Common use of Merchant’s Business Clause in Contracts

Merchant’s Business. Merchant will notify Peoples Trust immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples Trust, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.

Merchant’s Business. Merchant will notify Peoples Trust Servicer immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust Servicer in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples TrustServicer’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust Servicer may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust Servicer may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples TrustServicer, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust Servicer from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust Servicer receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust Servicer may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust Servicer is reasonably certain fraud or other activity detrimental to Peoples Trust Servicer has not occurred. Peoples TrustServicer’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust Servicer if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples TrustServicer’s determination of materiality shall be binding upon Merchant.

Merchant’s Business. Merchant will notify Peoples Trust immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change changes its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add adds any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant Xxxxxxxx will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples Trust, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust from potential losses or if there exist material variances from the disclosures on the Merchant Application application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through TerminalsPOS terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.

Merchant’s Business. Merchant will notify Peoples Trust Pivotal immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s Merchant‟s business; (e) alter in any way Merchant’s Merchant‟s approved monthly volume, average ticket, or maximum ticket; (f) change its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust Pivotal in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s Merchant‟s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s Pivotal‟s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust Pivotal may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust Pivotal may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples TrustPivotal, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust Pivotal from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s Merchant‟s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust Pivotal receives excessive Retrieval requests against Merchant’s Merchant‟s prior activity, or (E) excessive Chargebacks are debited against Merchant’s Merchant‟s prior activity, then Peoples Trust Pivotal may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust Pivotal is reasonably certain fraud or other activity detrimental to Peoples Trust Pivotal has not occurred. Peoples Trust’s Pivotal‟s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust Pivotal if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s Pivotal‟s determination of materiality shall be binding upon Merchant.

Merchant’s Business. A) Merchant will notify Peoples Trust immediately if it intends shall provide Acquirer and TriSource Solutions with immediate notice of its intent to, and prior to taking of any steps to (a 1) transfer Transfer or sell a any substantial part of its total assets, or liquidate; (b; 2) change Change the basic nature of its business, including selling any products or services not related to its current business; ; 3) Change twenty five percent (c25%) change or more of the ownership or transfer control of its business; (d; 4) enter Enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant this Agreement assumes any interest in Merchant’s business; (eor 5) alter Alter in any way Merchant’s approved monthly volume, volume and average ticket, or maximum ticket; (f; 6) change its return policies or fulfillment house from those identified in Make changes to the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure Account; B) Failure to provide notice as required above may be deemed a material breach and will shall be sufficient grounds for termination of this Agreement, or, at TriSource Solutions’ option may result in TriSource Solutions amending the terms of this Agreement, including, but not limited to, holding funds and/or altering the Merchant funding schedule if TriSource Solutions and Acquirer deem it necessary to protect against financial loss. If any of the changes listed above occur, Acquirer and TriSource Solutions shall have the option to re-negotiate the terms of this Agreement or provide immediate notice of termination; C) Failure to provide TriSource Solutions with the merchant’s correct federal tax identification number(s) with the completed processing agreement may result in fines assessed to the merchant. Moreover, failure to provide TriSource Solutions with an updated federal tax number(s) for Peoples Trust’s exercise the merchant within 15 days of all any change may result in fines assessed to the merchant; D) Merchant will immediately notify TriSource Solutions, with a copy to Acquirer, of any bankruptcy, receivership, insolvency or similar action initiated by or against Merchant or any of its rights principals. Merchant will include Acquirer and remedies provided by TriSource Solutions on the list of creditors filed with the Bankruptcy Court, whether or not a claim exists at the time of filing; E) Merchant must notify TriSource Solutions, with a copy to Acquirer, in writing of any changes to the infor- mation in the Merchant Agreement, including but not limited to: a change to Merchant’s financial condi- tion (within 3 days), any additional location or new business, the identity of principals and/or owners, the form of business organization, type of goods and services provided, and how sales are completed. If any Merchant must also notify TriSource Solutions in writing, with a copy to Acquirer, if Merchant sells or closes its business. Except for a change listed above occursto the financial condition, Peoples Trust TriSource Solutions and Acquirer must receive all such notices 7 days before the change. Merchant will provide updated information to TriSource Solutions upon request. Merchant is liable to TriSource Solutions and Acquirer for all losses and expenses incurred by TriSource Solutions and Acquirer arising out of Merchant’s failure to report changes. TriSource Solutions and Acquirer may immediately terminate this Agreement upon a change to the information in the Merchant Agreement. , whether TriSource Solutions and Acquirer independently discover such change or whether Merchant further acknowledges notifies TriSource Solutions and agrees that Peoples Trust may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples Trust, in its sole discretion, determines that Acquirer of such withholding or suspension is required to protect Peoples Trust from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (Bchange. F) Merchant does covenants that: (a) each Transaction Record presented to Provider for collection is genuine and is not swipe the result of any fraudulent or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior illegal activity, or (E) excessive Chargebacks are debited against Merchant’s prior activitya Transaction prohibited by a Card Network, then Peoples Trust may delay or withhold settlement is not being deposited on behalf of funds for a period not less any business other than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds Merchant as set forth herein survives termination of the Merchant authorized by this Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.;

