Effective Date: May 1, 2020 (v.20.1)
- CASH ACCESS SERVICE. During the term of this Service Order, Everi shall provide the Cash Access Service to Customer and Customer’s patrons at the Premises, subject to certain limits applicable to Cardholders and Customer’s obligations set forth in the Cash Access Additional Terms and Conditions. As part of the Cash Access Service, Everi shall provide patrons at the Premises, access to cash through signature-based Credit Transactions by holders of Credit Cards (each, a “Credit Card Cardholder”), and access to “point-of-sale” (“POS”) Debit Transactions by holders of Debit Cards (each, a “Debit Card Cardholder”, and together with Credit Card Cardholder, individually or collectively, “Cardholder”). Everi’s provision of the Cash Access Service is at all times subject to the internal proprietary security procedures of Everi, and Customer’s compliance with Section 9 hereof. Capitalized terms used herein without definition shall have the meaning provided in the Everi General Terms and Conditions, and as may be more specifically identified in the applicable Service Order.
- TERM. Unless otherwise specified on Exhibit A to the Service Order (“Exhibit A“), the initial term of this Service Order shall commence on the date last executed by Everi and Customer (“Commencement Date”), and shall continue for the initial period set forth on Exhibit A (“Initial Term”). After the expiration of the Initial Term, this Service Order shall renew automatically for successive renewal terms of the duration set forth on Exhibit A (“Renewal Term”), unless either party notifies the other in writing not less than ninety (90) days prior to the expiration of the then current term of this Service Order (the Initial Term and each Renewal Term are, collectively or individually, the “Service Term”).
- FEES AND PAYMENTS. As consideration for the provision of the Cash Access Service, Customer shall pay Everi all fees or expenses, if any, as set forth on Exhibit A (each a “Fee” and any one or more, collectively, “Fees”), and Everi shall pay Customer the commissions (“Commissions”), as more specifically set forth on Exhibit A.
- CUSTOMER OBLIGATIONS. Customer shall act as an intermediary to facilitate Everi’s provision of access to cash to Cardholders, and shall provide all efforts and resources reasonably necessary to facilitate the provision of the Services. Customer shall assist Cardholders in the completion of all Transactions and issue receipts to Cardholders upon completion of each Transaction. Customer shall then satisfy Everi’s obligations to the Cardholder by exchanging, on Everi’s behalf, the completed and signed receipts for cash or cash equivalents. Customer shall reconcile all Transactions in accordance with Everi’s procedures and, as applicable, provide a copy of all original receipts to Everi within five (5) business days of Everi’s request therefor. Notwithstanding Customer’s facilitation of the Transactions for Everi, the Cardholder completing the Transaction shall be deemed to be Everi’s customer for the purposes of such Transaction.
- CARDHOLDER FEES. When legally permissible, Everi will charge Cardholders who use the Cash Access Service at the Premises, the fee established by Customer, applicable to each such Transaction, based on the Transaction type, Premises, and the dollar amount requested by the Cardholder (“Cardholder Requested Dollar Amount”). The initial Cardholder fees established by Customer are set forth on Exhibit A and may be further designated numerically if multiple Cardholder fee schedules exist (“Credit Card Cardholder Fees” and “Debit Card Cardholder Fees”, the Credit Card Cardholder Fees and Debit Card Cardholder Fees are each, individually, or collectively, a “Cardholder Fee”). The Cardholder fees in effect for each Premises are designated by tier on Exhibit A, opposite each Premise as the applicable “Credit Tier” and “Debit Tier”, respectively. The Credit Card Cardholder Fees and/or the Debit Card Cardholder Fees may be increased at any time during the Service Term by either party upon not less than thirty (30) day’s written request to the other.
- COMMISSIONS. During the Service Term, Everi shall pay to Customer a Commission for each Transaction processed by Everi at the Premises, based upon the rates set forth on Exhibit A as applicable to each such Transaction, and based on the applicable Card network and Card brand fees (“Interchange”) in effect as of the reference date set forth on Exhibit A (“Interchange Rate Reference Date” or “IRRD”). The applicable rates are defined as follows, and are each as set forth on Exhibit A (the “Applicable Rate”):Credit Transactions, but excluding 3-in-1 Credit Transactions and AMEX Transactions (“Credit Rate”),
3-in-1 Credit Transactions but excluding 3-in-1 AMEX Transactions (“3-in-1 Credit Rate”),
AMEX Transactions, but excluding 3-in-1 AMEX Transactions (“AMEX Rate”),
3-in-1 AMEX Transactions (“3-in-1 AMEX Rate”),
Debit Transactions, but excluding 3-in-1 Debit Transactions (“Debit Rate”), or
3-in-1 Debit Transactions (“3-in-1 Debit Rate”).The Commission shall be calculated as set forth on Exhibit A (the “Commission Calculation”). Commissions shall be paid by Everi on or before the twentieth (20th) day of the calendar month following the calendar month in which the Transactions are completed. Customer acknowledges and agrees that the Commission amount payable to Customer will be subject to a right in favor of Everi to set off against any Chargeback (as defined herein) liability of Customer and/or any other liability of Customer to Everi.
