Common use of Chargebacks Clause in Contracts

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) the Cardholder claims Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) as follows: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or SIGNATURE thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form and the Card on which the Authorization was based has been canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of Transaction was prior to the Sales Receipt is different to that validation date, if any, indicated on the Card; (iiie) The information required in Sections 17 and 18(b) above was not submitted to Bank; (f) Bank or Issuer has received a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for Cardholder in a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed a Merchant other than Merchant named in accordance with the Operating Procedures or any other term of this Agreement; (xivj) you issue a credit which does not have a previous offsetting saleThe Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; (k) A Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that Bank, without prior notice to Merchant, may (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement, if Bank or SIGNATURE, if SIGNATURE has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or SIGNATURE hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or SIGNATURE, whether suit is commenced or not. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (You agree to accept for chargeback, and will be liable to the Bank in the amount of any Transaction disputed by the Cardholder or Card Issuer for any reason under the Operating Regulations. You authorize the Bank to offset from funds due You or to debit the Operating Account or, if applicable, the reserve account for the amount of all chargebacks. You will fully cooperate with the Bank in complying with the Operating Regulations regarding all chargebacks. Subject to any contrary provisions in this Agreement, the acceptance by the Bank of any sales receipt for deposit to Your Operating Account shall be made with full recourse to You, including without limitation, where: a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant The Approved Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse giving rise to accept the Transaction; or (ii) if the Transaction has been processedcancelled and prior to, or at any the time within 180 days of, the Transaction You received notice of such cancellation through the electronic terminal or otherwise. b) The Approved Card had expired prior to the date of the TransactionTransaction or the date of Transaction was prior to the validation date, charge that Transaction back to you by debiting if any, indicated on the Settlement Account or Fee Account or by otherwise exercising any right under this AgreementApproved Card. (bc) We may also refuse to accept The sales receipt does not contain the signature that appears in the AUTHORIZED SIGNATURE panel of the Approved Card or Chargeback any Transaction where: (i) is unsigned by the Cardholder claims or the electronic transmittal does not contain the required information. d) The electronic transmittal for a PIN-based Debit Card Transaction does not include the Personal Identification Number (PIN) of the Cardholder. e) The sales receipt represents a Transaction on which the Bank has received a complaint from or on behalf of a Cardholder stating there is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) an unresolved dispute between You and the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in make or authorise authorize the Transaction;. (ivf) you used replaced Supplied Equipment after being directed A setoff or counterclaim of any kind shall exist in favor of any Cardholder against You that may be asserted in defense of an action to discontinue enforce payment against such use;Cardholder in a Transaction. (vg) The sales receipt represents a transaction that was made at or by a merchant other than You as named in the Sales Receipt has been altered without the Cardholder's authority;Merchant Application. (vih) the Sales Receipt is incomplete or You fail to take an impression of an Approved Card that was not presented to us within electronically read by the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection terminal for a dishonoured cheque;Card present transaction. (xii) it represents There is an attempt to circumvent a transfer of funds, and not card issuer’s Authorization Limit by splitting the supply of goods transaction or services, otherwise deposit or is a Cash Related Transaction;payment. (xiij) it is not entered into by you and The Transaction otherwise violates the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term terms of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods Laws or services that are in contravention the Operating Regulations. In any such case, the Bank shall not be obligated to accept a sales receipt for deposit to Your Operating Account. If the Bank has credited Your Operating Account for a Transaction involving any of the laws circumstances indicated above, the Bank may chargeback the amount of Australia or are otherwise prohibited by ussuch Transaction without prior notification, which amount You will pay in the manner hereinafter provided. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (You agree to accept for chargeback, and will be liable to the Bank in the amount of any Transaction disputed by the Cardholder or Card Issuer for any reason under the Operating Regulations. You authorize the Bank to a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant The Approved Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse giving rise to accept the Transaction; or (ii) if the Transaction has been processedcancelled and prior to, or at any the time within 180 days of, the Transaction You received notice of such cancellation through the electronic terminal or otherwise. b) The Approved Card had expired prior to the date of the TransactionTransaction or the date of Transaction was prior to the validation date, charge that Transaction back to you by debiting if any, indicated on the Settlement Account or Fee Account or by otherwise exercising any right under this AgreementApproved Card. (bc) We may also refuse to accept The sales receipt does not contain the signature that appears in the AUTHORIZED SIGNATURE panel of the Approved Card or Chargeback any Transaction where: (i) is unsigned by the Cardholder claims or the electronic transmittal does not contain the required information. d) The electronic transmittal for a PIN-based Debit Card Transaction does not include the Personal Identification Number (PIN) of the Cardholder. e) The sales receipt represents a Transaction on which the Bank has received a complaint from or on behalf of a Cardholder stating there is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) an unresolved dispute between You and the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in make or authorise authorize the Transaction;. (ivf) you used replaced Supplied Equipment after being directed A setoff or counterclaim of any kind shall exist in favor of any Cardholder against You that may be asserted in defense of an action to discontinue enforce payment against such use;Cardholder in a Transaction. (vg) The sales receipt represents a transaction that was made at or by a merchant other than You as named in the Sales Receipt has been altered without the Cardholder's authority;Merchant Application. (vih) the Sales Receipt is incomplete or You fail to take an impression of an Approved Card that was not presented to us within electronically read by the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection terminal for a dishonoured cheque;Card present transaction. (xii) it represents There is an attempt to circumvent a transfer of funds, and not card issuer’s Authorization Limit by splitting the supply of goods transaction or services, otherwise deposit or is a Cash Related Transaction;payment. (xiij) it is not entered into by you and The Transaction otherwise violates the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term terms of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods Laws or services that are in contravention the Operating Regulations. In any such case, the Bank shall not be obligated to accept a sales receipt for deposit to Your Operating Account. If the Bank has credited Your Operating Account for a Transaction involving any of the laws circumstances indicated above, the Bank may chargeback the amount of Australia or are otherwise prohibited by ussuch Transaction without prior notification, which amount You will pay in the manner hereinafter provided. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a Transaction Any Sales Slip or Card Sale is an Invalid Transaction as denoted in clause 5.2(c), subject to Chargeback under any one or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days more of the date following circumstances, and thereupon the provisions of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereSECTION 6.B. below shall apply: (i) The Card application or any information on the Cardholder claims Card application or the Transaction Sales Slip or any required information on the Sales Slip (such as the account number, description of Goods purchased, transaction amount or date) is invalid illegible or disputes liability for any reasonmaterially incomplete, or the Sales Slip or Card application is not executed by the Cardholder; or Authorization is not obtained from Household's Authorization Center, or a valid Authorization number is not correctly and legibly entered on the Sales Slip; or the Sales Slip is a duplicate of an item previously paid, or the price of the Goods or services shown on the Sales Slip differs from the amount shown on the Cardholder's copy of the Sales Slip; (ii) you process Household determines that (1) any of Merchants has breached or failed to satisfy in any material respect, any term, condition, covenant, warranty, or other provision of this Agreement, including, without limitation, SECTIONS 4A AND 5A above, or of the Operating Instructions, in connection with a cancelled Recurring TransactionSales Slip or the transaction to which it relates, or an application for a Card or the opening of an Account; or or (iii2) the Cardholder asserts a claim for set off Sales Slip, Card application or counterclaim. (c) A Transaction Card Sale is an “Invalid Transaction” and may be fraudulent or is subject to Chargeback if: (i) any claim of illegality, cancellation, rescission, avoidance or offset for any reason whatsoever, including, without limitation, negligence, fraud, misrepresentation, or dishonesty on the Card was not valid at the time part of the Transaction (for examplecustomer or Merchants or their agents, employees, licensees, or franchisees, or that the Card has expired, related transaction is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Carda bona fide transaction in Merchants' ordinary course of business; (iii) the Cardholder did disputes or denies the Card Sale or other Card transaction, the execution of the Sales Slip or Card application, or the delivery, quality, or performance of the Goods, services or warranties purchased, or the Cardholder has not participate in authorized the Card Sale, or authorise alleges that a credit adjustment was requested and refused or that a credit adjustment was issued by Merchants but not posted to the Transaction;Account; or (iv) you used replaced Supplied Equipment after being directed Merchants fail to discontinue such use; (v) deliver to Household the Sales Receipt has been altered without Slip, Credit Slip, Card application or other records of the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us Card transaction within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed times required in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. A Charge may be deemed by Diners Club to be a Chargeback under the following circumstances: (a) If a Transaction it is incurred using an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Individual Card Scheme Rules, we may in our sole discretion (without a request or demand from a that has not been signed by the Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement.; (b) We may also refuse to accept or Chargeback any Transaction where: (i) it is incurred outside the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that validity period shown on the Card; (iiic) the Card number or truncated Card number appearing on the Approved Terminal Receipt is not the same as the Card number of the Card which is produced to incur the Charge; (d) it is incurred by the Cardholder on a Card that is not a valid Card; (e) it is incurred in contravention of any marking specified on the Card indicating the use of the Card is restricted; (f) it is incurred by forgery of the Cardholder’s signature where the signature on the Record of Charge Form or an Approved Terminal Receipt is conspicuously obviously different to that of the true Cardholder’s signature; (g) it has not been incurred or processed in accordance with these terms and conditions or the Processing Guidelines; (h) it is incurred involving a Record of Charge Form or Approved Terminal Receipt that is not signed by the Cardholder or is incomplete or illegible as to the Cardholder’s name or the number or validity date of the Card; (i) it is processed through an EFTPOS terminal or other electronic charging system terminal which is not an Approved Terminal; (j) where the date of the Charge is wholly or partly incapable of being deciphered or processed; (k) it relates to a transaction which you key enter through an Approved Terminal despite not having obtained an Approval Code for the Charge through the Approved Terminal; (l) Diners Club receives the details or date of the debit Charge is more than seven days or date of credit Charge is more than thirty days after the Charge was incurred by the Cardholders; (m) you billed the amount of the Charge direct to the Cardholder, or received payment for the Charge other than through the use of a Card or Account; (n) it exceeds the Floor Limit except where you obtained Authorisation under clause 4; (o) the Approved Terminal referred you to Diners Club to get Authorisation and (not being a mail or telephone order Charge) you did not get from Diners Club, or Diners Club refused to give you, Authorisation; (p) the Cardholder did refuses to pay it because goods or services the subject of the Charge were defective, returned, not participate in delivered or authorise the Transactionprovided, or not as agreed; (ivq) it relates to the rental of a motor vehicle and it cannot be substantiated by written evidence that the Charge was incurred and approved by the Cardholder; (r) it relates to a mail or telephone order which the Cardholder has failed to pay and you used replaced Supplied Equipment cannot produce to Diners Club on request a bill or order form for the goods or services the subject of the Charge bearing the Cardholder’s signature and Card number; (s) it relates to a transaction for which you have previously processed a Charge under these terms and conditions; (t) the amount of the Charge is altered by you or any other person in any way after being directed the Cardholder signed the Record of Charge Form or the Approved Terminal Receipt; (u) in Diners Club’s opinion it relates to discontinue such usea single transaction which has been split into two or more Charges; (v) it is incurred through the Sales Receipt has been altered without the Cardholder's authorityuse of a Card which was evidently a forgery, or which you had reasonable grounds to suspect was a forgery (other than a Charge that is covered by clause 8.3(f); (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (viiw) it is subject to dispute, set-off unsigned and incurred in a hotel Establishment for which the Cardholder can furnish a cancellation number provided by the hotel or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason;amount of the Charge exceeds the cost of one night’s stay; or (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is Delayed Charge that cannot entered into by you and be recovered from the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by usCardholder. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. The amount of a transaction may be reversed or charged back to Client’s Sub-Merchant Account (each a “Chargeback”) for reasons, including, but not limited to, any one of the following: (a) If a Transaction an invalid Card account is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transactionsubmitted by Client; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept neither the Cardholder nor a person authorized by the Cardholder received the goods or Chargeback any Transaction where: services requested; (c) the Cardholder disputes the quality of the goods or services received; (d) the Cardholder never received a credit for a returned item or a cancelled order; (e) the Cardholder was charged incorrectly; (f) the authorization code is invalid; (g) the Card was expired or not effective; (h) the transaction is disputed; (i) the Cardholder claims transaction is reversed by the Transaction is invalid Card Organization, any Payment Facilitator Processor, or disputes liability a financial institution for any reason; , (ii) you process a cancelled Recurring Transaction; or (iiij) the Cardholder asserts transaction was not authorized; or (k) the transaction is allegedly unlawful, suspicious, or believed by Payment Facilitator to be in violation of the terms of this Agreement. For any transaction that results in a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and Chargeback, Payment Facilitator may withhold the Chargeback amount in the Reserve Account. Client may be subject to a chargeback on sales for a minimum period of 360 days from the date the sale was entered into the processing system. Payment Facilitator may deduct the amount of any Chargeback if: and any associated fees, fines, or penalties assessed by each applicable Payment Facilitator Processor from Client’s Sub-Merchant Account, Client’s Reserve Account, if any, any proceeds due to Client, or Client’s bank account. If Client has pending Chargebacks or Payment Facilitator reasonably believes that a Chargeback is likely, Payment Facilitator may withhold or delay payments from Client’s Sub-Merchant Account for the later of: (i) the Card was not valid at the time 270 days following termination of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); this Agreement; (ii) there is no signature on the Sales Receipt where required 180 days from Client’s last Chargeback; or the signature on the Sales Receipt is different to that on the Card; (iii) 30 days following Client’s delivery of written notification disputing the Cardholder did not participate Chargeback in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you question and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed basis therefor with appropriate documentation in accordance with Section 13 below. Client agrees to respond to all Chargebacks promptly. If Payment Facilitator is unable to recover funds related to a Chargeback for which Client is liable, Client will pay Payment Facilitator the Operating Procedures full amount of the Chargeback immediately upon demand. Client agrees to pay all costs and expenses, including without limitation attorneys’ fees and other legal expenses, incurred by or on behalf of Payment Facilitator related to Payment Facilitator’s efforts to collect any other term Sub-Merchant Account deficit balances unpaid by Client. If Payment Facilitator determines that Client is incurring an excessive amount of Chargebacks, Client may be subject to a Card Organization’s monitoring program. Client is responsible for monitoring Client’s monthly chargeback percentage and developing chargeback reduction programs as required by the Card Organizations. Payment Facilitator may also establish controls or conditions governing Client’s Sub-Merchant Account, including but not limited to (a) an increase in processing fees, (b) creating a Reserve Account in an amount reasonably determined by Payment Facilitator to cover anticipated Chargebacks and related fees, (c) delaying payments, and (d) terminating or suspending the Services and this Agreement. Failure to establish such controls or conditions as established by Payment Facilitator within the specified period (or ten days following notification of such controls or conditions if no time period is specified) shall constitute a breach by Client of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid 13.1 You shall be responsible for all Chargeback in accordance with this Agreement and amounts relating to Card transactions settled by Servicers for any relevant Card Scheme reason under the Association Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse including but not limited to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the merchandise is returned and a proper credit for Cardholder claims the Transaction is invalid or disputes liability not received by Servicers for any reasonprocessing; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet validSales Draft is, or has been cancelled is alleged to have been, executed, accepted, endorsed, completed or revoked); (ii) there is no signature on assigned improperly without authority or not in accordance with the Sales Receipt where required Authorization requirements or provisions of this Exhibit G or the signature on the Sales Receipt is different to that on the CardOperating Procedures; (iii) regardless of any Authorization obtained (including without limitation, telephone and mail order transactions), You completed a transaction when the Cardholder did not participate in or authorise sign the TransactionSales Draft; (iv) you used replaced Supplied Equipment after being directed the signature on the draft was unauthorized as compared to discontinue such usethe signature appearing on the Card, the signature panel on the Card was blank, or a limited purpose business purchasing card was accepted without appropriate authorization of the nature of the goods or services purchased (in addition to Authorization of the transaction amount); (v) the Sales Receipt has been altered without the Cardholder's authorityDraft is incorrectly completed, incomplete or illegible; (vi) the Cardholder disputes the sale, quality or delivery (or availability for pre- arranged pick-up) of merchandise or the performance or quality of service covered by the Sales Receipt is incomplete Draft or was not presented to us within the relevant timeframeagreement accepted by such Cardholder; (vii) it is subject to disputethe circumstances in which the Sales Draft was created or submitted by, set-off or counterclaimcredit was received by, You constituted or otherwise involved a breach of any term, condition, representation, warranty or duty of You hereunder; (viii) it was processed multiple Sales Drafts were executed to your own Cardavoid the need to obtain authorization necessary to complete the transaction; (ix) Authorisation the extension of credit for merchandise sold or rented or services performed was in violation of law or the Transaction was declined for rules or regulations of any reasongovernmental agency, whether federal, state, local or otherwise; (x) it represents a legible copy of the refinance Sales Draft or Credit Voucher cannot be produced by You within ten days of an existing debt or the collection for a dishonoured chequeServicers’ request; (xi) it represents the Cardholder asserts any claim or defense which the Cardholder has as a transfer of funds, and not the supply consumer of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder disputes the validity of a telephone or is not submitted by any authorised third partymail order Card transaction; (xiii) it the Card transaction is not processed otherwise subject to Chargeback by the Card issuing bank or Cardholder in accordance with the Operating Procedures Association Rules or any other term of this Agreement;applicable law; or (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or the Card transaction is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rulesthe procedures set forth in the Operating Procedures.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder a merchant, or is not submitted by any authorised third partyother person or entity, other than Merchant; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; and/or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement. , if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. In addition to any other remedy available to Bank, upon the occurrence of a Monthly Chargeback Violation, Merchant must pay to Bank a fee that is calculated as follows (e) Despite any contract, arrangement or understanding to where X in the contrary, you acknowledge that a Cardholder table below is entitled to initiate a the Transaction Chargeback Ratio for the relevant calendar month and Y is the number of any Transaction where permitted in accordance with Chargebacks processed during the relevant Card Scheme Rules.calendar month): Y 1.0% ≤X≤ 1.5% 1.5 %< X≤ 2% 2% <X≤ 2.25 % 2.25 %<X ≤ 2.5% 2.5 %< X≤ 3% 3- <X ≤ 3.5 % 3.5 %< X≤ 5% 5% <X ≤ 7.5 % 7.5%< X 5 - 25 $0 $10 $10 $15 $15 $20 $25 $40 $50 26 - 50 $10 $10 $15 $15 $20 $20 $25 $40 $50 51 - 75 $15 $20 $20 $20 $25 $25 $30 $50 $50 76 - 100 $15 $20 $20 $25 $25 $30 $35 $50 $50 101 - 125 $20 $20 $25 $25 $30 $35 $35 $60 $60 126 - 150 $20 $25 $25 $30 $35 $35 $40 $75 $75 151 - 175 $25 $30 $30 $35 $35 $40 $40 $75 $100 175 + $25 $30 $35 $35 $40 $40 $50 $10 0 $100

