Merchant Document Checklist for CBD/Kratom Merchants Applications submitted without all items will delay your approval. Additional items may be required to complete the underwriting process. Please submit in the following order.   No hand‐written application will be submitted.  Once completed you can email your application with supporting documentation to your representative  at support@pacificpaymenttech.com

I. Completed ApplicationSign and print name on required pages, and date on page 1, section 4, page 2, section 9, page 3, section 12, page 5, hold and payment disclosure form, and page 9 gateway terms and condition.  MPS cannot submit your application unless all pages have been signed.  DocuSign or electronic PDF signature are allowed.    

II. Corporate Documents and Bank InformationArticles or Corporation or Organization. In addition, a copy of merchant business license, if merchant is required to have a license to operate business please provide copy. CBD merchants are required to provide copy of Lab test Results for all CBD products.  

1. Letter of good standing2. Corporate Resolution confirming elected officers/directors (if applicable)3. List of directors and majority shareholders (25% or more) including address, occupation, Social Security

number and contact details4. SS‐4 Form (EIN) letter5. Most recent bank and processing statement (3 months) if not provide explanation6. Voided check or bank letter. If the merchant is providing a bank letter it must have the following;

A. Merchant Name and addressB. The bank logo, address and branch contact informationC. Merchant account details ABA and account number

III. Financials1. Year to date financial statement (Signed by preparer and officer of corporation)2. 2 years financials (Signed by preparer and officer of corporation)

IV. Owner or Designated Signatory Verification.If you have questions regarding additional documents, please contact your representative agent for details.

1. US Passport or US driver’s license2. Utility bill showing owner’s address (no more than 30 days old)3. Marketing materials, telemarketing scripts (if applicable)4. Customer Service Manual (if applicable)5. BSA/AML Policy (if merchant is using third party provider provide contact details)6. Copy of the company’s most recent BSA/AML review or audit (if available ‐ not mandatory)

V. Kratom Merchants1. Same KYC requirements as listed above. In addition, Kratom merchants will have an additional hold

period of ten days (10) and will be required to speak with MPS prior to going live to review termsand conditions. * See MERCHANT HOLD/RESERVE POLICIES AND PROCEDURES for block states andcounties.

Merchant Payment Solutions, LLC (MPS), is a registered ISO/MSP Page 1 of 9

MERCHANT APPLICATION/GATEWAY AGREEMENTPlease carefully complete the enclosed Application and read the attached Terms and Conditions and other additional forms, as applicable to you, which together make up the Merchant Processing Agreement. Keep a Copy of the entire Application and the Terms and Conditions for your records. MPS/Member Bank's acceptance of this Application will be made in a manner authorized in the attached Agreements.

Sales Representative ID Number (9 digit to 16 digit code)

Bank # or Merchant Association #:

SECTION 1 BUSINESS INFORMATION

Business Legal Name: (Must Match Business Tax Return Name) Contact Name:

Business Name (DBA): Customer Support Phone # Email address: Website:

Business Location Address: Business Billing Address: (if different from location address)

City, State, Zip: City, State, Zip:

Phone #: Fax #: Phone #: Fax #:

SECTION 2 OWNERSHIP INFORMATION

Ownership: Sole Prop. Corporation Partnership LLC Native American Tribe Tax-Exempt Organization (501C)

Owner/Officer/Principal Name: Title: DOB: SSN #: Federal Tax ID #:

Home Address: City, State, Zip: Phone #:

SECTION 3 BUSINESS PROFILE AND ASSUMPTIONS

Ownership or Legal Entity ChangeClose Existing MID#: Close Date Existing MID: Open Date:

Monthly Volume (Visa/MC/DS/AX):

Average Ticket (Visa/MC/DS/AX):

Highest Ticket (Visa/MC/DS/AX):

Add'l. Location 1st Location MID: Never Accepted Cards Processor Change - How many processing statements

are you including?

% Card Present

% Card Not Present

% Card Swipe% Imprint

(Manually Keyed)% MOTO % Internet % B2B % of International Cards

Type of Goods/ Service Sold:

REFUND POLICY No Refund Refund in 30 Merchandise Other (Check One): days or less exchange only

Seasonal Sales: Yes No Active Months: JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

SECTION 4 IMPORTANT DISCLOSURES Merchant acknowledges receipt of MPS documentation, which includes Merchant Processing Agreement

IMPORTANT MEMBER BANK RESPONSIBILITIES: (1) A Visa Member is the only entity approved to extend acceptance of Visa products directly to a Merchant. (2) A Visa Member must be a principal (signer) to the Merchant Agreement. (3) The Visa Member is responsible f or educating Merchants on pertinent Visa Operating Regulations with which Merchants must comply. (4) The Visa Member is responsible for and must providesettlement funds to the Merchant. (5) The Visa Member is responsible for all funds held in reserve that are derived from settlement.