- EQUIPMENT AND SUPPLIES. Each party’s obligations with respect to the provision of telecommunication and networking connectivity (“Telecommunications”), and the provision of (i) personal computers (“Personal Computer”), (ii) printers and associated equipment (“Printers”), (ii) imprinters, check scanners, signature pads, and fingerprint devices (“Hardware Peripherals”), and (iii) MICR toner, ink cartridges, and other consumables (“Consumables”) are as set forth on Exhibit A (any one or more, the “Equipment / Supplies”). Customer agrees that any and all of the foregoing that are provided by Everi, are solely for use in connection with the Cash Access Services at the Premises, and Customer shall not use any Telecommunications, Hardware Peripherals, Consumables, and/or any Equipment /Supplies provided by Everi for any other purpose, without prior written approval from Everi. Customer shall be responsible to reimburse Everi for a monthly, per Premises, security fee for enhanced data protection (“Security Fee”) and Everi shall assess a monthly, per Premises, EMV fee based on the total number of devices and terminals at each Premises (“EMV Fee”), as set forth in Exhibit A.
- WARRANTY. Everi warrants payment of all drafts for which Customer completed the Transaction and reconciled the draft in full accordance with Everi’s procedures for such. Customer hereby acknowledges and agrees that its strict compliance with Everi’s procedures for accepting Cards, and authorizing and completing Transactions (“Transaction Completion Procedures” as further specified in Section 9, below) and reconciling drafts (“Reconciliation Procedures” as further specified in Section 9, below, and together with the Transaction Completion Procedures, collectively, “Procedures”) is a condition of the foregoing warranty.
- TRANSACTION COMPLETION PROCEDURES. Customer hereby acknowledges and agrees that compliance with the Procedures is required to avoid potential losses from Cardholder disputed Transactions, Card brand and bank fees for failure to adhere to Card and Cardholder verification procedures, and to identify and deter fraudulent activity through the Cash Access Service. Everi reserves the right to modify the Transaction Completion Procedures and Reconciliation Procedures from time to time, upon reasonable notification to Customer (a) as required to comply with Visa, MasterCard, Discover and/or American Express (each, a “Card Brand”) operating regulations, and/or the rules and regulations of the applicable card networks, (b) as required to comply with standard payment card industry practice, (c) as determined advisable by Everi or its legal and/or regulatory advisors to reduce the risk of, detect, or deter fraudulent activity, or (d) as required to provide Customer with technological advancements to the Cash Access Service. Customer shall use its best efforts to inform, instruct and educate its employees as to the Procedures and ensure that such Procedures are strictly followed. Customer shall provide all reasonable efforts and resources necessary to support Everi’s research and review of any Transactions that are fraudulent, subject to Chargeback, or otherwise in dispute or unpaid. In the event Everi is required to conduct research or an investigation in order to recover a draft or funds associated with a draft (each a “Chargeback” as set forth in Section 11 below) as a result of (w) any failure by Customer to follow the Transaction Completion Procedures or Reconciliation Procedures, (x) a draft which is not properly presented for payment, (y) where a draft is not presented through no fault of Everi or (z) some other such atypical event not caused by Everi, Everi shall have the right to charge Customer the fee set forth on Exhibit A (“Research Fee”) for each hour of research incurred by Everi related to such event.TRANSACTION COMPLETION PROCEDURESThe following Transaction Completion Procedures are the mandatory procedures that the Customer must follow when completing Transactions:
- The Transaction must take place on or after the valid date, if any, on the Card, and on or prior to the expiration date on the Card.
- Customer must obtain a valid authorization code for each Transaction.
- The Cardholder must be physically present during the Transaction.
- The Cardholder must acknowledge that he or she will be charged the fees imposed by Customer, either electronically, or by initialing the receipt next to the fee (as applicable).
- At the time of the Transaction, the Cardholder must present to Customer unexpired government issued identification that bears the Cardholder’s signature and picture.
- Customer must verify the Cardholder’s identity by the photograph on the identification presented and on the Card (if a photo is present), and electronically confirm its verification.
