27453d5f-013f-4c9c-b39d-4a8ab643d50e

‌MERCHANT APPLICATION

BUSINESS INFORMATION

Legal Name:

DBA:

Legal Address:

Physical Address:

City:

State:

Zip

City:

State:

Zip

Phone

Number:

Fax

Number:

Phone

Number:

Fax

Number:

FTIN:

Contact:

E-Mail:

Web Site:

OWNER or OFFICER INFORMATION

Name:

Date of Birth:

SSN:

Phone:

Current Address:

City:

State:

ZIP Code:

SETUP and PROGRAMMING INFORMATION

Avg. Ticket:

Monthly Volume:

Time Zone

Eastern

Mountain

Central

Pacific

Connection Type

WiFi

Ethernet

Cellular

Merchant Portal Access for the locations

Contact Name

Contact Email

MERCHANT ACCEPTANCE OF PROCESSING AGREEMENT

Each person signing below agrees to and certifies that all information provided in the application is true, correct, and complete. Each signer authorizes Greenway Payments/Service Provider ("SP") and/or the processor, Member Bank or any agent of the Member Bank, to make inquiries on behalf or in conjunction with SP and its locations, and/or that the Member Bank may deem appropriate to investigate, verify, or research references, statements or data, including OFAC verifications, background checks on business and on signer(s) personal credit reports for the purpose of this application. Merchant understands this

pre-application, and subsequent merchant agreements sent for approvals shall not take effect until SP has completed its own internal underwriting of location placement. The client certifies, under penalties of perjury, that the corresponding filing name and accurate information provided herein and are correct. All information, including this processing application, pricing, and information, is confidential, and information shall not be shared, communicated, or disseminated to any 3rd party without written permission.

Signature of Owner/Officer

Print Name of Owner/Officer

Title

Date

Sales Agent Signature

Agent ID Number

ISO Name

Date

Product	Per Unit	Quantity



Subtotal:
Tax:
Location Set Up:
Priority Shipping
Merchant Initials:

Convenience Fee: $ per transaction
	Merchant Rebate $

Merchant Initials: *Signer understands and agrees to applicable state tax.

			$
			$
			$
Terminal Placement			$
			$

Merchant Initials:

Merchant Contact Information for Invoicing		Contact Name
Contact Email		Contact Phone

Signature of Owner/Officer		Print Name of Owner/Officer		Title		Date
Sales Agent Signature		Agent ID Number		ISO Name		Date

ATM Operator Agreement and/or ATM Source of Funds Provider

Declaration Agreement

Select One:

Applicant is an Individual or a Sole Proprietor (complete Section C)

Applicant is a Company (complete Section D using information from the Articles of Incorporation)

Then check appropriate applicant role(s):

ATM Operator

ATM Source of Funds Provider

Both ATM Operator and ATM Source of Funds Provider

PATRIOT ACT DISCLOSURE:

IMPORTANT INFORMATION ABOUT PROCEDURES FOR BECOMING A CUSTOMER – To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each individual or entity who becomes a customer.

When you become a customer, we will ask for your name, address, date of birth, and other information that will allow us and our sponsor bank, Metabank, National Association (“Bank”), to identify you. We may also ask to see your driver’s license or other identifying documents.

