HomeMy WebLinkAboutePORT Connect ServicesePORT® CONNECT SERVICES AGREEMENT
Customer/Company Name:
1. Parties~USA :]'echr~qlogies, Inc. (USAT), per the effective date herein, hereby agrees to provide to
/~/~ ,~'--.-.~a~,'av~/,~, ("Customer") cashless financial services utilizing the USAT precassing
network in connection W~th the Customer's unattended vending or kiosk machines ("Equipment").
2. Cashless Transaction Processing & Associated Fee~USAT shall act as and is hereby appointed the
agent on behalf of Customer in connection with the processing of all card transactions (authorized and
settled) by the payment processor or other private network in connection with the Customer's Equipment.
USAT shall retain a processing fee consisting of a percentage or a processing fee of a percentage + a set
dollar amount per transaction of the gross sales price, for all card revenues derived from the Equipment. All
processing fees charged to Customer, as selected by Customer, are predicated upon processor or private
network authorized and settled transactions, and not from third party controllers providing DEX data or other
forms of M2M data. See Addendum A -- Fees. The net revenues (gross revenues less refunds, transaction
processing fees, any consumer refund and/or chargeback fees from the card processor and/or fraudulent
transactions or any other fee due to USAT hereunder) shall be remitted to Customer by USAT.
3. PrePaid Card Programs~Additional transaction and service fees may apply for the implementation and
use of prepaid cards on the USAT network. The net revenues (gross revenues less refunds, prepaid
transaction processing fees, any consumer chargeback and/or chargeback fees and/or fraudulent
transactions or any other fee due to USAT hereunder) shall be remitted to Customer by USAT.
4. Network & Services Fees--The Customer shall pay to USAT a monthly fee per activated device or
system connected to the USAT processing network for Wireless or Ethernet communications, web-based
cashless transaction reporting, financial/accounting transaction services, and customer support services.
See Addendum A--Fees. If optional M2M data transport such as CASH or DEX exceeds the monthly
kilobytes within the stated price plans, Customer will be automatically moved to the next wireless data plan.
5. Seasonal Equipment--If the Customer's business (whole or in part) is of a seasonal nature whereby the
Equipment will not be in use for at least four consecutive months, the Customer may elect to deactivate.
some or all affected Equipment for that time period. The monthly network fee may be adjusted for each
seasonally designated cashless device or system connected to the USAT processing network. See
Addendum A--Fees. The Customer will receive a one-time adjusted payment (credit) at the time of
reactivation of the seasonally affected Equipment during the following month remittance to Customer by
USAT.
6. Registration and Fees--USAT will charge Customer, at the time of shipment and included on the
invoice, an initial fee to register each device or system installed and linked to the USAT processing network.
See Addendum A--Fees. This may include but is not limited to the registration of a SIM card required to
establish wireless communications or an Ethernet connection, in addition to administrative setup for
Customer to receive weekly EFT payments, Merchant ID assignment, and access to USALive web reporting.
7, UnRegistration, ReReglstration, and Fees~The Customer may choose to unregister the SIM card or
system, which stops all communications with the USAT processing network, at no charge. However, if the
customer decides to re-register a SIM card or system, a re-registration fee is required. See Addendum A--
Fees.
8. Device Default Settings~All ePorts will be shipped to Customer with the following device default
settings: (a) Single-Vend - ON; (b) Multi-Vend - OFF; (c) Cash - OFF and (d) DEX - OFF.
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USA Technologies, Inc. Proprietary & Confidential US 2009Q303v25.0
9. SIM Cards--All SIM cards remain the property of USAT and must be retumed to USAT upon termination
of this services agreement for any reason.
10. Device Location Assignment~pon installation of a Wireless or Ethernet card acceptance device into
Customer's Equipment, Customer must complete the ePort Activation Transfer Template spreadsheet and
remit it to USAT via e-mail or on-line. Customer bears the risk of any losses resulting from an Activation
Form not completed and submitted to USAT in a timely manner, defined as 48-houm prior to installation by
Customer. All Devices that have not be propedy activated on the USAT network will be deactivated by
USAT.
11. Pre-Authorization--Customer agrees for all cashless transactions, every card will be submitted to the
card processor for card validation and transaction authorization.
12. Settlement--Customer agrees that for any transaction during the settlement process that is
subsequently declined by the card processor for non-sufficient funds (NSF) or other reasons, the risk of the
associated loss of vended product, settlement funds and transaction fee for that transaction shall be
assumed by the Customer.
