Common use of Requirements for Certain Transactions Clause in Contracts

Requirements for Certain Transactions. Merchant represents, warrants, and covenants that, to the best of its knowledge, each Transaction: (a) represents payment for or Refund of a bona fide sale or lease of the goods, services, or both, which Merchant has the legal right to sell and which is provided by Merchant in the ordinary course of its business; (b) is not submitted on behalf of a third party; (c) represents a current obligation of the Customer solely for the amount of the Transaction; (d) does not represent the collection of a dishonored check or the collection or refinancing of an existing debt; (e) represents goods that have been provided or shipped, or services that have actually been rendered, to the Customer; (f) is free from any material alteration not authorized by the Customer; (g) or the amount thereof, is not subject to any dispute, setoff, or counterclaim; (h) if such Transaction represents a credit to a Customer’s Payment Card, is a Refund for a Transaction previously submitted to Chase Paymentech; and (i) complies with the terms of this Agreement, applicable laws and all applicable Card Brand Rules. (j) disbursed or advanced any cash to the Customer (except as authorized by the Card Brand Rules) for itself or to any of its representatives, agents, or employees in connection with the Transaction; (k) accepted payment for effecting credits to a Customer or a Customer’s Payment Card; (l) made any representation or agreement for the issuance of Refunds except as stated in Merchant’s Refund Policy; (m) been provided with any information that would lead Merchant to believe that the enforceability or collectibility of the Transaction is in any manner impaired; and (n) submitted any Transaction that Merchant knows or should have known to be either fraudulent, illegal, damaging to the Card Brand(s), not authorized by the Customer, or otherwise in violation of any provision of this Agreement, applicable law, or Card Brand Rules. ; (o) for approved prepayments, advise the Customer: i. that payment is being made in advance of the shipment or provision of goods or services; and ii. the time when shipment or provision of the goods or services is expected; (p) obtain the Customer’s consent to periodically charge the Customer’s Payment Card on a recurring or periodic basis for the goods or services purchased, and: i. retain this permission for the duration of the recurring services and provide it upon request to Chase Paymentech or the issuing bank of the Customer’s Payment Card; and ii. retain written documentation specifying the frequency of the recurring charge and the duration of time during which such charges may be made; (q) prepare and submit for processing separate Transactions for each recurring, installment, or deferred payment only on the dates the Customer agreed to be charged and include in the Transaction the electronic indicator that the Transaction is a recurring one; and (r) not submit such Transactions after receiving: i. a cancellation notice from the Customer; or ii. notice from Chase Paymentech or any Card Brand (via authorization code or otherwise) that the Payment Card is not to be honored.

Requirements for Certain Transactions. Merchant representsAs to all Transactions, warrants, ▇▇▇▇▇▇▇▇ represents and covenants warrants that, to the best of its knowledge, each Transaction: (a) The Transaction Data (i) represents a payment for or Refund of a bona fide sale or lease of the goods, services, or both, which Merchant has the legal right to sell and which is provided by Merchant in the ordinary course of its business; , as represented in its Application; and (bii) is not submitted on behalf of a third party;. (cb) The Transaction Data represents a current an obligation of the Customer solely for the amount of the Transaction;. (dc) The Transaction is not for any purpose other than payment for the current Transaction. The Transaction does not represent the collection of a dishonored check or the collection or refinancing of an existing debt;. The Transaction does not represent payment for a previous Transaction or charge incurred at the Merchant or a Transaction that was previously charged back by the Customer, irrespective of Customer consent or approval. (d) Except as specifically stated in Merchant’s Application or otherwise approved in writing by Chase Paymentech in advance, with respect to any prepayment for services or full prepayment for custom-ordered merchandise manufactured to the Customer’s specifications, at the time Merchant accepts a