HomeMy WebLinkAbout4850 �,�� ����
J.I? IVlorgan
July 25, 2016
City of BremeRon, Washington
345 6th Street,Suite 600
Bremerton, Washington98337
Attn:Cathy Johnson
Dear Cathy:
We are making changes to your Master Commercial Card Agreement (or other similar agreement, the '`Agreement'').
Effective March 17,2017, the fees applicable to your U.S.program(s)are changing. Yournew fees are attached hereto and
will replace the fees that currently apply. Any terms of your Agreement not described herein will remain in eftect.
Unless we are notified by you to the contrary,J.P. Morgan will continue to issue cards under the temis of your Agreement
and the changes contained herein.The continued use of your cards is evidence of your agreement to be bound by your new
fees in accordance with the ternis of the Agreement.
If you have any questions,please feel free to contact [aura Cffeen at 847�88-5740 or laura.l.green@jpmchase.com.
Kind Regards,
By:
John Skinner
Managing Director, Co�ranercial Card
J.P. Morgan
10 South Dearbom,Floor 06, Mail Code IL1-0286, Chicago, IL 60603
JPMorgan Chase Bank, N.A.
Coirnnercial Card
The following are the fees associated with U.S. Commercial Card programs:
ST�AN�D,AItD SFRVICES AND F'EES
Late paymentcharge Central bill: 1% offull amountpastdueassessedatendoftheCycle in which
payment first became due and each C�cle thereafter
Individual Bill: 1% of full amount past due assessed 28 days after end of the
C�cle in which payment tirst became due and each Cycle thereafter
Intemational transaction 1.5% of the U.S. Dollar amount charged
Rush card $25 per card if processed through the Bank. If processed through the Credit
Card Network, the Client shall pay any fees charged by the Credit Card
Network.
�Standard card $0.00
ADDII70NAL SFR�'1C6 AND FFESS
Cash advances 2.5% of amount advanced($2.50 minimum with nomaximum)
Convenience check 2%of check amount($1.50 minimum with no ma�amum)
Logo plastic (hot stamp) $O.UO
Executive card $75 annual fee percard
Corporate card rewards $75 annual fee per card. A rewards program annual fee of$75 will be assessed
to each Cardholder's travel card account.The annual fee�vill be divided as
follows: $35 dollars will covertheBank's administrative costsandthe
remaining $40 will be put into the Client's redemption pool. The Bank may at
any time change the amount of the annual fee and/or the allocation of this
amount without notice. If the rewards program redemption expenses incurred
each calendar year(regardless of when points are eamed)exceed the amount of
funds available in the redemption pool(the"e�ccess redemption e�enses"),the
excess redemption e�enses will be deducted from any rebate.If the rebate
eamed is not sufficient to cover the excess redemption e�enses,the Bank will
invoice the Client for the excess redemption expenses.The Client shall pay
such invoice within 14 days of receipt.
If the Client requests services not listed in this table,the Client agrees to pay the fees associated with such services.
10 South Dearbom,Floor 06, Mail Code IL1-0286, Chicago, IL 60603
JPMorgan Chase Bank, N.A.
Commercial Card
CathyJohnson
From: Cathy Johnson
Sent: Tuesday, September 06, 2016 10:12 AM
To: 'Green, Laura L'
Subject: RE: City of Bremerton &J.P. Morgan Commercial Card Agreement Update—
Acknowledgment Requested
This email is to acknowledge receipt and agreement for the Master Commercial Card Agreement changes provided in
your July 25, 2016 letter. We understand that these changes are effective March 17, 2017. Sorry for the late response.
C'�ttlii�,lolinson
Director of Financial Services
City of Bremerton
345 6th Street, Suite 600
Bremerton, WA 98337
360 473-5296 office
cjohnson@ci.bremerton.wa.us
�I ..._._._.._._.._......�.__ __..._._............._..............._..._....._...................._...�...�..�........____..__.._w__w_._............__.._.......... .._. .._................._........._..._._.............._..�.... ...._..�._
From:Green, Laura L[mailto:laura.l.green@jpmchase.com]
Sent:Sunday,July 24,2016 6:19 AM
To:Cathy Johnson<Cathy.Johnson@ci.bremerton.wa.us>
Cc:Green, Laura L<laura.l.green@jpmchase.com>
Subject:City of Bremerton &J.P. Morgan Commercial Card Agreement Update—Acknowledgment Requested
Importance: High
Dear Cathy,
With the announcement in early March by J.P. Morgan to update the commercial card product offering and consolidate
all Commercial Card clients to a single transaction processor(TSYS),we have been working with City of Bremerton to
review the specific program changes that will take effect with the conversion.
To support these changes,the attached Amendment has been prepared to update our existing Commercial Card
Agreement. This includes updates to J.P. Morgan's Fee Schedule that will become effective with the change to the TSYS
processor. All existing Commercial Card programs will convert effective March 17, 2017; any existing Single Use
Account(SUA) programs will convert with the scheduled SUA conversion wave.
In keeping with the timeline necessary to meet critical conversion milestones, please distribute the document as
appropriate within your organization, and kindly acknowledge receipt of the Amendment via email by August 1,
2016. Should you have any questions, please feel free to contact me at 847-488-5740.
Regards,
Laura L. Green � Vice President - Relationship Manager � Commercial Card � Phone: 847.488.5740 � Overnight Mail
Address: )PMorgan Chase, 2500 Westfield Dr, IL1-6400, Elgin, IL, 60124 � laura.l.green jpmchase.com
i
This communication is for informational purposes only. It is not intended as an offer or solicitation for the
purchase or sale of any financial instrument or as an official contirmation of any transaction. All market prices,
data and other information are not warranted as to completeness or accuracy and are subject to change without
notice. Any comments or statements made herein do not necessarily reflect those of JPMorgan Chase & Co., its
subsidiaries and affiliates (collectively, "JPMC"). This transmission may contain information that is proprietary,
privileged, confidential and/or exempt from disclosure under applicable law. If you are not the intended
recipient, you are hereby notified that any disclosure, copying, distribution, or use of the information contained
herein(including any reliance thereon) is STRICTLY PROHIBITED. If you received this transmission in error,
please immediately contact the sender and destroy the material in its entirety, whether in electronic or hard copy
format. Although this transmission and any attachments are believed to be free of any virus or other defect that
might affect any computer system into which it is received and opened, it is the responsibility of the recipient to
ensure that it is virus free and no responsibility is accepted by JPMC for any loss or damage arising in any way
from its use. Please note that any electronic communication that is conducted within or through JPMC's systems
is subject to interception, monitoring, review, retention and external production in accordance with JPMC's
policy and local laws, rules and regulations; may be stored or otherwise processed in countries other than the
country in which you are located; and will be treated in accordance with JPMC policies and applicable laws and
regulations. Please refer to http:%/www.jpmor�an.comipages/disclosures for disclosures relating to European
legal entities.
