20210811100810 - Laserfiche WebLink

Home Browse Search

monitoring legal developments applicable to the operation of its business and Card operations including interpreting applicable state and federal laws, determining the requirements for compliance with all applicable state and federal laws. Consequently, Agent agrees that Processor has no responsibility to monitor or interpret laws applicable to Agent's business or Agent's selection of system options and programming, or to assure that Agent's selection of any system option or programming (either alone or acting in conjunction with other system options and programming selected by Agent) is consistent with laws applicable to Agent or the terms and conditions of Agent's agreements with, or disclosure to, its Cardholders or others. Processor shall use its best efforts to give Agent notice as soon as practicable prior to the making of any material changes to the System which are being made to comply with any known changes in federal or state laws, rules or regulations. Agent acknowledges and agrees that it is solely responsible for registering or qualifying their business, and shall obtain and maintain all necessary licenses, permits and consents to conduct its activities, in any jurisdiction that requires any such registration qualifications, license, permit or consent, except where the failure to do so would not have a material adverse effect. Agent shall implement and comply with the Card Security Requirements outlined in the Agent Boarding Packet. (c) Changes to Services. If any change in the Processing Services or the System are required by applicable laws, rules , regulations, Operating Rules of the Payment Networks, Issuer or other relevant financial institution, Processor shall promptly notify Agent of such modifications or changes and make modifications or changes, as necessary to, (i) the System and/or (ii) the manner and methods used to provide the Processing Services hereunder, as soon as practicable after Processor has been notified of such required changes by the Payment Network, Issuer or financial institution or learns of a law, rule or regulatory change. Any such modification or change so required shall be made without the need for Agent approval and at Processor's sole expense. Processor shall use its best efforts to give Agent timely notice of all material changes to the Program or System which are being made to comply with any known changes in federal or state laws, rules or regulations or the Operating Rules of the Payment Networks, Issuer or other relevant financial institution. 2. Representations and Warranties (a) Agent Representations and Warranties In the event that a Payment Network, Issuer, relevant financial institution or government agency shall notify Processor of any violation of laws, rules or regulations relating to Agent or transactions processed for Agent, Processor shall have the right, without liability to Agent for special or consequential damages, to terminate Processing Services on behalf of Agent under this Agreement until such time as Processor shall have been notified by the Payment Network, Issuer, financial institution or government agency that the violation has been corrected. Notwithstanding the foregoing, this provision is not intended to modify or alter the indemnification provisions contained elsewhere in this Agreement. Agent acknowledges and agrees that the System shall not be used to make or facilitate any transaction that is fraudulent or illegal in any applicable jurisdiction. Processor shall have the right to preclude anyone's involvement with the System who may, in Processor's sole determination, violate any federal or state law, rule or regulation, violate Operating Rules. Processor reserves the right to monitor Card activity on its System and to shut down and/or suspend Processing Services in the event that it determines, in its reasonable discretion, that there is illegal, unusual, or suspect activity occurring in relation thereto. Processor shall have no liability to Agent for any adverse financial or other consequences that may result from any action taken pursuant to this Section. iii. Agent acknowledges and agrees that card accounts and digital payments are Master Service Agreement Page 2 of 10