Merchant Agreements. (a) EVERTEC shall contract with potential Merchants accepted for participation in the Merchant Program using the form of Merchant Agreement as has been reasonably approved by BPPR and EVERTEC; provided that EVERTEC shall have the exclusive authority to establish fees and charges applicable to each Merchant for such participation subject to applicable Law and the Rules. EVERTEC shall be the sole owner of all economic rights and benefits of, under and relating to Merchant Agreements (and to the amounts payable to EVERTEC by BPPR, subject to and as provided in Section 6.3(b), with respect to Government-Merchant Agreements); provided, however, that EVERTEC shall not have the right to sell, assign, transfer or encumber such rights without the prior written consent of BPPR, which consent may be granted or denied at BPPR’s sole discretion, except that EVERTEC may assign its rights (including, for the avoidance of doubt, any of its economic rights and benefits of, under and relating to Merchant Agreements), duties and obligations under this Agreement in connection with the grant of a security interest for any securitization or financing transactions, and the enforcement of any rights or remedies that EVERTEC has against BPPR under this Agreement; provided further that, (i) in the event BPPR requests from EVERTEC to provide the Merchant Services at reduced fees or charges to certain Merchants designated by BPPR (the “Designated Merchants”), then BPPR shall pay EVERTEC on a monthly basis the difference between (x) EVERTEC’s standard fees and charges and (y) the reduced fees and charges mutually agreed to by the parties hereto for the Merchant Services provided to such Designated Merchants, and (ii) the Discount Sharing Agreement, which is attached hereto as Exhibit D and incorporated herein, shall remain in full force and effect with respect to the merchants identified in Exhibit D, as the same may be amended from time to time by mutual agreement of the parties hereto.
(b) EVERTEC shall follow the normal and customary underwriting and approval processes as reasonably agreed by BPPR and EVERTEC to evaluate potential Merchants for Merchant Services in accordance with the Merchant Application Approval Policy and all applicable Rules. EVERTEC will not enter into a Merchant Agreement with any potential Merchant that does not, in EVERTEC’s reasonable judgment, meet the standards set forth in the Merchant Application Approval Policy without the prior written consent of BPP...
Merchant Agreements. Merchant Agreements shall be on forms provided by NOVA and Member and shall define the terms upon which NOVA and Member will provide Merchant Services to Merchant.
Merchant Agreements. All of the Merchant Agreements are in full force and effect and constitute valid and binding obligations of Transferor and the Merchants party thereto, and such Merchant Agreements have not been amended or terminated, and Transferor is not as of the date hereof negotiating any modification or amendments to any such Merchant Agreement, except for renewals of Merchant Agreements on substantially the same terms as those in effect prior to renewal. Transferor is an original party to the Merchant Agreements. Transferor is not in default (and would not be in default upon notice, lapse of time or both) under any provision of the Merchant Agreements, and to Transferor’s knowledge, there is no default by any other party to any Merchant Agreement or any dispute between Transferor and any other party to a Merchant Agreement. Prior to the execution of this Agreement, Transferor has made available for review to the Buyer Parties (1) Merchant Agreements for Transferor’s top twenty-five (25) Merchants based on gross sales for the twelve (12) month period ending July 31, 2008, which are listed on Schedule 8(a)(v)(B), and (2) all forms of Merchant Agreements used or in use by Transferor for the three (3) years prior to the Transfer Date, which such forms are attached as part of Schedule 8(a)(v)(B). Each Merchant Agreement contains substantially the same terms as such standard forms provided in Schedule 8(a)(v)(B), subject to variations that are immaterial. Schedule 8(a)(v)(C) lists each Merchant with which Bank does not have a Merchant Agreement executed by such Merchant, and for each such Merchant, the terms on which such Merchant receives services from Transferor are on substantially the same terms as those provided in the standard forms(s) of Merchant Agreements attached to Schedule 8(a)(v)(B), subject to variations that are immaterial. Such Merchant relationships listed on Schedule 8(a)(v)(C) have not been terminated, and Transferor is not as of the date hereof negotiating any modification or amendments to any such Merchant relationship, other than to negotiate a Merchant Agreement to be entered into with any Merchant listed on Schedule 8(a)(v)(C) that contains substantially the same terms as the standard forms provided in Schedule 8(a)(v)(B), subject to variations that are immaterial. Schedule 8(a)(v)(D) identifies any party to any Merchant Agreement to whom material, on-going price concessions have been granted during the twelve (12) months immediately prior to the E...