Payment Instrument for any goods or services, the goods have been provided or shipped or the services actually rendered to the Customer. For approved prepayments, Merchant must advise the Customer (i) that payment is being made in advance of the shipment or provision of goods or services; and (ii) the time when shipment or provision of the goods or services is expected. (e) represents goods that have been provided or shipped, or services that have actually been rendered, to the Customer; (f) The Transaction Data is free from any material alteration not authorized by the Customer;. (gf) or The amount charged for the amount thereof, Transaction is not subject to any dispute, setoff, or counterclaim; (h) if such Transaction represents a credit to a Customer’s Payment Card, is a Refund for a Transaction previously submitted to Chase Paymentech; and (i) complies with the terms of this Agreement, applicable laws and all applicable Card Brand Rules. (jg) Merchant has not disbursed or advanced any cash to the Customer (except as authorized by the Card Payment Brand Rules) for or itself or to any of its representatives, agents, or employees in connection with the Transaction; (k) , nor has Merchant accepted payment for effecting credits to a Customer or a Customer’s Payment Card;. (lh) The goods or services related to each Transaction are Merchant’s property or Merchant has the legal right to sell them. (i) Merchant has made any no representation or agreement for the issuance of Refunds except as stated in Merchant’s Refund Policy;, which has been previously submitted to Chase Paymentech in writing as provided in Section 3, and which is available to the Customer. (mj) been provided with any Any Transaction submitted to Chase Paymentech to credit a Customer’s account represents a Refund for a Transaction previously submitted to Chase Paymentech. (k) Merchant has no knowledge or notice of information that would lead Merchant to believe that the enforceability or collectibility of the Transaction is in any manner impaired; and. Merchant has originated the Transaction and Transaction Data in compliance with this Agreement, applicable laws and all applicable Payment Brand Rules. (nl) Unless specifically stated in its Application or otherwise approved in writing by Chase Paymentech in advance, Merchant shall not accept Payment Instruments in connection with installment plans. If the Customer pays in installments or on a deferred payment plan, as previously approved by Chase Paymentech, a Transaction Data record has been prepared separately for each installment transaction or deferred payment on the dates the Customer agreed to be charged. All installments and deferred payments, whether or not they have been submitted to Chase Paymentech for processing, shall be deemed to be a part of the original Transaction. (m) Merchant has not submitted any Transaction that Merchant knows or should have known to be either fraudulent, illegal, damaging to the Card Payment Brand(s), not authorized by the Customer, Customer or otherwise in violation of any provision of this Agreement, applicable law, or Card Payment Brand Rules. ;. (on) for approved prepaymentsFor recurring Transactions, advise the Customer: i. that payment is being made in advance of the shipment or provision of goods or services; and ii. the time when shipment or provision of the goods or services is expected; ▇▇▇▇▇▇▇▇ must (pi) obtain the Customer’s consent to periodically charge the Customer’s Payment Card Customer on a recurring or periodic basis for the goods or services purchased, and: i. ; (ii) retain this permission for the duration of the recurring services and provide it upon request to Chase Paymentech or the issuing bank of the Customer’s Payment CardInstrument; and ii. and (iii) retain written documentation specifying the frequency of the recurring charge and the duration of time during which such charges may be made; (q) prepare and submit for processing separate Transactions for each recurring, installment, or deferred payment only on the dates the Customer agreed to be charged and include in the Transaction the electronic indicator that the Transaction is a recurring one; and (r) . Merchant shall not submit such Transactions any recurring transaction after receiving: i. : (i) a cancellation notice from the Customer; or or (ii. ) notice from Chase Paymentech or any Card Payment Brand (via authorization code or otherwise) that the Payment Card Instrument is not to be honored. Merchant shall include in its Transaction Data the electronic indicator that the Transaction is a recurring Transaction.