Chargebacks. (a) If 6.1 Simultaneously with each Cardholder Transaction, a Transaction Chargeback claim accrues against Entity in favor of ARC if ARC is an Invalid Transaction as denoted in clause 5.2(c)required, or otherwise constitutes a valid has the right, to pay to any Payment Brand any fees, discounts, Cardholder credits and adjustments, charges, fines, assessments, penalties or other items which may be charged back to Entity by ARC. Entity agrees that it is fully liable to ARC for all Chargebacks, and that ARC is authorized to offset from incoming ARC Pay Transactions and/or to debit via ACH the Account, the Reserve Account, or any other account held at any other financial institution in the amount of any Chargeback. Entity agrees to accept for Chargeback any sale for which the Cardholder disputes the validity of the sale; or if ARC determines that Entity has in accordance any way failed to comply with this Agreement and any relevant Card Scheme Rulesor ARC’s procedures, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse including but not limited to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction wherefollowing: (i) The ARC Pay Transaction is illegible, not signed by the Cardholder claims or has not been presented within the Transaction is invalid or disputes liability for any reasonrequired time-frames; (ii) you process The ARC Pay Transaction does not involve the Imprint of a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the un-expired Credit Card; (iii) A valid authorization number has not been correctly and legibly recorded on the Cardholder did not participate in or authorise the ARC Pay Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such useThe ARC Pay Transaction is a duplicate of a prior ARC Pay Transaction or is the result of two or more ARC Pay Transactions generated on one Credit Card for a single sale; (v) The Cardholder alleges that he or she did not participate in the Sales Receipt has been altered without sale, authorize the Cardholder's authorityuse of the Card, receive goods or services purchased, or receive a required credit adjustment, or disputes the quality of the goods or services purchased; (vi) The price of goods or services on the Sales Receipt is incomplete or was not presented to us within ARC Pay Transaction differs from the relevant timeframeamount which Entity presents for payment; (vii) it is subject to disputeThe ARC Pay Transaction results from an Internet, setmail, phone or preauthorized order and the Cardholder disputes entering into or authorizing the ARC Pay Transaction or the ARC Pay Transaction has been made on an expired or non-off or counterclaimexisting account number; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for ARC believes, within its sole discretion, that Entity has violated any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term provision of this Agreement; (xivix) you issue a credit which does ARC determines that the ARC Pay Transaction record is fraudulent or that the ARC Pay Transaction is not have a previous offsetting salebona fide or is subject to any claim of illegality, cancellation, rescission, avoidance or offset for any reason whatsoever, including without limitation negligence, fraud or dishonesty on the part of Entity or Entity’s Representatives; or (xvx) it relates Entity fails to provide an ARC Pay Transaction or is legible copy thereof to ARC in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account accordance with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. 6.2 Entity acknowledges and agrees that ARC shall have full recourse to charge back the amount of a Credit Card sale for which the Cardholder disputes that he/she did not authorize the charge if the imprint of the Credit Card or the signature of the Cardholder was not obtained by Entity. Entity shall not initiate an ARC Pay Transaction in an attempt to collect a Chargeback. Entity shall be liable for all fees arising out of the Chargeback dispute process, including, but not limited to, (ei) Despite attorney fees and costs; (ii) any contract, arrangement fees charged by any Payment Network or understanding other third party; and/or (iii) any costs related to pre-arbitration notifications by the contrary, you acknowledge that a Cardholder is entitled Payment Network. 6.3 Entity shall provide to initiate a Chargeback ARC or its designee any and all documentation ARC requires (in its sole discretion) as part of any Transaction where permitted Chargeback dispute process, including, but not limited to, information in accordance with relevant Card Scheme Rulesresponse to pre-arbitration notifications by the Payment Network.

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid 14.1 CUSTOMER shall be responsible for all Chargeback in accordance with this Agreement and any relevant amounts relating to Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you transactions settled by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction SERVICERS where: (i) the merchandise is returned and a proper credit for Cardholder claims the Transaction is invalid or disputes liability not received by SERVICERS for any reasonprocessing; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet validSales Draft is, or has been cancelled is alleged to have been, executed, accepted, endorsed, completed or revoked); (ii) there is no signature on assigned improperly without authority or not in accordance with the Sales Receipt where required Authorization requirements or the signature on the Sales Receipt is different to that on the Cardprovisions of this Agreement; (iii) regardless of any Authorization obtained (including without limitation, telephone and mail order transactions), CUSTOMER completed a transaction when the Cardholder did not participate in or authorise sign the TransactionSales Draft; (iv) you used replaced Supplied Equipment after being directed the signature on the draft was unauthorized as compared to discontinue such usethe signature appearing on the Card, the signature panel on the Card was blank, or a limited purpose business purchasing card was accepted without appropriate authorization of the nature of the goods or services purchased (in addition to Authorization of the transaction amount); (v) the Sales Receipt has been altered without the Cardholder's authorityDraft is incorrectly completed, incomplete or illegible; (vi) the Cardholder disputes the sale, quality or delivery (or availability for pre-arranged pick-up) of merchandise or the performance or quality of service covered by the Sales Receipt is incomplete Draft or was not presented to us within the relevant timeframeagreement accepted by such Cardholder; (vii) it is subject to disputethe circumstances in which the Sales Draft was created or submitted by, set-off or counterclaimcredit was received by, CUSTOMER constituted or otherwise involved a breach of any term, condition, representation, warranty or duty of CUSTOMER hereunder; (viii) it was processed multiple Sales Drafts were executed to your own Card;avoid the need to obtain authorization necessary to complete the transaction: (ix) Authorisation the extension of credit for merchandise sold or rented or services performed was in violation of law or the Transaction was declined for rules or regulations of any reasongovernmental agency, whether federal, state, local or otherwise; (x) it represents a legible copy of the refinance Sales Draft or Credit Voucher cannot be produced by CUSTOMER within ten days of an existing debt or SERVICERS’ request (except to the collection for a dishonoured chequeextent SERVICERS are responsible pursuant to Paragraph 16.1); (xi) it represents the Cardholder asserts any claim or defense which the Cardholder has as a transfer of funds, and not the supply consumer of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder disputes the validity of a telephone or is not submitted by any authorised third partymail order Card transaction; (xiii) it the Card transaction is not processed otherwise subject to Chargeback by the Card issuing bank or Cardholder in accordance with the Operating Procedures Association Rules or any other term of this Agreement;applicable law; or (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or the Card transaction is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant the procedures set forth in the Operating Guide. 14.2 CUSTOMER shall reimburse SERVICERS for any Chargebacks, return items, or other losses resulting from CUSTOMER’s failure to produce a Card Scheme Rulestransaction record requested by SERVICERS within the applicable time limits.