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Contract Number: 4850
Vendor: JPMORGAN CHASE BANK N A
Subject: Commercial Card Agreement
Department: Finance
File Class: LEG 12-1
Begin Date: 8/12/2009
End Date:
Review Date: 6/1/2016
Vault Date:
Comments: Automatic annual renewal; First Amendment 1/1/14
FIRST AMENOMENT TO
COMMERCIAL CARD AGREEMENT
Thls Fi!st Amer►dment(the"AmendmenY')to the Cammerciel Card Agreement dated August 12, 20U9(as may be amended,rasf�ted or
rep;aced from�fine So 4me including the additlan of arry addendum.exhibit or schedu�e thereto,the"AgreemenC)be�iween JPMotgBn Chase
eank,N.A. or Chase Bank USA,N.A.,as may be determined fram time to ume.(the"9ank'�and City of Bremerton{tRa'C1ienY`)is made
effective�s of January 1,2014{the"�i►cactiive Date�
Ett consideratlon of th�loregoirx,�prem(ses and ttte mutual agreem�b.PmviSiOPp�nd Coven�rlls t;Wltained her�ein,qank and Cikeni agrse w
amend the Agt�nent as fol}ows:
1. �?aflnittor►s. Capitaklzed�rms used In thfs Am�dmant and defined!n the Agreement shafl 6e used herein as so dohned,sxs�Pt as
otherwise pravided hsteln.
2. AmendmenL T3�e followirn�sec�on is hereby aclded to tha Rgre�nen!as Secflon 2,D.:
2.D. 8ank sha19 r�t he obligated ib provide any Acxxsunt eo Ctient,any C91ent AffiIEate,or any of its a theU respacttve Cardhaidens ar
ta process anY bensadiona in v{o4aHon at arry!€m4laden or pmfi�bitlon imposed hy A�pticable Law,►nct�dfng,but not Ilmlted to,the
r�gwatlons lssued�y�e U.S.Department of Traasnr�s diflce M Forsaign Assera Cantro!{'�OFAC'}.
3. Amendment The fnllowing secdons are hereby respecUveiy added to Ihe Agre�nerrt as 8ectlosis 3.J.and 3.K.:
3.3. TT►a Citent shali abtaln ar�pra�ide W 8ank such ir�formaCon as�3ank may reasonahiy reques�for the purposes af IrnrestlgaUng
tha id�tlty ci an ac�uai o�prospective Cardha#der o�Client,evidendrsg authoriry tnr Carrf requests,and assistlng in an�y ravlew of
8ank by a regulator witl�relevant jwistlJctlon. Any+in#ormatian pro+Aded Dy Ctlent to Bank shalt be,ta ttae bsst oP CllenY�knowiedge,
intarmatlon and b�tef,gccxuate and oomplgt9 tn aU materlat rasp�s.
3.K. Client represents and wart�ants tl�at.it vyifl use commerrialry reasanabfe sitoris to en�re�hat such appNcents to whom it
req�ests BaNc to issue Cards tc and wham Cliant auiho� to use tl�e CardslAa�unts are not idenUfled on a pmhibited
gavemmenR sa� IisP, are nat locatsd or resld�t in a sancdoned counuY, or ot�er�ndse sub�ect to a sanctlons pr�graam
apppc�pl9 to C11ent 8artic►eservas tlia rlght to terminate the A�eem�t erutlor pnc�el arsy of the Accounls at any tlme,H 6ank
determines lhat a Card has been issued to a pe�n residing in a sanctlor►ed Jurisdfdion ar where the Cardhalde�s name,or ihe
nams af an t�laidua!aulhorized to usa a CardlAc�eunt,appears on a govemmerrt sanctlons tist appilcabfe ta CIleM or Bank.
4. Amendme�rt. Sectlan 4.8 uf the Agresment fs hereby daieted in ifs entlreiy and repfaced with Ute fattowir�new SecCon 4.9.beJow.
4.8. The Clierrt sha31 immedlately noUfy Bank by phone ofi any Catd or A«:ount U�at Gllent knoars or suspeets has Ceen lost,stoten,
misappropriated,lmpropedy used ar compramised. "Feraudulent Transadions"me-ans trarisactlons made on a Card or Account by a
' person,ather than the CReirt or Cardhokter,�nfio does not have actuai,impiied,or apparent auttsority for such use,and whfch th9
Cardholder or GIleni rec�v�no dlrect or indir�t bertefit
i. 1!^hililv f01'Fte�d�lflilt TY�Cl��R^S foltCwiQf.Y I�o��81i0R, Notwfth5�miing anytltltlg tD the troTtVary Cortt2lned hef9fil,Cllerit
shali not be NaCte for arnr Fraud�der►t Trar�xtlor�s occurring on a Card ar Acaount aftar the eHecdve Ume af such notificaUan b
9arik of scxfi Fraudulertt Transactlon.
ii. Uabilitv flor Fraud�teM Tra��rf�e�Prta[_t�N,�tlfl�tlon. 5ul�jed to the lemus arrd r�orxfidons wntatned fn subsectlon (!tl)
below,CBent shail not be liabie fnr Frdudutent Transactlons ocxurhng ott a Card or Acmunt pRer to ihe eitectiv8 tlme of such
' noiiftcatlon to 9ank of such Frauduient Transadions.
iN. 9ank reserves th8 right, {n !b safe and aCsoluie clisCretlon, to ho� C�ent Ilatr�e fnr F'raa,dut�t Trarrsactlons aho�d 8ar�k
determine tltial subsequent to Implem�tatlon of Clier�Ys P�og�smme and at Ute time tl�at ihe Fraudulent Transac�lon or.a,rred.
Ctlant falted fo operate Its PragTamme in aca�rdanca wfth Bank's iraud reducUort best gufdaifnes as set toRh below:
a. Client to binck tequb8d hlgh dsk MCC's identified by Bank and presented ta GienY,
b. C9ient ta maintain reasanable secxuliy prerauUans and cwr�troFs regar�ing tl�e dissemir�atlon,use and starage oi Carc1 aeKf
Tran�action data;ar�
c. Cllent ta comply with aii uther guicieltnes as 8ank may reasonably require fram tlme to tlma.
