EXHIBIT 10.3
MEMORANDUM OF UNDERSTANDING
Between
Hana Bank
And
First Xxxx.Xxx Inc
This Memorandum of Understanding ("MOU") is made this 14th day of October, 1999
by and between Hana Bank, with offices situated at 000-0 Xxxxxxx-0 xx, Xxxxx-xx,
Xxxxx, Xxxxxxxx of Korea, and First Xxxx.xxx Inc., with offices at 000 Xxxxxx
Xxxxxxxx, 0 Xxxxx'x Xxxx Xxxxxxx, Xxxx Xxxx (respectively "First Ecom" and
"Hana"):-
1. First Ecom has a subsidiary company incorporated in Bermuda authorised
to process MasterCard and Visa Card payments for the purchase of goods
and services, including purchases transacted over the Internet.
2. The steps involved in the processing of such payments are described in
the attached summary and will be known as "E-commerce services".
3. Hana maintains banking relationships with merchants in the Republic of
Korea and wishes to enhance these relationships by engaging First
Ecom's payment processing services, subject to the terms and
conditions to be agreed.
4. First Ecom and Hana shall diligently work towards agreeing the terms
of a mutually satisfactory contract by which First Ecom shall provide,
and Hana shall engage, e-commerce services.
5. The terms of such agreement shall have regard to the rules made from
time to time by VISA International and MasterCard in relation to the
processing of credit card transactions, and shall require Hana to
ensure that its merchants to whom e-commerce services are extended are
informed of the need to abide by these rules at all times.
6. The terms of such agreement shall otherwise cover the cost of
e-commerce services, the duration for which these services are to be
provided, the circumstances in which the provision or engagement of
services may be terminated, terms relating to intellectual property,
together with other general terms and conditions customarily found in
international agreements.
7. First Ecom and Hana shall endeavour to reach a mutually satisfactory
agreement by November 30, 1999. However, as this MOU does not commit
either party to any legal obligations, failure to reach agreement by
that date shall not entitle either party to any form of remedy
whatsoever.
For and on behalf of For and on behalf of
Hana Bank First Xxxx.xxx Inc
(SIGNED) (SIGNED)
Authorised Officer Authorised Officer
Summary of
Ecommerce Services
The FEDS' processing system will provide the Bank's merchants (each of which is
herein defined as "Merchant") with the capability of accepting customer
transactions by way of on-line ordering. The system will exhibit the features
and services described below.
Upon making a purchase from the Merchant's website, a customer will click on a
"buy" icon and submit order details (product description & quantity, ordering
name, shipping address, etc), together with payment details (credit card
information);
The customer will then click on a "send" icon in order to instruct the
encryption and transmission of this information;
The information contained in the transaction will then be processed by FEDS's
proprietary systems and sent along with a request for authorization as follows:
o FEDS' systems will route transaction information to a dedicated
payment switch located in the tax neutral jurisdiction of Bermuda;
o FEDS' systems will then ensure that the transaction information is
routed to the relevant payment network for authorization.
Transaction information is then sent back to the payment switch in Bermuda and
in turn routed back to the Merchant along with the result of the authorization
request.
Where a transaction has been authorized, the Merchant may apply for settlement
and will receive funds by way of transfer to its account at the Bank.