IMPORTANT MERCHANT RESPONSIBILITIES: (1) Ensure compliance with cardholder data security and storage requirements. (2) Maintain fraud and chargeback below thresholds. (3) Review and understand the terms of the Merchant Agreement. (4) Comply with Operating Regulations. The responsibilities listed above do not supersede the terms of the Merchant Agreement and are provided to ensure the Merchant understands some important obligations of each party and that the Visa Member (Acquirer) is the ultimate authority should the Merchant have any problems.

MCC Code:

Signature (Signature may be evidenced by facsimile)

X

Name (please print) Date

SECTION 5 PATRIOT ACT AND BACKGROUND AUTHORIZATION

To help the government fight the funding of terrorism and money laundering activities, the USA Patriot Act requires all financial institutions to obtain, verify and record information that identifies each person (including business entities) who opens an account. What this means for you: When you open an account, we will ask for your name, physical address, date of birth, taxpayer identification number and other information that will allow us to identify you. We may also ask to see your driver's license or other identifying documents. The undersigned entity(ies) and individuals hereby unconditionally authorize MPS and Member Bank or its agents to (i) investigate the information and references contained herein, and to obtain additional information about the Merchant and such individual(s) by pulling credit bureau and criminal background checks on the Merchant and its principals, including obtaining reports from consumer reporting agencies on individuals signing below as an owner or general partner of Merchant, or providing their Social Security Number on the Application (if such individual asks MPS or Member Bank whether or not a consumer report was requested, MPS and/or Member Bank will tell such individual and, if MPS and/or Member Bank received a report, MPS and/or Member Bank will give the individual the name and address of the agency that furnished it) and (ii) update such information periodically throughout the terms of service of the Merchant Agreement. By providing your SSN and signing this Application, you, in your individual capacity, unconditionally authorize MPS and Member Bank to obtain your consumer credit report.

MerchantDescriptor:

2 0 1 8 P P T 8 8 6 9 0 1 6 M PBNIMPSUP

Merchant Payment Solutions, LLC (MPS), is a registered ISO/MSP Page 2 of 9

Merchant's Business Name (Legal):

SECTION 6 COMPLIANCE INFORMATION

Do you (MERCHANT) have a 3rd party software application/gateway or POS Terminal Are you compliant with the Payment Card Industry Data Security Standards? YES NO

If yes, identify Security Assessor and certificate number: Last Certification Date:

Have you been notified by Visa, MasterCard or Discover that you have been the victim of a compromise of cardholder data? YES NO

If yes, have you completed remediation? YES NO

Do you store cardholder data? Paper - YES NO Electronic - YES NO

Third Party Software/Gateway Vendor Name and Address: Third Party Software/Gateway Vendor Contact Information:

Version # Merchant data to which this vendor has access:

Does software store cardholder information? YES NO Is Third Party Software/Gateway PCI DSS and/or PA DSS compliant? YES NO

All merchants must comply with the Payment Card Industry Data Security Standard ("PCI DSS"). Merchant is required to maintain the security of card data and to comply with

the requirements of the PCI DSS. Merchant must validate its compliance with the PCI DSS and provide MPS with evidence that Merchant (a) has successfully completed a

Self-Assessment Questionnaire and scan(s), if applicable, and (b) is compliant with the PCI DSS. MPS has created the PCI Program (the "PCI Program") to assist merchants in

securing card data and complying with PCI DSS. You are enrolled in the PCI Program and the applicable fees will be assessed in accordance with the terms of the PCI Program.

Information on the PCI Program is set forth in the Terms and Conditions and the applicable fees are set forth in Section 11. All gateway or other vendor supplied software must be

compliant with the Payment Application Data Security Standard rules ("PA DSS").

SECTION 7 MERCHANT BANK ACCOUNT INFORMATION

In accordance with the terms set out in the Merchant Processing Agreement, funds will be transferred to/from the account as delineated. If nothing is checked, MERCHANT will receive

Premium ACH. ACH can be performed by the following entities: Member Bank, MPS or any authorized agent of MPS or any Third Party Service Provider with whom you have

contracted. *Subject to special approval PLEASE SUPPLY VOIDED PREPRINTED CHECK OR BANK LETTER FOR EACH ACCOUNT REQUESTED

Deposit Time Frame: Premium ACH Alternate Funding* Deposit Type: Combined By Batch

Any ACCOUNT NUMBER indicated must be a valid account number for handling ACH deposits and withdrawals. If more than one account is indicated, account #1 will be used for Sales.