If Cll�t t�aUs�comply w'sth its obilgadarrs d�cribed tn ihis subsecd�{Fli�,artd 9anlc detertnines CUent ta he liable for�raudufent
7rdnsactl�s,Bar�Mc vvql either.(1)irrvelca C'ient far the mnount o#such Fr�audu{ent Transactl�n minus any amaanfs ca9octed.or i2)
daiuct�e amount of suc�FraudufeM 7r�actlon amount lrom CBent's reaate.
5. Amendrnsrn. The foElowiing secxton[s hsr�bY addeA tQ the Ag�'eement as secdon 17.0.:
17.0. Cllent as�cncwAsdges the!Bank prahibtts ttae use�Cerds under any Ar.cnunis to conduct transadiona(indudirtg,vulthout
t'smitatkorf,the ecCeptance or�ecelpt mf crsdit o�pthar raca4pt af€tx�d�throasgh a[7 alectmnic funds frans(er, ot�y c.hedc.drBR or
�imil�t ins�ment,or�e proceeds of any nf the foregolnql fhat�ra rela#ed�ditectly or 1nd(rect3y>to unlewhA i�temet garr�bl)ng. Tha
tartit"`u�t!�v��fi3(Es iterrs�.�t g�mbling,"as used h�re.shail have She meenirx,�as set forih!n�2�,F.R.S�on 239.2{�+b}.
t3, #�mendment Tha c4�fi'initl�r�s ias'Fraud Lo5ses"as7d"Cs'�'itt L4sse�'1os�ted ln trie E?eflnEtlon se�c',k�n af Exl�(blt 8 at�herBhy de3eteci
:�rxS respect9v41y sep#ace�w1P�the�a,i�,ving nsw�oflnttlosts f�r"�raudulent Transac�cr�s$arzd'f:r�dlt�o�s�"
na�e��a
��Fraudule�Transactlons"me�ns Transactlons made on a Card cr Account by e pa�son,other�an�e Cllent ar GardhoEd�,whu
does not have actual,lmplled,or apparent au�horlty far s�h use,and whicfi the Cardholder or Cliem receives no dired or indireG
isertefit
��Credtt Losses"means aq amourtts due to Banic in ccumedion w�Vi any and stl Cards or Accounts that Bank has writtsn ost�s
;:ncaliectiGte,exGuding amaunt�due In resper�of Fraudulent Trarssactlans.
7. Amendmern. The deftniUcrn fior"tasses"tocsted in fhe Qeflnition ser�lon of Exhibit 9 Is hereby deleted In its e�tirely. Reterences to
'Losses'tlu�augtrouk the Agre�nenR are hereby replaced vnth relarances to"Cretlit Losses."
8. Continued EfFect Exc�t to the extent amendad hereby,all terms,pr+�visions and condidor�af the Agreement,as it may have been
emer�ded h�m Bsne tr��me,shal!cantlnue In full forca and eftect and the Agrsement shall remain�lorteabls anQ birxiing in acxordance
with its tertns.
9. Counterparta ThEs Am�dment may De exec�ted in any num�at counterparts,ap of whldi wh�faken together shall cortsUtute one
and the same doc�merrt.and each party hereto may exeeute tfUs Amendmartt by signjng arty af such counter�sarts. Facs{m4fe signaturas
sRall hava t�e same far�e and eftect as 13ie oriqlnal.
fiV WITlVESS Wl1EREQF,tha 9ank and the C(!�t heve causad this Amer+dmer�t io be nxecs�tecS by il�e3r respectiva auttsorized oNicers as of
iria eifecUve date w�itten above.
BAPiK ;� �� � CLlEl+If
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CIlant Atoerstatlon:
The undersigned,a duly suFharized offl�r or represerKative af the Gient,daes hereby cerDfy that the CIlent Iras been duty authodzed to enter
irtto and perform ihis Amendmeni and triai the person signtr�abova on behalf of !he Ciient, vrdwse execu!€on oi this Am�dment was
witnessed hy the undersigned, is an otRcar, parfier, member or other representaUve of Ure C7�ent possesslr�g authar�ty to execute this
Amendmen�.
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7IUe �•� #,�-;� -���� `
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"Mots: The persan signing th8 aftesta8on shati be sameane differenl from the pers,on sfgning a�on Daf�IF ot the Cllent.
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Contract Number:
Vendor:
Subject:
Department:
File Class:
Begin Date:
End Date:
Review Date:
Vault Date:
Comments:
4850
JPMORGAN CHASE BANK NA
Commercial Card Agreement
Finance
LEG 12-1
08/12/2009
08/11 /2012
06/01/2012
Renewal in 1 yr terms on anniversary of effective date
COMMERCIAL CARD AGREEMENT
I JPMORGAN CHASE BANK, N.A.lCHASE BANK USA, N.A.
V 1.0_11_21_08
This Commercial Card Agreement (the "Agreement") is entered into as of 1l~ J? , 200~ between City of Bremerton,
Washington (the "Client"), and JPMorgan Chase Bank, NA or Chase Bank U . , NA, as may be determined from time to time,
(the "Bank") a national banking association. Commencing on the date of this Agreement, the Bank and the Client hereby agree that
the Bank will provide the Commercial Card Program, as hereinafter defined, and the Client may participate in the Program subject to
the terms and conditions of this Agreement.
1. Definitions. Terms defined in the singular shall include the plural and vice versa, as the context requires.
"Access Code" means the user identification code and password assigned to individuals authorized by the Client, for use in
connection with the Program or the System.
"Account" means the Visa or MasterCard account number assigned to a Cardholder and/or the Client, the related account,
and any Card bearing such account number.
"Account Credit Limit" means the upper limit established for an extension of credit that the Bank may authorize with respect
to an Account.
"Agreement" means this Commercial Card Agreement as it may be amended from time to time.
"Association" means either MasterCard or Visa.
"Authorized User" means individuals authorized by the Client to access and use the Program and System.
"Business Day" means a day on which both the Bank and the Federal Reserve Banks are open for business.
"Card" means a Visa or MasterCard card that is issued by the Bank with respect to an Account.
"Card Request" means a written or electronic transmittal from the Client, requesting the Bank to issue a Card(s) or establish
an Account(s).
"Cardholder" means (i) an individual in whose name a Card is issued, and (ii) any other employee, officer, director, or person
authorized by the Client or named Cardholder to use a Card or Account.
