Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists: (i) Merchant has violated any provision of the Merchant Agreement. (ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank. (iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates. (iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information. (v) At any time during the term of the Merchant Agreement, Xxxxxxxx has had a monthly ratio of Chargebacks to Transactions exceeding one percent, or Chargebacks are in excess of three percent of any monthly dollar amount of Transactions. (vi) There is an overdraft for three days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive. (vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions. (viii) Merchant is or will be unable or unwilling to perform its obligations under the Merchant Agreement or any applicable laws. (ix) Merchant has failed to pay Bank any amount when due. (x) Merchant has failed to promptly perform or discharge any obligation under the Merchant Agreement, the Settlement Account or the Reserve Account. (xi) Any of Merchant’s representations or warranties made in connection with the Merchant Agreement was not true or accurate when given. (xii) Merchant has defaulted on any agreement it has with Bank. (xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession, (xiv) The Operating Rules are amended in any way so that the continued existence of the Merchant Agreement would cause Bank to be in breach of such Operating Rules. (xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way. (xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so. (xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 8 contracts
Samples: Merchant Card Processing Agreement, Merchant Card Processing Agreement, Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percent, or Chargebacks are in excess of three percent of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,
(xiv) The Operating Rules are amended in any way so that the continued existence of the Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against XxxxxxxxMerchant, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 7 contracts
Samples: Merchant Card Processing Agreement, Merchant Card Processing Agreement, Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(iA) Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requires Bank to terminate this Agreement as to any Card type.
(iiB) There is a material adverse change in Merchant’s financial condition, material condition or a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer acceptance policy which increases Processor’s or Merchant Bank’s risks.
(iiiC) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, Merchant transfers assets in a fraudulent transfer, or the Merchant’s business terminates.
(ivD) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(vE) At any time during the term of the Merchant this Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(viF) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(viiG) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viiiH) Merchant is or will be unable or unwilling to perform its obligations under the Merchant this Agreement or any applicable laws.
(ixI) Merchant has failed to pay Bank any amount when due.
(xJ) Merchant has failed to promptly perform or discharge any obligation under the Merchant this Agreement, the Settlement Account or the Reserve Account.
(xiK) Any of Merchant’s representations or warranties made in connection with the Merchant this Agreement was not true or accurate when given.
(xiiL) Merchant has defaulted on any agreement it has with Bank.
(xiiiM) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xivN) The Operating Rules are amended in any way so that the continued existence of the Merchant this Agreement would cause Bank to be in breach of such Operating Rules.
(xvO) Any Guaranty supporting Merchant’s obligations is breached, revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xviiP) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to any Card Network, or Merchant Bank, or Processor, or the payment system.
(Q) Merchant engages in any activity which causes Bank or to be in breach of the Operating Rules.
(R) The circumstances otherwise warrant immediate termination.
(S) Merchant appears on any Card Association’s security reporting.
(T) If a judgment in excess of $1,000 is entered against Merchant or any Guarantor and not discharged or bonded off within fifteen (15) days after the entry of the judgment.
(U) If Merchant submits for processing Charges that were not originated as a result of a direct Charge transaction between a Cardholder and Merchant in the normal course of business.
Appears in 3 contracts
Samples: Merchant Card Processing Agreement, Merchant Card Processing Agreement, Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against XxxxxxxxMerchant, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 3 contracts
Samples: Merchant Card Processing Agreement, Merchant Card Processing Agreement, Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its sole and absolute discretion, effective immediately, upon written, electronic written or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) 1. Merchant has violated any provision of the Merchant this Agreement.
(ii) 2. There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) 3. A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) 4. Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) 5. At any time during the term of the Merchant this Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1 %), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vi) 6. There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) 7. Merchant or any of Merchant’s officers or employees has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) 8. Merchant is or will be unable or unwilling to perform its obligations under the Merchant this Agreement or any applicable laws.
(ix) 9. Merchant has failed to pay Bank any amount when due.
(x) 10. Merchant has failed to promptly perform or discharge any obligation under the Merchant this Agreement, the Settlement Account or the Reserve Account.