Routing #1 DDA Account Type: Checking Savings

Account #1

Routing #2 DDA Account Type: Checking Savings

If a second account, this account is used for: Account #2 Discount Fees Credits Chargebacks

SECTION 8 CHECK/ ACH SERVICES

If Check Services are selected and by signing Merchant Processing Agreement, Merchant agrees to accept Check Services pursuant to, and to be bound by, the terms and conditions for Check products acceptance as stated in the Merchant Processing Agreement or as provided by Check services provider, SPS-EFT, or other service provider. Member Bank is not providing the Check/ACH Services. Merchant must be approved by MPS and its service provider, SPS-EFT, or by other service provider. ++ For Non-Guarantee checks $10,000 and greater: A premium of 0.10% (ten basis points) will be charged in addition to the discount rate. ^**These fees apply per account.

Check Service Discount Rate

Transaction Fee

Check Service Discount Rate

Transaction Fee

Other Check21 Fees

Check Conversion

w/Guarantee

Check21 POS - Guarantee

Check21 POS - Non-Guarantee++ Check21 Return Fee^**: $5.00

Check Conversion

w/o Guarantee

Check21 Remote - Guarantee

Check21 Remote - Non-Guarantee++Monthly Check21 Access Fee^**: $5.00

Paper Check w/

GuaranteeCheck21 POS Payroll option - Guarantee: Discount Rate + 3% premium

Check21 POS Payroll option - Non-Guarantee: Discount Rate + 1% premiumMonthly Billing

# of Checks Monthly: Average Amount: Largest Check Amount: Monthly Service Fee^**: Batch Fee: Monthly Minimum^**:

$25.00

Annual Fee^**:

$59.95

Termination Fee^**:

$125.00

SECTION 9 UNLIMITED PERSONAL GUARANTY AND CREDIT INFORMATION AUTHORIZATION

PERSONAL GUARANTEE: The undersigned (“Guarantor”) does hereby personally guaranty to BNI/Merchant Payment Solutions, LLC, as well as to its successors and assigns (MPS), the full, prompt and complete performance by Merchant of all of Merchant’s obligations under this Agreement, including, but not limited to, the payment of credit losses, reversals and expenses in accordance with the Agreement. Whether arising before or after termination of this Agreement. This guarantee is a guarantee of payment and is a debit of the Guarantor for his or her own account. This guarantee is not a guarantee of collection. MPS shall not be obligated or required before enforcing this guarantee against guarantor: (a) to pursue any right or remedy MPS may have against Merchant, Guarantor or any other guarantor of these obligations or commence any suit or other proceeding against Merchant, Guarantor or any other guarantor of these obligations in any court of other tribunal; (b) to make any claim in a liquidation or bankruptcy of Merchant or any other guarantor of these obligations; Or (c) to make demand of the Merchant or any other guarantor of these obligations or to enforce or seek to enforce or realize upon any collateral security held by MPS which may secure any of these obligations. The guaranty shall not be discharged or otherwise affected by any waiver, indulgence, compromise, settlement, extension of credit, or variation of terms of this Agreement made by or agreed to by MPS or Merchant. Guarantor hereby waivers any notice of acceptance of this guaranty, notice of non-performance of any provision of the Agreement by Merchant, and all other notices or demands regarding the Agreement. Guarantor agrees to promptly provide to MPS any information reasonably requested from time to time, concerning his or her financial condition, business history, business relationship and employment information.Authorized Signature of Guarantor: (Do Not Include Title) Name of Guarantor: (Do Not Include Title) Social Security #: Date of Signature:

Merchant Payment Solutions, LLC (MPS), is a registered ISO/MSP Page 3 of 9

Merchant's Business Name (Legal):

SECTION 10 SCHEDULE OF FEES

APPLICATION Tiered^ Flat Rate¥ DISCOUNT: Daily CARD OPTIONS: All Cards Other Cards

TYPE: Interchange+ Cash Advance Monthly Visa/MasterCard Debit and Credit Card Only

BUSINESS TYPE Retail Restaurant Mail/Telephone Order** Internet**

SUB BUSINESS TYPE Retail Key Entered** DialPay Capture** MOTO/CardSwipe** Large Ticket

VISA/MASTERCARD/DISCOVER (V/MC/D) Rate Category Discount Rate Transaction Fee AMERICAN EXPRESS Rate Category* Discount Rate Transaction Fee