Requirements for Certain Transactions. As to all Transactions, Merchant represents, warrants, represents and covenants warrants that, to the best of its knowledge, each Transaction: (a) The Transaction Data (i) represents a payment for or Refund of a bona fide sale or lease of the goods, services, or both, which Merchant has the legal right to sell and which is provided by Merchant in the ordinary course of business, as represented in its business; Application; and (bii) is not submitted on behalf of a third party;. (cb) The Transaction Data represents a current an obligation of the Customer solely for the amount of the Transaction;. (dc) The Transaction is not for any purpose other than payment for the current Transaction. The Transaction does not represent the collection of a dishonored check or the collection or refinancing of an existing debt;. The Transaction does not represent payment for a previous Transaction or charge incurred at the Merchant or a Transaction that was previously charged back by the Customer, irrespective of Customer consent or approval. (d) Merchants that collect prepayment must advise the Customer (i) that payment is being made in advance of the shipment or provision of goods or services; and (ii) the time when shipment or provision of the goods or services is expected. (e) represents goods that have been provided or shipped, or services that have actually been rendered, to the Customer; (f) The Transaction Data is free from any material alteration not authorized by the Customer;. (gf) or The amount charged for the amount thereof, Transaction is not subject to any dispute, setoff, or counterclaim; (h) if such Transaction represents a credit to a Customer’s Payment Card, is a Refund for a Transaction previously submitted to Chase Paymentech; and (i) complies with the terms of this Agreement, applicable laws and all applicable Card Brand Rules. (jg) Merchant has not disbursed or advanced any cash to the Customer (except as authorized by the Card Brand Rules) for or itself or to any of its representatives, agents, or employees in connection with the Transaction; (k) , nor has Merchant accepted payment for effecting credits to a Customer or a Customer’s Payment Card;. (lh) The goods or services related to each Transaction are Merchant’s property or Merchant has the legal right to sell them. (i) Merchant has made any no representation or agreement for the issuance of Refunds except as stated in Merchant’s Refund Policy;, which has been previously submitted to Treasury in writing as provided in Section 3, and which is available to the Customer. (mj) been provided with any Any Transaction submitted to Processor to credit a Customer’s account represents a Refund for a Transaction previously submitted to Processor. (k) Merchant has no knowledge or notice of information that would lead Merchant to believe that the enforceability or collectibility collectability of the Transaction is in any manner impaired; and. Merchant has originated the Transaction and Transaction Data in compliance with this Agreement, applicable laws and all applicable Payment Brand Rules. (nl) Unless specifically stated in its Application or otherwise approved in writing by Treasury in advance, Merchant shall not accept Payment Instruments in connection with installment plans. If the Customer pays in installments or on a deferred payment plan, as previously approved by Treasury, a Transaction Data record has been prepared separately for each installment transaction or deferred payment on the dates the Customer agreed to be charged. All installments and deferred payments, whether or not they have been submitted to Processor for processing, shall be deemed to be a part of the original Transaction. (m) Merchant has not submitted any Transaction that Merchant knows or should have known to be either fraudulent, illegal, damaging to the Card Payment Brand(s), not authorized by the Customer, Customer or otherwise in violation of any provision of this Agreement, applicable law, or Card Payment Brand Rules. ;. (on) for approved prepaymentsFor recurring Transactions, advise the Customer: i. that payment is being made in advance of the shipment or provision of goods or services; and ii. the time when shipment or provision of the goods or services is expected; Merchant must (pi) obtain the Customer’s consent to periodically charge the Customer’s Payment Card Customer on a recurring or periodic basis for the goods or services purchased, and: i. (ii) retain this permission for the duration of the recurring services and provide it upon request to Chase Paymentech Treasury, Processor or the issuing bank of the Customer’s Payment CardInstrument; and ii. and (iii) retain written documentation specifying the frequency of the recurring charge and the duration of time during which such charges may be made; (q) prepare and submit for processing separate Transactions for each recurring, installment, or deferred payment only on the dates the Customer agreed to be charged and include in the Transaction the electronic indicator that the Transaction is a recurring one; and (r) . Merchant shall not submit such Transactions any recurring transaction after receiving: i. : (i) a cancellation notice from the Customer; or , or (ii. ) notice from Chase Paymentech Processor or any Card Payment Brand (via authorization code or otherwise) that the Payment Card Instrument is not to be honored. Merchant shall include in its Transaction Data the electronic indicator that the Transaction is a recurring Transaction.