(xi) 11. Any of Merchant’s representations or warranties made in connection with the Merchant this Agreement was not true or accurate when given.
(xii) 12. Merchant has defaulted on any agreement it has with Bank.
(xiii) 13. Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) 14. The Operating Rules are amended in any way so that the continued existence of the Merchant this Agreement would cause Bank to be in breach of such Operating Rules.
(xv) 15. Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 3 contracts
Samples: Clearing and Settlement Services Agreement (Transfirst Holdings Corp.), Clearing and Settlement Services Agreement (Transfirst Holdings Corp.), Clearing and Settlement Services Agreement (TransFirst Inc.)
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic electronic, or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) a. Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requests or requires Bank to terminate this Agreement as to any Card type.
(ii) b. There is a material adverse change in Merchant’s financial condition, material a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/ services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer Acceptance policy, which increases Processor’s or Merchant Bank’s risks.
(iii) c. A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator liquidator, or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, or the Merchant’s business terminates.
(iv) d. Any information which Merchant that Merchant, Principals, or Guarantor(s) provided to Bank, including Merchant Application information, was false, incomplete incomplete, or misleading when received, or has materially changed since Merchant provided such informationMerchant, Principals, or Guarantor(s) fails to provide financial statements or other requested information suitable to Bank upon request.
(v) e. At any time during the term of the Merchant this Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vi) There f. Merchant fails to maintain sufficient funds in the Settlement Account to cover the amounts due to Bank under this Agreement, there is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive, Merchant closes the Settlement Account, or Merchant blocks Bank from submitting debit or other entries to the Settlement Account to pay amounts owed by Merchant under this Agreement.
(vii) g. Merchant or any of Merchant’s officers Principals, officers, employees, Merchant Affiliates, Merchant Servicers, agents, contractors, or employees representatives, has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent illegal, fraudulent, or otherwise unauthorized transactions.
(viii) h. Bank has a good faith belief that Merchant, including any of its employees, Principals, officers, Merchant Affiliates, Merchant Servicers, agents, contractors, or representatives, has violated, are violating, or is likely to violate, the Operating Rules, or any applicable laws, rules, or regulations, or that Merchant will be unable or unwilling to perform its obligations under the Merchant Agreement or any applicable lawsthis Agreement.
(ix) i. Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,
(xiv) The Operating Rules are amended in any way so that the continued existence of the Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 2 contracts
Samples: Merchant Card Processing Agreement, Merchant Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the this Merchant Agreement, to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against XxxxxxxxMerchant, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 2 contracts
Samples: Merchant Card Processing Agreement, Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic electronic, or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) a. Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requests or requires Bank to terminate this Agreement as to any Card type.
(ii) b. There is a material adverse change in Merchant’s financial condition, material a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer Acceptance policy, which increases Processor’s or Merchant Bank’s risks.
(iii) c. A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator liquidator, or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, or the Merchant’s business terminates.
(iv) d. Any information which Merchant that Merchant, Principals, or Guarantor(s) provided to Bank, including Merchant Application information, was false, incomplete incomplete, or misleading when received, or has materially changed since Merchant provided such informationMerchant, Principals, or Guarantor(s) fails to provide financial statements or other requested information suitable to Bank upon request.
(v) e. At any time during the term of the Merchant this Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vi) There f. Merchant fails to maintain sufficient funds in the Settlement Account to cover the amounts due to Bank under this Agreement, there is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive, Merchant closes the Settlement Account, or Merchant blocks Bank from submitting debit or other entries to the Settlement Account to pay amounts owed by Merchant under this Agreement.
(vii) g. Merchant or any of Merchant’s officers Principals, officers, employees, Merchant Affiliates, Merchant Servicers, agents, contractors, or employees representatives, has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent illegal, fraudulent, or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,
(xiv) The Operating Rules are amended in any way so that the continued existence of the Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 2 contracts
Samples: Merchant Card Processing Agreement, Merchant Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 2 contracts
Samples: Merchant Card Processing Agreement, Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(iA) Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requires Bank to terminate this Agreement as to any Card type.