"Cardholder Agreement" means an agreement between the Bank and a Cardholder, as amended from time to time,
governing use of an Account.
"Convenience Checks" means a check written against an Account.
"Client Account" means the account of the Client into which the outstanding balances of all Accounts are aggregated and for
which the Client is liable.
"Client Vendor" means a travel agent, travel agency or any other vendor of Client authorized by the Client to charge
Transactions to an Account.
"Corporate Liability" means the Client is liable for all Transactions on an Account and such liability shall be as reflected on
the Bank's records and subject to this Agreement.
"Credit Limit" means the upper limit established for an extension of credit that the Bank may authorize in connection with this
Program under this Agreement.
"Credit Losses" means all amounts, including any related collection costs, due to the Bank in connection with any Account
that the Bank has written off as uncollectible, excluding Fraud Losses.
"Cycle" means the monthly period ending on the same day each month, or, if that day is not a Business Day, then the
following Business Day or preceding Business Day, as systems may require or such other period as the Bank may specify.
"Fraud Losses" means all amounts due to the Bank in connection with any Account that the Bank has written off as
uncollectible as a result of an Account being lost, stolen, misappropriated, improperly used or compromised.
"International Transaction" means any Transaction that is made in a currency other than U.S. dollars or is made in U.S.
dollars outside of the United States of America.
Page 1 of 12
"Joint and Several Liability" means the Client and Cardholder are jointly and severally liable for all Transactions on an
Account and such liability shall be as agreed by the parties and reflected on the Bank's records, subject to the Cardholder
Agreement and this Agreement.
"MCC" means a Merchant Category Code as designated by Visa or MasterCard.
"Losses" means all Credit Losses and Fraud Losses.
"Marks" means the name, trade name, and all registered or unregistered service marks of the Client, the Association and the
Bank.
"MasterCard" means MasterCard International, Inc.
"Program" means the commercial card system composed of Accounts, Card-use controls, and reports to facilitate purchases
of and payments for, business goods and services, established in connection with this Agreement.
"Program Administrator" means an individual authorized by the Client to perform various administrative and security
functions in connection with the Program and System.
"System" means the conduit through which the Client can access Account and Transaction data and reports.
"Transaction" means a purchase, a cash advance, use of a convenience check, fees, charges or any other activity that
results in a debit to an Account.
"Visa" means Visa U.S.A., Inc.
2. Obligations of the Bank. In connection with the Client's participation in the Program, the Bank shall:
A. Establish Accounts and where applicable issue Cards with such capabilities as may be elected by the Client and agreed
to by the Bank from time to time. Any Cards and any Cardholder statements will be delivered to a U.S. address of the
Client or Cardholder unless otherwise agreed. The Accounts are non-transferable and non-assignable. The Cards shall
remain the property of the Bank.
B. The Bank may investigate the identity of the Client and any proposed or existing Cardholder by obtaining, verifying, and
recording personal identifying information, and may if reasonably necessary obtain such information from third parties.
C. Make available to the Client any corporate liability waiver coverage extended by Visa or MasterCard in connection with
suspected employee misuse of an Account.
3. Obligations of the Client. In connection with the Program, the Client shall:
A. Initially request a minimum of ten (10) Accounts in connection with the Program by submitting a Card Request. From time
to time the Client may submit to the Bank a Card Request form for additional cards. The Card Request shall be in a form
approved by the Bank, shall include all information required by the Bank, and shall be accompanied by such evidence of
authority for the Card Request as the Bank may require. All Card Requests shall be delivered to the Bank in a secure,
encrypted, or password protected format or by such other method as may be mutually agreed to by the parties. By
submitting any Card Request, the Client represents to the Bank that the information contained therein is consistent with
the Client's own records concerning the listed Cardholder or entity. The Client represents that the Cards and Accounts to
be issued and established under this Agreement are substitutes for accepted cards and accounts, or will be sought and
issued only in response to written requests or applications for such Cards or Accounts obtained by the Client from the
prospective Cardholders in accordance with Section 226.12 (a) of Regulation Z of the Federal Truth in Lending Act. The
Client shall retain such applications (paper or electronic) for any Account when such application is not provided to the
Bank, for a period of twenty-five (25) months after the application has been received and acted upon. The Client agrees
to use reasonable security precautions to safeguard Accounts in connection with their storage, use, and dissemination of
Accounts.
B. Notify each Cardholder that the Accounts are to be used only for business purposes, for purchase transactions, travel and
entertainment, cash advances, and fleet and fuel transactions in each case that benefit the Client either directly or
indirectly.
C. Clearly disclose to each of its Cardholders the extent, if any, to which the Bank will provide Transaction and Account
information to third parties.
D. Make commercially reasonable efforts to (i) maintain a process ensuring timely and accurate reimbursement of all
business purchase transactions to its Cardholders, (ii) not exceed the Credit Limit or permit Cardholders to exceed the
Account Credit Limits, and (iii) collect and destroy any Cards it no longer requires in connection with this Program.
E. In connection with Joint and Several Liability Programs, (i) provide the Cardholders with the Commercial Card Cardholder
Agreement attached as Exhibit A hereto, and (ii) make commercially reasonable efforts to ensure that Cardholders comply
with the Cardholder Agreements.
Page 2 of 12
F. Immediately notify the Bank of any Account for which the Client no longer has use.
G. Immediately notify the Bank by phone of any Account that the Client knows or suspects has been lost, stolen,
misappropriated, improperly used or compromised.
H. Comply with all requirements of any corporate liability waiver coverage. Any balance outstanding associated with an
Account for which a corporate liability waiver is requested shall become immediately due and payable.
I. Notify the Bank of any Transaction the Client disputes within sixty (60) days of the last day of the Cycle during which such
Transaction is charged to the Client. The Client will use commercially reasonable efforts to assist the Bank in attempting
to obtain reimbursement from the Merchant. The Bank will use commercially reasonable efforts to assist the Client in
attempting to obtain reimbursement from the Merchant; provided, however, the Client understands that no chargebacks
will be granted for Transactions resulting from Account usage where a Cardholder's name is not embossed on a Card or
where there is no Card associated with such Account. The Client or Cardholder shall not be relieved of liability for any
disputed Transaction if the chargeback is rejected. The Bank shall not be liable for any Transaction where notice of the
disputed Transaction is received from the Client more than sixty (60) days after the last day of the Cycle during which
such Transaction is charged to the Client. The Client shall not make a claim against the Bank or refuse to pay any
amount because the Client or the person using the Card may have a dispute with any Merchant as to the goods or
services purchased from such Merchant which has honored the Card for that purchase.
