Common use of Security Arrangements Clause in Contracts

Security Arrangements. Without prejudice to Section 7.2, Paynovate may require the merchant to provide any type of security or to enhance any created security deemed necessary by Paynovate to cover all claims (present, future and contingent) arising under the Merchant Agreement against the merchant, including where the amounts of future Payment Transactions are unlikely to cover anticipated Chargebacks and fees or other amounts payable by the merchant under the Merchant Agreement, as reasonably determined by Paynovate, provided that the method used to calculate Paynovate's financial exposure shall be at Paynovate's sole. Paynovate may also request the creation or enhancement of security if Chargebacks exceed a certain percentage of the total value of Payment Transactions processed in a calendar month and/or returns, as determined in the Purchase Order. In addition to the provisions of this Section and notwithstanding any insolvency proceedings, Paynovate shall have the right to set off any amount due from Merchant under this Agreement (including a Chargeback or an amount unpaid by Issuer) from an amount owed by Paynovate to the merchant under the Merchant Agreement at that time. The Merchant shall execute all documents, do all acts and perform all actions that Paynovate, acting reasonably, may require to create the security arrangements referred to in this Section of the General Conditions. All costs, including legal fees, and expenses incurred by the merchant in complying with this Section shall be borne by the merchant. The security arrangements to be provided pursuant to this Article shall survive termination of the merchant Contract and shall be enforceable until all payment obligations of the Merchant under the Merchant Agreement have been duly and fully satisfied, as notified to the merchant by Paynovate.