(iiB) There is a material adverse change in Merchant’s financial condition, material condition or a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer acceptance policy which increases Processor’s or Merchant Bank’s risks.
(iiiC) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, Merchant transfers assets in a fraudulent transfer, or the Merchant’s business terminates.
(ivD) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(vE) At any time during the term of the Merchant this Agreement, Xxxxxxxx has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(viF) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(viiG) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viiiH) Merchant is or will be unable or unwilling to perform its obligations under the Merchant this Agreement or any applicable laws.
(ixI) Merchant has failed to pay Bank any amount when due.
(xJ) Merchant has failed to promptly perform or discharge any obligation under the Merchant this Agreement, the Settlement Account or the Reserve Account.
(xiK) Any of Merchant’s representations or warranties made in connection with the Merchant this Agreement was not true or accurate when given.
(xiiL) Merchant has defaulted on any agreement it has with Bank.
(xiiiM) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xivN) The Operating Rules are amended in any way so that the continued existence of the Merchant this Agreement would cause Bank to be in breach of such Operating Rules.
(xvO) Any Guaranty supporting Merchant’s obligations is breached, revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xviiP) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to any Card Network, or Merchant Bank, or Processor, or the payment system.
(Q) Merchant engages in any activity which causes Bank or to be in breach of the Operating Rules.
(R) The circumstances otherwise warrant immediate termination.
(S) Merchant appears on any Card Association’s security reporting.
(T) If a judgment in excess of $1,000 is entered against Merchant or any Guarantor and not discharged or bonded off within fifteen (15) days after the entry of the judgment.
(U) If Merchant submits for processing Charges that were not originated as a result of a direct Charge transaction between a Cardholder and Merchant in the normal course of business.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the this Merchant Agreement, to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percent, or Chargebacks are in excess of three percent of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against XxxxxxxxMerchant, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. In addition to, and without limiting, any of its other termination rights hereunder (including without limitation, the “At Will” termination rights referred to above), Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requires Bank to terminate this Agreement as to any Card type.
(ii) There is a material adverse change in Merchant’s financial condition, material condition or a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer acceptance policy which increases Processor’s or Merchant Bank’s risks.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, Merchant transfers assets in a fraudulent transfer, or the Merchant’s business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the Merchant this Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the Merchant this Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the Merchant this Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the Merchant this Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the Merchant this Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is breached, revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Merchant engages in any activity which causes Bank reasonably believes that a governmental entity may do so.to be in breach of the Operating Rules
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.Network, or Merchant Bank, or the payment system
(xviii) Merchant has entered into the Merchant Agreement under a new name with intent to circumvent the chargeback monitoring program of any Card Network
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx has had a monthly ratio of Chargebacks to Transactions exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic electronic, or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(ia) Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requests or requires Bank to terminate this Agreement as to any Card type.
(iib) There is a material adverse change in Merchant’s financial condition, material a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer Acceptance policy, which increases Processor’s or Merchant Bank’s risks.
(iiic) A petition in bankruptcy has been filed inbankruptcy hasbeenfiled by or against Merchant, Xxxxxxxx is generally Merchant isgenerally unable to pay its debts as they become debtsastheybecome due, a receiver, custodian, trustee, liquidator liquidator, or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, or the Merchant’s business terminates.
(ivd) Any information which Merchant that Merchant, Principals, or Guarantor(s) provided to Bank, including Merchant Application information, was false, incomplete incomplete, or misleading when received, or has materially changed since Merchant provided such informationMerchant, Principals, or Guarantor(s) fails to provide financial statements or other requested information suitable to Bank upon request.
(ve) At any time during anytimeduring the term of the thisAgreement, Merchant Agreement, Xxxxxxxx has had a monthly hadamonthly ratio of Chargebacks to Transactions exceeding Chargesexceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vif) There Merchant fails to maintain sufficient funds in the Settlement Account to cover the amounts due to Bank under this Agreement, there is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive, Merchant closes the Settlement Account, or Merchant blocks Bank from submitting debit or other entries to the Settlement Account to pay amounts owed by Merchant under this Agreement.