4. Liabilities of the Client.
A. Regardless of any established Credit Limits or Account Credit Limits, the Client agrees to pay and perform when due all of
its obligations, including without limitation:
i) With respect to Corporate Liability Accounts, the Client shall be liable for all amounts owing and payable under or in
connection with each such Account and this Agreement. The Client shall make payment as specified on Exhibit B
for all Transactions posted to a Client Account as reflected on a periodic statement no later than the payment date
(the "Payment Date"). If such Payment Date is a Saturday, Sunday, or Bank holiday, the payment shall be due on
either the previous or the next business day as specified on the periodic statement. If all or any portion of a
payment owed by the Client is not received by the Bank by the Payment Date, then any amounts outstanding shall
be subject to the late fees and delinquency fees as specified on Exhibit B until payment in full of all such amounts.
ii) With respect to Joint and Several Liability Accounts, the Client shall pay to the Bank, within ten days of written
notice, all amounts owing and payable under or in connection with each such Account not paid by a Cardholder
within 120 days of the first billing.
B. The Client shall immediately notify the Bank by phone of any Account that the Client knows or suspects has been lost,
stolen, misappropriated, improperly used or compromised. The Client will be liable for all Transactions made on an
Account prior to notification of such lost, stolen, misappropriated, improperly used or compromised Account. The Client
will further be liable for Transactions after such notification has occurred if such Transactions result in a direct or indirect
benefit to the Client or any Cardholder.
C. The Client's obligations shall be enforceable regardless of the validity or enforceability of a Cardholder's obligations. The
Client waives any defenses based upon any
i) exercise, delay or waiver of any right, power, or remedy under any Cardholder Agreement,
ii) bankruptcy or similar proceedings, or any discharge, affecting a Cardholder, the Client, or others,
iii) modification of any Cardholder Agreement,
iv) settlement with or release of any Cardholder, and/or
v) action, inaction, or circumstance (with or without the Client's notice, knowledge, or consent) that varies the Client's
risks or might otherwise legally or equitably constitute discharge of a surety or guarantor.
D. Payments under this Agreement shall be made in U.S. dollars drawn on a U.S. bank or a U.S. branch of a foreign bank.
E. If the Client elects to add Convenience Check capabilities to any Account, the Client will be liable for the amount of all
Convenience Checks used in connection with such Account.
F. If the Client allows a Client Vendor to charge Transactions to an Account, the Client is solely responsible for instructing
such Client Vendor in the handling and processing of Transactions. Client Vendors are for all purposes agents only of the
Client and not of the Bank. No fee shall be payable by the Bank to any Client Vendor for performing any services.
The Bank may require the Client to deliver to the Bank authorization information for each Client Vendor including, but not
limited to (a) the name and address of each authorized individual of the Client Vendor, and (b) such other information in
such format as the Bank may in its sole discretion require.
Page 3 of 12
The Client shall immediately notify the Bank upon revoking a Client Vendor's authority. Notwithstanding anything to the
contrary in this Agreement, the Client shall be liable for all amounts owing and payable under or in connection with each
such Account and this Agreement.
5. Liabilities of the Cardholder. In connection with any Joint and Several Account, the Cardholder shall be liable for all amounts
owing and payable under or in connection with such Account, as provided in the Cardholder Agreement and this Agreement.
6. Credit.
A. The Bank, at its sole discretion, may authorize extensions of credit with respect to (i) each Account up to the Account
Credit limit, and (ii) all Accounts up to the Credit limit. The Bank is entitled but not obligated to decline authorization of
any Transaction that would result in any Credit limit or Account Credit limit being exceeded. Notwithstanding the
foregoing, if the Client and/or the Cardholder exceed the Credit limit and/or the Account Credit limit, the Client and/or
Cardholder shall pay all amounts exceeding the Credit limit and/or Account Credit limit as applicable.
B. If not publicly available through the Securities and Exchange Commission, the Client shall provide the Bank with copies of
its consolidated audited financial statements, including its annual income statement and balance sheet, prepared in
accordance with GAAP, as soon as available and no later than 120 days after the end of each fiscal year. The Client shall
provide such other current financial information as the Bank may request from time to time. If applicable, the Client will
notify the Bank within five Business Days of any change in the Client's bond rating. The Bank shall be entitled to receive,
and to rely upon, financial statements provided by the Client to Bank affiliates, whether for purposes of this Agreement or
for other purposes.
C. The Bank at any time may cancel or suspend the right of Cardholders to use any Account or Accounts, or decline to
establish any Account. The Bank may, at any time, increase or decrease any Account Credit limit or the Credit limit,
modify the payment terms, or require the provision of collateral or additional collateral.
D. The Bank may from time to time require MCC authorization restrictions in connection with the Program.
E. Notwithstanding the foregoing, the Bank shall not be obligated to extend credit or provide any Account to the Client or any
Cardholder in violation of any limitation or prohibition imposed by applicable law.
7. Programs and System Access.
A. The Bank shall provide the Client with password-protected daily access to Account and Transaction data, reports, and
account maintenance functions through use of an Access Code. The Bank shall assign an initial Access Code to the
Program Administrator. The Program Administrator shall create and disseminate Access Codes to Authorized Users.
Such access shall be provided in accordance with such manuals, training materials, and other information as the Bank
shall provide from time to time.
B. The Client agrees to be bound by and follow the security procedures, terms and conditions that the Bank may
communicate from time to time upon notice to the Client.
C. The Client shall safeguard all Access Codes and be responsible for all use of Access Codes issued by the Program
Administrator. The Client agrees that any access, Transaction, or business conducted using an Access Code may be
presumed by the Bank to have been in the Client's name for the Client's benefit. Any unauthorized use of an Access
Code (except for unauthorized use by a Bank employee) shall be solely the responsibility of the Client.
D. The Bank is authorized to rely upon any oral or written instruction that designates an Authorized User until the authority of
any such Authorized User is changed by the Client by oral or written instruction to the Bank, and the Bank has reasonable
opportunity to act on such instruction. Each Authorized User, subject to written limitation received and accepted by the
Bank, is authorized on behalf of the Client to: open and close Accounts, designate Cardholders, appoint and remove
Authorized Users, execute or otherwise agree to any form of agreement relating to the Program, including, without
limitation, materials related to security procedures; and give instructions, by means other than a written signature, with
respect to any Account opening or closure, designation of Cardholders, or appointment of Authorized Users, and any
other matters in connection with the operation of the Program or the System.