Requirements for Certain Transactions. Merchant represents, warrants, represents and covenants that, to the best of its knowledge, warrants that each Transaction: (a) represents payment for or Refund of a bona fide sale or lease of the goods, services, or both, which Merchant has the legal right to sell and which is provided by Merchant in the ordinary course of its business, as represented in its Application; (b) is not submitted on behalf of a third party; (c) represents a current obligation of the Customer solely for the amount of the Transaction; (d) does not represent the collection of a dishonored check or the collection or refinancing of an existing debt; (e) represents goods that have been provided or shipped, or services that have actually been rendered, to the Customer; (f) is free from any material alteration not authorized by the Customer; (g) or the amount thereof, is not subject to any dispute, setoff, or counterclaim; (h) if such Transaction represents a credit to a Customer’s Payment Card, is a Refund for a Transaction previously submitted to Chase Paymentech; and (i) complies with the terms of this Agreement, applicable laws and all applicable Card Payment Brand Rules. (j) disbursed or advanced any cash to the Customer (except as authorized by the Card Payment Brand Rules) for itself or to any of its representatives, agents, or employees in connection with the Transaction; (k) accepted payment for effecting credits to a Customer or a Customer’s Payment Card; (l) made any representation or agreement for the issuance of Refunds except as stated in Merchant’s Refund Policy; (m) been provided with any information that would lead Merchant to believe that the enforceability or collectibility of the Transaction is in any manner impaired; and (n) submitted any Transaction that Merchant knows or should have known to be either fraudulent, illegal, damaging to the Card Payment Brand(s), not authorized by the Customer, or otherwise in violation of any provision of this Agreement, applicable law, or Card Payment Brand Rules. . (o) obtain permission from Chase Paymentech prior to submitting such Transactions for processing under this Agreement; (op) for approved prepayments, advise the Customer: i. that payment is being made in advance of the shipment or provision of goods or services; and ii. the time when shipment or provision of the goods or services is expected; (pq) obtain the Customer’s consent to periodically charge the Customer’s Payment Card on a recurring or periodic basis for the goods or services purchased, and: i. retain this permission for the duration of the recurring services and provide it upon request to Chase Paymentech or the issuing bank of the Customer’s Payment Card; and ii. retain written documentation specifying the frequency of the recurring charge and the duration of time during which such charges may be made; (qr) prepare and submit for processing separate Transactions Transaction Data for each recurring, installment, or deferred payment only on the dates the Customer agreed to be charged and include in the Transaction Data the electronic indicator that the Transaction is a recurring one; and (rs) not submit such Transactions after receiving: i. a cancellation notice from the Customer; or ii. notice from Chase Paymentech or any Card Payment Brand (via authorization code or otherwise) that the Payment Card is not to be honored.

Requirements for Certain Transactions. With respect to each Transaction submitted to us for processing, (i) TP3 shall ensure that TP3 and each Merchant represents, warrantsmeets each of the following requirements, and covenants (ii) TP3 represents and warrants that, to the best of its knowledge, each Transactionof the following requirements is met: (a) The Transaction Record represents payment or refund of payment, for or Refund of a the bona fide sale or lease of the goods, services, or both, which Merchant or TP3 has the legal right to sell and which is provided by Merchant in the ordinary course of its business;. (b) is not submitted on behalf of a third party; (c) The Transaction Record represents a current an obligation of the Customer solely for the amount of the Transaction;. (c) The Transaction Record does not involve any element of credit for payment of a previously dishonored Payment Instrument or for any other purpose than payment for a current transaction. The Transaction does not represent payment for a previous Transaction or charge incurred at the Merchant or a Transaction that was previously charged back by the Customer, irrespective of Customer consent or approval. (d) does not represent Except in the collection case of a dishonored check approved installment or pre-payment plans, the goods have been shipped or provided (or made available) or the collection or refinancing of an existing debt;services have been actually rendered to the Customer. (e) represents goods that have been provided or shipped, or services that have actually been rendered, to the Customer; (f) The Transaction Record is free from any material alteration not authorized by the Customer;. (gf) or The amount charged for the amount thereof, Transaction is not subject to any dispute, setoff, or counterclaim; (h) if such Transaction represents a credit to a Customer’s Payment Card, is a Refund for a Transaction previously submitted to Chase Paymentech; and (i) complies with the terms of this Agreement, applicable laws and all applicable Card Brand Rules. (jg) disbursed or Neither TP3 nor the Merchant nor any of their employees has advanced any cash to the Customer (except as authorized by the Card Payment Brand Rules) for itself or to TP3 or to any of its representatives, agents, or employees in connection with the a Transaction; (k) , nor has TP3 or Merchant accepted payment for effecting credits to a Customer. (h) The Merchant is free to sell the goods or services related to each Transaction. (i) All refunds shall be in accordance with all applicable return/cancellation policies, which have been previously submitted to Paymentech in writing as provided in Section 3, and which are available to the Customer and not subject to any other representations or agreements. (j) Any Transaction submitted to credit a Customer’s Payment