice to terminate is delivered to Servicer. Carrier shall have been omitted and filed separately with no right to terminate the Securities and Exchange CommissionAgreement prior to its then current term (other than as a result of Servicer or Member’s breach) if it fails to (i) deliver a Modification Request within the time frame stated in this Section or (ii) provide notice of termination as a result of a negative response by Servicer to a Modification Request within the time frame stated in this Section.

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer has explained to it and it ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. understands Servicer’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

Adjustments to Deposit. (a) Servicer Member will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer Member has explained to it and it understands ServicerMember’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer Member as a result thereof; provided, however, that Carrier may, in good faith, dispute any determination made by Member by delivery of notice thereof to Member, and the parties shall use commercially reasonable efforts to resolve the dispute as expeditiously as possible. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer Member and Carrier may change the Methodology by mutual written agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at ServicerMember’s sole discretion discretion, by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount; provided, or that if there are insufficient funds available from the daily settlement to fully fund the Deposit in the Required Amount, then Carrier shall send such additional funds by federal wire transfer of immediately available funds from Carrier transfer, to an account designated by ServicerMember, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer Member that an increase is required and the amount thereof. If the Servicer Member agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer Member as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. *****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer Member accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs Although Member has the right at all times to require that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”)equal the Required Amount, Member may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to The duration of any such request reduction is within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of ServicerMember. ***** Confidential portions At any time that the amount of the material have been omitted and filed separately with Aggregate Protection is less than the Securities and Exchange CommissionRequired Amount Member, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Member. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount.

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer has explained to it and it understands Servicer’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof, absent manifest error. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first second (1st2nd) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as *****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (U.S. Transactions) 4 required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs Although Servicer has the right at all times to require that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”)equal the Required Amount, Servicer may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to The duration of any such request reduction is within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions At any time that the amount of the material have been omitted and filed separately with Aggregate Protection is less than the Securities and Exchange CommissionRequired Amount Servicer, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Servicer. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount.

Adjustments to Deposit. (a) Servicer Member will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer Member has explained to it and it understands ServicerMember’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer Member as a result thereof; provided, however, that Carrier may, in good faith, dispute any determination made by Member by delivery of notice thereof to Member, and the parties shall use commercially reasonable efforts to resolve the dispute as expeditiously as possible. Among other things, Carrier understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer Member and Carrier may change the Methodology by mutual written agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at ServicerMember’s sole discretion discretion, by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount; provided, or that if there are insufficient funds available from the daily settlement to fully fund the Deposit in the Required Amount, then Carrier shall send such additional funds by federal wire transfer of immediately available funds from Carrier transfer, to an account designated by ServicerMember, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer Member that an increase is required and the amount thereof. If the Servicer Member agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer Member as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer Member accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs Although Member has the right at all times to require that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”)equal the Required Amount, Member may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to The duration of any such request reduction is within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of ServicerMember. ***** Confidential portions At any time that the amount of the material have been omitted and filed separately with Aggregate Protection is less than the Securities and Exchange CommissionRequired Amount Member, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Member. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount.

Adjustments to Deposit. (a) Servicer Member will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Day. Carrier acknowledges that Servicer Member has explained to it and it understands ServicerMember’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer Member as a result thereof; provided, however, that Carrier may, in good faith, dispute any determination made by Member by delivery of notice thereof to Member, and the parties shall use commercially reasonable efforts to resolve the dispute as expeditiously as possible. Among other things, Carrier understands that Gross Gross (b) Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer Member and Carrier may change the Methodology by mutual written agreement. (bc) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at ServicerMember’s sole discretion discretion, by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount; provided, or that if there are insufficient funds available from the daily settlement to fully fund the Deposit in the Required Amount, then Carrier shall send such additional funds by federal wire transfer of immediately available funds from Carrier transfer, to an account designated by ServicerMember, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer Member that an increase is required and the amount thereof. If the Servicer Member agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer Member as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (cd) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer Member accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (de) Although Member has the right at all times to require that the amount of the Aggregate Protection equal the Required Amount, Member may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. The duration of any such reduction is within the sole discretion of Member. At any time that the amount of the Aggregate Protection is less than the Required Amount Member, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Member. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount. As of the Effective Date, Member has exercised the discretion permitted by this Section 3(d) and hereby requires that the Required Amount only equal *****. If Member determines that the Required Amount be increased, it will give Carrier ***** notice of the amount of increase and Member will identify to Carrier the basis for its change in the Required Amount. (f) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months ***** after the Effective Date, Carrier may no more than once each quarter submit a written request to Servicer Member to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer Member shall review the Modification Request and information presented by Carrier and attempt use commercially reasonable efforts to respond to such request within thirty (30) days*****. Any determination of whether to agree to the Modification Request shall be made in the sole reasonable discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange CommissionMember.