Section A Terminal Deployment Location [Requires completion]
1. Name of Location (Doing Business As)		2. Physical Street Address of Location
3. City, State, Zip of Location		4. Location Phone Number
5. Business Tax ID Number of Merchant		6.Type of Business (Sole Proprietor, Partnership, LLC, Corporation, Financial Institution)
7. Merchandise/Services Sold where terminal is deployed		8. Financial Institution Number (FI#, FDIC, NCUA, ASI)
Section B Deployed Terminal Information [Requires completion]
9. Terminal Identification Number		10. Processor of deployed terminal
Section C Applicant is an Individual or a Sole Proprietor
11. Applicant First Name		12. Applicant Last Name
13. Applicant (Home) Physical Street Address		14. Applicant (Home) City, State, Zip
15. Applicant Social Security Number	16. Applicant Date of Birth (mm/dd/yyyy)	17. Applicant Home or Mobile Phone Number
Section D Applicant is a Company (Partnership, LLC, Corporation, Financial Institution)
18. Company Legal Name as stated on Articles of Incorporation		19. Company Address as stated on Articles of Incorporation
20. Company City, State, Zip as stated on Articles of Incorporation		21. Company Federal Employer Identification Number (FEIN)
Section E Application Declaration, Agreement between ATM Operator/ATM Source of Funds Provider and ISO
The undersigned Applicant (“the named ATM Operator/ATM Source of Funds Provider") provides consent to the undersigned ISO (“ISO”)for all the following and affirms that all information contained in this Application for Sponsorship, and any other documentation supplied thereto, is true and correct. Applicant understands that MetaBank, National Association ("Bank") sponsors the ATM Terminal and financial transactions on the ATM Terminal that the Applicant will financially participate in. (NOTE: Cashless, quasi-cash, scrip and any other point-of-sale (POS) transactions are NOT supported by this agreement) The Applicant is applying for an account relationship with Bank, as an ATM Operator and/or ATM Source of Funds Provider sponsored by the Bank. The Applicant acknowledges in order to fight the funding of terrorism and money laundering activities, Bank is required to verify the identity of each person who opens an account with Bank. The Applicant agrees that the Bank is authorized to obtain Consumer and (if applicable) Business Credit Reports and to undertake a criminal Background Investigation in connection with this Application. Applicant authorizes Bank or any of its agents to investigate information or data obtained from this application. If the Applicant is a company, Applicant hereby provided authorization for such Company. Applicant agrees to provide any further information, including financial data, as may be reasonably requested by Bank. Applicant may, upon written request, obtain a complete and accurate disclosure of the nature and scope of the investigation requested hereunder. Applicant acknowledges that Bank may accept or deny this Application in its reasonable discretion. Applicant agrees to comply at all times with applicable laws and regulations as well as banking, regulatory, and network rules, including but not limited to the Plus Systems, Inc., MasterCard/Cirrus, etc. Bylaws and Operating Regulations, which Bylaws and Operating Regulations may be amended from time to time. Applicant understands the Bank may terminate this relationship in Bank's sole discretion or in the event that the Applicant or ISO fail to comply with the Bylaws and Operating Regulations and/or governing regulations. Applicant agrees that they will indemnify and hold harmless the Bank, the processor, the Networks you participate in (including but not limited to Plus System, Inc., MasterCard/Cirrus, etc.) and Network Members, from and against any and all claims, losses, or damages arising out of Applicant’s or ISO's failure to comply with this Agreement, with applicable laws and regulations, and with the Bylaws and Operating Regulations and/or governing regulations Applicant agrees that the surcharge amount assessed at a sponsored Terminal shall be fair and reasonable and in accordance with Operating Regulations, Bylaws, and/or governing regulation
Signature of ATM Operator/ATM Source of Funds Provider		Signature of ATM ISO
Signature		Signature
Name		Name
Title/Date		Title/Date

Revised 02/22/2021

ACH Authorization Form

Check all that apply:

Vault Cash

Surcharge

Wireless

Location Name	Contact
Address
City	State	Zip	Phone #
Changing an existing account?	Yes No	TID: Existing Account #:

, legal name, (hereinafter referred to as ATM Operator) authorizes ATM Service Provider, or its designated assignee, referred to as ATM-SP, to initiate ACH transfer entries and to debit and/or credit the accountidentified herein for all Processing Services. This authorization shall remain in effect unless and until ATM-SP has received writtennotification from ATM Operator that this authorization has been terminated in such time and manner to allow ATM-SP to act. ATM-SPand ATM Operator agree and acknowledge that ATM-SP has the right, title and interest in and to credit and debit Account for the settlement of Terminal transactions and transaction adjustments on behalf of ATM Operator. ATM Operator agrees to comply with all electronic-fund-transfer network rules, regulations and requirements. ATM Operator has the authority to authorize ATM-SP to process their ATM transactions and enter into this agreement. ATM Operator shall hold ATM-SP harmless and indemnify, including attorney fees, in the event of a claim. ATM Operator acknowledges and understands that any relationship established between ATM Operator and ATM-SP is related to that certain Independent Sales Representative Agreement (the “Agreement”) between ATM-SP and the independent sales representative with whom you have contracted. Accordingly, ATM Operator agrees that ATM-SP shall have no further obligations to ATM Operator, of whatever sor or nature, if the Agreement terminates for whatever reason. For Settlement on behalf of ATM Operator’s Terminals and for payment of Expenses due and owing under this Agreement, ATM Operator shall establish and maintain an ACH Account. Settlement on non-banking days is held in queue at processor until the bank system opens for business. ATM Operator further agrees to maintain at all times in ATM Operator’s ACH Account a balance sufficient to pay all amounts due and owing to ATM-SP under this Agreement. , legal name, (hereinafter referred to as ATM Operator) authorizes ATM Service Provider, or its designated assignee, referred to as ATM-SP, to initiate ACH transfer entries and to debit and/or credit the accountidentified herein for all Processing Services. This authorization shall remain in effect unless and until ATM-SP has received writtennotification from ATM Operator that this authorization has been terminated in such time and manner to allow ATM-SP to act. ATM-SPand ATM Operator agree and acknowledge that ATM-SP has the right, title and interest in and to credit and debit Account for the settlement of Terminal transactions and transaction adjustments on behalf of ATM Operator. ATM Operator agrees to comply with all electronic-fund-transfer network rules, regulations and requirements. ATM Operator has the authority to authorize ATM-SP to process their ATM transactions and enter into this agreement. ATM Operator shall hold ATM-SP harmless and indemnify, including attorney fees, in the event of a claim. ATM Operator acknowledges and understands that any relationship established between ATM Operator and ATM-SP is related to that certain Independent Sales Representative Agreement (the “Agreement”) between ATM-SP and the independent sales representative with whom you have contracted. Accordingly, ATM Operator agrees that ATM-SP shall have no further obligations to ATM Operator, of whatever sor or nature, if the Agreement terminates for whatever reason. For Settlement on behalf of ATM Operator’s Terminals and for payment of Expenses due and owing under this Agreement, ATM Operator shall establish and maintain an ACH Account. Settlement on non-banking days is held in queue at processor until the bank system opens for business. ATM Operator further agrees to maintain at all times in ATM Operator’s ACH Account a balance sufficient to pay all amounts due and owing to ATM-SP under this Agreement. It is the responsibility of the ATM Operator to verify that all information contained in the exhibits and all other forms submitted by ATM Operators to ATM-SP or any modification thereof is correct and complete. ATM-SP has no responsibility to verify any such information and will not be responsible for any Expenses, claims, damages, liability, loss, demands or any causes of action arising out of or related to any incorrect information submitted to ATMSP or any notice of change related thereto. ATM Operator shall audit and balance the data contained in the periodic statements and summary reports provided by ATMSP and shall promptly notify ATMSP of any disputed item or items on such periodic statements and summary reports. All shortages and adjustments must be reported to ATMSP within 7 days or ATM Operator assumes full liability. If following ATM Operator’s timely notice ATM-SP determines that the disputed item was credited or debited in error by ATM-SP, ATM-SP shall use commercially reasonable efforts to correct the error. However, ATM-SP shall not be liable for any damages, interest, or Expenses associated with any error by ATM-SP or for recovery of any amounts which were transmitted in error over thirty (30) days prior to the date ATM-SP receives notice from ATM Operator. In such an event, ATM-SP will use commercially reasonable efforts but shall be under no obligation to incur any Expense to recover the same on ATM Operator’s behalf.