Card;account represents a refund or adjustment to a Transaction previously submitted to Paymentech. (lk) made any representation Neither TP3 nor Merchant has knowledge or agreement for the issuance notice of Refunds except as stated in Merchant’s Refund Policy; (m) been provided with any information that would lead Merchant to believe indicate that the enforceability or collectibility collectability of the subject Transaction Record is in any manner impaired; and. The Transaction Record is in compliance with all applicable laws, ordinances, and regulations. The Transaction Record is originated in compliance with this Agreement and applicable Payment Brand Rules. (nl) For a Transaction where the Customer pays in installments or on a deferred payment plan, a Transaction Record has been prepared separately for each installment or deferred payment on the date(s) the Customer agreed to be charged. All installments and deferred payments, whether or not they have been submitted any Transaction that to Paymentech for processing, shall be deemed to be a part of the original Transaction. (m) Neither TP3 nor Merchant knows or should have known the Transaction to be either fraudulent, illegal, damaging to the Card Payment Brand(s), not authorized unauthorized by the Customer, or otherwise in violation of any provision of this Agreement, applicable law, Agreement or Card any Payment Brand Rules. ;Rule. (on) for approved prepaymentsFor recurring Transactions, advise the Customer: i. that payment is being made in advance of the shipment TP3 or provision of goods or services; and ii. the time when shipment or provision of the goods or services is expected; Merchant must (pi) obtain the Customer’s consent to periodically charge the Customer’s Payment Card Customer on a recurring or periodic basis for the goods or services purchased, and: i. ; (ii) retain this permission consent for the duration of the recurring services and provide it upon request to Chase Paymentech or the issuing bank of the Customer’s Payment CardInstrument; and ii. and (iii) retain written documentation specifying the frequency of the recurring charge and the duration of time during which such charges may be made; (q) prepare and submit for processing separate Transactions for each recurring, installment, or deferred payment only on the dates the Customer agreed to be charged and include in the Transaction the electronic indicator that the Transaction is a recurring one; and (r) . TP3 shall not submit such Transactions any recurring transaction after receiving: i. : (i) a cancellation notice from the Customer; or or (ii. ) notice from Chase Paymentech or any Card Payment Brand (via authorization code or otherwise) that the Payment Card Instrument is not to be honored. TP3 shall include in its Transaction Data the electronic indicator that the Transaction is a recurring Transaction.

Requirements for Certain Transactions. Merchant represents, warrants, and covenants that, to the best of its knowledge, each Transaction: (a) represents payment for or Refund of a bona fide sale or lease of the goods, services, or both, which Merchant has the legal right to sell and which is provided by Merchant in the ordinary course of its business, as represented in its Application; (b) is not submitted on behalf of a third party; (c) represents a current obligation of the Customer solely for the amount of the Transaction; (d) does not represent the collection of a dishonored check or the collection or refinancing of an existing debt; (e) represents goods that have been provided or shipped, or services that have actually been rendered, to the Customer; (f) is free from any material alteration not authorized by the Customer; (g) or the amount thereof, is not subject to any dispute, setoff, or counterclaim; (h) if such Transaction represents a credit to a Customer’s Payment Card, is a Refund for a Transaction previously submitted to Chase Paymentech; and (i) complies with the terms of this Agreement, applicable laws and all applicable Card Payment Brand Rules. (j) disbursed or advanced any cash to the Customer (except as authorized by the Card Payment Brand Rules) for itself or to any of its representatives, agents, or employees in connection with the Transaction; (k) accepted payment for effecting credits to a Customer or a Customer’s Payment Card; (l) made any representation or agreement for the issuance of Refunds except as stated in Merchant’s Refund Policy; (m) been provided with any information that would lead Merchant to believe that the enforceability or collectibility of the Transaction is in any manner impaired; and (n) submitted any Transaction that Merchant knows or should have known to be either fraudulent, illegal, damaging to the Card Payment Brand(s), not authorized by the Customer, or otherwise in violation of any provision of this Agreement, applicable law, or Card Payment Brand Rules. . (o) obtain permission from Chase Paymentech prior to submitting such Transactions for processing under this Agreement; (op) for approved prepayments, advise the Customer: i. that payment is being made in advance of the shipment or provision of goods or services; and ii. the time when shipment or provision of the goods or services is expected; (pq) obtain the Customer’s consent to periodically charge the Customer’s Payment Card on a recurring or periodic basis for the goods or services purchased, and: i. retain this permission for the duration of the recurring services and provide it upon request to Chase Paymentech or the issuing bank of the Customer’s Payment Card; and ii. retain written documentation specifying the frequency of the recurring charge and the duration of time during which such charges may be made; (qr) prepare and submit for processing separate Transactions Transaction Data for each recurring, installment, or deferred payment only on the dates the Customer agreed to be charged and include in the Transaction Data the electronic indicator that the Transaction is a recurring one; and (rs) not submit such Transactions after receiving: i. a cancellation notice from the Customer; or ii. notice from Chase Paymentech or any Card Payment Brand (via authorization code or otherwise) that the Payment Card is not to be honored.