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “"Methodology”") to calculate Gross Exposure each Business Day. Carrier Xxxxxxx acknowledges that Servicer Xxxxxxxx has explained to it and it understands Servicer’s 's Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof, absent manifest error. Among other things, Carrier Xxxxxxx understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement. (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s 's sole discretion by Member or Servicer withholding as Reserved Funds an amount up to [***** ] of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s 's receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to [***** ] of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS.. (U.S. Transactions) (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. Similarly, Servicer shall accept a Letter of Credit meeting the terms contained herein in replacement of an existing Letter of Credit that is either (i) within 120 days of expiration or (ii) may, after the expiration of the appropriate time frame set forth in Section 9, be subject to a draw due to a downgrade of the bank that issued such Letter of Credit. (d) Although Servicer has the right at all times to require that the amount of the Aggregate Protection equal the Required Amount, Servicer may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. The duration of any such reduction is within the sole discretion of Servicer. At any time that the amount of the Aggregate Protection is less than the Required Amount Servicer, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Servicer. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount. (e) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s 's present and prospective financial condition, then at any time after six months after within ten days of each anniversary date of the Effective Date, Commencement Date Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “"Modification Request”"). Servicer shall review the Modification Request and information presented by Carrier Xxxxxxx and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions If Servicer does not agree to the Modification Request, then Carrier shall have a period of fifteen (15) days from such response by Servicer to provide written notice to Servicer of Carrier's election to terminate the material Agreement ninety days from the date Carrier's notice to terminate is delivered to Servicer. Carrier shall have been omitted and filed separately with no right to terminate the Securities and Exchange CommissionAgreement prior to its then current term (other than as a result of Servicer or Member's breach) if it fails to (i) deliver a Modification Request within the time frame stated in this Section or (ii) provide notice of termination as a result of a negative response by Servicer to a Modification Request within the time frame stated in this Section.