Merchant’s Business. Peoples Trust, not Paysafe, must hold, administer, and control all settlement funds for the Merchant and reserve funds derived from settlement. Paysafe is not permitted to directly access or hold merchant funds whether from settlement or reserves. Merchant will notify Peoples Trust immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change changes its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add adds any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant Xxxxxxxx will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples Trust, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust from potential losses or if there exist material variances from the disclosures on the Merchant Application application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through TerminalsPOS terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.

Merchant’s Business. (a) Merchant will notify Peoples Trust immediately if it intends to, shall provide Bank and prior to taking Paya with immediate notice of any steps its intent to (ai) transfer or sell a any substantial part of its total assets, or liquidate; (bii) change the basic nature of its business, including selling any products or services not related to its current business; (ciii) change fifty percent (50%) or more of the ownership or transfer control of its business; (div) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant this Agreement assumes any interest in Merchant’s business; or (ev) alter in any way Merchant’s approved monthly volume, volume and average ticket, or maximum ticket; (fb) change its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure Failure to provide notice as required above may be deemed a material breach and will shall be sufficient grounds for termination of Merchant and for Peoples Trustthis Agreement, or, at Paya’s exercise option may result in Paya amending the terms of all its rights and remedies provided by this Agreement, holding funds and/or altering the Merchant Agreementfunding schedule if Paya and Bank deem it necessary to protect against financial loss. If any change of the changes listed above occursoccur, Peoples Trust Bank and Paya shall have the option to amend the terms of this Agreement or immediately terminate this Agreement; (c) Merchant will immediately notify Paya, with a copy to Bank, of any bankruptcy, receivership, insolvency or similar action initiated by or against Merchant or any of its principals. Merchant will include Bank and Paya on the list of creditors filed with the Bankruptcy Court, whether or not a claim exists at the time of filing; (d) Merchant must notify Paya, with a copy to Bank, in writing of any changes to the information in the Application, including but not limited to: a change to Merchant’s financial condition (within 3 days), any additional location or new business, the identity of principals and/or owners, the form of business organization, type of goods and services provided, and the manner in which sales are completed. Merchant must also notify Paya in writing, with a copy to Bank, if Merchant sells or closes its business. Except for a change to the financial condition, Paya and Bank must receive all such notices 7 days prior to the change and otherwise upon request from Paya. Merchant is liable to Paya and Bank for all losses and expenses incurred by Paya and Bank arising out of Merchant’s failure to report changes. Paya and Bank may immediately terminate this Agreement upon a change to the information in the Application, whether Paya and Bank independently discover such change or whether Merchant Agreement. Merchant further acknowledges notifies Paya and agrees that Peoples Trust may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples Trust, in its sole discretion, determines that Bank of such withholding or suspension is required to protect Peoples Trust from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchantchange.

Merchant’s Business. Merchant will notify Peoples Trust Bank immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant this Agreement assumes any interest in Merchant’s 's business; (e) alter in any way Merchant’s 's approved monthly volume, average ticket, or maximum ticket; or (f) change its return policies or fulfillment house from those identified in the Merchant Application; or (g) undertake make any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations changes to its business in respect of the same products and/or services being offered by MerchantAccount. Merchant will immediately notify Peoples Trust Bank in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s 's failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s Bank's exercise of all its rights and remedies provided by the Merchant this Agreement. If any change listed above occurs, Peoples Trust Bank may immediately terminate the Merchant this Agreement. Merchant further acknowledges and agrees that Peoples Trust Bank may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant this Agreement if Peoples TrustBank, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust Bank from potential losses or if there exist material variances from the disclosures on the Merchant Application application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through TerminalsPOS terminals, (C) Merchant does not receive authorization for Transactionstransactions, (D) Peoples Trust Bank receives excessive Retrieval requests against Merchant’s 's prior activity, or (E) excessive Chargebacks are debited against Merchant’s 's prior activity, then Peoples Trust Bank may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust Bank is reasonably certain fraud or other activity detrimental to Peoples Trust Bank has not occurred. Peoples TrustBank’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreementthis agreement. Merchant must immediately contact Peoples Trust Bank if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.ticket

