This dealer services agreement is between VANTIV, which is headquartered at 8500 Governors Hill Drive, Symmes Township, OH 45249-1384 and their designated member bank (“Acquirer”) and (“Submerchant” under the agreement between Submerchant and REV). IO (“Provider”) Acquirer will provide Submerchaant with certain payment settlement services (“Services”) under the terms of this agreement. Given the receipt of sub-mining credit or debit card payments and participation in programs related to MasterCard International Inc. (“MasterCard”), VISA U.S.A. Inc., Discover (“Visa”) and certain similar companies (together “CardBrands”), Submerchant is required to comply with the operating rules (defined below), as they relate to current credit and debit cards. If Submerchant meets certain conditions under the operating rules or requires another trademark or operating regulation, Submerchant may be required to establish a direct relationship with a company that is a member of the card brands. In implementing this agreement, Submerchant met this requirement. The purchaser believes, however, that Submerchant may have entered into contracts with the supplier for certain processing services and that the supplier may have agreed to be responsible, in whole or in part, for Submerchant`s commitments to Submerchant. NOW, THEREFORE, taking into account the above considerations and the reciprocal promises made to them, the parties agree that: they agree to be bound by any confirmation, consent or electronic agreement transmitted through our website. You declare that you have the authority to accept this agreement. You accept that any decision or act to click on a “I agree,” “I agree” or any other “button” or input field formulated in a similar way with a mouse, a button or other computer device, indicates your consent and is legally binding and enforceable and is the legal equivalent of your handwritten signature. Confidential information includes technical issues such as business processes or devices, data formulas, inventions and specifications; (ii) business issues such as information on costs, profits, prices, markets, sales, suppliers, employees, product plans and marketing plans or strategies; (iii) any other similar information that is not generally made public by a party; (iv) information containing confidential or protected information; and (v) confidential or protected information from third parties disclosed to a party as part of a confidentiality agreement and identified as confidential or proprietary. You agree (in the case of each of the following points, to the extent that such an agreement is not prohibited by mandatory provisions of the applicable law) that you do not do so: we will deprive you of a reserve equal to the percentage of your gross turnover (“reserve”) for each day in which you participate in our programs.
The reserve will be held in addition to the fees and fees that will be charged against you and will be maintained in accordance with the terms of the agreement. In addition, we may increase the percentage of gross reserve revenue in the event of excessive litigation, refunds and returns, or if we believe, at our sole discretion, that you or the products you are proposing pose a financial or reputational risk to us, or if we consider ourselves reasonably uncertain. We can finance the reserve by deducting payments due to you, by a charge on the billing account or by a claim on the amount needed to fully finance the reserve that you will meet in one (1) business day. You must not incriminate the reserve during the period during which it remains open, and you receive and execute the documents required by the financial institution where the reserve is formed that allows us to make such withdrawals and prevent you from debiting the reserve.