E. In connection with use of the System, the Client may instruct the Bank to furnish specific Transaction data to third parties
that provide reporting products or services to the Client. The Bank will transmit the Transaction data, without
representation or warranty to such third parties identified in such instructions.
8. Representations and Warranties. Each party represents and warrants that this Agreement constitutes its legal, valid and
binding obligation enforceable in accordance with its terms, and that execution and performance of this Agreement (i) do not
breach any agreement of such party with any third party, (ii) do not violate any law, rule, or regulation, or any duty arising in
law or equity applicable to it, (iii) are within its organizational powers, and (iv) have been authorized by all necessary
organizational action of such party.
9. Fees and Charges. The Client agrees to pay the fees and charges as specified by the Bank, from time to time. The fees
initially applicable are specified in Exhibit B attached hereto. The Bank may change the fees and charges payable by the
Client at any time provided the Bank notifies the Client at least thirty (30) days prior to the effective date of the change. Should
there be a need to perform services other than those specified in Exhibit B, the Client agrees to pay the fees and charges
associated with any such service.
Page 4 of 12
10. Incentives. The Bank may pay the Client an annual incentive award. The incentive award schedule initially applicable is
specified in Exhibit B. In no event shall the Bank pay the Client an incentive award for the year in which this Agreement is
terminated.
11. Termination. This Agreement shall have an initial term of three (3) years from the date first written above unless otherwise
terminated pursuant to the provisions of this paragraph. Thereafter, this Agreement shall be successively renewed for one-year
terms upon the anniversary of the effective date. This Agreement may be terminated by the Bank at any time for any reason
and the Bank may refuse to allow further Transactions or revoke any of the Accounts at any time and for any reason. The
Client also may terminate this Agreement and/or cancel any of the Accounts at any time and for any reason. The Client shall
immediately pay all amounts owing under this Agreement, without set-off or deduction, and destroy all physical Cards furnished
to Cardholders. The Bank will assign the Client all its rights concerning such amounts paid. In the event collection is initiated
by the Bank, the Client shall be liable for payments of reasonable attorneys' fees, including but not limited to reasonable in-
house counsel fees incurred by the Bank. Sections 2.B, 3.0, 3.G, 3.H. 3.1, 4., 5., 6.A, 9.,11.,12.,13.,14.,16., 17.A, 17.C,
17.F, 17.G, 17.H, 17.1, 17.L, and 17.N shall survive the termination of this Agreement.
12. Default. As used herein, "Default" includes (i) the Client failing to remit any payment to the Bank as required by this
Agreement; (ii) either party filing or suffering a petition as debtor in any bankruptcy, receivership, reorganization, liquidation,
dissolution, insolvency, or other similar proceedings, or making any assignment for the benefit of creditors; (iii) default by the
Client under any material debt owed to any Bank related entity; (iv) any material adverse change in the business, operations or
financial condition of the Client.
13. Remedies and Damages. Upon the event of a default either party may terminate this Agreement or the Bank may, at its sole
option, suspend its services or obligations. In the event of termination, Bank reserves the right to declare all obligations of the
Client hereunder immediately due and payable. In no event shall termination or expiration release or discharge the Client from
its obligation to pay all amounts payable under this Agreement.
14. Limitation of Liability and Indemnification. The Bank will be liable only for direct damages if it fails to exercise ordinary care.
The Bank shall be deemed to have exercised ordinary care if its action or failure to act is in conformity with general banking
usages or is otherwise a commercially reasonable practice of the banking industry. The Bank shall not be liable for any
special, indirect or consequential damages, even if it has been advised of the possibility of these damages. The Client will
indemnify the Bank for all claims, costs, demands, expenses, liabilities and losses, including reasonable legal fees and
expenses, arising from any claim of a third party relating to any action taken or not taken by the Bank pursuant to this
Agreement, unless the action or non-action constitutes the lack of ordinary care or willful misconduct by the Bank; or the
breach of any provision of this Agreement. This provision shall survive termination of this Agreement as to matters that
occurred during its term.
15. Notices. All notices and other communication required or permitted to be given under this Agreement shall be in writing except
as otherwise provided herein and shall be effective on the date on which such notice is actually received by the party to which
addressed. All notices shall be sent to the address set forth below or such other address as specified in a written form from
one party to the other.
To the Bank:
JPMorgan Chase Bank, NA
300 South Riverside Plaza, Suite IL 1-0199
Chicago, IL 60670-0199
Attn: Commercial Card Contracts Manager
To the Client:
City of Bremerton, Washington
345 6th Street, Suite 600
Bremerton, Washington 98337
Attn: Cathy Johnson
16. Confidentiality. Except as expressly provided in this Agreement, all information furnished by either party in connection with
this Agreement, the Program, or Transactions thereunder shall be kept confidential and used by the other party only in such
connection, except to the extent such information (a) is already lawfully known when received, (b) thereafter becomes lawfully
obtainable from other sources, (c) is required to be disclosed to, or in any document filed with the Securities and Exchange
Commission, banking regulator, or any other governmental agencies, or (d) is required by law to be disclosed and notice of
such disclosure is given (when legally permissible) by the disclosing party. Notice under (d), when practicable, shall be given
sufficiently in advance of the disclosure to permit the other party to take legal action to prevent disclosure. Each party shall
advise all employees, consultants, agents, and other representatives (collectively, "Representatives") who will have access to
confidential information about these obligations. A party shall disclose confidential information only to its Representatives
involved in this Agreement, the Program, or the Transactions. Upon termination of this Agreement, each party shall, at its
option, return, destroy or render unusable, and discontinue use of all copies of the other party's Confidential Information upon
request of the other party. The party receiving such request may, because of system requirements or as may be required by
its own record keeping requirements, retain any of the other party's Confidential Information, provided, however, its obligation
of confidential treatment shall remain in place. If requested in writing, such party shall certify its compliance with the foregoing
provisions. The Bank may exchange Client and Cardholder confidential information with affiliates. The Bank may also disclose
confidential information to service providers in connection with their supporting the Bank's provision of Program services. Such
providers shall be obligated to keep that information confidential under the same terms and conditions as set forth above
obligating the Bank. The Bank may exchange credit or other information concerning the Client or Cardholders with credit
reporting agencies and merchants (and, in the case of Cardholder information, with the Client), including but not limited to
information concerning Transactions, payment history, reimbursements, and employment status and location. The Bank may in
its sole discretion make an adverse report to credit reporting agencies if a Cardholder fails to payor is delinquent in paying an
Account.