Merchant’s Business. Merchant will notify Peoples Trust Paysafe immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change changes its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add adds any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust Paysafe in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples TrustPaysafe’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust Paysafe may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust Paysafe may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples TrustPaysafe, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust Paysafe from potential losses or if there exist material variances from the disclosures on the Merchant Application application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through TerminalsPOS terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust Paysafe receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust Paysafe may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust Paysafe is reasonably certain fraud or other activity detrimental to Peoples Trust Paysafe has not occurred. Peoples TrustPaysafe’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust Paysafe if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples TrustPaysafe’s determination of materiality shall be binding upon Merchant.

Merchant’s Business. Merchant will notify Peoples Trust Pivotal immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust Pivotal in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples TrustPivotal’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust Pivotal may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust Pivotal may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples TrustPivotal, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust Pivotal from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust Pivotal receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust Pivotal may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust Pivotal is reasonably certain fraud or other activity detrimental to Peoples Trust Pivotal has not occurred. Peoples TrustPivotal’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust Pivotal if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples TrustXxxxxxx’s determination of materiality shall be binding upon Merchant.

Merchant’s Business. Peoples Trust, not FRONTSTREAM PAYMENTS, shall hold, administer, and control all settlement funds for the Merchant and reserve funds derived from settlement. FRONTSTREAM PAYMENTS is not permitted to directly access or hold merchant funds whether from settlement or reserves. Merchant will notify Peoples Trust immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of 10% or more of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change changes its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add adds any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust may may, at its sole discretion, immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust may may, at its sole discretion, withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples Trust, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust or any other entity from potential losses or if there exist material variances from the disclosures on the Merchant Application application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through TerminalsPOS terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.or

Merchant’s Business. Merchant will notify Peoples Trust immediately if it intends to, and prior to taking of any steps to (a) transfer or sell a substantial part of its assets, or liquidate; (b) change the basic nature of its business, including selling any products or services not related to its current business; (c) change ownership or transfer control of its business; (d) enter into any joint venture, partnership or similar business arrangement whereby any person or entity not a party to the Merchant Agreement assumes any interest in Merchant’s business; (e) alter in any way Merchant’s approved monthly volume, average ticket, or maximum ticket; (f) change its return policies or fulfillment house from those identified in the Merchant Application; (g) undertake any substantial change in the volume of Transactions in respect of domestic versus foreign purchases; or (h) add any outlet operations to its business in respect of the same products and/or services being offered by Merchant. Merchant will immediately notify Peoples Trust in writing if it becomes subject to any voluntary or involuntary bankruptcy or insolvency petition or proceeding. Merchant’s failure to provide notice as required above may be deemed a material breach and will be sufficient grounds for termination of Merchant and for Peoples Trust’s Peoples’ exercise of all its rights and remedies provided by the Merchant Agreement. If any change listed above occurs, Peoples Trust may immediately terminate the Merchant Agreement. Merchant further acknowledges and agrees that Peoples Trust may withhold funds (settlement or otherwise) or temporarily suspend processing under the Merchant Agreement if Peoples TrustPeoples, in its sole discretion, determines that such withholding or suspension is required to protect Peoples Trust from potential losses or if there exist material variances from the disclosures on the Merchant Application in (i) the nature of Merchant’s business, (ii) the type of or composition of Card processing conducted, or (iii) the actual average ticket size or actual monthly volume amount. If (A) such variances exist, (B) Merchant does not swipe or dip credit card or debit card through Terminals, (C) Merchant does not receive authorization for Transactions, (D) Peoples Trust receives excessive Retrieval requests against Merchant’s prior activity, or (E) excessive Chargebacks are debited against Merchant’s prior activity, then Peoples Trust may delay or withhold settlement of funds for a period not less than 180 days or until Peoples Trust is reasonably certain fraud or other activity detrimental to Peoples Trust has not occurred. Peoples Trust’s right to withhold settlement funds as set forth herein survives termination of the Merchant Agreement. Merchant must immediately contact Peoples Trust if material variances from the average ticket size or monthly volume occur. For purposes hereof, Peoples Trust’s determination of materiality shall be binding upon Merchant.,