Print Name	Date
Signature

Name on Account

Bank Name

Address

Account Type

Checking

Savings

City

State

Zip

Accumulation

Lumped

Separate

Please Fill in New Routing Number and Account Number Below

Routing #

Account #

COMPLETE THIS SECTION FOR ACCESS TO REPORTS
User Name	Email

Settlement Funding and Disputes/Chargebacks Agreement

This Settlement Funding and Disputes/Chargebacks Agreement (“Agreement”) is entered into this day of , 20 by and between Payment Service Provider (hereafter referred to as “Provider”), and (“Merchant”). . Introduction. Provider is engaged in the business of payment processing (“Payment Processing Services”). Provider acts as agent for the payment of cash to consumers approved by the Merchant (all such services collectively being “Merchant Services”), and providing processing services for electronic funds transfer activity (“Processing Services”) generated from the Merchants Point of Sale Device (“Equipment”). Merchant desires to retain Provider to provide them with Merchant Services at their locations. . Covenants. For valuable consideration, the receipt and sufficiency of which is hereby acknowledged, merchant agrees as follows: Settlement Deposits. Merchant will instruct and direct Provider by providing the account to which settlement and surcharge funds should be forwarded. Provider shall have no liability for any disputes or disagreements over funds, once funds are released to the account that is designated by the Merchant or an authorized representative of Merchant. Disputes / Chargebacks. Merchant is solely responsible for all cardholder disputes and/or cardholder chargebacks that a customer may file through their (customer’s) bank. This applies to any and all transactions that are run through Card Processing Service Terminals / Equipment. This also includes any and all disputes that occur even after Merchant is no longer using the Payment Processing Services. Merchant agrees that as to all disputes, disagreements and chargebacks as referred to herein, Merchant shall indemnify, defend and hold harmless Provider from any and all liability whatsoever, inclusive of the legal fees of Provider’s counsel of choice. Merchant agrees that Provider has the right to debit Merchant's bank account on record for any and all outstanding customer disputes or chargebacks, or related charges/liability that cannot be resolved successfully through the banking system. We have carefully reviewed this Agreement and agree to and accept its terms and conditions. This Agreement supplements the existing agreements between the parties.

Legal Name of Merchant's Business:

DBA Name of Merchant's Business:

Complete Address of Merchant's Business:

Merchant's Signature:

Date of Signature:

Merchant's Full Printed Name:

Your Position within the Company:

Print what position You hold with the merchant’s company – Must be owner, company officer, or a position of authority with merchant’s company.

ACH Authorization Form

Please provide all required information listed below

Financial Institution Name:
Financial Institution Address:
Financial Institution Phone Number:
Routing Transit Number:
Account Number:
Account Type:	Checking Savings Money Market Credit Union

This document certifies an ACH processing agreement between SP, its assigns and successors ("Processor") and ("Customer"). The Customer enters into an agreement with the Processor to process the Customer's ATM disbursements, debits, and deposits through the Automated Clearing House (ACH) system. The Processor and Customer agree to the following: (a) The customer authorizes the Processor to transmit debit and or credit entries to the bank through the ACH system. (b) Entries transmitted by the Processor shall comply with all provisions of the operating rules of the National Automated Clearing House Association. (c) Customer agrees that any entry transmitted by the Processor is deemed as authorized, initiated and transmitted by the Customer. (d) Any party may terminate this agreement at any time, for any reason immediately upon giving written notice to the other party. (e) This ACH agreement shall be in accordance with and governed by the laws of the state of Nevada. (f) The venue shall in be the Clark Co Judicial District. If there is any dispute of the violation of any of the provisions by either party, the parties agree to submit the dispute to the binding arbitration either by the Clark Co Alternative Dispute Resolution Council. SP agrees to credit/debit the Customer's account at:

AUTHORIZING ACCOUNT HOLDER:

Company Name:*	Attention:
Address:*
Work Phone Number:*	Mobile Number:
Email Address:*
Signature:*	Date:*

PLEASE ATTACH A PRE-PRINTED VOIDED CHECK HERE. BAWK DRAFTS AWD DEPOSIT SLIPS ARE WOT VALID. IF WO PRE-PRINTED CHECKS AVAILABLE, ATTACH A BAWK LETTER IW PLACE OF PRE-PRINTED CHECK.