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted 21.1 The Company does not tolerate credit/ debit card fraud, and all fraud, without exception, will be prosecuted through criminal proceedings in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rulesyour local jurisdiction to the fullest extent of the law. In addition to this, we may will file a report with your local police department and pursue all fraudulent activities through your local jurisdiction for prosecution to the fullest extent of the law. Furthermore, in such instances, we reserve the right, at our sole discretion, to take all action as we see fit, including, without limitation, completely blocking access to our Website and/or Platform, blocking and/or revoking your Access Codes and/or terminating your Account. Under these circumstances, we reserve the right to seize any profits and/or revenues generated directly or indirectly by exercising any such prohibit trading activity and we shall be ended to inform any interested third parties of your breach of this clause; any active Orders associated with the same fraudulent credit card and/or Account will also be cancelled immediately: we have, and will continue to develop any tools necessary to identify credit/debit card fraud; any dispute arising from such fraudulent activity will be resolved by us in our sole discretion and absolute discretion, in the manner we deem to be the fairest to all concerned; that decision shall be final and/or binding on all participants; no correspondence will be entered into. 21.2 Upon the Company receiving an instruction from the Client to withdraw funds from the Client’s Account, the Company aims to proceed with the payment of the said amount within one (without 1) Business Day. This is conditional provided that the following requirements are met: a) The withdrawal instruction includes all required information; b) The instruction is to make a transfer to the originating account (whether that is bank account, a payment system account etc.) from which the money was originally deposited in the Client Trading Account or at the Client’s request to a bank account belonging to the Client; c) The account where the transfer is to be made belongs to the Client; d) At the moment of payment, the Client’s Balance exceeds or demand is equal to the amount specified in the withdrawal instruction including all payment charges; e) There is no Force Majeure Event which prohibits the Company from effecting the withdrawal; f) Where the Client has open positions, he can only withdraw up to 80% of its Client Free Margin. g) In the event you have made a Cardholder): (i) refuse chargeback claim to accept your debit and/or credit card provider, you will not be in a position to request a withdrawal until the Transaction; or (ii) if dispute of the Transaction chargeback has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreementresolved. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and 21.3 The Company reserves its rights that withdrawals may be subject to Chargeback if: (i) additional processing time depending on the Card was not valid at the time procedures of the Transaction (for examplethird-party remitters and/or banking institutions, the Card has expiredamount requested to be withdrawn and the jurisdictions in question. Whilst we take all reasonable steps to process payment withdrawals as soon as possible, certain limitations may apply depending on the third-party remitters and/or banking institutions that might process such payments. 21.4 Withdrawals of funds deposited can only be made using the same method used by the Client to fund the Account and to the same remitter. Withdrawals of profits may only be transferred to a bank account under the Client’s name. It is understood and agreed that the Client shall provide the Company with the correct details of the Client’s bank account which includes the bank account number and the bank account holder name (must be the same as the Client’s name) in order to be able for the Company to execute a withdraw order through a wire transfer. 21.5 The Company shall not yet validbe held liable for any delays and/or expenses as these may occur owed to third parties, or has been cancelled or revoked);such as your bank and/or payment institution and/or credit cart provider and/or any other entity processing the withdrawal transaction. (ii) 21.6 In the event we receive from your card provider a chargeback request for any deposit you made in your Account and/or there is no signature on a reasonable suspicion that you will place a chargeback request, we reserve the Sales Receipt where required right to proceed to an investigation as to the validity of your request and charge you with a fee of up to EUR 150 or equivalent as an investigation fee. 21.7 The placing of a chargeback request may be construed as an Event of Default. In such a case, the signature on Company reserves the Sales Receipt is different right to that on take the Card; (iii) following actions, if the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for client wrongfully and/or fraudulently and/or maliciously places a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures chargeback request from his/her credit card or any other term payment method he/she may use, and/or a dispute and/or complaint: a) Proceed with criminal procedures at your place of this Agreementresidence; (xivb) you issue a credit which does not have a previous offsetting sale; orBlock access to your Account; (xvc) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise Freeze and/or terminate any trading activity; d) Terminate your Account; e) Seize any profits and/or revenues generated by exercising any such prohibited by ustrading activity. (df) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we The Company will credit not be held liable if the Settlement Account Company proceeds with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreementactions as mentioned in paragraph 21.7 and the Client suffers any losses and/or damages. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid 13.1 You shall be responsible for all Chargeback in accordance with this Agreement and any relevant amounts relating to Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you transactions settled by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction Servicers where: (i) the merchandise is returned and a proper credit for Cardholder claims the Transaction is invalid or disputes liability not received by Servicers for any reasonprocessing; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet validSales Draft is, or has been cancelled is alleged to have been, executed, accepted, endorsed, completed or revoked); (ii) there is no signature on assigned improperly without authority or not in accordance with the Sales Receipt where required Authorization requirements or the signature on the Sales Receipt is different to that on the Cardprovisions of this Exhibit G; (iii) regardless of any Authorization obtained (including without limitation, telephone and mail order transactions), You completed a transaction when the Cardholder did not participate in or authorise sign the TransactionSales Draft; (iv) you used replaced Supplied Equipment after being directed the signature on the draft was unauthorized as compared to discontinue such usethe signature appearing on the Card, the signature panel on the Card was blank, or a limited purpose business purchasing card was accepted without appropriate authorization of the nature of the goods or services purchased (in addition to Authorization of the transaction amount); (v) the Sales Receipt has been altered without the Cardholder's authorityDraft is incorrectly completed, incomplete or illegible; (vi) the Cardholder disputes the sale, quality or delivery (or availability for pre-arranged pick-up) of merchandise or the performance or quality of service covered by the Sales Receipt is incomplete Draft or was not presented to us within the relevant timeframeagreement accepted by such Cardholder; (vii) it is subject to disputethe circumstances in which the Sales Draft was created or submitted by, set-off or counterclaimcredit was received by, You constituted or otherwise involved a breach of any term, condition, representation, warranty or duty of You hereunder; (viii) it was processed multiple Sales Drafts were executed to your own Cardavoid the need to obtain authorization necessary to complete the transaction; (ix) Authorisation the extension of credit for merchandise sold or rented or services performed was in violation of law or the Transaction was declined for rules or regulations of any reasongovernmental agency, whether federal, state, local or otherwise; (x) it represents a legible copy of the refinance Sales Draft or Credit Voucher cannot be produced by You within ten days of an existing debt or Servicers’ request (except to the collection for a dishonoured chequeextent Servicers are responsible pursuant to Paragraph 26.1); (xi) it represents the Cardholder asserts any claim or defense which the Cardholder has as a transfer of funds, and not the supply consumer of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder disputes the validity of a telephone or is not submitted by any authorised third partymail order Card transaction; (xiii) it the Card transaction is not processed otherwise subject to Chargeback by the Card issuing bank or Cardholder in accordance with the Operating Procedures Association Rules or any other term of this Agreement;applicable law; or (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or the Card transaction is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rulesthe procedures set forth in the Operating Procedures.

Chargebacks. (a) If a The acceptance by PAYSTRAX of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to the Merchant, we may in our sole discretion (without a request or demand from a Cardholder): except for: (i) refuse to accept the TransactionFull Recourse Transactions; or (ii) if as otherwise indicated in this Agreement; and (iii) as follows: a. No specific prior Issuer authorisation for the Transaction was obtained from the Authorisation Center, the approval number does not appear in the electronic transmittal that is maintained by PAYSTRAX, or the Transaction was submitted to PAYSTRAX or the ISO 30 (thirty) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; b. The Transaction was based on a pre-authorisation form and the Card on which the Issuer authorisation was based has been processedcancelled and the Merchant was so notified prior to the Transaction; c. The Card giving rise to the Transaction was cancelled and prior to, or at any the time within 180 days of, the Transaction, the Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; d. The Card expired prior to the date of the Transaction, charge that Transaction back or the date of Transaction was prior to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reasonvalidation date; (iie. The information required in Sections 12.2.17 and 12.2.18(b) you process above was not submitted to PAYSTRAX; f. PAYSTRAX or the Issuer has received a cancelled Recurring Transaction; or (iii) the complaint from or on behalf of a Cardholder asserts a claim for set off or counterclaim. (c) A Transaction stating that there is an “Invalid Transaction” unresolved dispute or defense to a charge (whether or not valid) between the Merchant and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked)Cardholder; (ii) there is no signature on the Sales Receipt where required g. The Cardholder makes a written complaint to PAYSTRAX or the signature on the Sales Receipt is different to Issuer that on the Card; (iii) the Cardholder did not participate in make or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) h. A setoff or counterclaim of any kind exists in favour of any Cardholder against the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for Cardholder in a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into i. The Transaction was made at or by you and a Merchant other than the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed Merchant named in accordance with the Operating Procedures or any other term of this Agreement; j. The Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; k. A Transaction is charged back by an Issuer; l. Any representation or warranty made by the Merchant in connection with the Transaction is false or inaccurate in any respect. In any such case, PAYSTRAX shall not be obligated to accept a Transaction for credit to the Operating Account. If PAYSTRAX has credited the Operating Account or Merchant Reserve Account for such a Transaction, PAYSTRAX may return the Transaction to the Merchant, and the Merchant shall pay PAYSTRAX the amount of the Transaction. The Merchant agrees that PAYSTRAX, without prior notice to the Merchant, may (xivi) you issue charge the amount of the Transaction to the Operating Account or Merchant Reserve Account; (ii) recoup the amount of the Transaction by adjustment of the credits due to the Merchant; or (iii) set off the amount of the Transaction against any account or property PAYSTRAX holds for or on behalf of the Merchant. If the Merchant disagrees with PAYSTRAX’s decision to charge back a Transaction, the Merchant must so notify PAYSTRAX in writing within 10 (ten) days of the Chargeback and provide documentation that the dispute has been resolved to Cardholder’s satisfaction or proof that a credit which does not have a previous offsetting sale; or (xv) it relates has been issued. Without limiting the generality of any other provision of this Agreement, if PAYSTRAX or the ISO, take legal actions against the Merchant for any Chargebacks or any amounts due to PAYSTRAX or is in connection withthe ISO hereunder, the sale of goods Merchant shall pay the costs and attorneys’ fees incurred by PAYSTRAX and/or the ISO, whether suit is commenced or services that are in contravention of the laws of Australia or are otherwise prohibited by usnot. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If Simultaneously with each Cardholder Transaction, a Transaction contingent and unmatured claim for Chargeback accrues against Merchant in favor of Paya and Bank if under the Rules, Paya or Bank is an Invalid Transaction as denoted in clause 5.2(c)required, or otherwise constitutes a valid has the right, to pay to any Payment Brand any fees, discounts, customer credits and adjustments, charges, fines, assessments, penalties or other items which may be charged back to Merchant by Paya and Bank. Merchant agrees that it is fully liable to Bank and Paya for all Chargebacks, and that Bank and Paya are authorized to offset from incoming Transactions and to debit via ACH the Account, the Reserve Account, or any other account held at any other financial institution in the amount of any Chargeback. Merchant agrees to accept for Chargeback any sale for which the Cardholder disputes the validity of the sale according to the Rules; or Paya and Bank determine that Merchant has in accordance any way failed to comply with the Rules, this Agreement and any relevant Card Scheme Rulesor Paya’s procedures, we may in our sole discretion (without a request or demand from a Cardholder): including but not limited to the following: (i) refuse The Sales Draft is illegible, not signed by the Cardholder or has not been presented to accept Bank within the Transactionrequired time-frames; or (ii) if The Sales Draft does not contain the Transaction has been processedImprint of a valid, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transactionun-expired Card; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” valid Authorization number has not been correctly and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature legibly recorded on the Sales Receipt where required Draft; (iv) The Sales Draft is a duplicate of a prior Transaction or is the signature result of two or more Transactions generated on the Sales Receipt is different to one Card for a single sale; (v) The Cardholder alleges that on the Card; (iii) the Cardholder he or she did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) sale, authorize the Sales Receipt has been altered without use of the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to disputeCard, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of receive goods or services that are in contravention purchased, or receive a required credit adjustment, or disputes the quality of the laws of Australia goods or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.services purchased;