(viig) Merchant or any of Merchant’s officers Principals, officers, employees, Merchant Affiliates, Merchant Servicers, agents, contractors, or employees representatives, has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent illegal, fraudulent, or otherwise unauthorized transactions.
(viiih) Bank has a good faith belief that Merchant, including any of its employees, Principals, officers, Merchant Affiliates, Merchant Servicers, agents, contractors, or representatives, has violated, are violating, or is likely to violate, the Operating Rules, or any applicable laws, rules, or regulations, or that Merchant will be unable or unwilling to perform its obligations under the Merchant Agreement or any applicable lawsthis Agreement.
(ixi) Merchant has failed to pay Bank any amount when duewhendue.
(xj) Merchant has failed hasfailed to promptly perform or discharge any obligation under the Merchant this Agreement, the Settlement Account Account, or the Reserve Account.
(xik) Any of Merchant’s representations Merchant’srepresentations or warranties made in connection with the Merchant withthe Application or this Agreement was were not true or accurate when given, or there is a breach of any representation or warranty made by Merchant to Bank.
(xiil) Merchant has defaulted on in the performance of any of its obligations under this Agreement or any agreement it Merchant has with BankwithBank.
(xiiim) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legalprocess within fifteen (15) days of the Bank being served.
(xivn) The Operating Rules are amended in any way so that the continued existence of the Merchant this Agreement would cause Bank to be in breach of such Operating Rules.
(xvo) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated withdrawn, terminated, or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xviip) If any circumstances arise regarding Merchant or its business that create harm to reputation or loss of lossof goodwill to any Card Network, Merchant Bank, Processor, or the payment system.
q) Merchant engages in any activity that causes Bank to be in breach of Bank’s policies and procedures, the Operating Rules, or any applicable laws, rules, or regulations.
r) The circumstances otherwise warrant immediate termination.
s) Bank has evidence or has reached the conclusion, in its sole and absolute discretion but based upon reasonable facts, that Merchant has engaged in fraudulent activity to include failure to deliver goods and services as advertised or promised, or Merchant has engaged in fraudulent advertising practices.
t) Bank becomes aware that Merchant is accepting payments for goods or services not approved in advance by Bank and where Bank, any Card Network, the Operating Rules, or applicable laws, rules, or regulations specifically prohibits the sale of such, or where Merchant accepting payments for such unapproved goodsor services creates a risk of legal, financial, operational, reputationalor any other harm to Bank.
u) Any information concerning Merchant, Principals, or Guarantor(s) obtained by Bank is unsatisfactory to Bank, in Bank’s sole and absolute discretion.
v) Merchant’s percentage of error transactions or retrieval requests is excessive in the sole and absolute discretion and opinion of Bank.
w) Any insurance policy obtained by Bank or Merchant relating to Card Transactions and/or Chargebacks is cancelled or terminated for any Card Associationreason.
x) Bank does not or cannot perform its duties under this Agreement and Bank determines in its sole and absolute discretion that it is not feasible to provide the services contemplated by this Agreement to Merchant. Bank is not obligated to provide replacement services if Bank does not or cannot perform. Bank may selectively terminate one or more of Merchant’s approved locations without terminating this entire Agreement. Bank’s rights of termination under this Agreement are cumulative. A specific right of termination shall not limit any other right of Bank to terminate this Agreement expressed elsewhere in this Agreement. Notice of termination may be given orally or in writing (including electronically), and if given orally, shall be thereafter confirmed in writing.
Appears in 1 contract
Samples: Merchant Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the Merchant this Agreement in its either’s sole and absolute discretion, effective immediately, upon written, electronic electronic, or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(ia) Merchant has violated any provision of the Merchant Agreementthis Agreement or any Card Network requests or requires Bank to terminate this Agreement as to any Card type.
(iib) There is a material adverse change in Merchant’s financial condition, material a change in Merchant’s processing activity, processing activity inconsistent with the Merchant Applicationproducts/services or volume or mix thereof, or Merchant Bank or Processor determines otherwise in its sole discretion that Merchant’s processing activity could result business, or in a loss to Merchant’s customer Acceptance policy, which increases Processor’s or Merchant Bank’s risks.