‌Instructions to complete the ATM Source of Funds Provider Declaration Agreement

This is a standard form that is required by the bank.

Since our payment system runs on the ATM rails, the bank considers it an ATM terminal. Since the ATM terminal(s) are at your business location and you are directly involved in the transaction, the bank therefore considers you the "Source of Funds", just as if you had an ATM machine dispensing cash.

Instead of a customer withdrawing cash from a Cash dispensing ATM (source of funds); your business is actually acting as the "source of funds". The funds will be replenished / deposited directly into your account.

This is a necessary form that the banks require to keep everything compliant and to ensure that services and funds do not aid terrorists or involve money laundering.

Instructions:

If you are a single location, individually owned and whose personal name is on the banking information/checking account, then please complete sections A, B & D.

If you are a registered LLC, Corp, or other legal entity, and whose banking information/checking account is in the business name, then please complete sections A, C and D.

AUTHORIZATION

Client agrees to obtain authorization from Receivers pursuant to the requirements of the Rules and Regulations prior to debiting and/or crediting Receivers accounts. Client will maintain copies of the authorizations.

REPRESENTATIONS REGARDING AUTHORIZATION

Client represents and warrants with respect to all Entries originated by Client that (1) each Receiver has authorized the debiting and/or crediting of its account, (2) each Entry is for an amount agreed to by the Receiver, and (3) each Entry is in all other respects properly authorized. Client agrees to indemnify SP and its assigns and affiliates for any losses, liabilities, costs, or expenses (including attorney's fees and costs) relating to, arising out of, or otherwise involving any breach of these representations and warranties. These representations and warranties by Client shall survive termination of the Agreement. Client understands that SP and its assigns and affiliates may rely solely on identification verification and validated card numbers provided by the Client to determine the bank and account of a Receiver even if the numbers identify a bank or account holder different from the one identified by the Client. Client will indemnify SP and its assigns and affiliates for any losses, liabilities, costs, or expenses suffered or incurred as a result of an incorrect account or other misidentification.

REGULATORY COMPLIANCE

Client bears the final responsibility to ensure that the Client’s policies and procedures meet the requirements of the Rules and Regulations. Client is encouraged to consult counsel regarding compliance with the Rules and Regulations whenever there is any doubt about compliance. Client represents and warrants that all Entries originated by Client and processed by SP for the Client comply with all applicable Rules and Regulations, including without limitation the following Regulations:

Electronic Fund Transfer Act (15 U.S.C. §§ 1601, et seq.) and Regulation E (12 C.F.R. 205, et seq.), if applicable
Uniform Commercial Code Article 4-A, if applicable
Federal Reserve Board Regulation J, if applicable
The rules and sanctions laws of the Office of Foreign Assets and Control (“OFAC”)
National A.C.H. Association Rules
All applicable state laws and regulations

Client further represents and warrants that it shall not originate any Entries that constitute a violation. These representations and warranties by Client shall survive termination of this Agreement. Client will indemnify SP and its assigns and affiliates for any losses, liabilities, costs, fines, or expenses (including attorney's fees and costs) relating to, arising out of, or involving any breach of these representations and warranties or failure to comply with any applicable Rules or Regulations. SP and its assigns and affiliates may immediately cancel this Agreement if SP reasonably believes that Client is violating or has previously violated any applicable Rules or Regulations or is in breach of these representations and warranties.

RECORD KEEPING REQUIREMENTS

Client shall keep and make available to SP, and its assigns, successors, and affiliates, for a period of 12 months from the date the record is produced, all transaction records including, but not limited to, all verifiable consumer authorizations. Client agrees to provide copies of such documents or records immediately upon written request from SP. The Client shall deliver to SP within one business day any such authorization request and if withheld or delivered later than ten (10) business days, the transaction(s) pertaining to such request will be deemed a chargeback or an unauthorized transaction with applicable fees and costs assessed.