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): except for: (i) refuse to accept the TransactionFull Recourse Transactions; or (ii) if as otherwise indicated in this Agreement; and (iii) as follows: a. No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is maintained by Bank, or the Transaction was submitted to the Bank or IPPAY thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; b. The Transaction was based on a pre-authorization form and the Card on which the Authorization was based has been processedcanceled and Merchant was so notified prior to the Transaction; c. The Card giving rise to the Transaction was canceled and prior to, or at any the time within 180 days of, the Transaction, and Xxxxxxxx received notice of the cancellation through the electronic terminal, in writing or otherwise; d. The Card expired prior to the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of Transaction was prior to the Sales Receipt is different to that validation date, if any, indicated on the Card; e. The information required in Sections 16 and 17(b) above was not submitted to Bank; f. Bank or Issuer has received a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (iiiwhether or not valid) between Merchant and Cardholder; g. The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete h. A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for Cardholder in a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into i. The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed a Merchant other than Merchant named in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting salej. The Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; k. A Transaction is charged back by an Issuer; or (xv) it relates to l. Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Xxxxxxxx agrees that Bank, without prior notice to Merchant, may (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Xxxxxxxx must so notify Bank in writing within 10 days of the Chargeback and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement, if Bank or IPPAY, if IPPAY has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or IPPAY hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or IPPAY, whether suit is commenced or not. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Xxxxxxxx received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Xxxxxxxx; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Xxxxxxxx agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; and/or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Xxxxxxxx must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargebackcredit has been issued. Without limiting the generality of any other provision of this Agreement, we will credit if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the Settlement Account with an amount costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. In addition to any other remedy available to Bank, upon the occurrence of a Monthly Chargeback Violation, Merchant must pay to Bank a fee that is equal to that payment, less any the total number of Chargebacks processed during the relevant calendar month multiplied by the relevant dollar amount we are entitled set forth in the table set forth below (where X in the table below is the Transaction Chargeback Ratio for the relevant calendar month and Y is the number of Chargebacks processed during the relevant calendar month) (the “Monthly Chargeback Violation Fee”): Merchant will pay each relevant Monthly Chargeback Violation Fee to withhold or set off under this AgreementBank no later than 30 days after receiving a request for payment thereof from Bank (which request will include a description of the Monthly Chargeback Violation Fee amount and a description of the manner in which it was calculated). (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Xxxxxxxx received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Xxxxxxxx; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive Bank shall not be obligated to accept a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will for credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.Operating Account. If Bank has credited the Operating Account or Reserve Account forsuch 151 - 175 $25 $30 $30 $35 $35 $40 $40 $75 $100 175 + $25 $30 $35 $35 $40 $40 $50 $100 $100

Chargebacks. (a) If All chargebacks are due upon presentation to Merchant’s Bank. A failure to pay a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes Chargeback upon such presentation shall be considered a valid Chargeback in accordance with material breach of this Agreement and Merchant in addition to any relevant Card Scheme other remedies as may be exercised by RMS shall be charged a late charge of one and one half percent (1.5%) per month or portion thereof on all unpaid Chargebacks. Merchant and/or guarantor(s) agree that they are fully liable to RMS for all Chargebacks, and that RMS is authorized to offset from incoming transactions and to debit via ACH, the Account, the Reserve Account, or any other account held at any other financial institution in the amount of any Chargeback, including fees and costs. Merchant agrees to accept for chargeback any sale for which the Cardholder disputes the validity of the sale according to the Rules, we may or RMS determines that Merchant has in our sole discretion (without a request any way failed to comply with the Rules or demand from a Cardholder):RMS procedures, including but not limited to the following: (i) refuse The Sales Draft is illegible, not signed by the Cardholder or has not been presented to accept RMS within the Transaction; orrequired time frames. (ii) if The Sales Draft does not contain the Imprint of a valid unexpired Card. (iii) A valid Authorization number has not been correctly and legibly recorded on the Sales Draft. (iv) The Sales Draft is a duplicate of a prior Transaction or is the result of two or more Transactions generated on one credit card for a single sale. (v) The Cardholder alleges that he or she did not participate in the sale, authorize the use of the Card, receive goods or services purchased, or receive a required credit adjustment, or disputes the quality of the goods or services purchased. (vi) The price of goods or services on the Sales Draft differs from the amount, which Merchant presents for payment. (vii) The Transaction results from an Internet, mail, phone or preauthorized order and the Cardholder disputes entering into or authorizing the Transaction or the Transaction has been processedmade on an expired or non-existing account number. (viii) RMS reasonably believes, at within its sole discretion that Merchant has violated any time within 180 days provision of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (bix) We may also refuse RMS reasonably determines that the transaction record is fraudulent or that the Transaction is not bona fide or is subject to accept any claim of illegality, cancellation, rescission, avoidance, or Chargeback offset for any Transaction where:reason whatsoever, including without limitation, negligence, fraud, or dishonesty on the part of Merchant or Merchant’s agents or employees. (x) Merchant fails to provide a Sales Draft or legible copy thereof to RMS in accordance with this Agreement. Merchant acknowledges that RMS shall have full recourse to chargeback the amount of a Card sale for which the Cardholder disputes that he/she did not authorize the charge if (i) the Cardholder claims Imprint of the Transaction is invalid Card or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; orthe signature of the Cardholder was not obtained by Merchant. (iiixi) Merchant shall not initiate a sale Transaction in an attempt to collect a Chargeback. (xii) Guarantors are personally liable for all Chargebacks. In the Cardholder asserts event Merchant sells its business and a claim new owner incurs Chargebacks, the original Merchant and all guarantors will be held personally liable for set off the Chargebacks and any other liabilities of the new owner(s). (b) In the event the Account is closed or counterclaimis otherwise unavailable to RMS for ACH debit, Merchant and/or guarantors consent to RMS locating additional deposit accounts or assets by using any means available. In this event Merchant and/or guarantors waive all rights to their privacy in favor of RMS until such time as all unpaid chargebacks and fees owed to RMS have been paid in full. (c) A Transaction is an “Invalid Transaction” and may be subject Merchant agrees to pay $25.00 per Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into received by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by usRMS. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Merchant; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; and/or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement. , if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. In addition to any other remedy available to Bank, upon the occurrence of a Monthly Chargeback Violation, Merchant must pay to Bank a fee that is calculated as follows (e) Despite any contract, arrangement or understanding to where X in the contrary, you acknowledge that a Cardholder table below is entitled to initiate a the Transaction Chargeback Ratio for the relevant calendar month and Y is the number of any Transaction where permitted in accordance with Chargebacks processed during the relevant Card Scheme Rules.calendar month): Y 1.0% ≤X≤ 1.5% 1.5% <X≤ 2% 2% <X≤ 2.25% 2.25% <X≤ 2.5% 2.5% <X≤ 3% 3- <X≤ 3.5% 3.5% <X≤ 5% 5% <X≤ 7.5% 7.5%<X 5 - 25 $0 $10 $10 $15 $15 $20 $25 $40 $50 26 - 50 $10 $10 $15 $15 $20 $20 $25 $40 $50 51 - 75 $15 $20 $20 $20 $25 $25 $30 $50 $50 76 - 100 $15 $20 $20 $25 $25 $30 $35 $50 $50 101 - 125 $20 $20 $25 $25 $30 $35 $35 $60 $60 126 - 150 $20 $25 $25 $30 $35 $35 $40 $75 $75 151 - 175 $25 $30 $30 $35 $35 $40 $40 $75 $100 175 + $25 $30 $35 $35 $40 $40 $50 $10 0 $100

Chargebacks. All Chargebacks are due upon presentation to Merchant. In the case of a failure to pay a Chargeback upon such presentment, in addition to any other remedies which may be exercised by IMS and/or Bank, Xxxxxxxx agrees to pay a late charge of one and one half percent (1.5%) per month or portion thereof, or the highest amount allowable by law, whichever is less, on all unpaid Chargebacks. IMS and/or Bank are authorized to deduct the amount of any Chargebacks and fees from any settlement amounts due to Merchant or from the Reserve Account, if any, or collect by any other means. Xxxxxxxx understands and agrees that Sales Transactions are subject to Chargeback for a variety of reasons under the Rules, or if Xxxxxxxx has breached this Agreement, including without limitation, for the following reasons: (a) If a Transaction The Sales Draft is an Invalid Transaction as denoted in clause 5.2(c)illegible, not signed by the Cardholder or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse has not been presented to accept Bank within the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreementrequired time-frames. (b) We may also refuse to accept or Chargeback any Transaction where: (i) The Sales Draft does not contain the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process Imprint of a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaimvalid unexpired Card. (c) A Transaction is an “Invalid Transaction” valid Authorization number has not been correctly and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature legibly recorded on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by usDraft. (d) If we The Sales Draft is a duplicate of a prior Transaction or is the result of two or more Transactions generated for a single sale. (e) The Cardholder alleges that he or she did not participate in the sale, authorize the use of the Card, receive goods or services purchased, or receive a payment required credit adjustment, or disputes the quality of the goods or services purchased. (f) The price of goods or services on the Sales Draft differs from a the amount which Xxxxxxxx presents for payment. (g) The Transaction results from an Internet, mail, phone or preauthorized order and the Cardholder relating to an Invalid disputes entering into or authorizing the Transaction that or the Transaction has been subject to a Chargeback, we will credit the Settlement Account with made on an amount equal to expired or non-existing account number. (h) IMS reasonably believes in its discretion that payment, less Xxxxxxxx has violated any amount we are entitled to withhold or set off under provision of this Agreement. (ei) Despite IMS reasonably determines that the Transaction is not bona fide or is subject to any contractclaim of illegality, arrangement cancellation, rescission, or understanding offset for any reason whatsoever, including without limitation, negligence, fraud or dishonesty on the part of Merchant or Merchant’s agents or employees. (j) Merchant fails to the contrary, you acknowledge that provide a Cardholder is entitled Sales Draft or legible copy thereof to initiate a Chargeback of any Transaction where permitted IMS and/or Bank in accordance with relevant Card Scheme Rulesthis Agreement. (k) Merchant shall not initiate a Transaction in an attempt to collect a Chargeback.

Chargebacks. We may charge back Transactions to you under the following circumstances. You agree to immediately pay us the amount of the charge- backs without any further demand from us. (a) If a The Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): record is: (i) refuse to accept illegible or the Transactiondata contained therein is otherwise indiscernible; or (ii) if not endorsed, (iii) not delivered to us within the Transaction has been processedrequired time limits; or (iv) altered or incomplete (e.g., at any time within 180 days missing the account number, Card expiration date, merchant name or location, the transaction amount or date, Cardholder signature, description of the date of product or services, or authorization code.) (b) You fail to obtain prior authorization for the Transaction, charge that . (c) The Transaction back to you by debiting the Settlement Account record is a duplicate of an item previously paid or Fee Account is one of two or by otherwise exercising any right under more Transaction records generated in a single transaction in violation of this Agreement. (bd) We may also refuse to accept The Cardholder disputes the validity or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time authorization of the Transaction (for example, the Card has expired, is not yet validrecord, or has been cancelled the sale, delivery, quality or revoked); (ii) there is no signature on performance of the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services purchased; or alleges that are in contravention of a credit adjustment was requested and refused, or that a credit adjustment was issued by you but not posted to the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this AgreementCardholder’s account. (e) Despite We determine that you have violated any contractterm of this Agreement in connection with the Transaction record or the related Transaction. (f) We determine that the Transaction record is fraudulent or that the related transaction is not a bona fide transaction in the ordinary course of your business (as described in our records) or is subject to a claim of illegality, arrangement cancellation, rescission, avoidance or understanding offset for any reason whatsoever, including without limitation negligence, fraud or dishonesty on the part of you, your agents or employees. (g) The Transaction record arises from a mail order, telephone order, or e-commerce transaction that the Cardholder disputes entering into or authorizing, or involves an account number that never existed or has expired. (h) In any other situation in which a Transaction has been charged back to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted us in accordance with relevant the chargeback rules established by the Card Scheme RulesAssociation. We may charge back a transaction in accordance with this section even if an Authorization was obtained. We may impose a per-item handling fee for each chargeback that is processed. We may from time to time, in our sole discretion and without prior notice, change the chargeback fee. If your chargeback activities exceed a ratio of 1% (calculated by dividing the number of chargebacks in any month by the number of sales during that month) or any other amount as set forth by a Card Association, you will pay an additional per-item charge established by us for processing such excessive chargebacks. Since Card Association rules may not allow the reversal of a chargeback in certain electronic transactions, you agree to accept all chargebacks issued pursuant to the Card Association rules.