Merchant Agreements. Except as expressly provided for in this Agreement, the Bank shall remain a party to all Existing Merchant Agreements and take such other actions as may be necessary in consultation with the Joint Venture in order to comply with the applicable Association Rules as they relate to the Bank Services.
Merchant Agreements. Acquirer shall submit to Planet Payment a completed Gateway Services application for each Acquirer Merchant that wishes to purchase the Gateway Services and Acquirer shall enter into an agreement for the Gateway Services with Merchants, in such form as Planet Payment may reasonably agree, which agreement shall contain such terms and conditions of use as Planet Payment may notify Acquirer from time to time. Acquirer shall be solely responsible for negotiating all terms with its Merchants for use of the Gateway Services.
Merchant Agreements. This Agreement does not contemplate that Bank will enter into agreements with Merchants for Merchant Services and Bank will not be liable to BAMSI or Merchants for Merchant Services provided by BAMSI, except for Bank's own failures to correctly process applications, Transaction Records, or deposits and withdrawals to Merchants' accounts. BAMSI will (a) enter into a Merchant Agreement with each Merchant meeting the requirements of BAMSI and of each Card Association and (b) perform all its obligations under each Merchant Agreement.
Merchant Agreements. In its capacity as a Payment Company Customer, WFB will own the Merchant Agreements only to the extent specifically required by Payment Company Rules, subject to the provisions of this Agreement, including provisions under which WFB will assign and thereby cease holding such Merchant Agreements upon termination of this Agreement as provided in Section 8.3. Except as otherwise specifically provided herein or specifically required by Payment Company Rules, Company shall administer and control the Merchant Agreements, and associated Merchant relationship created thereby (such control shall include, but not be limited to, decisions regarding the continuance, amendment, assignment or termination of such Merchant Agreement). Company may at any time during the term of this agreement without the consent or notice to WFB, sell or otherwise dispose of any of the assets of the Company, including the Merchant Agreements.
Merchant Agreements. The Parties agree that Sellers may communicate with the Merchants but that they shall notify PPDA with any material adverse information that could affect the Residual Rights of which it becomes aware. The Parties agree that Sellers may solicit Merchants for additional "MID" business (i.e., business resulting in a new merchant account identification number) but may not solicit the Merchants for additional "TID" business (i.e., business resulting in a new terminal account identification number).
Merchant Agreements. In its capacity as a Payment Company Customer, WFB will be a party to and control the Merchant Agreements, subject to the provisions of this Agreement, including provisions under which WFB will assign and thereby cease holding such Merchant Agreements upon termination of this Agreement as provided in Section 8.3.
Merchant Agreements a. Agent shall only use the Merchant agreement and Merchant application that has been designated by Cardservice and that is current at the time it is presented to a Prospective Merchant.
b. All Merchant applications (whether partially or fully completed), Merchant agreements and Merchant accounts and records are owned by Cardservice and/or the Acquirer and may not be transferred, assigned, sold or exchanged, in whole or in part, by Agent.
c. The discount rate and fees charged to the Merchant pursuant to the Merchant agreement may be recommended by Agent, but in all cases shall be subject to final review and approval by Cardservice and/or the Acquirer in their sole discretion, respectively.
d. All Merchant applications are subject to review and rejection or acceptance by Cardservice in its sole discretion.