NOTICE OF ERRONEOUS UNAUTHORIZED TRANSFERS

Client agrees to promptly and regularly review all entries and other communication received, and to immediately notify SP and its assigns and affiliates if there are any discrepancies between Client’s records and those provided by SP, the FI, or Client’s bank, or with respect to any transfer not authorized by Client. If Client fails to notify SP within Seven (7) days of the date and mails or otherwise provides a statement of account or other reports of activity to Client, the Client will then be solely responsible for all losses or other costs associated with any erroneous or unauthorized transfer.

INDEMNITY

Client agrees to indemnify, hold harmless, and defend SP and its assigns and affiliates, and any Third-Party Sender from and against any and all losses, liabilities, costs, or expenses suffered or incurred relating to, arising out of or involving any breach of their representations and warranties set forth in this Agreement, or the failure of Client to comply with the terms of the Agreement, or the Rules and Regulations.

GREENWAY PAYMENTS (SERVICE PROVIDER), ITS ASSIGNS, AND AFFILIATES, RESPONSIBILITIES ACCEPTING TRANSACTIONS. SP and, its assigns, and affiliates will only be responsible for processing Entries that have arrived at its premises in proper format and on a timely basis. SP will advise Client of any applicable cut-off time. Client does not have the right to cancel or amend any entry after submission.

LIMITS OF LIABILITY.

SP and, its assigns, and affiliates will be responsible for the performance of services as a Third-Party Processor in accordance with the terms of this Agreement and the Rules and Regulations. SP will not accept responsibility for errors,acts, or failure to act by others, including but not limited to, banks, communication providers, common carriers, networks, or clearinghouses, through which Entries may be passed and/or originated.

?SP, its assigns, and affiliates are not responsible for any loss, liability, or delay caused by fires, earthquakes, war, civil disturbances, power surges or failures, acts of governments, labor disputes, failures in communication networks, intervening criminal or tortuous acts of third parties who are not within SP, its assigns, and affiliates, control or employ, legal constraints or other events beyond its control.

ADDITIONAL TERMS AND CONDITIONS

FEES AND PAYMENT

SP will notify Client in writing of fees due for services rendered. Any changes to the existing fee structure, as stated in this Agreement, must be made in writing to the Client with Thirty (30) days' notice. Client also agrees to provide SP the information necessary to debit Client’s account(s) for fees due, including for payment of returned Entries. If Client returns a transaction initiated by SP, its assigns, and affiliates, and this transaction is in accordance with the terms of this Agreement, Client will be charged a $50.00 return fee per occurrence.

VENUE

Any and all legal action shall take place in the State Court located in Clark County, Nevada, or United States Federal Court in the District of Nevada, and no other courts or administrative body or proceeding shall have or retain any other jurisdiction.

ASSIGNMENT

In some cases, SP and its Third-Party Senders are providing some of the processing Services specified in this Agreement, and as a result, these third-party services partners shall be an intended third-party beneficiary of this Agreement between SP and the Client. Each third-party services partner shall have the right to enforce directly against Client the terms of this Agreement which relate to the provision of the third-party services partner’s processing services to Client and the ownership and protection of the intellectual property rights of the third-party services partner and its licensors in and to its processing services. Client acknowledges that the third-party services partners shall have no responsibility or liability with regard to SP, its assigns, and affiliate’s obligations to Client under this Agreement.

CONFIDENTIALITY

Each party represents, warrants, and mutually agrees that all information concerning the other Party which comes into its possession during the term of this Agreement shall be maintained as confidential and shall not be used or divulged to any other party except as necessary to permit the activities contemplated under this Agreement or as required by law.

GOVERNING LAW

This Agreement and all claims related to or arising under this Agreement are governed by and shall be construed under the laws of the State of Nevada without regard for the principles and conflicts of law.