Chargebacks. The acceptance by Bank of any Transaction processed in accordance with the terms of this Agreement shall be without recourse to Merchant, except for (i) Card-Not-Present Transactions, (ii) as otherwise indicated in this Agreement and (iii) as follows: (a) If No specific prior authorization for the Transaction was obtained from the Authorization Center, (b) The Transaction was forced based on a pre-authorization form and the Card on which the authorization was based has been canceled and Merchant was so notified prior to the Transaction; (c) The Card giving rise to the Transaction is an Invalid Transaction as denoted in clause 5.2(c)was canceled and prior to, or otherwise constitutes a valid Chargeback at the time of, the Transaction, Merchant received notice of the cancellation through the electronic terminal, in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request writing or demand from a Cardholder):otherwise; (id) refuse The Card expired prior to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of Transaction was prior to the Sales Receipt is different to that validation date, if any, indicated on the Card; (iiie) The information required in Paragraphs 18 and 19(b) above was not submitted to Bank; (f) Bank or Issuer has received a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder, provided that Merchant retains the right to challenge (represent) such chargebacks per the Association regulations. Notwithstanding, until EPX or Bank have notice in writing with documentation from the Associations that said chargeback has been reversed, EPX and Bank reserve the right to take any actions consistent with the existence of a chargeback. (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for Cardholder in a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed a Merchant other than Merchant named in accordance with the Operating Procedures or any other term of this Agreement; (xivj) you issue a credit which does not have a previous offsetting saleThe Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; (k) A Transaction is charged back by an Issuer; or (xvl) it relates Any representation or warranty made by Merchant in connection with the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the Operating Account. If Bank has credited the Operating Account or Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the Transaction. Merchant agrees that Bank, without prior notice to Merchant, may (i) charge the amount of the Transaction to the Operating Account or Reserve Account; (ii) recoup the amount of the Transaction by adjustment of the credits due to Merchant; or (iii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If Merchant disagrees with a Chargeback Transaction, Merchant must so notify Bank and EPX in writing within five (5) days of the Chargeback, and provide documentation that the dispute has been resolved to Cardholder's satisfaction, or proof that a credit has been issued and proof from the association that the Chargeback has been reversed. If Bank or EPX takes legal action against Merchant for any Chargebacks or any amounts due Bank and/or EPX hereunder and the Merchant stipulates or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited found liable to Bank and/or EPX Merchant shall pay all costs and attorneys fees incurred by usBank and/or EPX. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days The acceptance by KORTA of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures terms of this Agreement shall be without recourse to the Merchant, except for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) as follows: a. No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is maintained by KORTA, or the Transaction was submitted to KORTA or the ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; b. The Transaction was based on a pre-authorization form and the Card on which the Authorization was based has been canceled and the Merchant was so notified prior to the Transaction; c. The Card giving rise to the Transaction was canceled and prior to, or at the time of, the Transaction, the Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; d. The Card expired prior to the date of the Transaction or the date of Transaction was prior to the validation date; e. The information required in Sections 18 and 19(b) above was not submitted to KORTA; x. XXXXX or the Issuer has received a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between the Merchant and the Cardholder; g. The Cardholder makes a written complaint to KORTA or the Issuer that the Cardholder did not make or authorize the Transaction; h. A setoff or counterclaim of any kind exists in favor of any Cardholder against the Merchant that may be asserted in defense of an action to enforce payment against the Cardholder in a Transaction; i. The Transaction was made at or by a Merchant other term of than the Merchant named in this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; orj. The Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; (xv) it relates to k. A Transaction is charged back by an Issuer; l. Any representation or is warranty made by the Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, KORTA shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If KORTA has credited the Operating Account or services that are in contravention Merchant Reserve Account for such a Transaction, KORTA may return the Transaction to the Merchant, and the Merchant shall pay KORTA the amount of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction Transaction. The Merchant agrees that has been subject to a ChargebackKORTA, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding without prior notice to the contraryMerchant, you acknowledge that a Cardholder is entitled may (i) charge the amount of the Transaction to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.the Operating Account or Merchant Reserve Account;

Chargebacks. The acceptance by Bank/Certegy of any Transaction processed in accordance with the terms of this Agreement shall be without recourse to Merchant, except for (i) Card-Not-Present Transactions, (ii) as otherwise indicated in this Agreement and (iii) as follows: (a) If No specific prior authorization for the Transaction was obtained from the Authorization Center, (b) The Transaction was forced based on a pre-authorization form and the Card on which the authorization was based has been canceled and Merchant was so notified prior to the Transaction; (c) The Card giving rise to the Transaction is an Invalid Transaction as denoted in clause 5.2(c)was canceled and prior to, or otherwise constitutes a valid Chargeback at the time of, the Transaction, Merchant received notice of the cancellation through the electronic terminal, in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request writing or demand from a Cardholder):otherwise; (id) refuse The Card expired prior to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of Transaction was prior to the Sales Receipt is different to that validation date, if any, indicated on the Card; (iiie) The information required in Paragraphs 18 and 19(b) above was not submitted to Bank/Certegy; (f) Bank/Certegy or Issuer has received a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder, provided that Merchant retains the right to challenge (represent) such chargebacks per the Association regulations. Notwithstanding, until EPX or Certegy have notice in writing with documentation from the Associations that said chargeback has been reversed, EPX and Certegy reserve the right to take any actions consistent with the existence of a chargeback. (g) The Cardholder makes a written complaint to Bank/Certegy or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for Cardholder in a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed a Merchant other than Merchant named in accordance with the Operating Procedures or any other term of this Agreement; (xivj) you issue a credit which does not have a previous offsetting saleThe Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; (k) A Transaction is charged back by an Issuer; or (xvl) it relates Any representation or warranty made by Merchant in connection with the Transaction is false or inaccurate in any respect. In any such case, Bank/Certegy shall not be obligated to accept a Transaction for credit to the Operating Account. If Bank/Certegy has credited the Operating Account or Reserve Account for such a Transaction, Bank/Certegy may return the Transaction to the Merchant, and Merchant shall pay Bank/Certegy the amount of the Transaction. Merchant agrees that Bank/Certegy, without prior notice to Merchant, may (i) charge the amount of the Transaction to the Operating Account or Reserve Account; (ii) recoup the amount of the Transaction by adjustment of the credits due to Merchant; or (iii) set off the amount of the Transaction against any account or property Bank/Certegy holds for or on behalf of Merchant. If Merchant disagrees with a Chargeback Transaction, Merchant must so notify Bank/Certegy and EPX in writing within five (5) days of the Chargeback, and provide documentation that the dispute has been resolved to Cardholder's satisfaction, or proof that a credit has been issued and proof from the association that the Chargeback has been reversed. If Bank/Certegy or EPX takes legal action against Merchant for any Chargebacks or any amounts due Bank/Certegy and/or EPX hereunder and the Merchant stipulates or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited found liable to Bank/Certegy and/or EPX Merchant shall pay all costs and attorneys fees incurred by usBank/Certegy and/or EPX. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If You have full liability for all CHARGEBACKs. You may receive a Transaction CHARGEBACK from a CARDHOLDER or CARD ISSUER for numerous reasons under the CARD ORGANIZATION rules. The following are some of the most common reasons for CHARGEBACKs: (1) The return or non-delivery of goods or services. (2) An authorization was required and not obtained. (3) The CARD SALE date is an Invalid Transaction as denoted after the CARD's expiration date. (4) The SALES RECORD is produced incorrectly or fraudulently. (5) We did not receive your response to a RETRIEVAL REQUEST within seven business days. (6) CARDHOLDER disputes the CARD SALE or signature on the SALES RECORD or claims that the sale price is subject to a set-off, defense or counterclaim. (7) The CARDHOLDER refuses to make payment for a CARD SALE because in clause 5.2(c)the CARDHOLDER's good faith opinion, a claim or complaint has not been resolved, or otherwise constitutes has been resolved by you but in an unsatisfactory manner (Regulation Z). (8) The CARD was not actually presented and the CARDHOLDER denies making the purchase. The fact that you or that we obtained an authorization does not mean that a particular CARD transaction is in fact a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder):undisputed transaction entered into by the actual CARDHOLDER or an authorized user of the CARD. (i9) refuse A CREDIT is due to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back CARDHOLDER and you have failed to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreementsubmit a CREDIT. (b) We may also refuse will recreate or retrieve all sales information needed to accept or Chargeback respond to CHARGEBACKs with respect to SALES RECORDs. You are not allowed to re-submit for processing any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaimCARD SALE that has been previously charged back to you. (c) A Transaction is If we determine that you are receiving an “Invalid Transaction” excessive amount of CHARGEBACKs, we may review your internal procedures relating to acceptance of CARDs and we may be subject to Chargeback iftake one or more of the following actions: (i1) notify you of new procedures you should adopt; and (2) notify you of a new rate we will charge you to process your CHARGEBACKs or (3) terminate the Card was not valid at AGREEMENT, immediately. For purposes of this AGREEMENT, an excessive number of CHARGEBACKs means one CHARGEBACK per 100 SALES RECORDs or the time total dollar amount of CHARGEBACKs is greater than or equal to one percent of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation total dollar amount of SALES RECORDs for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by uslast thirty days. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If We shall have the right at any time to process Chargebacks to the Settlement Account whether held by MNB or another financial institution and to make withdrawals from it for the full amount of any Sales Draft in any of the following cases: (1) The Sales Draft or any material information on the Sales Draft such as the account number, expiration date of the Credit Card, Merchant description, transaction amount or date is illegible or incomplete; (2) The Sales Draft is not presented to us in a timely manner. (3) The Transaction was under your floor limit and the Credit Card account number was listed on the then-current MasterCard and Visa Electronic Warning Bulletin (Exception File) or the Diners Club/Xxxxx Xxxxxxx Warning Bulletin, or on any other written or electronic notice accessible to you via an electronic terminal or telephone voice authorization service listing Credit Cards which may not be honored on the Transaction date, and you did not reject the Transaction or receive prior Authorization from us or our designated processor for the transaction; (4) The written Sales Draft does not contain the imprint of a Credit Card that was unexpired on the Transaction date; (5) The Transaction was one for which prior Authorization from us is required, and prior Authorization was not obtained, or a valid authorization number or code was not correctly or legibly printed on the Sales Draft; (6) The Sales Draft is a duplicate of a Sales Draft previously paid or is one of two or more Sales Drafts generated in a single Transaction in violation of Section 7(c); (7) The Purchaser disputed the execution or Authorization of the Sales Draft, the sales, delivery, quality, or performance of the merchandise or services purchased, or alleges that a credit adjustment was requested and refused or that a credit adjustment was issued by you but was not posted to the Purchaser's account; (8) The price of the merchandise or services shown on the Sales Draft differs from the amount shown on the copy of the Sales Draft delivered to the Purchaser at the time of the transaction; (9) We reasonably determine that you violated any provision of this Agreement in connection with the execution, transmission, Authorization, presentment or processing of the Sales Draft; (10) We reasonably determine that the Sales Draft is fraudulent or that the related Transaction is an Invalid not a bona fide Transaction as denoted in clause 5.2(cyour ordinary course of business, or is subject to any claim of illegality, cancellation, rescission, avoidance, or offset for any reason including, without limitation, negligence, breach of warranty, fraud, or dishonesty on the part of you or any of your agents or employees; (11) The merchandise was not delivered to the Purchaser or was refused or rejected by the Purchaser (or was returned to you), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days acceptance of the date of merchandise was revoked by the TransactionPurchaser, charge that Transaction back to or the services were not performed by you or were refused or rejected by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability Purchaser for any reason; (ii12) you process a cancelled Recurring Transaction; or (iii) The Purchaser or other person executing or authorizing the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject Sales Draft lacked the legal capacity to Chargeback if: (i) the Card was not valid contract at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv13) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt A Debit Card Transaction is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined reversed for any reason; (x14) it represents A Debit Card Transaction was not authorized by a person authorized to make withdrawals from the refinance of an existing debt or the collection for a dishonoured chequeCardholder Account; (xi15) it represents a transfer We are required to pay any of fundsour customers, and not the supply of goods or servicesany Participating Switch, or is a Cash Related Transaction; (xii) it is not entered into by you and any Participating Institution for the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures entire amount, or any other term portion, of this Agreement; (xiv) you issue a credit which does not have a previous offsetting saleDebit Card Transaction; or (xv16) it relates to or is We receive a Chargeback for any reason not listed in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by usthis Section. (db) If we receive a payment from a Cardholder relating to an Invalid Transaction that Without our consent, you may not deposit any Sales Draft which has previously been presented and was subsequently subject to a Chargeback, we will credit . (c) The return of merchandise to you shall not be a condition precedent to the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off exercise of our right of Chargeback under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Merchant; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; and/or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement. , if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. In addition to any other remedy available to Bank, upon the occurrence of a Monthly Chargeback Violation, Merchant must pay to Bank a fee that is calculated as follows (e) Despite any contract, arrangement or understanding to where X in the contrary, you acknowledge that a Cardholder table below is entitled to initiate a the Transaction Chargeback Ratio for the relevant calendar month and Y is the number of any Transaction where permitted in accordance with Chargebacks processed during the relevant Card Scheme Rules.calendar month): Y 1.0% ≤X≤ 1.5% 1.5% <X≤ 2% 2% <X≤ 2.25% 2.25% <X≤ 2.5% 2.5% <X≤ 3% 3- <X≤ 3.5% 3.5% <X≤ 5% 5% <X≤ 7.5% 7.5% <X 5 - 25 $0 $10 $10 $15 $15 $20 $25 $40 $50 26 - 50 $10 $10 $15 $15 $20 $20 $25 $40 $50 51 - 75 $15 $20 $20 $20 $25 $25 $30 $50 $50 76 - 100 $15 $20 $20 $25 $25 $30 $35 $50 $50 101 - 125 $20 $20 $25 $25 $30 $35 $35 $60 $60 126 - 150 $20 $25 $25 $30 $35 $35 $40 $75 $75 151 - 175 $25 $30 $30 $35 $35 $40 $40 $75 $100 175 + $25 $30 $35 $35 $40 $40 $50 $100 $100