Page 5 of 12
17. Miscellaneous.
A. Except as otherwise provided herein, neither party shall use the name or logo of the other party without its written
consent. If the Client elects to have its Marks embossed on the Cards or provide them to the Bank for other uses, the
Client hereby grants the Bank a non-exclusive limited license to apply the Marks to the Cards solely for use in connection
with the Program and for no other purpose.
B. If any provision in this Agreement is held to be inoperative, unenforceable, or invalid, such provision shall be inoperative,
unenforceable, or invalid without affecting the remaining provisions, and to this end the provisions of this Agreement are
declared to be severable. Failure of either party to exercise any of its rights in a particular instance shall not be construed
as a waiver of those rights or any other rights for any purpose.
C. Nothing in this Agreement shall constitute or create a partnership, joint venture, agency, or other relationship between the
Bank and the Client. To the extent either party undertakes or performs any duty for itself or for the other party as required
by this Agreement, the party shall be construed to be acting as an independent contractor.
D. In the regular course of business, the Bank may monitor, record and retain telephone conversations made or initiated to or
by the Bank, from or to the Client or Cardholders.
E. The terms and provisions of this Agreement shall be binding upon and inure to the benefit of the Client and the Bank and
their respective successors and assigns. This Agreement, or any of the rights or obligations hereunder, may not be
assigned by the Client without the prior written consent of the Bank. In no event shall the Client be relieved of liability to
the Bank arising hereunder unless and until a purchaser, transferee, assignee, or other successor in interest to the
Client's business shall expressly assume such liability in writing and the Bank accepts such assumption of liability in
writing, which acceptance by the Bank shall be solely within the Bank's discretion.
F. The Bank shall not be held responsible for any act, failure, event, or circumstance addressed herein if such act, failure,
event, or circumstance is caused by conditions beyond its reasonable control.
G. This Agreement embodies the entire agreement and understanding between the Client and the Bank and supersedes all
prior agreements and understandings between the Client and the Bank relating to the subject matter hereof. All
representations and warranties of the Client contained in this Agreement shall survive the execution of this Agreement
and consummation of the Transactions contemplated hereunder.
H. This Agreement may be amended or waived only by notice to the Client in writing from the Bank. All remedies contained
in this Agreement or by law afforded shall be cumulative and all shall be available to the parties hereto.
I. Any taxes (excluding federal and state income taxes on the overall net income of the Bank) or other similar assessments
or charges payable or ruled payable by any governmental authority in respect of the Agreement or the Transactions
contemplated hereunder shall be paid by the Client together with interest and penalties, if any.
J. To the extent that the Client would have or be able to claim sovereign immunity in any action, claim suit or proceeding
brought by the Bank, the Client irrevocably waives and agrees not to claim such immunity.
K. Section headings in this Agreement are for convenience of reference only, and shall not govern the interpretation of any of
the provisions of the Agreement. The words "hereof', "herein" and "hereunder" and words of similar import when used in
this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement.
L. International Transactions and Fees. International Transactions include any Transaction made in a foreign currency or
that is made outside the United States of America even if it is made in U.S. dollars. If an International Transaction is made
in a currency other than U.S. dollars, the Association will convert the Transaction into U.S. dollars using its respective
currency conversion procedures. The exchange rate each Association uses to convert currency is a rate that it selects
either from the range of rates available in the wholesale currency markets for the applicable processing date (which rate
may vary from the rate the respective entity itself receives), or the government-mandated rate in effect on the applicable
processing date. The rate in effect on the applicable processing date may differ from the rate on the date when the
International Transaction occurred or when the Account was used. The Bank reserves the right to charge an International
Transaction Fee, as specified in Exhibit B. The International Transaction Fee will be calculated on the U.S. dollar amount
provided to the Bank by the Association. The same process and charges may apply if any International Transaction is
reversed.
M. This Agreement may be signed in one or more counterparts, each of which shall be an original, with the same effect as if
the signatures were upon the same Agreement. This Agreement shall become effective as of the date first appearing
above when each of the parties hereto shall have signed a counterpart hereof.
N. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS
(AND NOT THE LAW OF CONFLICTS) OF THE STATE OF NEW YORK, BUT GIVING EFFECT TO FEDERAL LAWS
APPLICABLE TO NATIONAL BANKS. CLIENT HEREBY WAIVES ANY RIGHT TO PERSONAL SERVICE OF ANY
PROCESS IN CONNECTION WITH ANY ACTION, AND HEREBY AGREES THAT SERVICE MAY BE MADE BY
REGISTERED OR CERTIFIED MAIL ADDRESSED TO THE CLIENT AS SPECIFIED IN SECTION 15. THE PARTIES
HEREBY WAIVE ANY RIGHT TO A TRIAL BY JURY.
Page 6 of 12
BANK
(lk~d~
CLIENT
By:
By:
A~~-L
A A ......lrL""-' 1> C\ r(c....!a
'\)-, rf!.~ ., cS ~ F=";...... '",-c... '\ :a-I s~...\( ) ~ t
Name:
Clare T. Trauth
Vice President
Name:
Title:
Title:
Client Attestation:
The undersigned, a duly authorized officer or representative of the Client, does hereby certify that the Client has been duly
authorized to enter into and perform this Agreement and that the person signing above on behalf of the Client, whose execution of
this Agreement was witnessed by the undersigned, is an officer, partner, member or other representative of the Client possessing
authority to execute this Agreement.
By:
Name:
Title
. Note: The person signing the attestation shall be someone different from the person signing above on behalf of the Client.
Page 7 of 12
EXHIBIT A
CARDHOLDER AGREEMENT
(NOT APPLICABLE)
Page 8 of 12
EXHIBIT B
CITY OF BREMERTON, WASHINGTON
INCENTIVES & FEES
DEFINITIONS
"Association" means either MasterCard or Visa.
"Average Fileturn" means the number of days between the transaction posting date and the posting date of payment
in full, averaged over the rebate calculation period.
"Average Payment Terms" means the Average Fileturn minus half the number of calendar days in the billing cycle,
as specified in the Settlement Terms.
"Charge Volume" means total u.S. dollar charges made on a Bank Commercial Card, net of returns, and excluding
cash advances, convenience check amounts, fraudulent charges and any transactions that do not quality for
interchange under applicable Association rules.