Base % $ 0.45 Base % $

Mid-Qualified1

(Not Applicable for Retail Key Entered, MOTO, Internet, DialPay Merchants)+ % + $ Mid-Qualified1 + % + $

Non-Qualified2 + % + $ Non-Qualified2 + % + $

Base Debit NON PIN-Based3

(Same as V/MC/D Discount Rate if left blank) Regulated Only6 % + $Wireless Service3

Quantity Setup Fee

$

Monthly Hosting Fee

$ 20.00

Transaction Fee

+$ 0.45Debit PIN-Based4

Monthly Fee

$ 5.00% $ 0.45

Internet Services/

Micros3

Quantity Setup Fee

$

Monthly Hosting Fee

$

Transaction Fee

+$Gateway fee %Same as Visa/MC/

Discover Transaction Fee

Transaction fees are charged for all transaction authorization attempts. 1Added to Base discount rate and transaction fee. 2Added to applicable Mid-Qualified discount rate and transaction fee. 3Transaction fee is in addition to the applicable Base, Mid-Qualified, or Non-Qualified transaction fee, regardless of transaction qualification. 4Debit Network Interchange, sponsorship, switch and gateway fees, and any miscellaneous fees will be assessed or allocated to Merchant at the then current rate determined in accordance with MPS's standard operating procedures. 5Same as Mid-Qualified discount rate if left blank for the applicable Reward categories collected by MPS (Not Applicable for Retail Key Entered, MOTO, Internet, DialPay Merchants).

^TIERED MERCHANTS ONLY - Commercial Card transactions that do not meet the requirements to qualify for preferred rates will be assessed an additional fee of 0.50% (0.0050) on such sales

volume. 6Regulated applies to all Base NON PIN debit transactions from issuers that are not exempt pursuant to 12 CFR Part 235. NON PIN debit transactions from exempt issuers will fall under the Base V/MC/D discount rate. If a rate is identified but the Regulated Only box is not checked, then this rate applies to all Base NON PIN debit transactions. **If the Retail Key Entered/MOTO/Internet/ DialPay Business Type is selected, Rewards cards will be charged discount rates plus 0.11% (0.0011) on all transactions. MPS's processing fees and Card Brand interchange fees are included in the discount rate. All other Card Brand fees will be assessed or allocated to Merchant at the then current rate determined in accordance with MPS's standard operating procedures.

+ INTERCHANGE MERCHANTS ONLY- CARD ORGANIZATION FEES:Visa, MasterCard and Discover Interchange fees, assessments and other fees will be assessed or allocated to Merchant at the then current rate determined in accordance with MPS's standardoperating procedures.

¥ FLAT RATE MERCHANTS ONLY - CARD ORGANIZATION FEES:All fees are included in discount rate and transaction fee above except fees related to International transactions. Does not apply to American Express.

*AMERICAN EXPRESS - Existing American Express Number YES NO If Yes, Existing American Express Account Number:

Annual Estimated or Actual American Express Volume <$1,000,000.00 YES NO If No, Merchant is not eligible for the American Express Program.

By checking this box, Merchant elects to opt out of the American Express Program

By checking this box, Merchant elects to opt out of receiving American Express Marketing Materials.

SECTION 11 OCCURRENCE FEES

Platinum Customer Support $17.95/month Retrieval/Unauthorized/Chargebacks $35.00 each Paper Statement Yes No /month

Batch Fee†† $0.45cents each and refunds $2.00 per Minimum Bill $25.00/month and wire fee $45.00 per Advantage Buyer Program3 $25.00 /month

Voice Auth/DialPay $2.00 /each Early Deconversion Fee1 $595.00/each $90.00/year OR

PCI Fee

$5.00/month OR

$165.00/year

$13.75/monthACH/DBA Change Fee $25.00/each Card Brand Usage Fee (NABU)2 $0.10 /each

Semi-

Annual Fee

Charged in

Months of June & Dec1099-K Reporting is

provided at No ChargeRegulatory Accounting Assistance

Program (RAAP) Fee4 $50.00Charged Annually

Month of March

Return ACH(s) are subject to a $25.00 fee for each occurrence. 1The initial term of the Merchant Agreement is three years (3) and automatically renews foradditional 2-year periods. If this Agreement is terminated prior to the expiration of the initial term or any renewal term, you will be subject to an Early Deconversion Fee ("EDF") in accordance with the Terms and Conditions. In addition to the EDF, you may also be subject to liquidated damages in accordance with theTerms and Conditions. If limited by state law, these fees may be modified in accordance with the Terms and Conditions. 2The Card Brand Usage Fee (NABU) includes the MasterCard Network Assessment and Brand Usage Fee, the Visa Acquire Processing Fee, and the Visa Base II Transaction Fee and applies to Tiered MerchantsOnly. ††Same as V/MC/D base transaction fee if left blank; if base V/MC/D transaction fee is left blank, the fee is $0.45. 3 For store front merchants only. 4 For store front merchants only.