Chargebacks. (a) If Merchant will accept for Chargeback any sale involving the following: · The Cardholder disputes the validity of the sale according to prevailing Card Association rules; · A Card Issuer or MAS determines that Merchant has in any way failed to comply with Card Association rules or MAS’s procedures in accepting a Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement Card and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse presenting the resulting Sales Draft to accept the TransactionMAS for purchase; or (ii) if · No specific prior Authorization for the Transaction was obtained from the authorization center; · The Authorization approval number does not appear in the electronic transmittal that is maintained by MAS; · The Transaction was submitted to MAS 30 days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; · The Transaction was based on a preauthorization form and the Card on which the Authorization was based has been processed, at any time within 180 days of canceled; · The Card giving rise to the Transaction was canceled; · The Card expired prior to the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time · The date of the Transaction (for example, was prior to the validation date of the Card; · MAS or Card Issuer has expired, is not yet valid, received a complaint from or has been cancelled or revoked); (ii) on behalf of a Cardholder stating that there is no signature on the Sales Receipt where required an unresolved dispute or the signature on the Sales Receipt is different defense to a charge (whether or not valid) between Merchant and Cardholder; · The Cardholder makes a written complaint to MAS or Credit Issuer that on the Card; (iii) the Cardholder did not participate in make or authorise authorize the Transaction; (iv) you used replaced Supplied Equipment after being directed ; · A setoff or counterclaim of any kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an action to discontinue such use; (v) enforce payment against the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Cardholder in a Transaction; · The Transaction was declined for any reason; (x) it represents made at or by a merchant other than Merchant named in this Agreement; · The Transaction otherwise violates the refinance terms of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures this Agreement or any other term Card Association or Card Issuer bylaw, rule, regulation, policy or guideline; · A Transaction is charged back by an Issuer; or · Any representation or warranty made by Merchant in connection with the Transaction is false or inaccurate in any respect. If any of the above events occurs, MAS shall not be obligated to accept a Transaction for credit to the Deposit Account. If MAS has credited the Deposit Account or Reserve Account for such a Transaction, MAS may return the Transaction to Merchant, and Merchant shall pay MAS the amount of the Transaction in addition to the current published fees for each Chargeback as listed on the Addendum. Merchant agrees that MAS, without prior notice to Merchant, may (i) charge the amount of the Transaction to the Deposit Account or Reserve Account; (ii) recoup the amount of the Transaction by adjustment of the credits due to Merchant; or (iii) set off the amount of the Transaction against any account or property MAS holds for or on behalf of Merchant. If a Merchant disagrees with MAS’s decision to charge back a Transaction, Merchant must so notify MAS in writing within 10 days of the Chargeback, and provide documentation that the dispute has been resolved to Cardholder’s satisfaction or proof that a credit has been issued. Without limiting the generality of any other provision of this Agreement; , if MAS takes legal action against a Merchant for any Chargebacks or any amounts due MAS, Merchant shall pay the costs and attorneys’ fees incurred by MAS, whether a suit is commenced or not. MAS may charge Merchant a monthly fee as determined by MAS for its administrative work and other costs in the event Merchant has fifteen (xiv15) you issue or more Chargebacks over a credit period of one month during a minimum of one year, starting from the day following the month in which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, Merchant has exceeded the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by uslimit. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (aSubject to any contrary provisions in this Agreement, the acceptance by Bank of any sales receipt for deposit to Merchant’s account shall be made with full recourse to Merchant, including without limitation where: i) If a The Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes based on a valid Chargeback in accordance pre-authorization form and the Approved Card on which the pre-authorization (not available for use with this Agreement any Debit Cards) was based has been cancelled and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder):Merchant was so notified. (i) refuse to accept the Transaction; or (ii) if The Approved Card giving rise to the Transaction has been processedcancelled and prior to, or at any the time within 180 days of, the Transaction. Merchant has received or receives notice of such cancellation through the electronic terminal, in writing or otherwise. iii) The Approved Card had expired prior to the date of the Transaction or the date of Transaction was prior to the validation date, if any, indicated on the Approved Card. iv) The sales receipt does not contain the signature that appears in the AUTHORIZED SIGNATURE panel of the Approved Card. v) The sales receipt for an Approved Card Transaction is unsigned by the Cardholder or the electronic transmittal does not contain the required information indicated in this Section 6 vi) The electronic transmittal for a Debit Card Transaction does not include the Personal Identification Number (PIN) of the Cardholder. vii) The sales receipt represents a Transaction on which Bank has received a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute between Merchant and the Cardholder. viii) The sales receipt lacks the information required by Section 3 hereof or the Bank receives a written complaint from or on behalf of a Cardholder that the Cardholder did not make or authorize the Transaction, charge . ix) A setoff or counterclaim of any kind shall exist in favor of any Cardholder against Merchant that Transaction back may be asserted in defense of an action to you by debiting the Settlement Account or Fee Account enforce payment against such Cardholder in a Transaction. x) The sales receipt represents a transaction that was made at or by otherwise exercising any right under a Merchant other than the Merchant named in this Agreement. (bxi) We may also refuse Merchant fails to accept or Chargeback any Transaction where: (i) take an impression of an Approved Card that was not electronically read by the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaimterminal. (cxii) A Transaction The sales receipt is an “Invalid Transaction” and may be subject attempt to Chargeback if:circumvent the Floor Limit by ticket splitting or otherwise deposit or payment. (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures or any other term terms of this Agreement; (xiv) you issue . In any such case, Bank shall not be obligated to accept a credit which does not have sales receipt for deposit to Merchant’s Operating Account. If Bank has credited Merchant’s Operating Account for a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention Transaction involving any of the laws circumstances indicated above, Bank may chargeback the amount of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid such Transaction that has been subject to a Chargebackwithout prior notification, we which amount Merchant will credit pay in the Settlement Account manner hereinafter provided. Not less than once per month, Bank shall provide Merchant with an amount equal itemized statement (Merchant Statement) of all charges and credits to that paymentMerchant’s Operating Account at Bank. All information appearing on the Merchant Statement shall be deemed accurate and affirmed by Merchant, less any amount we are entitled unless Merchant shall object by written notice specifying the particular item in dispute delivered to withhold or set off under this AgreementBank within thirty (30) days of the Merchant Statement Date. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a We may decide to Chargeback to you any amount for any Transaction or part of it if: • The Transaction is an Invalid Transaction as denoted invalid; • The Cardholder disputes their liability for any reason (other than in clause 5.2(c), or otherwise constitutes the case of a valid and correctly processed Authenticated Transaction); • You or your Payment Service Provider disable any Authenticated Procedure in respect of such Transaction; • We dispute liability for any valid reason; and • A Chargeback is effected in accordance with this terms of the Rules. If we have accepted any Transaction in terms of the Agreement it is not binding on us and we may Chargeback the Transaction amount or part of it to you at any time (or delete such Transaction, if we become aware of it before settlement). Notice of the Chargeback will have an explanation and, if needed or available, supporting documents. We will give you the opportunity to advise us why such Chargeback should not be effected. If we Chargeback any Transaction or part of it in terms of the Agreement, you will have to pay us a Chargeback fee (if applicable) and interest on such amount from the date of the Transaction until we receive payment. This clause will survive the termination of the Agreement. You are liable for and irrevocably authorise us to debit your Bank Account with: • The Merchant Commission and any relevant Card Scheme RulesFees; • Any Chargebacks; • Any refunds which you did not process; • Any overpayments made to you due to errors or omissions, whether the errors were made by us or you; • The value of all Transactions processed by you which we may believe, in our sole discretion (without a request or demand are invalid; • Any interest payable by you to us on any sum due to us; • The cost of any new Equipment if we are not able to collect it from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) , or if such Equipment is in an unsatisfactory condition, fair wear and tear excluded, when the Agreement terminates; • The cost of any Equipment that is lost, stolen or damaged beyond repair while in your possession. If we have to replace the Equipment you process a cancelled Recurring Transactionwill be charged the replacement value as advised by us; or (iii) and • Any fines imposed by any Payment Scheme or any Regulatory Authority on us where you do not comply with the Cardholder asserts a claim for Rules or applicable laws and or because of any act or omission by you, as advised by us to you. Where you do not have enough funds in your Bank Account to allow us to debit the Merchant Commission, Fees and other amounts set out in this clause, you authorise us to deduct such amounts from any other bank account that you have with us or from any investment held with any third party. You authorise us to set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time any debits due by you in terms of the Transaction (for example, Agreement against any credits due to you. This clause will survive the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention termination of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If a Transaction Any Sales Slip or Card Sale is an Invalid Transaction as denoted in clause 5.2(c), subject to Chargeback under any one or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days more of the date following circumstances, and thereupon the provisions of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereSECTION 6.C. below shall apply: (i) The application or any information on the Cardholder claims application or the Transaction Sales Slip or any required information on the Sales Slip (such as the account number, description of Merchant or Goods purchased, transaction amount or date) is invalid illegible or disputes liability for incomplete, or the Sales Slip or application is not executed by the Cardholder; or Authorization is not obtained from Household's Authorization Center, or a valid Authorization number is not correct, in any reasonmaterial respect, and legibly written or recorded on the Sales Slip; or the Sales Slip is a duplicate of an item previously paid, or the price of the Goods or services shown on the Sales Slip differs from the amount shown on the Cardholder's copy of the Sales Slip; (ii) you process Household reasonably determines that (1) Merchant has breached or failed to satisfy, any material term, condition, covenant, warranty, or other provision of this Agreement, including, without limitation, SECTIONS 4 AND 5 above, or of the Operating Instructions, in connection with a cancelled Recurring TransactionSales Slip, Card Sale or the transaction to which it relates, or an application for a Card or the opening of an Account; or or (iii2) the Cardholder asserts a claim for set off Sales Slip, application/agreement or counterclaim. (c) A Transaction Card Sale is an “Invalid Transaction” and may be fraudulent or is subject to Chargeback if: (i) any bona fide claim of illegality, cancellation, rescission, avoidance or offset for any reason whatsoever, including, without limitation, negligence, fraud, misrepresentation, or dishonesty on the Card was not valid at the time part of the Transaction customer (for exampleexcept as provided in Section 6b.) or Merchant or its agents, employees, licensees, or franchisees, or that the Card has expired, related transaction is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Carda bona fide transaction in Merchant's ordinary course of business; (iii) the Cardholder did not participate Cardholder, in good faith, disputes or authorise denies the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) Card Sale or other Card transaction, the execution of the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete Slip or was not presented to us within the relevant timeframe; (vii) it is subject to disputeapplication/agreement, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of fundsdelivery, and not the supply of goods or servicesquality, or is a Cash Related Transaction; (xii) it is not entered into by you and performance of the goods, services or warranties purchased, or the Cardholder has not authorized the Card Sale, or is not submitted by any authorised third party; (xiii) it is not processed alleges in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.good faith that

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Merchant; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; and/or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement., if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. In addition to any other remedy available to Bank, upon the occurrence of a Monthly Chargeback Violation, Merchant must pay to Bank a fee that is calculated as follows (where X in the table below is the Transaction Chargeback Ratio for the relevant calendar month and Y is the number of Chargebacks processed during the relevant calendar month): (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.Y 1. 0% ≤X≤ 1.5% 1.5% <X≤ 2% 2% <X≤ 2.25% 2.25% <X≤ 2.5% 2.5% <X≤ 3% 3- <X≤ 3.5% 3.5% <X≤ 5% 5% <X≤ 7.5% 7.5%<X

Chargebacks. We may charge back Transactions to you under the following circumstances. You agree to immediately pay us the amount of the chargebacks without any further demand from us. (a) If a The Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): record is: (i) refuse to accept illegible or the Transactiondata contained therein is otherwise indiscernible; or (ii) if not endorsed, (iii) not delivered to us within the Transaction has been processedrequired time limits; or (iv) altered or incomplete (e.g., at any time within 180 days missing the account number, Card expiration date, merchant name or location, the transaction amount or date, Cardholder signature, description of the date of product or services, or authorization code.) (b) You fail to obtain prior authorization for the Transaction, charge that . (c) The Transaction back to you by debiting the Settlement Account record is a duplicate of an item previously paid or Fee Account is one of two or by otherwise exercising any right under more Transaction records generated in a single transaction in violation of this Agreement. (bd) We may also refuse to accept The Cardholder disputes the validity or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time authorization of the Transaction (for example, the Card has expired, is not yet validrecord, or has been cancelled the sale, delivery, quality or revoked); (ii) there is no signature on performance of the Sales Receipt where required goods or the signature on the Sales Receipt is different services purchased; or alleges that a credit adjustment was requested and refused, or that a credit adjustment was issued by you but not posted to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreementaccount. (e) Despite We determine that you have violated any contractterm of this Agreement in connection with the Transaction record or the related Transaction. (f) We determine that the Transaction record is fraudulent or that the related transaction is not a bona fide transaction in the ordinary course of your business (as described in our records) or is subject to a claim of illegality, arrangement cancellation, rescission, avoidance or understanding offset for any reason whatsoever, including without limitation negligence, fraud or dishonesty on the part of you, your agents or employees. (g) The Transaction record arises from a mail order, telephone order, or e- commerce transaction that the Cardholder disputes entering into or authorizing, or involves an account number that never existed or has expired. (h) In any other situation in which a Transaction has been charged back to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted us in accordance with relevant the chargeback rules established by the Card Scheme RulesAssociation. We may charge back a transaction in accordance with this section even if an Authorization was obtained. We may impose a per-item handling fee for each chargeback that is processed. We may from time to time, in our sole discretion and without prior notice, change the chargeback fee. If your chargeback activities exceed a ratio of 1% (calculated by dividing the number of chargebacks in any month by the number of sales during that month) or any other amount as set forth by a Card Association, you will pay an additional per-item charge established by us for processing such excessive chargebacks. Since Card Association rules may not allow the reversal of a chargeback in certain electronic transactions, you agree to accept all chargebacks issued pursuant to the Card Association rules.