- The name of the Cardholder must be the same name on both the identification presented and the authorized signature appearing on the signature panel on the Card.
- Customer must record a description of the identification presented, including serial number, expiration date, and jurisdiction of issuance, and the name and address of the Cardholder.
- The Cardholder must endorse the signature line on receipt or sign electronically, as applicable, and Customer must verify that the signature matches the signature on the Card and the identification presented.
- If present, the four-digit number displayed above or below the account number on the Card (the “BIN”) must match the first four digits of the account number displayed on the Card, and Customer must verify the BIN matches using the system.
- If the receipt from the Everi system states “IMPRINT REQUIRED”, such receipt must be clearly and legibly imprinted with data embossed on the Card, including a clear imprint of any security characters imprinted on the card (if any). Laser imprinted Cards shall not be accepted when an imprint is required.
- The last four digits of the account number displayed on the Card must match the truncated account number displayed by the system and printed on the draft or receipt.
- The Customer employee accepting the identification and processing the Transaction must be logged into the system using their own individual credentials (i.e. credentials may not be shared).
- Review of a second form of identification that is separate from the primary identification (and not a second credit card).
- Obtain the fingerprint of cardholders’ right index finger or thumb on the Transaction Receipt.
- Everi may activate AVS (Address Verification System) requiring a Zip Code match to complete a transaction. Everi may activate CVV2 (Card Verification Value 2) verification to complete key entered transactions at specific Premises.
- HIGH RISK. The parties acknowledge and agree that notwithstanding full compliance with all Transaction Completion Procedures, a substantial increase in fraudulent activity reported to the Card Brands, chargeback volume (as determined by the Card Brands), and/or the conduct of fraudulent activity through the Cash Access Service, may result in Everi becoming designated as a high risk merchant (or other similar designation) with respect to Everi’s provision of the Cash Access Service to Customer, by the affected Card Brands (“High Risk”). Any period for which Everi is designated “High Risk” with respect to one or more Premises, including any “workout” or “probationary” period, during which the right to contest a claim that a Transaction is fraudulent is limited, shall be subject to the provisions set forth in Section 11 with respect to Chargebacks. Customer hereby acknowledges and agrees to comply with all applicable laws and regulations, and all applicable Card Brand and network rules and regulations which govern the Cash Access Service.
- CHARGEBACKS. Customer hereby assumes responsibility for any and all Transactions completed during any period Everi, with respect to Customer, is designated as a High Risk merchant with regard to Everi’s provision of the Cash Access Service to Customer and/or for which Customer failed to comply with the applicable Procedures for any such Transactions, and agrees to be liable for any such Transactions which do not settle, or which are charged back to Everi (each, a “Chargeback” and collectively, “Chargebacks”). Everi will, and is hereby authorized to deduct the amount of the Cardholder Requested Dollar Amount and Cardholder Fees for such Chargeback Transaction, the fee per Chargeback set forth on Exhibit A (“Chargeback Fee”), and any Research Fees accrued to investigate such Chargeback, along with any other costs, fees, and/or expenses resulting from such Chargeback from any amounts otherwise payable by Everi to Customer. In the event Everi does not deduct any or all of such amount from amounts due to Customer during the Service Term, Customer’s obligations with respect to any such amounts shall expressly survive the expiration or earlier termination of this Service Order, and Everi will invoice Customer for such amounts, which shall be due and payable by Customer thirty (30) days from the date printed on Everi’s invoice.
- THE 3-IN-1 SERVICE. Where legally permissible, Everi offers a service through which a Cardholder may elect to convert and resend for approval, a transaction attempted and declined as an automated teller machine (“ATM”) transaction, as a POS Debit Transaction or Credit Transaction (“3-in-1 Service”). All Transactions that are either (i) completed using the 3-in-1 Service, or (ii) initiated as a Debit Transaction or Credit Transaction at an ATM or similar device enabled with the 3-in-1 Service (collectively or individually, “3-in-1 Transactions”), shall be subject to the Commission terms set forth on Exhibit A, specifically designated for the applicable type of 3-in-1 Service.
- SELF EXCLUSION LIST. Where legally permissible, Everi offers a service designed to help Customer compare potential patrons to individuals Customer has designated as persons to be excluded from a Premises or excluded from access to gaming activities or gaming-related services (the “Exclusion List Service”). Customer’s use of the Exclusion List Service shall be subject to all terms and conditions of this Service Order, except as expressly set forth otherwise in this Section 13. In consideration for the provision of the Exclusion List Service, Customer agrees to the following terms and conditions applicable specifically to the Exclusion List Service, as follows:
If enabled by Customer, the Exclusion List Service will enable Customer to compare certain information from individuals who initiate, complete, or attempt to complete, credit card cash advance, debit card cash access or check cashing transactions through Customer’s cage, cashier facilities, and/or booth, or other similar cash access methods through services provided by Everi or its indirect wholly-owned subsidiary Central Credit, LLC (“Central Credit”) (collectively, the “Eligible Services”) to individuals Customer has placed on its list of voluntarily and/or involuntarily excluded persons (“Exclusion List”), and the persons included on the Exclusion List shall be determined at the sole discretion of Customer and/or its corporate affiliates.