ARBITRATION

Any and all disputes between the parties shall be resolved solely by binding arbitration pursuant to the terms of this Paragraph unless SP and its assigns and affiliates have reason to suspect fraud or possible fraudulent activity, in which case only SP may seek legal recourse. The arbitration shall be adjudicated by a panel of three arbitrators in accordance with the Rules of the American Arbitration Association (“AAA”). The arbitration shall be held in Las Vegas, NV. The arbitrators shall be selected as follows: One arbitrator shall be selected by SP, one arbitrator shall be selected by Client, and the third arbitrator shall be selected by the other two arbitrators. All arbitrators shall be selected from a list prepared by AAA (subject to AAA’s conflicts of interest rules) unless otherwise agreed by the parties. Each party agrees that it shall pay (a) its own expenses of arbitration; (b) one-half of the costs of commencing an arbitration with the AAA; and (c) one-half of the remainder of any costs of the arbitration, including the costs of the arbitrators, subject to a subsequent award of such costs by the arbitrators. The decision or award of the arbitrators shall be final and binding upon the parties. The arbitrators shall have the authority to award any type of legal or equitable relief available in a court of competent jurisdiction, including, but not limited to, the costs of arbitration and attorneys’ fees, to the extent such damages are available under law. Nothing in this Paragraph shall limit a court from granting a temporary restraining order or preliminary injunction in order to preserve the status quo of the parties pending arbitration. Any arbitration award may be entered as a judgment or order in any court of competent jurisdiction. No party shall have the right to file an appeal of the arbitrators’ award. The prevailing party shall be entitled to an award of its reasonable attorneys’ fees and costs.

AGREEMENT MODIFICATION

Notice must be made in writing before this Agreement can be modified. Use of services after any such modification shall evidence acceptance of the modification(s).

LIABILITY

RELIANCE ON MERCHANT

In the performance of the services required by this agreement, SP, its assigns and affiliates, its third-party sender, and the FI shall be entitled to rely on the information, representations, and warranties that Merchant or its authorized individuals provide, and shall not be responsible for the accuracy, completeness, or authenticity thereof.

DISCLAIMER

This agreement is a service agreement. The services and other individual components are provided “as is” without warranties of any kind, express or implied. SP, its assigns and affiliates, its third-party sender, and each FI, disclaim all other representations or warranties, express or implied, made to Merchant or any other person, including, without limitation, any warranties regarding non-infringement, quality, suitability, merchantability, fitness for a particular purpose, or otherwise of any services or any goods provided incidental to the services provided under this agreement.

CONSEQUENTIAL DAMAGES

In no event will SP, its third-party sender, or the FI be liable for lost profits, loss of use, loss of data, business interruption, cost of procurement of substitute services, or other special, incidental, indirect, or consequential damages, however caused, and under any theory of liability. These limitations will apply whether or not a party has been advised of the possibility of such damages and notwithstanding any failure of essential purpose of any limited remedy. The parties acknowledge that the consideration bargained-for in this agreement was based upon the foregoing limitation of liability.

LIMITATION OF LIABILITY

Subject to the foregoing, SP, its third-party sender’s, and/or each FI’s joint and several liability for damages of any kind or nature in connection with this agreement shall in no event exceed the lesser of: (a) the charges for the transactions which SP, its assigns, and affiliates, has failed to process in accordance with this agreement or (b) $5,000.

FORCE MAJEURE

Notwithstanding anything in this agreement to the contrary, in no event shall SP, its third-party senders, or any FI be liable or responsible for any delays or errors in its performance of the services contemplated in this agreement. If and to the extent such default or delay is caused, directly or indirectly, by (i) fire, flood, elements of nature or other acts of God; (ii) any outbreak or escalation of hostilities, war, pandemic, riots or civil disorders in any country; (iii) any act or omission by Merchant or any government authority; (iv) any labor disputes (whether or not employees’ demands are reasonable or within the party’s power to satisfy); or (v) the non-performance by a third party, including without limitation, failures or fluctuations in telecommunications or other equipment. In any such event, SP and its assigns and affiliates, its third-party senders, and each FI shall be excused from any further performance and observance of the obligations so affected.