Chargebacks. (a) If a Transaction is an Invalid Transaction as denoted in this clause 5.2(c)2.5, or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we First Data may in our sole its discretion (as the context dictates and without a request or demand from a Cardholder): (i) i. refuse to accept the Transaction; or (ii) . if the Transaction has been processed, at any time within 180 days two (2) years of the date of the Transaction, charge that Transaction back to you the Merchant by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We First Data may also refuse to accept or Chargeback any Transaction where: (i) i. the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) . you process a cancelled Recurring reoccurring Transaction; or; (iii) . the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) i. the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) . there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) . the Cardholder did not participate in or authorise the a Transaction; (iv) . you used replaced Supplied Equipment after being directed to discontinue such use; (v) v. the Sales Receipt has been altered without the Cardholder's authority; (vi) . the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it . the Transaction is subject to dispute, set-off or counterclaim; (viii) . it was processed to your own Card; (ix) . Authorisation for the Transaction was declined for any reason; (x) x. it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it . It represents a transfer of funds, and funds not the supply of goods or services, services or is a Cash Related Transaction; (xii) . it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) . you use a manual sales voucher in circumstances where your electronic terminal is operational. Any manual sales vouchers must be forwarded to First Data within 3 days of the Transaction; xiv. it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) xv. you issue a credit which does not have a previous offsetting sale; or (xv) it xvi. relates to or is are in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by usFirst Data. (d) If we receive First Data receives a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we First Data will credit the Settlement Account with an amount equal to that payment, less any amount we are First Data is entitled to withhold or set off under this the Agreement. (e) Despite any contract, arrangement or understanding Notwithstanding anything to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. Customer shall pay the Bank (as set forth in Section 6.5 below) the face amount of any card transaction processed by WorldPay pursuant to this Agreement whenever any card transaction is reversed in accordance with the Rules or any applicable consumer protection statute (a “Chargeback”), including by way of example, but not limited to, the following: (a) If Goods are returned, whether or not a Transaction credit voucher is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback in accordance with this Agreement and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse delivered to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement.Bank; (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reasonThe sale transaction was not specifically authorized as set forth in Section 4 above; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction Any card transaction is an “Invalid Transaction” and may be subject alleged by the cardholder to Chargeback if:have been executed improperly or without authority; (id) The documentation prepared by Customer evidencing the Card was not valid at draft is illegible or incomplete; (e) The cardholder disputes the time sale, quality or delivery of goods or the performance or quality of services covered by the draft; (f) Cardholder asserts against the Transaction (for exampleCard issuer or the Bank any claim, the Card has expireddispute, is not yet validdefense, offset, or has been cancelled counterclaim which cardholder may have as a buyer against Customer, in which case the Bank or revokedWorldPay shall not have any obligation to inquire into or determine the validity of any such claim, dispute, defense, offset, or counterclaim); (iig) there is no signature on the Sales Receipt where required The extension of credit for goods sold or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate services performed was in violation of law, rules or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to disputeregulations of any government agency, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of fundsfederal, and not the supply of goods or servicesstate, local, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder otherwise, or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term violation of this Agreement; (xivh) you issue The draft lacks a credit which does not have a previous offsetting sale; orTransaction Card imprint (if required) and cardholder's signature (if required); (xvi) it relates to Cardholder claims the dollar amount was altered after the draft was completed; (j) Two or more drafts were prepared by Customer for the same card transaction (except as otherwise permitted in Section 7.3); (k) The Transaction Card had expired before the transaction date or the sales transaction arises from the use of a counterfeit or otherwise ineffective Transaction Card; (l) The embossed name on the Transaction Card differs from or is in connection with, dissimilar to the sale of goods or services that are in contravention name signed on the signature panel of the laws Transaction Card of Australia the draft or are otherwise prohibited by us.the signature on the signature panel of the Transaction Card differs from or is dissimilar to the signature on the draft; (dm) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit The information contained in the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement.draft was received by WorldPay more than 30 business days after the transaction date showing thereon; (en) Despite The draft is a duplicate of one previously processed or includes a charge previously paid by the cardholder; (o) The draft is fraudulent or the sales transaction was not a bona fide transaction in Customer's ordinary course of business; (p) The Transaction Card issuer has information that fraud occurred at the time of the transaction, whether or not such transaction was properly authorized by the Transaction Card issuer, and the cardholder neither participated in nor authorized the transaction; and (q) In any contractother situation where a draft was executed or depository credit given in circumstances constituting a breach of any duty, arrangement term, condition, representation, or understanding warranty by Customer hereunder, or where any action or lack of action by Customer in violation of the Rules has resulted in the draft being charged back to the contrary, you acknowledge that a Cardholder Bank by an issuing member of Visa/MasterCard/Discover pursuant to the Rules or the draft is entitled charged back to initiate a Chargeback of the Bank for any Transaction where permitted in accordance with relevant Card Scheme Rulesother reason. Additions and deletions to this list may occur as the Rules change.

Chargebacks. (a) If a The Service Provider may withhold or debit payment to the Merchant in relation to an Electronic Commerce Transaction, or having credited the Merchant’s account, may charge back the amount to the Merchant’s account, in any of the following circumstances: authorization for an Electronic Commerce Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback not obtained in accordance with terms set out in this Agreement; card transaction data is issued or presented in breach of this Agreement, which may include any additional guidelines supplied to the Merchant from time to time; the Merchant fails to produce at the Service Provider and/or the Bank request, a Sales Record; the Merchant’s account is credited more than once for the same Electronic Commerce Transaction; the Electronic Commerce Transaction has not been authorized or recognized by the Cardholder; the Merchant has processed a fictitious Electronic Commerce Transaction, or has otherwise defrauded or attempted to defraud the Service Provider, the Bank or the Cardholder; the Merchant has participated in the sales of prohibited products and/or services as referred to in Section 9 of this Agreement; the Merchant has failed to comply with the terms of this Agreement or is otherwise in breach of any rule, regulation, instruction, procedures or guidelines issued pursuant to this Agreement; the Electronic Commerce Transaction is in the Service Provider’s and/or the Bank’s sole opinion, a suspicious Electronic Commerce Transaction; the Merchant has failed to deliver within the specified time frame the goods or services purchased or the goods received by the Cardholder have been damaged; if an Electronic Commerce Transaction is authorized but does not meet the specification of a 3DSecure transaction where applicable and any relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse the Cardholder refuses to accept the TransactionElectronic Commerce Transaction for such reason; or the Electronic Commerce Transaction is for any reason illegal, null or invalid; and any other valid reason as defined by the Card Associations rules such as but not limited to: Any charge/debit on a Card which is a suspect charge/debit or is thought to be irregular or fraudulent in nature; Any charge/debit on a Card for a Product in an amount in excess of the price of that Product stated on the Website concerned; Any charge/debit on a Card for a Product which remains undelivered after the time for delivery stipulated on the Website concerned; Any charge/debit on a Card arising out of any hacking, breach of security or encryption (iiif any) due to the manner in which the Merchant handled Card account Information, Cardholder or transaction details; Any transaction made through a card outside the territory authorized for the use of the card; The goods and/or services covered by the transaction are rejected or returned or the transaction or part thereof, is validly cancelled or terminated by a Cardholder or if the Transaction has been processedMerchant fails to provide at all or to the Cardholder’s satisfaction, at any time within 180 days goods and/or services to-the Cardholder; The Cardholder disputes the nature, quality or quantity of the date goods and/or services covered by the transaction; The Cardholder disputes or denies the transaction or the sale or delivery of goods and/or provision of services covered by the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the transaction with reasons; Transaction is invalid or disputes liability for any reasonposted more than once to Card Holder’s account; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If Simultaneously with each purchase, a contingent and unmatured claim for Chargeback accrues against Merchant in favor of Cornerstone and Bank for the amount that Cornerstone or Bank is required, or has the right, to pay to MasterCard or Visa with respect to any fees, discounts, customer credits and adjustments, charges, fines, assessments, penalties or other items which may be charged back to Merchant by Cornerstone or Bank. Merchant agrees that it is fully liable to Bank and Cornerstone for all Chargebacks, and that Bank and Cornerstone are authorized to offset from incoming transactions and to debit via ACH the Account, the Reserve Account, or any other account held at any other financial institution in the amount of any Chargeback. Merchant agrees to accept for chargeback any sale for which the Cardholder disputes the validity of the sale according to the Rules; or Cornerstone and Bank determine that Merchant has in any way failed to comply with the Rules or Cornerstone’s procedures, including but not limited to the following: (i) The Sales Draft is illegible, not signed by the Cardholder or has not been presented to Bank within the required time-frames; (ii) The Sales Draft does not contain the Imprint of a valid, un-expired Card; (iii) A valid Authorization number has not been correctly and legibly recorded on the Sales Draft; (iv) The Sales Draft is a duplicate of a prior Transaction or is the result of two or more Transactions generated on one credit card for a single sale; (v) The Cardholder alleges that he or she did not participate in the sale, authorize the use of the Card, receive goods or services purchased, or receive a required credit adjustment, or disputes the quality of the goods or services purchased; (vi) The price of goods or services on the Sales Draft differs from the amount which Merchant presents for payment; (vii) The Transaction results from an Internet, mail, phone or preauthorized order and the Cardholder disputes entering into or authorizing the Transaction or the Transaction has been made on an expired or non-existing account number; (viii) Cornerstone and Bank believe, within their sole discretion, that Merchant has violated any provision of this Agreement; (ix) Cornerstone determines that the transaction record is fraudulent or that the Transaction is an Invalid Transaction as denoted in clause 5.2(c)not bona fide or is subject to any claim of illegality, cancellation, rescission, avoidance or otherwise constitutes offset for any reason whatsoever, including without limitation negligence, fraud or dishonesty on the part of Merchant or Merchant’s agents or employees; (x) Merchant fails to provide a valid Chargeback Sales Draft or legible copy thereof to Bank and Cornerstone in accordance with this Agreement Agreement. Merchant acknowledges that Cornerstone and any relevant Bank shall have full recourse to charge back the amount of a Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept sale for which the Transaction; or (ii) Cardholder disputes that he/she did not authorize the charge if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims Imprint of the Transaction is invalid Card or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the signature of the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the Card; (iii) the Cardholder did not participate in or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; obtained by Merchant; (xi) it represents Merchant shall not initiate a transfer of fundsTransaction in an attempt to collect a Chargeback; (b) Guarantors are personally liable for all Chargebacks. In the event Merchant sells its business, and not the supply of goods or servicesnew owner incurs Chargebacks, or is a Cash Related Transaction; (xii) it is not entered into by you the original Merchant and all guarantors will continue to be held personally liable for the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or Chargebacks and any other term of this Agreement; (xiv) you issue a credit which does not have a previous offsetting sale; or (xv) it relates to or is in connection with, the sale of goods or services that are in contravention liabilities of the laws of Australia or are otherwise prohibited by usnew owner(s). (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. The acceptance by Bank of any Transaction processed in accordance with the terms of this Agreement shall be without recourse to Merchant, except for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the following circumstances: (a) If a No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is an Invalid Transaction as denoted in clause 5.2(c)main- tained by Bank, or otherwise constitutes a valid Chargeback in accordance with this Agreement and any the Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Card Scheme Rules, we may in our sole discretion (without a request or demand from a Cardholder):; (ib) refuse The Transaction was based on a pre-authorization form, the Card on which the Authori- zation was based was canceled and Merchant was so notified prior to accept the Transaction; or; (iic) if The Card giving rise to the Transaction has been processedwas canceled and prior to, or at any the time within 180 days of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction, charge that Transaction back to you by debiting or the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reason; (ii) you process a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time date of the Transaction (for examplewas prior to the validation date, the Card has expiredif any, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Merchant; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Op- erating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; and/or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement., if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. In addition to any other remedy available to Bank, upon the occurrence of a Monthly Chargeback Violation, Merchant must pay to Bank a fee that is calculated as follows (where X in the table below is the Transaction Chargeback Ratio for the relevant calendar month and Y is the number of Chargebacks processed during the relevant calendar month): (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.Y 1. 0%<X ≤1.5% 1.5%<X ≤2% 2%<X ≤2.25% 2.25% <X≤2.5% 2.5%<X ≤3% 3%<X ≤3.5% 3.5%<X ≤5% 5%<X ≤7.5% 7.5%<X