"Credit Losses" means all amounts due to Bank in connection with any Account that Bank has written off as
uncollectible, excluding Fraud Losses.
"Fraud Losses" means all amounts due to Bank in connection with any Account that Bank has written off as
uncollectible as a result of a card being lost, stolen, misappropriated, improperly used or compromised.
"Losses" means all Credit Losses and Fraud Losses.
"Settlement Terms" means the combination of the number of calendar days in a billing cycle and the number of
calendar days following the end of a billing cycle to the date the payment is due. Settlement Terms are expressed as
X & Y, where X is the number of calendar days in the billing cycle and Y is the number of calendar days following
the end of a billing cycle to the date the payment is due.
REBATES
NOTE: Bank will pay the annual rebate based on the annual aggregate Charge Volume of all of the programs under
the Washington Public Sector Alliance (each a "WPSA Entity") which have a Commercial Card Program with the
Bank. Each Program shall be established through a separate Commercial Card Agreement to be executed by the
WPSA Entity. The rebate rate will be established based on the annual Charge Volume of the respective WPSA
Entity and the sum of the annual Charge Volume of all of the WPSA Entities. Provided the WPSA Entity has
annual Charge Volume of at least $ I ,000,000, the rebate payment will be paid respectively to each WPSA Entity
and calculated as the rebate rate times each WPSA Entity's annual Charge Volume to be paid annually within the
first quarter of the previous calendar year.
Page 9 of 12
Volume Rebate
Bank will pay the Client a rebate based on the Client's annual Charge Volume and the annual aggregate Charge
Volume of all WPSA Entities achieved according to the following schedule. The rebate will be calculated as the
Rebate Rate times the annual Charge Volume.
Annual Aggregate Charge Volume of all WPSA Entities
Annual $0- $25MM- $50MM-
Charge Volume $24.9MM $49.9MM $74.9MM $75MM+
of Client
$1,000,000 1.00% 1.05% 1.1 0% 1.15%
$5,000,000 1.1 0% 1.15% 1.20% 1.25%
$10,000,000 1.20% 1.25% 1.30% 1.35%
Averal!e Payment Terms Escalator
The Bank will pay the Client, as applicable, an additional rebate based on Average Payment Terms throughout the
year maintained by the specific Client. If, on average, payment for the prior period full balance is received in fewer
days from cycle end than required under the terms of this Agreement, an Average Payment Terms escalator of
0.01% per full day of early payment will be earned.
In the event the Association lowers their interchange rates, Bank reserves the right to adjust the rebates accordingly.
General Rebate Terms
Rebates will be calculated annually in arrears. Rebate amounts are subject to reduction by all Losses, subject to
Section 4B of the Agreement. If Losses exceed the rebate earned for any calendar year, Bank will invoice the Client
for the amount in excess of the rebate, which amount shall be payable within 14 days. Upon termination of the
Program, the Losses for the six-month period immediately preceding the termination will be deemed to be equal to
the Losses for the prior six-month period. If the Client is participating in more than one program, Bank reserves the
right to offset any losses from one program against any rebate earned under any other program.
Rebate payments will be made in the first quarter for the previous calendar year via wire transfer to an account
designated by the Client.
To qualifY for any rebate payment, all of the following conditions apply.
a. Settlement of any centrally billed account(s) must be by automatic debit or by Client initiated ACH or wire.
b. Payments must be received by Bank in accordance with the Settlement Terms. Delinquent payments shall
be subject to a Past Due Fees as specified below. Settlement Terms are 30 & 14.
c. The Client is not in Default under the Agreement.
Page 10 of 12
FEES
Following are the fees associated with the Bank's purchasing card programs in the U.S.:
PROGRAM FEES
Annual card fee $0.00
Special-purpose (B2B) card fee (i.e., $2.50 - $17.50 per card based on volume and number of cards
types of declining balance card: *WAIVED*
relocation card, meeting card, project
card, department card)
Cash advance fee 2.5% ($2.50 minimum)
Convenience check fee 2% of check amount ($1.50/check minimum)
Rejected convenience check $0.00 per occurrence
Convenience check stop payment $0.00
Standard card replacement $0.00 per card
Card reinstatement $0.00
Emergency (rush) card replacement $25 per card if effected through Bank. If effected through the
Association, Client shall pay any fees charged by the
Association.
Return check (payment) $15 per return
ACH return $20 per return
Document retrieval Dispute-related: $0.00
Non-dispute-related: 3 copy requests free, then $5 per copy
request
Duplicate statement $5 per statement
Currency conversion fee 1 % surcharge (Association pass-through)
Dormant credit balance fee $0.00
Over-limit fee $0.00
Miscellaneous fees Pass-through charges for other specialized services (case-by-
case fee)
PAST-DUE FEES
Late fee Central Bill: 1% of unpaid balance at cycle; charged on cycle
date
Finance charge None
Delinquency fee 2.5% of the full amount past due (30- & 60-day+) at cycle and
each cycle thereafter; charged on cycle date.
CARD DESIGN
Basic plastic $0.00
Client logo plastic $500 per logo
Customized plastic $1 per card, subject to a 1,000 card minimum
TRAINING AND CONSULTING
Training at Bank's site $0.00 (Client T &E not included)
Training at Client site(s) $0.00 for first session; additional sessions @ $950/day
Page 11 of 12
TECHNOLOGY SERVICES
PaymentNet setup fee Waived
EDI setup/transmission Pass-through on all setup and development costs
Paper statements $0.00
Electronic payment fee $0.00
Custom reporting/mapper $250 per hour ($1,000 minimum)
programming/post -loader
TaxWare (not available for PaymentNet $5,000 - one-time fee
3)
OPTIONAL PROGRAM/TECHNOLOGY SERVICES
File transfer using FTP Daily-$500/month
Weekly-$250/month
Bi-weekly-$125/month
Monthly-$75/month
Expense reporting (not available with No rebate: $7.50 per open corporate travel card per year
PaymentNet 3) Rebate: 10bp reduction to rebate earned
PaymentNet Cash Transaction Module o - 24,000 transactions: $0.25 per transaction
(not available in PaymentNet 3) 24,001 - 144,000 transactions: $0.20 per transaction
> 144,000 transactions: $0.15 per transaction
Minimum annual fee: $1,200
Employees without card accounts can access system for
$IO/year
Should Client request services not in this schedule, the Client agrees to pay the fees associated with such services.
Page 12 of 12