13. Term--The term of this Agreement shall be for a period of thirty-six (36) months effective on the
effective date of this agreement. The Agreement will automatically renew for one (1) year, unless thirty (30)
day written notice has been provided to USAT by Customer.
14. Availability of Servico Customer acknowledges that USAT relies on third-party providem in the
delivery of its services, including, but not limited to, wireless data network providers, cellular radio service
provided by third parties that is available only when within the operating range of cellular systems, and
cellular service is subject to transmissions limitations and dropped or interrupted transmissions. Cellular
service may be temporarily refused, limited, interrupted, or curtailed because of government regulations or
orders, atmospheric and/or topographical conditions, and cellular system modifications, repairs, and
upgrades. Customer agrees that USAT shall not be liable for, and to hold USAT harmless for any losses,
damages, or business interruptions sustained as a result of interruptions caused by its wireless data network
providers or any other third-party provider.
15. No Consequential Damages--In no event shall USAT be liable for any punitive, incidental, or
consequential damages or any damages for loss of profits, business interruption, loss of information, or
pecuniary loss, even if such party has been advised of the possibility of such damages.
16. Indemnification--Each party shall indemnify and hold harmless the other party, its officem, directors,
agents, and employees from and against any and all claims, demands, causes of action, obligations,
liabilities, expense (including reasonable attorney's fees), damages, or suits whatsoever, in connection with,
arising out of, or relating to, in whole or in part, any act or omission of Customer, including, but not limited to,
the operation and management of the Equipment.
17. Terminationm Customer may choose to terminate its USAT ePort Connect Services agreement on all
of its Customer-owned equipment with a written thirty (30) day notice.
18. Validity -- Should any part of this Agreement, for any reason, be declared invalid, then such portion
shall be invalid only to the extent of the prohibition without invalidating or affecting the remaining provisions
of the Current Customer and USAT Agreement. This agreement shall be constructed in accordance with the
laws of the State of Pennsylvania exclusive of any conflicts of law principles.
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USA Technologies, Inc. Proprietary & Confidential US 2009Q303v25.0
Signature: ~
Printed Name: ~ ~ J~,' ~C~.,~'gz~
Title: ..~(..z/'~A'~A, ~* ~ ~ ~
Address: ~ ~,~ ~ A~
Ci~, State/Province & Zip/Postal Code:
Service Provider: USA Technoloales. Inc.
Signature:
Printed Name:
Title:
Address: 100 Deerfield Lane, Suite 140
City, State & Zip: Malvern~ PA 19355
Phone: 800-633-0340 Fax: 610-989-0344
EFFECTIVE AGREEMENT DATE:
Date: /~'"¢"'¢ ~' ~'
Primary Contact:
Secondary Contact:
E-Marl:
CUSTOMER SIGNATURE DATE:
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USA Technologies, Inc, Proprietary & Confidential US 2009Q303v25.0
Addendum A--Fees
Average Vend Price: $1.00-$1.49
Average Vend Pdce: $1.50-$1.99
Average Vend Pdce: $2.00-$2.49
Average Vend Price: $2.50-$2.99
Average Vend Pdce: $3,00-$3.49
Average Vend Pdce: $3.50-$3.99
Average Vend Price: $4.00-$4,49
Average Vend Price: $4.50-$4.99
Average Vend Price: $5.00-$5.49
Average Vend Price: $5,50-$5.99
5,95%
5.10%
4.50%
4.10%
3.75%
3.50%
3.35%
3.20%
3.05%
3.95% + $0,05
Average Vend Pdce:
Average Vend Pdce:
Average Vend Price:
Average Vend Price:
Average Vend Price:
$6.00-$6.49
$6.50-$6.99
$7.00-$7.49
$8.00-$8.49
$9.00-$9.49
Average Vend Pdce: $9.50+
2.95%
2.85%
2,80%
2.75%
2.65%
2.55%
Consumer Chargeback Fee per item + Actual
Transaction Amount
$25.00
$30.00
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USA Technologies, Inc. Proprietary & Confidential US 2009Q303v25.0
Cashless only $9.95 $12.95
Cashless an d CASH $12.45 $15.45
Cashless, Cash and DEX $14.95 $17.95
DEX only $6.95 $8.95
De-Activated (Seasonal) Devices $4.95 $6.95
All FEES are deducted from the monthly EFT payment to Customer except where noted above.