TERM AND TERMINATION

This Agreement is effective from the date hereof and shall continue for a term of two (2) years. Thereafter, this Agreement shall be automatically renewed for consecutive one (1) year periods unless either party gives the other written notice of non-renewal at least thirty (30) days prior to the expiration date of the current term. This Agreement may be terminated by SP, its assigns, and affiliates, at any time with 30 days written notice or as otherwise provided by the terms of this Agreement. Immediately upon termination of the Agreement, whether by expiration or otherwise, SP’s obligation to provide services under the Agreement shall cease, and any unpaid amounts due and owing by Client shall become immediately due and payable. Payment for any services rendered or any other obligation or liability owing at the time of termination shall not be affected by the termination of this Agreement. If Client terminates the Agreement without the prior written approval of SP, before the two-year term or current renewal term has expired, SP reserves the right to debit Client for full value of any equipment, accessories, tax, and shipping costs ("items") supplied to Client, other than items that were paid for as "purchased in full."

DAMAGE WAIVER

SP, its assigns, and affiliates, will not be liable to the Client for any special, consequential, indirect, or punitive damages whether or not (1) any claim for these damages is based in tort or contract law or (2) either party knew or should have known the likelihood of these damages in any situation. SP and its assigns, and affiliates make no representations or warranties other than those expressly made in this Agreement.

FUNDING POLICY

Client acknowledges that funding for each origination will be delayed for a minimum of one (1) business day, and the amount disbursed will be the origination amount less returned items, processing fees, chargebacks, additional fees, surcharges, and any reserve amount as required.

ENTIRE AGREEMENT

This Agreement makes up the entire Agreement between the parties concerning transaction processing services.

SEVERABILITY

In the event any provision of this Agreement is held invalid, illegal, or unenforceable by a court of competent jurisdiction, only that provision shall be severed from this Agreement, and the remaining provisions shall continue in force, provided that each Party preserves the substantial benefits of the bargain contemplated in this Agreement.

EXECUTION IN COUNTERPARTS; COPIES

This Agreement, including all Exhibits and Addendums thereto (which are incorporated as part hereof), may be executed in the original or by facsimile or e-mail in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile and photocopies of this Agreement shall be considered originals for all purposes, including, but not limited to, any court or arbitration proceedings.

‌IN WITNESS WHEREOF, the undersigned have executed and delivered this Agreement as set forth below.

FOR: GREENWAY PAYMENTS, AND IT'S AFFILIATES

Manager Signature:

Manager Name:

Manager Date:

FOR ("MERCHANT"):

Merchant Signature

Merchant Name

Merchant Title:

Merchant Date:

Merchant Address for Notice Purposes:

Street Address:

City/State/Zip:

TERMINAL PLACEMENT PROGRAM

, understand to the following.

Merchant Business Name,

Merchant will be furnished with POS/POB terminal(s) for service(s) associated with Greenway Payments. Merchant understands that EQUIPMENT will be considered as loaned to Merchant for as long as merchant is using service(s). Merchant agrees to terms of Terminal Placement Program until such time that equipment is received by Greenway Payments. If service is terminated, Merchant must return equipment in good cosmetic and working condition within (10) Ten business days to avoid being charged the valued cost of EQUIPMENT.

I agree to the following terms of Placement Program:

Recurring: $29.95 per month per terminal.

I understand that I will be billed upon order of equipment.

PLEASE ATTACH VOIDED CHECK TO BE USED IN ASSOCIATION WITH

THIS AGREEMENT *(if different than account on file for service)

Account #

Routing #

Equipment:

Authorized Signers printed name

X(signature) date

Warranty

Merchant shall receive a replacement of any terminal due to equipment failure under normal usage at No Cost to Merchant. If it is determined the failure was caused by physical abuse or tampering with software (corruption of operating system due to unauthorized downloading of apps, etc); Merchant will pay 50% of cost of replacement. *Limit of 3 replacements annually, per terminal under warranty, for cause other than qualifying as "No Cost" replacement.