SECTION 12 MERCHANT ACKNOWLEDGEMENTS AND SIGNATURE

Merchant agrees to and accepts the terms and conditions set forth in this Application and the Terms and Conditions which are incorporated herein by reference as if fully set forth herein (collectively, the "Merchant Agreement") and acknowledges receipt of all parts of the Merchant Agreement. Merchant acknowledges that no handwritten changes have been made to the printed text of the Merchant Agreement and that the parties may produce and rely on a copy or electronically stored image of the Merchant Agreement for all legal purposes. Merchant represents, warrants and certifies to MPS and Member Bank that it has reviewed all 4 pages of this Application that all information provided herein is true, correct and complete and that MPS and Member Bank may rely on the information contained in this Application, without further investigation, for all purposes. Merchant acknowledges and agrees that MPS and Member Bank are in no way responsible or liable for the actions, inactions, performance or lack of performance of any third party provider or independent sales representative. Merchant represents that it has chosen for itself any services, equipment or third party selected in connection with the Merchant Agreement, and it has not relied on any promises, representations, warranties, or covenants of the independent sales representative, MPS or others. Merchant acknowledges and agrees that the Merchant Agreement shall not be altered by any prior, contemporaneous or subsequent oral representations made by any party. Merchant further authorizes the release of Merchant information in accordance with the provisions of the Terms and Conditions. If Merchant does not want to participate in the American Express Program, the applicable Opt Out Box has been marked.

IN WITNESS WHEREOF Merchant has caused this Agreement to be executed by its duly authorized representative effective in accordance with the terms of the Terms and Conditions. The Agreement shall be binding upon Merchant upon the earlier of Merchant's execution below or Merchant's first processed electronic transaction. MERCHANT

Signature (Signature may be evidenced by facsimile)

X

Name (please print) Date

$125.00

Merchant Payment Solutions, LLC (MPS), is a registered ISO/MSP Page 4 of 9

Merchant's Business Name (Legal):

SECTION 13 EQUIPMENT SETUP PROVIDER CODE: MPS = MPS to ship equipment SOF = Sales office to ship equipment MER = Merchant Owned

TERMINAL QTY PROVIDER CODE

PRINTER PROVIDER CODE

PIN PAD PROVIDER CODE

NEW EXCHANGE

NEW EXCHANGE

NEW EXCHANGE

Other: Provider Code: Other: Provider Code: Other: Provider Code:

EQUIPMENT SOFTWARE

INFORMATION

SOFTWARE NAME PUBLISHER VERSION

EQUIPMENT OPTIONS THE DEFAULT SELECTION WILL BE APPLIED FOR ANY OPTION NOT SELECTED BELOW

RETAIL / MOTO/ INTERNET

AVS YES NO Auto-Close++ YES NO

Last 4-Digits YES NO TIME

CVV 2 YES NO Store N Forward YES NO

Purchase Card/Level 2 YES NO Pre-dial YES NO

Invoice # Prompt YES NO Cash Back YES NO

PBX Code 8 9 Debit Cash Bank Max Amount

Multi Merchant YES NO

++ Auto-Close Time for Alternate Funding

First Merchant MID needs to be no later than 7:30 p.m. CST

RESTAURANT

Tips YES NO

Servers YES NO

Tables YES NO

Bar Tab YES NO

Suggested Tip YES NO

CASH ADVANCE

LODGING

FUEL YES NO

PASSWORD

All YES NO

Void YES NO

Return YES NO

Settlement YES NO

Other

FAST PAY (FPS)

Both receipts signature line

Both receipts NO signature line

NO receipts under $25.00

Custom Header / Footer: Wireless ID:

Comments:

EQUIPMENT SHIPPING INSTRUCTIONS Required ONLY if ordered through MPS - Default shipping options (indicated by * ) will be applied for any option not selected below

Ship To: Merchant Location * ISO Location Other 1-3 Day Over Night Priority * Ground Saturday

Attn:Payment For Equipment Will Be:

Lease Check Cash Visa MC

Discover Amex 30 Day (Bill Group)Address:

City: State: Zip: Phone #: Special Instructions:

MPS TO REPROGRAM/TRAIN MERCHANT? YES NO

MPS TO SHIP WELCOME KIT? YES NO

WELCOME KIT SHIPPING INSTRUCTIONS Required if welcome kit is shipping to separate address from above

Ship To: Merchant Location * ISO Location Other Attn: Phone #:

Address: City: State: Zip:

SECTION 14 SITE INSPECTION INFORMATION

I represent and warrant that the information set forth in the application is true and accurate to the best of my knowledge. In addition, I hereby certify that (check which applies):

I have physically inspected the business premises of the merchant at this address, personally confirmed the identity of the person listed in the Owner/Officer Information Section, and witnessed their signing of the Agreement.