(iiic) A petition in bankruptcy has been filed hasbeenfiled by or against Merchant, Xxxxxxxx Merchant is generally unable to pay its debts as they become theybecome due, a receiver, custodian, trustee, liquidator liquidator, or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit of creditors, or the Merchant’s business terminates.
(ivd) Any information which Merchant that Merchant, Principals, or Guarantor(s) provided to Bank, including Merchant Application information, was false, incomplete incomplete, or misleading when received, or has materially changed since Merchant provided such informationMerchant, Principals, or Guarantor(s) fails to provide financial statements or other requested information suitable to Bank upon request.
(ve) At any time during the term anytimeduring theterm of the thisAgreement, Merchant Agreement, Xxxxxxxx has had a monthly ratio of Chargebacks to Transactions exceeding Chargebacksto Chargesexceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vif) There Merchant fails to maintain sufficient funds in the Settlement Account to cover the amounts due to Bank under this Agreement, there is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive, Merchant closes the Settlement Account, or Merchant blocks Bank from submitting debit or other entries to the Settlement Account to pay amounts owed by Merchant under this Agreement.
(viig) Merchant or any of Merchant’s officers Principals, officers, employees, Merchant Affiliates, Merchant Servicers, agents, contractors, or employees representatives, has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent illegal, fraudulent, or otherwise unauthorized transactions.
(viiih) Bank has a good faith belief that Merchant, including any of its employees, Principals, officers, Merchant Affiliates, Merchant Servicers, agents, contractors, or representatives, has violated, are violating, or is likely to violate, the Operating Rules, or any applicable laws, rules, or regulations, or that Merchant will be unable or unwilling to perform its obligations under the Merchant Agreement or any applicable lawsthis Agreement.
(ixi) Merchant has failed to pay Bank any amount when duewhendue.
(xj) Merchant has failed hasfailed to promptly perform or discharge any obligation under the Merchant this Agreement, the Settlement Account Account, or the Reserve Account.
(xik) Any of Merchant’s representations Merchant’srepresentations or warranties made in connection with the Merchant withthe Application or this Agreement was were not true or accurate when given, or there is a breach of any representation or warranty made by Merchant to Bank.
(xiil) Merchant has defaulted on in the performance of any of its obligations under this Agreement or any agreement it Merchant has with BankwithBank.
(xiiim) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legalprocess within fifteen (15) days of the Bank being served.
(xivn) The Operating Rules are amended in any way so that the continued existence of the Merchant this Agreement would cause Bank to be in breach of such Operating Rules.
(xvo) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated withdrawn, terminated, or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xviip) If any circumstances arise regarding Merchant or its business that create harm to reputation or loss of lossof goodwill to any Card Network, Merchant Bank, Processor, or the payment system.
q) Merchant engages in any activity that causes Bank to be in breach of Bank’s policies and procedures, the Operating Rules, or any applicable laws, rules, or regulations.
r) The circumstances otherwise warrant immediate termination.
s) Bank has evidence or has reached the conclusion, in its sole and absolute discretion but based upon reasonable facts, that Merchant has engaged in fraudulent activity to include failure to deliver goods and services as advertised or promised, or Merchant has engaged in fraudulent advertising practices.
t) Bank becomes aware that Merchant is accepting payments for goods or services not approved in advance by Bank and where Bank, any Card Network, the Operating Rules, or applicable laws, rules, or regulations specifically prohibits the sale of such, or where Merchant accepting payments forsuch unapproved goodsor servicescreates a risk of legal, financial, operational, reputationalor any other harm to Bank.
u) Any information concerning Merchant, Principals, or Guarantor(s) obtained by Bank is unsatisfactory to Bank, in Bank’s sole and absolute discretion.
v) Merchant’s percentage of error transactions or retrieval requests is excessive in the sole and absolute discretion and opinion of Bank.
w) Any insurance policy obtained by Bank or Merchant relating to Card Transactions and/or Chargebacks is cancelled or terminated for any Card Associationreason.