Adjustments to Deposit. (a) Servicer Bank will use the Methodology described in Section 8 of this Exposure Protection Schedule 2 (the “Methodology”) to calculate Gross Exposure each Business Day(as defined in Section 8 of this Schedule 2) on a daily, weekly, bi-weekly, or monthly basis, as the Bank elects in its sole discretion. Carrier acknowledges that Servicer Bank has explained to it and it understands ServicerBank’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection Deposit and hereby agrees to be bound by such Methodology and the determinations made by Servicer Bank as a result thereof. Among other things, Carrier understands that Gross Exposure includes includes, among other things, the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer Bank and Carrier may change the Methodology by mutual agreement. (b) The . Prior to the occurrence of any Triggering Event, the amount of the Deposit shall not be greater than [REDACTED] of Gross Exposure. From and after the occurrence of a Triggering Event, the amount of the Deposit shall be increased or decreased each Business Daydecreased, as appropriate, based on the Methodology so that Methodology, to be in the following amount for the specified periods of time (such amount for the Aggregate Protection will applicable date, the “Required Amount”) (a) During any period in which (i) a First Stage Triggering Event has occurred and is continuing and (ii) no Second Stage Triggering Event has occurred and is continuing, the Deposit shall at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s sole discretion by Member or Servicer withholding as Reserved Funds an amount up to ***** of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amountamount that is [REDACTED] of Gross Exposure. (b) During any period in which a Second Stage Triggering Event has occurred and is continuing, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first (1st) Business Day after Carrier’s receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases Deposit shall at all times be equal to the amount that is [REDACTED] of Gross Exposure. (c) Following any period in which Carrier has effected a Cure of Second Stage Triggering Event and so long as no other Triggering Event has occurred, the Deposit shall be reduced to an amount equal to the amount that is [REDACTED] of Gross Exposure. (d) Following any period in which Carrier has effected a Cure of First Stage Triggering Event and so long as no other Triggering Event has occurred, the Deposit shall be reduced to an amount not greater than [REDACTED] of Gross Exposure. Upon the occurrence of a Triggering Event, Carrier immediately, upon Bank’s written demand therefor, shall remit to Bank by wire transfer and the funds required an amount sufficient to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred Amount. Without limiting the foregoing, any increases to Servicer as the Deposit required to be made under this Agreement may be made, at Bank’s sole discretion, by this Section 3, Member or Servicer may Bank immediately withhold withholding on a daily basis as Reserved Funds an amount up to ***** [REDACTED] of amounts otherwise payable to Carrier under Section 6.2 the Agreement until the Deposit is at least equal to the Required Amount Upon Carrier’s Cure of First Stage Triggering Event, and no later than the fifth (5th) Business Day after Bank’s receipt of the MTOS until Monthly Compliance Certificate that demonstrates such cure, Bank will remit to the Carrier an amount that will reduce the amount of the Aggregate Protection at least equals Deposit to an amount not greater than [REDACTED] of Gross Exposure. Upon Carrier’s Cure of Second Stage Triggering Event that does not qualify as a Cure of First Stage Triggering Event, and no later than the Required Amount[REDACTED] Business Day after Bank’s receipt of the applicable Weekly and Monthly Compliance Certificates that demonstrate such cure, Bank will remit to the Carrier an amount that will reduce the amount of the Deposit to an amount equal to [REDACTED of Gross Exposure. Member or Servicer Other than as provided in the immediately preceding paragraph, Bank shall remit to the Carrier from by the Deposit the second (2nd) Business Day after any determination is made by Bank that Carrier is entitled to a payment hereunder, any amount necessary to reduce the Deposit to the Required Amount. Bank may reduce the amount due Carrier under this Section 4 by the amount of any increase required to be made to the Aggregate Protection Deposit resulting from Bank’s Methodology applied prior to equal the Required Amount on each Business Day in accordance with Section 6.2 of date the MTOS. (c) funds are to be remitted to the Carrier hereunder. The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 10 of this Exposure Protection Schedule 2 pursuant to which Servicer accepts Letter Bank, in its sole discretion, may accept an irrevocable standby letter of Credit credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amountrequired Deposit. (d) If an event or series of events occurs that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”). Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to such request within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

Adjustments to Deposit. (a) Servicer Provider will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “Methodology”) to calculate Gross Exposure each Business Dayand to determine, if applicable, whether the Settlement Period should be modified. Carrier Company acknowledges that Servicer Provider has explained to it and it understands ServicerProvider’s Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer Provider as a result thereof. Among other things, Carrier Company understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier Company has not yet provided such goods or services. Servicer Provider and Carrier Company may change the Methodology by mutual agreement. (b) The At any time settlement periods determined for each individual Sales Record are being used, the amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at ServicerProvider’s sole discretion discretion, by Member or Servicer Provider withholding as Reserved Funds an amount up to ***** 100% of amounts otherwise payable to Carrier Company under Section 6.2 of the MTOS 32 until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier Company to an account designated by ServicerProvider, on the first (1st) Business Day after CarrierCompany’s receipt of notice from Servicer Provider that an increase is required and the amount thereof. If the Servicer Provider agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer Provider as required by this Section 3, Member or Servicer Provider may immediately withhold on a daily basis as Reserved Funds an amount up to ***** 100% of amounts otherwise payable to Carrier Company under Section 6.2 of the MTOS 32 until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer Provider shall remit to Carrier Company from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS32. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer Provider accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs Although Provider has the right at all times to require that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”)equal the Required Amount, Provider may, from time to time, in its sole discretion make remittances to Company or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to The duration of any such request reduction is within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of ServicerProvider. ***** Confidential portions At any time that the amount of the material have been omitted and filed separately with Aggregate Protection is less than the Securities and Exchange Commission.Required Amount, Provider, in its sole discretion, may require that the amount of the Aggregate Protection be increased to equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Provider. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Company in the future to require that the amount of the Aggregate Amount be less than the Required Amount. Master Services Agreement (v.1.8.21) Schedule D