Customer is solely responsible for the input, accuracy, completeness, validity and maintenance of the Exclusion List, and hereby releases Everi and Central Credit from any and all liability for any failure of the Exclusion List Service to provide notification of a possible match. Regardless of any notification or non-notification of one or more possible matches to the Exclusion List, Customer shall be solely responsible for determining whether the applicable individual should be excluded from a Premises and/or transaction. Customer acknowledges and agrees that the self-exclusion lists provided to Customer by applicable states or state gaming regulatory agencies are Customer’s primary sources of information related to individuals who have placed themselves on a self-exclusion list, and the Exclusion List Service is only a secondary source of information. Customer is solely responsible for Customer’s compliance with all applicable laws and regulations relating to exclusion of individuals, and Customer acknowledges and agrees that neither Everi nor Central Credit has any responsibility or control over Customer’s Premises and or operations.
Customer recognizes, acknowledges, and agrees that the information in the Exclusion List is not supplied by Everi or Central Credit, nor checked by Everi or Central Credit for accuracy, completeness, or validity, therefore Everi and Central Credit cannot and do not represent, warrant, or guarantee, the accuracy, completeness, or validity of the information contained in the Exclusion List. Customer hereby releases and holds harmless, and agrees to indemnify Everi, Central Credit and any third party service provider of any of the services under the applicable agreement for the Eligible Services, and their affiliates, officers, agents, employees and independent contractors, from any losses, fines, judgments, costs, expenses, claims, suits, demands, causes of action, damages or liabilities based upon, arising out of, or in respect of Customer’s use of, reliance upon, or performance of, the Exclusion List Service.
In the event that any law or regulation, governing body or regulatory agency prohibits Everi or Central Credit from providing the Exclusion List Service described herein, or Everi or Central Credit reasonably determines that its provision of such services may expose Everi or Central Credit to investigation, prosecution or any liability, Everi and/or Central Credit may discontinue such services without prior notice and without liability to Customer.
- THE QUIKTICKET SERVICE. Where legally permissible, Everi offers a service through which a Cardholder may elect to purchase a bar-coded slot ticket (“Ticket”) when conducting a PIN-Based Debit Transaction (the “QuikTicket Service”), such Ticket (“QuikTicket”) which can then be used directly in an electronic gaming device or redeemed for cash. For each completed and dispensed QuikTicket purchased by a patron (a) directly, through the on-screen option, or (b) as a result of an offer to the patron through a PIN-Based Debit Transaction process (each of the foregoing are a “QuikTicket Transaction” and are collectively, the “QuikTicket Transactions”), Customer shall be charged the additional fee (“QuikTicket Fee”) set forth on Exhibit A in addition to the rates for 3-in-1 PIN based Debit Transactions, regardless of the transaction selection path utilized by the patron to purchase the QuikTicket. The QuikTicket Fee, for purposes of clarity, is in addition to all other fees and costs for the transactions. Customer will also be liable to Everi for payment of a one-time, per Premises implementation fee for the QuikTicket software as set forth on Exhibit A (“QuikTicket Implementation Fee”). If offered to Customer, the QuikTicket Service and QuikTicket Software are subject to the additional terms and conditions for QuikTicket set forth below.For purposes of clarity, any Self Service Check Cashing transactions processed through Everi’s subsidiary Central Credit, LLC, which are printed to a ticket through the QuikTicket Software shall be subject to all terms of the Central Credit agreement for such check cashing services, but shall additionally be charged a QuikTicket Fee by Everi as set forth on Exhibit A for each such QuikTicket printed.
- LICENSE. Subject to the terms and conditions of this Service Order, Everi hereby grants to Customer, a non-perpetual, non-exclusive, non-transferable, non-sub licensable, limited license to use the QuikTicket Software, solely in connection with the Everi cash access services located at the Premises (“License”). Upon the expiration or earlier termination of the Service Order, the License shall automatically terminate and Customer shall immediately cease using the Software for any purpose whatsoever, unless otherwise approved by Everi in writing. Upon request, Customer shall allow Everi to remove the QuikTicket Software and Customer shall return or destroy, at Everi’s discretion, all QuikTicket Software and any copies thereof. All right, title, and interest in and to QuikTicket and any related intellectual property rights are and shall remain the sole and exclusive property of Everi and/or its affiliates, agents, suppliers, or licensors, as applicable.