Chargebacks. (a) If a The acceptance by PAYSTRAX of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to the Merchant, we may in our sole discretion (without a request or demand from a Cardholder): except for: (i) refuse to accept the TransactionFull Recourse Transactions; or (ii) if as otherwise indicated in this Agreement; and (iii) as follows: a. No specific prior Issuer authorisation for the Transaction was obtained from the Authorisation Center, the approval number does not appear in the electronic transmittal that is maintained by PAYSTRAX, or the Transaction was submitted to PAYSTRAX or the ISO 30 (thirty) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; b. The Transaction was based on a pre-authorisation form and the Card on which the Issuer authorisation was based has been processedcanceled and the Merchant was so notified prior to the Transaction; c. The Card giving rise to the Transaction was canceled and prior to, or at any the time within 180 days of, the Transaction, the Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; d. The Card expired prior to the date of the Transaction, charge that Transaction back or the date of Transaction was prior to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction where: (i) the Cardholder claims the Transaction is invalid or disputes liability for any reasonvalidation date; (iie. The information required in Sections 12.2.17 and 12.2.18(b) you process above was not submitted to PAYSTRAX; f. PAYSTRAX or the Issuer has received a cancelled Recurring Transaction; or (iii) the complaint from or on behalf of a Cardholder asserts a claim for set off or counterclaim. (c) A Transaction stating that there is an “Invalid Transaction” unresolved dispute or defense to a charge (whether or not valid) between the Merchant and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked)Cardholder; (ii) there is no signature on the Sales Receipt where required g. The Cardholder makes a written complaint to PAYSTRAX or the signature on the Sales Receipt is different to Issuer that on the Card; (iii) the Cardholder did not participate in make or authorise the Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such use; (v) h. A setoff or counterclaim of any kind exists in favor of any Cardholder against the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for any reason; (x) it represents the refinance Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for Cardholder in a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into i. The Transaction was made at or by you and a Merchant other than the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed Merchant named in accordance with the Operating Procedures or any other term of this Agreement; j. The Transaction otherwise violates the terms of this Agreement or any other Association or Issuer bylaw, rule, regulation, policy or guideline; k. A Transaction is charged back by an Issuer; l. Any representation or warranty made by the Merchant in connection with the Transaction is false or inaccurate in any respect. In any such case, PAYSTRAX shall not be obligated to accept a Transaction for credit to the Operating Account. If PAYSTRAX has credited the Operating Account or Merchant Reserve Account for such a Transaction, PAYSTRAX may return the Transaction to the Merchant, and the Merchant shall pay PAYSTRAX the amount of the Transaction. The Merchant agrees that PAYSTRAX, without prior notice to the Merchant, may (xivi) you issue charge the amount of the Transaction to the Operating Account or Merchant Reserve Account; (ii) recoup the amount of the Transaction by adjustment of the credits due to the Merchant; or (iii) set off the amount of the Transaction against any account or property PAYSTRAX holds for or on behalf of the Merchant. If the Merchant disagrees with PAYSTRAX’s decision to charge back a Transaction, the Merchant must so notify PAYSTRAX in writing within 10 (ten) days of the Chargeback and provide documentation that the dispute has been resolved to Cardholder’s satisfaction or proof that a credit which does not have a previous offsetting sale; or (xv) it relates has been issued. Without limiting the generality of any other provision of this Agreement, if PAYSTRAX or the ISO, take legal actions against the Merchant for any Chargebacks or any amounts due to PAYSTRAX or is in connection withthe ISO hereunder, the sale of goods Merchant shall pay the costs and attorneys’ fees incurred by PAYSTRAX and/or the ISO, whether suit is commenced or services that are in contravention of the laws of Australia or are otherwise prohibited by usnot. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.

Chargebacks. (a) If 8.1. Simultaneously with each Cardholder Transaction, a Transaction Chargeback claim accrues against Entity in favor of ARC if ARC is an Invalid Transaction as denoted in clause 5.2(c)required, or otherwise constitutes a valid has the right, to pay to any Payment Brand any fees, discounts, Cardholder credits and adjustments, charges, fines, assessments, penalties or other items which may be charged back to Entity by ARC. Entity agrees that it is fully liable to ARC for all Chargebacks, and that ARC is authorized to offset from incoming Transactions and to debit via ACH the Account, the Reserve Account, or any other account held at any other financial institution in the amount of any Chargeback. Entity agrees to accept for Chargeback any sale for which the Cardholder disputes the validity of the sale; or if ARC determines that Entity has in accordance any way failed to comply with this Agreement and any relevant Card Scheme Rulesor ARC’s procedures, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse including but not limited to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction wherefollowing: (i) The ARC Pay Transaction is illegible, not signed by the Cardholder claims or has not been presented within the Transaction is invalid or disputes liability for any reasonrequired time-frames; (ii) you process The ARC Pay Transaction does not involve the Imprint of a cancelled Recurring Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim. (c) A Transaction is an “Invalid Transaction” and may be subject to Chargeback if: (i) the Card was not valid at the time of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on the Sales Receipt is different to that on the un-expired Card; (iii) A valid Authorization number has not been correctly and legibly recorded on the Cardholder did not participate in or authorise the ARC Pay Transaction; (iv) you used replaced Supplied Equipment after being directed to discontinue such useThe ARC Pay Transaction is a duplicate of a prior Transaction or is the result of two or more Transactions generated on one Card for a single sale; (v) The Cardholder alleges that he or she did not participate in the Sales Receipt has been altered without sale, authorize the Cardholder's authorityuse of the Card, receive goods or services purchased, or receive a required credit adjustment, or disputes the quality of the goods or services purchased; (vi) The price of goods or services on the Sales Receipt is incomplete or was not presented to us within ARC Pay Transaction differs from the relevant timeframeamount which Entity presents for payment; (vii) it is subject to disputeThe Transaction results from an Internet, setmail, phone or preauthorized order and the Cardholder disputes entering into or authorizing the Transaction or the Transaction has been made on an expired or non-off or counterclaimexisting account number; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for ARC believes, within its sole discretion, that Entity has violated any reason; (x) it represents the refinance of an existing debt or the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not the supply of goods or services, or is a Cash Related Transaction; (xii) it is not entered into by you and the Cardholder or is not submitted by any authorised third party; (xiii) it is not processed in accordance with the Operating Procedures or any other term provision of this Agreement; (xivix) you issue a credit which does ARC determines that the Transaction record is Fraudulent or that the Transaction is not have a previous offsetting sale; orbona fide or is subject to any claim of illegality, cancellation, rescission, avoidance or offset for any reason whatsoever, including without limitation negligence, Fraud or dishonesty on the part of Entity or Entity’s Representatives; (xvx) it relates Entity fails to provide an ARC Pay Transaction or is legible copy thereof to ARC in connection with, the sale of goods or services that are in contravention of the laws of Australia or are otherwise prohibited by us. (d) If we receive a payment from a Cardholder relating to an Invalid Transaction that has been subject to a Chargeback, we will credit the Settlement Account accordance with an amount equal to that payment, less any amount we are entitled to withhold or set off under this Agreement. 8.2. Entity acknowledges that ARC shall have full recourse to charge back the amount of a credit card sale for which the Cardholder disputes that he/she did not authorize the charge if (ei) Despite any contract, arrangement the imprint of the card or understanding to (ii) the contrary, you acknowledge that a signature of the Cardholder is entitled to was not obtained by Entity; and (iii) Entity shall not initiate a Transaction in an attempt to collect a Chargeback. Entity shall be liable for all fees arising out of the Chargeback dispute process, including, but not limited to, pre-arbitration fees. 8.3. Entity must provide to ARC or its designee any and all documentation required, at ARC’s sole discretion, as part of any Transaction where permitted in accordance with relevant Card Scheme RulesChargeback dispute process, including, but not limited to, responses to pre-arbitration notifications.

Chargebacks. (a) If a The acceptance by Bank of any Transaction is an Invalid Transaction as denoted in clause 5.2(c), or otherwise constitutes a valid Chargeback processed in accordance with the terms of this Agreement and any relevant Card Scheme Rulesshall be without recourse to Merchant, we may in our sole discretion (without a request or demand from a Cardholder): (i) refuse to accept the Transaction; or (ii) if the Transaction has been processed, at any time within 180 days of the date of the Transaction, charge that Transaction back to you by debiting the Settlement Account or Fee Account or by otherwise exercising any right under this Agreement. (b) We may also refuse to accept or Chargeback any Transaction whereexcept for: (i) Full Recourse Transactions; (ii) as otherwise indicated in this Agreement; and (iii) under any of the Cardholder claims following circumstances: (a) No specific prior Authorization for the Transaction was obtained from the Authorization Center, the approval number does not appear in the electronic transmittal that is invalid maintained by Bank, or disputes liability for any reasonthe Transaction was submitted to the Bank or ISO thirty (30) days or more after the date on which the goods and/or services to which the Transaction relates were purchased or leased by the relevant Cardholder; (iib) you process The Transaction was based on a cancelled Recurring pre-authorization form, the Card on which the Authorization was based was canceled and Merchant was so notified prior to the Transaction; or (iii) the Cardholder asserts a claim for set off or counterclaim.; (c) A The Card giving rise to the Transaction is an “Invalid Transaction” was canceled and may be subject to Chargeback if: (i) the Card was not valid prior to, or at the time of, the Transaction, and Merchant received notice of the cancellation through the electronic terminal, in writing or otherwise; (d) The Card expired prior to the date of the Transaction (for example, the Card has expired, is not yet valid, or has been cancelled or revoked); (ii) there is no signature on the Sales Receipt where required or the signature on date of the Sales Receipt is different Transaction was prior to that the validation date, if any, indicated on the Card; (iiie) The Transaction information required by this Agreement was not submitted to Bank, or the procedures required by this Agreement to be followed in connection with processing a Transaction were not followed; (f) Bank or Issuer receives a complaint from or on behalf of a Cardholder stating that there is an unresolved dispute or defense to a charge (whether or not valid) between Merchant and Cardholder; (g) The Cardholder makes a written complaint to Bank or Issuer that the Cardholder did not participate in make or authorise authorize the Transaction; (ivh) you used replaced Supplied Equipment after being directed to discontinue such use; (v) the Sales Receipt has been altered without the Cardholder's authority; (vi) the Sales Receipt is incomplete A setoff or was not presented to us within the relevant timeframe; (vii) it is subject to dispute, set-off or counterclaim; (viii) it was processed to your own Card; (ix) Authorisation for the Transaction was declined for counterclaim of any reason; (x) it represents the refinance kind exists in favor of any Cardholder against Merchant that may be asserted in defense of an existing debt or action to enforce payment against the collection for a dishonoured cheque; (xi) it represents a transfer of funds, and not Cardholder in the supply of goods or services, or is a Cash Related Transaction; (xiii) it is not entered into The Transaction was made at or by you and the Cardholder or is not submitted by any authorised third partya merchant other than Merchant; (xiiij) it is not processed in accordance with The Transaction otherwise violates the Operating Procedures terms of this Agreement or any other term of this AgreementApplicable Law; (xivk) you issue a credit which does not have a previous offsetting saleA Transaction is charged back by an Issuer; or (xvl) it relates to Any representation or is warranty made by Merchant in connection withwith the Transaction is false or inaccurate in any respect. In any such case, Bank shall not be obligated to accept a Transaction for credit to the sale of goods Operating Account. If Bank has credited the Operating Account or services that are in contravention Reserve Account for such a Transaction, Bank may return the Transaction to the Merchant, and Merchant shall pay Bank the amount of the laws Transaction. Merchant agrees that it is solely responsible for all Chargebacks, and that Bank, without prior notice to Merchant, may: (i) charge the amount of Australia the Transaction to the Operating Account or are otherwise prohibited Reserve Account; (ii) recoup the amount of the Transaction by us. adjustment of the credits due to Merchant; or (diii) set off the amount of the Transaction against any account or property Bank holds for or on behalf of Merchant. If we receive Merchant disagrees with Bank’s decision to charge back a payment from a Cardholder relating to an Invalid Transaction Transaction, Merchant must so notify Bank in writing within 10 days of the Chargeback, and provide documentation that the dispute has been subject resolved to Cardholder’s satisfaction or proof that a Chargeback, we will credit has been issued. Without limiting the Settlement Account with an amount equal to that payment, less generality of any amount we are entitled to withhold or set off under other provision of this Agreement, if Bank or ISO, if ISO has indemnified Bank, takes legal action against Merchant for any Chargebacks or any amounts due Bank or ISO hereunder, Merchant shall pay the costs and attorneys’ fees incurred by Bank and/or ISO, whether suit is commenced or not. (e) Despite any contract, arrangement or understanding to the contrary, you acknowledge that a Cardholder is entitled to initiate a Chargeback of any Transaction where permitted in accordance with relevant Card Scheme Rules.