Adjustments to Deposit. (a) Servicer will use the Methodology described in Section 8 of this Exposure Protection Schedule (the “"Methodology”") to calculate Gross Exposure each Business Day. Carrier Xxxxxxx acknowledges that Servicer Xxxxxxxx has explained to it and it understands Servicer’s 's Methodology for determining Gross Exposure and the amount of the Aggregate Protection and hereby agrees to be bound by such Methodology and the determinations made by Servicer as a result thereof, absent manifest error. Among other things, Carrier Xxxxxxx understands that Gross Exposure includes the value of Travel Costs for goods or services sold to Cardholders who used their Cards to purchase such goods or services with respect to which Carrier has not yet provided such goods or services. Servicer and Carrier may change the Methodology by mutual agreement.. (U.S. Transactions) (b) The amount of the Deposit shall be increased or decreased each Business Day, as appropriate, based on the Methodology so that the amount of the Aggregate Protection will at all times equal the Required Amount. Any necessary increases to the Deposit may be made, at Servicer’s 's sole discretion by Member or Servicer withholding as Reserved Funds an amount up to [***** ] of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection is at least equal to the Required Amount, or by federal wire transfer of immediately available funds from Carrier to an account designated by Servicer, on the first second (1st2nd) Business Day after Carrier’s 's receipt of notice from Servicer that an increase is required and the amount thereof. If the Servicer agrees to permit increases to the amount of the Deposit by wire transfer and the funds required to increase the amount of the Deposit so that the Aggregate Protection is equal to the Required Amount are not transferred to Servicer as required by this Section 3, Member or Servicer may immediately withhold on a daily basis as Reserved Funds an amount up to [***** ] of amounts otherwise payable to Carrier under Section 6.2 of the MTOS until the amount of the Aggregate Protection at least equals the Required Amount. Member or Servicer shall remit to Carrier from the Deposit the amount necessary to reduce the amount of the Aggregate Protection to equal the Required Amount on each Business Day in accordance with Section 6.2 of the MTOS. (c) The amount of the Deposit to be maintained hereunder may be reduced in accordance with Section 9 of this Exposure Protection Schedule pursuant to which Servicer accepts Letter of Credit in lieu of all or a portion of the Deposit so long as the Aggregate Protection equals the Required Amount. (d) If an event or series of events occurs Although Servicer has the right at all times to require that can reasonably be determined to have a materially positive effect on Carrier’s present and prospective financial condition, then at any time after six months after the Effective Date, Carrier may once each quarter submit a written request to Servicer to review the Required Amount for consideration of a reduction in the percentage of Gross Exposure required to be maintained as the amount of the Aggregate Protection (a “Modification Request”)equal the Required Amount, Servicer may, from time to time, in its sole discretion make remittances to Carrier or release portions of any Letter of Credit such that the Aggregate Protection is less than the Required Amount. Servicer shall review the Modification Request and information presented by Carrier and attempt to respond to The duration of any such request reduction is within thirty (30) days. Any determination of whether to agree to the Modification Request shall be made in the sole discretion of Servicer. ***** Confidential portions At any time that the amount of the material have been omitted and filed separately with Aggregate Protection is less than the Securities and Exchange CommissionRequired Amount Servicer, in its sole discretion, may again require that the amount of the Aggregate Protection equal the Required Amount. Any required increase may be made as provided in Section 3(b) of this Exposure Protection Schedule as determined by Servicer. Any reductions in the amount of the Aggregate Protection as described in this paragraph shall not be deemed a course of dealing nor give rise to any rights by Carrier in the future to require that the amount of the Aggregate Amount be less than the Required Amount.