Business/Inventory/Shipments: Does business appear as represented? YES NO

Is business open and operating? YES NO

Is inventory sufficient for business type? YES NO

Are goods and services delivered at the time of sale? YES NO

Goods and services charged to credit card on Order Shipment

Are good and services delivered Digitally Physically Both

If goods are shipped, is a Fulfillment House used? YES NO

An MPS approved third party site inspection vendor will supply inspection within 15 days of my signature below or I have informed MPS that a site inspection is needed.

I have not physically inspected the business premises of the Merchant; but have verified the validity of the business using outside sources and confirmed the identity of the person listed under the Owner/Officer Information Section.

If Fulfillment House is used, please complete the following:

Fulfillment House Name and Address: Fulfillment House Contact Information:

Is Fulfillment House PCI DSS Compliant? YES NO % of shipments by this vendor

Location Type: Retail Store Front Office Building Residence Industrial Building Trade Show

Organization : Merchant Payment Solutions, LLC Sales Rep

Signature:

Application

Date:

Merchant Payment Solutions, LLC (MPS), is a registered ISO/MSP Page 5 of 9

MERCHANT HOLD/RESERVE POLICIES AND PROCEDURES

You have completed the application for merchant processing with Merchant Payment Solutions (MPS). MPS' Acceptance of

your application is in part contingent on your acknowledgment and acceptance of the following MERCHANT HOLD/RESERVE

POLICIES AND PROCEDURES. The terms of these policies and Procedures and acknowledgment and acceptance are intended

to supplement and not to supersede any provision of the Merchant Agreement (“Agreement”). Terms I these Policies and

Procedures shall be defined and outlined in the Agreement.

HOLD PERIOD CBD Merchants MPS acquiring bank has set aside a hold period of seven days (7). This is the number of days that funds will be held by the acquiring bank under this Agreement with first Settlement to your account due on the first scheduled payment date.

HOLD PERIOD Kratom Merchants MPS acquiring bank has set aside a hold period of ten days (10). This is the number of days that funds will be held by the acquiring bank under this Agreement with first Settlement to your account due on the first scheduled payment date.

MPS has assumed certain risks by agreeing to provide with merchant services, we may take certain actions to mitigate our risk,

including termination of this Agreement, and or hold monies otherwise payable to you under certain circumstances. MPS also

reserves the right to withhold distribution of funds from the Reserve Account if it determines that the funds are needed for

payment of additional amounts owed by the Merchant and not otherwise collected or collectable from the Merchant through

daily processing proceeds or direct payment, including, but not limited to: rejects, returns, transaction and processing fees,

termination fees, credit, penalties, assessments, interest, legal or collections fees, and any other amounts due to MPS under

Agreement.

I hereby authorize MPS to debit from daily transaction settlement proceeds agreed to under this Agreement. I have read and understand these Policies and Procedures and hereby give my consent to the terms outline in this Agreement and I hereby confirm:

Merchant Name:_____________________________________________

Owner/Principal/Partner Name:_________________________________

Owner/Principal/Partner Signature:_______________________________

Date:________________________________________________________

*Refer to block states and counties below.

*Blocked states and counties that merchant will not be allowed to sale product

States CountiesAlabama Oceanside & San Diego, CA. Arkansas Sarasota County, Fl. Indiana Jerseyville, IL. Rhode Island Union County, MS. TennesseeVermontWashington D.C.Wisconsin

Merchant Payment Solutions Gateway Services Agreement

I. Definitions“Fees” means those fees set forth below owed to MPS for the services performed under this

Agreement.

“Gateway Services” means the delivery of payment transaction authorization and settlement data to and from Merchant and transaction processors, and other related services provided by MPS.

“Security Standards” means the Payment Card Industry Data Security Standard established by PCI Co., the Visa Cardholder Information Security Program, the MasterCard Site Data Protection Program and all security protocols and security advisories required by Visa, MasterCard, Discover, any debit network, and MPS.