1. The 5.1% transaction processing rate is predicated upon an average vend price of $2.00 and upon 30-
days of initial transaction processing, the vend price and rate will be reviewed.
2. The "Average Ticket" shall be calculated based upon all Customer sales.
3. Customer agrees that if the average vend price is below $2.00, then USAT may adjust the rate
according to the schedule provided above with 30-day written notice.
4. If the semi-annual Card Associations Interchange or Processor fee increases are in excess of the stated
processing fees above, with a 30-day written notice USAT has the right to increase rates and pass
through to Customer.
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USA Technologies, Inc. Proprleta~j & Confidential US 2009Q303v25.0
AUTHORIZATION FOR ELECTRONIC FUNDS TRANSFER
Direct Credit Authorization:
You hereby authorize USA Technologies, Inc. and tis designated tinancial agents to Initiate credit entries to the account listed below in
connection with agreed upon Electronic Date Interchange (EDI) transactions between our companies. You agree that such transactions will
be governed by the National Automated Cleadog House Association (ACH) roles. This authority is to remain in effect until USA Technolegies,
Inc. has received written notification of tormination in such time and such manner as to afford USA Technologies, Inc. a reasonable opportunity
to act on it. You also authorize the Bank listed below to redly your account information as necassaPj to establish the EFT. IN NO EVENT SHALL
USA TECHNOLOGIES, INC. BE LIABLE FOR ANY SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES AS A RESULT OF
THE DAILY, OMISSION OR ERROR OF AN ELECTRONIC CREDIT ENTRY, EVEN IF USA TECHNOLOGIES, INC. HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES. This agreement shall .be govemed by the laws of the State of Pennsylvania.
Direct Debit Authorization:
You hereby authorize USA Technologies, Inc. and its designated financial agents to initiate an ACH debit (automatic withdrawal) entry to the
account listed below for payment of monthly network sewice fees and other fees agreed to in your License Agrsernent, and to debit the entry
to the company's account (as listed below). This authorization is to remain in full force and effect until USA Technologies, Inc. receives
notification from an official or authodznd agent of your company of the termination. To revoke this payment authorization, you must contact
USA Technolegles, Inc. at (610) 989-0340 no later than 2 business days pher to the payment (settlement) date. You also authorize USA
Tedanologies, Inc. and the financial institutions involved in the processing of the electronic payment of fees and charges to receive conadential
information necessary to answer inquiries and resolve issues related to the payment.
*Please Note that the minimum daily ACH amount is $25.00
TRADING PARTNER NAME
StreetAddress/POBox: ..~}'~ /~C~,~ ~O~dJ ~0 GoX I~
C~, State, Zip: ~0~01
Company Tax ID Number: II-
Name of Bank: ~6&
Street Address / PO Box: ~7~
Ci~, State, zip:
Title on Bank A~unt: ~~
Must mad exa~ly as listed
on bank statement)
Ch~ing or Savings
A~un~ (Please check Checking A~unt / Savings A~unt
appmp~ate box)
Bank ABA Number: (also
known as Bank Routing ~ ~ ~ ~.~ ~ ~? (must be 9~igit number)
Numar)
Bank A~unt Number: ~
Conrad Name / Title: Name:
Conta~ Phone / F~: Phone: (~
be Si~n~) Signature:
Name/Title: Name: ~1~
Phone i F~: Phone: ~/
E-mail:
A copy of a voided check is recommended to validate your EFT banking information.
Please fax this form along with a copy of a voided check to (610) 989-0344.
~vision A 11/19,'01
~ 100 Veerfteld Lnne, Suite 140
Malvern, PA 19355
Phone (610) 989-0340
P,x (6~o) 9~9-0344
CREDIT APPLICATION
SALES REP: AMOUNT:
~ax ~umbe~
. . .... I~ 3oX
~nme ~ bust~y ~ddreyy ~o~old //qT/
By si~8 ~s ~it Applic~do~ yo~u~odze USA T~olo~cs, I~c. ~d a[~ of USA T~olo~es, I~c. ~ co~[ ~1 b~
~o~a~on ~ ~t ~ ~ Appl~ ~m ~e to 6m~ ~fion ~ follo~ ~ on ~y ~v~on of yo~
FAX TO: CREDIT MANAGER AT 610-989-0344