x) Bank does not or cannot perform its duties under this Agreement and Bank determines in its sole and absolute discretion that it is not feasible to provide the services contemplated by this Agreement to Merchant. Bank is not obligated to provide replacement services if Bank does not or cannot perform. Bank may selectively terminate one or more of Merchant’s approved locations without terminating this entire Agreement. Bank’s rights of termination under this Agreement are cumulative. A specific right of termination shall not limit any other right of Bank to terminate this Agreement expressed elsewhere in this Agreement. Notice of termination may be given orally or in writing (including electronically), and if given orally, shall be thereafter confirmed in writing.
Appears in 1 contract
Samples: Merchant Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the this Merchant Agreement, to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against XxxxxxxxMerchant, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the this Merchant Agreement, to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions exceeding one percent, or Chargebacks are in excess of three percent of any monthly dollar amount of Transactions.
(vi) There is an overdraft for three days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against XxxxxxxxMerchant, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx Merchant has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
Termination for Cause by Bank. Merchant Bank or Processor or Merchant Bank’s or Processor’s designated representative may terminate the this Merchant Agreement in its sole and absolute discretion, effective immediately, upon written, electronic or oral notice, except as otherwise stated in the Merchant Agreement, notice to Merchant if Merchant Bank or Processor reasonably determines that any of the following conditions exists:
(i) Merchant has violated any provision of the this Merchant Agreement.
(ii) There is a material adverse change in Merchant’s financial condition, material change in Merchant’s processing activity, processing activity inconsistent with the Merchant Application, or Merchant Bank or Processor determines in its sole discretion that Merchant’s processing activity could result in a loss to Bank.
(iii) A petition in bankruptcy has been filed by or against Merchant, Xxxxxxxx the Merchant is generally unable to pay its debts as they become due, a receiver, custodian, trustee, liquidator or similar official is appointed for a substantial portion of Merchant’s business, there is a general assignment for the benefit creditors, or the business terminates.
(iv) Any information which Merchant provided to Bank, including Merchant Application information, was false, incomplete or misleading when received, or has materially changed since Merchant provided such information.
(v) At any time during the term of the this Merchant Agreement, Xxxxxxxx has had a monthly ratio of Chargebacks to Transactions Charges exceeding one percentpercent (1%), or Chargebacks are in excess of three percent (3%) of any monthly dollar amount of TransactionsCharges.
(vi) There is an overdraft for three (3) days or more in the Settlement Account, or overdrafts in the Settlement Account are otherwise excessive.
(vii) Merchant or any of Merchant’s officers or employees has been involved in processing Transactions Charges with Bank or other parties arising from fraudulent or otherwise unauthorized transactions.
(viii) Merchant is or will be unable or unwilling to perform its obligations under the this Merchant Agreement or any applicable laws.
(ix) Merchant has failed to pay Bank any amount when due.
(x) Merchant has failed to promptly perform or discharge any obligation under the this Merchant Agreement, the Settlement Account or the Reserve Account.
(xi) Any of Merchant’s representations or warranties made in connection with the this Merchant Agreement was not true or accurate when given.
(xii) Merchant has defaulted on any agreement it has with Bank.
(xiii) Bank is served with legal demand, order or process seeking to attach or garnish any of the provisional credits arising out of or relating to the Merchant Agreement, Merchant’s funds or property in Bank’s possession,, and Merchant does not satisfy or appeal the legal process within fifteen (15) days of the Bank being served.
(xiv) The Operating Rules are amended in any way so that the continued existence of the this Merchant Agreement would cause Bank to be in breach of such Operating Rules.
(xv) Any Guaranty supporting Merchant’s obligations is revoked, withdrawn or terminated or altered in any way.
(xvi) Any governmental entity initiates proceedings against Xxxxxxxx, or Bank reasonably believes that a governmental entity may do so.
(xvii) If any circumstances arise regarding Merchant or its business that create harm or loss of goodwill to Bank or any Card Association.
Appears in 1 contract
Samples: Merchant Card Processing Agreement