II. Merchant’s Obligations2.1 ID and Passwords. Merchant will provide to MPS a list of users completes with the followinginformation: name, title and contact information, to enable Merchant to access the Gateway Services. MPSwill provide a User ID and a temporary password to Merchant for each user. The Merchant/user will be ableto change the password. Merchant will restrict access to such IDs and passwords and will disclose such IDsand passwords to its employees and agents on an as-needed basis, only as necessary for the use of theGateway Services.

2.2 Data Collection. Merchant is solely responsible for the security of data residing on the servers owned, controlled or operated by Merchant. Merchant will comply with all state and federal laws, including but not limited to, laws regarding disclosure to customers on how and why personal information and financial information is collected and used. Merchant agrees not to use, disclose, sell or disseminate any cardholders information obtained in a card transaction except for purposes of authorizing, completing and settling card transactions and resolving chargebacks, retrieval requests or similar issues involving card transactions. Merchant acknowledges that MPS shall not be liable for any improperly processed transaction or illegal or fraudulent access to Merchant’s account, Merchant’s IDs and passwords, any end-user data or transaction data.

2.3 Data Privacy and Security. Merchant will comply with the Security Standards. Merchant warrants that its server and electronic systems are secure from breach or intrusion by unauthorized third parties and will hold MPS and Service Provider harmless for a breach of Merchant’s systems. If there is a security breach of Merchant’s system and/or access to end-user data or transaction data by an unauthorized third party, Merchant shall notify MPS agent promptly at support@pacificpaymenttech.com of such breach and shall take such precautions as may be necessary to prevent such breaches from occurring in the future. Contact

III. MPS’s Obligations3.1 Gateway Services. MPS shall provide Merchant with the Gateway Services. MPS will usecommercially reasonable efforts to safeguard data; provided however, MPS does not warrant that end-userdata and transaction data will be transported without unauthorized interception or modification or that data will not be accessed or compromised by unauthorized third parties. MPS is not obligated to store, retain,report or otherwise provide any copies of or access to any records of transactions or end-user data collectedor processed under this Agreement. Merchant can contact agent at support@pacificpaymenttech.com

Merchant Payment Solutions, LLC (MPS), is a registered ISO/MSP Page 6 of 9

3.2 Ownership and Use of the Gateway Services. Merchant shall use the Gateway Services only for bona fide transactions between Merchant and a cardholder. Merchant shall not allow any third party to use the Gateway Services. MPS retains all right, title and interest in and to the Gateway Services and all related documentation and Merchant shall not take any action inconsistent with such ownership. The Gateway Services, documentation and related confidential information may be protected by copyright, trade secret and other intellectual property laws. Merchant acknowledges that Merchant shall have no intellectual property or ownership rights in the Gateway Services. Merchant will not contest the ownership of the Gateway Services and will cooperate in defending MPS’ ownership rights to the Gateway Services. The restrictions in this Agreement shall not be construed to supersede or eliminate any rights which MPS may have under applicable laws pertaining to trade secrets. Merchant shall not alter or remove any printed or on-screen copyright, or other legal notices contained in the Gateway Services and the related documentation. Merchant shall not: (A) decompile, disassemble, reverse compile, reverse assemble, reverse translate or otherwise reverse engineer the Gateway Services; (B) circumvent any technological measure that controls access to the Gateway Services; or (C) use the Gateway Services other than pursuant to the terms of this Agreement.

IV. Fees (if applicable, merchant should check with their agent before signing application).4.1 For each transaction, Merchant will pay to MPS the Fees which are listed in MPS merchantApplication. The Fees may be amended by MPS upon five days prior notice to Merchant. Merchant will payall Fees and other amounts owed to MPS under this Agreement by the Invoice Due Date. Failure to payamounts owed to MPS under this agreement on time may result in an interruption of service and a servicereactivation fee. Merchant will promptly examine all transactions and will notify MPS in writing within 30days of any error. Unless MPS is notified of an error within 30 days of the date of the transaction, MPS shallbe under no obligation to adjust such amounts.

V. Mutual Obligations5.1 Representations and Warranties. Each party represents and warrants to the other on the EffectiveDate and throughout the term of this Agreement that: (A) it is a sole proprietor, partnership, corporation orlimited liability company organized, validly existing and in good standing under the laws of the State whereits principal office is located; (B) it has full authority and corporate power to enter into this Agreement andto perform its obligations under this Agreement; (C) its performance of this Agreement will not violate anyapplicable law or regulation or any agreement to which that party may be bound; (D) it will comply with allapplicable state and federal laws and regulations and card association requirements; and (E) neither it norits officers and directors are a party to any pending litigation that would have an impact on this Agreement.