- RESTRICTIONS. Customer shall not (i) modify, copy, duplicate, reproduce, reverse compile, reverse assemble, or create derivative works of all or any portion of the QuikTicket Software; (ii) rent, lease, assign, distribute, sell, license or sublicense QuikTicket; (iii) transfer or convey to any third party, QuikTicket or any right thereto, without the prior written consent of Everi. Everi reserves the right to refuse to further license, lease or provide QuikTicket to Customer. QuikTicket contains substantial trade secrets of Everi, and may not be used in any manner that may be detrimental to Everi.
- USE. Customer shall use QuikTicket solely in accordance with transactions processed under this Service Order, and shall allow no party (other than Cardholders in connection with their use of the QuikTicket Service) to utilize QuikTicket without the prior written approval of Everi, such consent to be given or withheld in Everi’s sole and absolute discretion.
- CUSTOMER OBLIGATIONS. Customer shall (a) maintain and operate, at its sole cost and expense, the slot accounting system (“SAS”) in operation at such Customer as of the date hereof, compatible with QuikTicket, (b) maintain such SAS in good working order, including, without limitation, updating such SAS with all software updates and upgrades as are made commercially available, and Customer shall take such measures as are reasonably necessary to ensure the integrity and security of such SAS and all data contained therein, all at its sole cost and expense, and (c) solely use QuikTicket in connection with SAS and devices, all of which are properly licensed at Customer’s sole cost and expense, to access and communicate with a cashless gaming system. Everi may terminate the QuikTicket Service at any time, without notice or liability, in the event such licensing or certification criteria are not satisfied or such published operating procedures are not followed. As a condition of Everi’s provision of the QuikTicket Service, Customer shall obtain and maintain, at its sole cost and expense, all license tags for all devices enabled with the QuikTicket Service required for any such device to lawfully access and communicate with a cashless gaming system under the foregoing Patent numbers.
- ACCOUNTING. Customer shall be solely responsible for all amounts that are acknowledged by such Customer’s SAS as having been transferred to such SAS or to a Ticket using QuikTicket. Immediately following the acknowledgment by such Customer’s SAS of receipt of such funds, Everi shall bear no further or additional liability therefor. Everi reserves the right to charge back to Customer any Transaction for which Customer fails to provide proper support from the SAS regarding the issuance and redemption of QuikTicket transactions redeemed.
- TICKET STOCK. Customer shall be responsible for any and all ticket stock required to produce the Ticket(s).
- ANNUAL INCREASE. On each anniversary of the Commencement Date, the then in effect Credit Card Rate, 3-in-1 Credit Card Rate, and the AMEX Rate and 3-in-1 AMEX Rate, as applicable, are subject to an automatic increase, as set forth on Exhibit A (“Annual Credit Card Rate Increase”).
- MONTHLY MINIMUM. Notwithstanding anything herein to the contrary, in the event that Customer does not meet or exceed the minimum number of Credit Transactions (“Monthly Minimum Transactions”) if set forth on Exhibit A, at a Premises during any calendar month, or the collected Cardholder Fees for Credit Transactions in the aggregate, is less than the monthly minimum fee amount (“Monthly Minimum Fees”) set forth on Exhibit A during any calendar month, Customer shall be subject to the provisions set forth in Exhibit A for such failure to meet the applicable minimum
- AVS FEE. Address verification services (“AVS”) to assist in deterring fraudulent transactions and Chargebacks shall be provided for the per Transaction fee set forth on Exhibit A for the AVS service (“AVS Fee”)
- PCI RULES. Customer shall not, under any circumstance, store (i) the contents of any track from the magnetic stripe on a Card, or (ii) the card-validation code printed on a Card. Customer shall ensure that (a) only such other Cardholder account information essential to Customer’s business is stored, (b) such information is stored in a secure area limited to authorized personnel, and (c) all obsolete Cardholder information is destroyed or purged. Customer’s breach of the foregoing shall entitle Everi to automatically terminate this Service Order without opportunity to cure.
- ADDITIONAL SERVICES. The Services described in these Cash Access Additional Terms and Conditions represent the entire scope of services to be provided by Everi under this Service Order and if Customer requests that Everi provide any additional services that are not expressly set forth above, then Everi’s provision of such additional services shall be at Everi’s discretion and at Everi’s then current rates and charges for such additional services.