5.2 Confidential Information. Neither party will use for any purpose other than contemplated by this Agreement, will not disclose to any third party, and will cause its employees, independent contractors, and agents to not use or disclose, any term of this Agreement, and any information learned about the business practices and ways in which either party conducts business that is not generally known to others, including without limitation details about the Gateway Services, any data or information that is a trade secret or competitively sensitive such as computer software and documentation, data and data formats, and financial information. Each party will inform the other party of any request by a court or government agency to disclose such information to enable the other party to waive the provisions of this Section or defend the nondisclosure. This Section will survive termination of this Agreement. In the event of a breach of this Section, the breaching party agrees that the non-breaching party will suffer irreparable harm, and that the amount of monetary damages would be impossible to calculate. Thus, the non-breaching party will be entitled to injunctive relief in addition to any other rights to which it may be entitled, without the necessity of proof of actual damages

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VI. Term and Termination6.1 Term. This Agreement will become effective on the Effective Date, will remain in effect for a periodof 3 years (“Initial Term”), and will automatically renew for additional successive 1-year periods (“RenewalTerm”) unless terminated in accordance with the provisions of this Agreement.

6.2 Termination. Notwithstanding the above, the parties will have the following rights: (A) MPS may terminate this Agreement upon written notice if any card organization or entity having jurisdiction over MPS’ business requires MPS to terminate the Gateway Services provided to Merchant; (B) Either party may terminate this Agreement at the end of the Initial Term or any Renewal Term upon written notice of termination to the other party at least 30 days prior to the end of the Initial Term or any Renewal Term; (C) MPS may terminate this Agreement if a trustee, conservator, receiver or similar fiduciary is appointed for Merchant or substantially all of Merchant’s assets; and (D) Either party may terminate this Agreement if the other party fails to observe any material obligation specified in this Agreement or the other party engages in any act or omission that may damage the reputation or business of the other party.

VII. Indemnification and Limitation of Liability7.1 Indemnification. Each party agrees to indemnify, defend, and hold harmless the other party, itsemployees, directors, managers, members, officers or agents from and against any loss, liability, damage,penalty or expense (including reasonable attorneys' fees and court costs) which may be claimed by a thirdparty as a result of: (A) any failure by the other party or any employee, agent, or affiliate of the party tocomply with the terms of this Agreement; (B) any warranty or representation made by the other party beingfalse or misleading; (C) negligence or willful misconduct of the party or its subcontractors, agents oremployees, or (D) any alleged or actual violations by the other party or its subcontractors, employees, oragents of any card organization rules, laws or regulations. This Section will survive termination of thisAgreement.

7.2 Limitation of Liability. The liability, if any, of MPS under this Agreement for any claims, costs, damages, losses and expenses for which they are or may be legally liable, whether arising in negligence or other tort, contract, or otherwise, will not exceed in the aggregate the amount of Fees paid to MPS for the preceding 3-month period, measured from the date the liability accrues. In no event will either party or Service Provider be liable for indirect, special, or consequential damages even if advised of that possibility. Neither party will be liable to the other for any failure or delay in its performance of this Agreement in accordance with its terms if such failure or delay arises out of causes beyond the control and without the fault or negligence of such party. This Section will survive termination of this Agreement.

7.3 Disclaimer. The Gateway Services are provided on an “as is,” “as available” basis without any representations or warranties. MPS does not represent or warrant the Gateway Services will be available, accessible, uninterrupted, timely, secure, accurate, complete or entirely error-free. Merchant may not rely on any representation or warranty regarding the Gateway Services by any third party in contravention of the foregoing statements. MPS specifically disclaims all representations, warranties and conditions whether express or implied, arising by statute, operation of law, usage of trade, course of dealing, or otherwise, including but not limited to, warranties or conditions of merchantability, fitness for a particular purpose, non-infringement, or title with respect to the Gateway Services. Merchant understands and agrees that MPS shall bear no risk with respect to Merchant’s sale of products or services including, without limitation, any risk associated with credit card fraud or chargebacks.

VIII. General8.1 This Agreement, including the attached Exhibit(s) which are incorporated by reference, sets forth theentire understanding of the parties relating to its subject matter and supersedes any other agreement

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between the parties relating to its subject matter. This Agreement may not be amended except in a writing executed by both parties. Merchant may not assign this Agreement without the prior written consent of MPS. All communications under this Agreement will be in writing and will be delivered in person or by mail courier, return receipt requested, to the address set forth in the first paragraph of this Agreement. If any provision of this Agreement is illegal, the invalidity of such provision will not affect any of the remaining provisions, and this Agreement will be construed as if the illegal provision is not contained in the Agreement. No failure or delay on the part of any party in exercising any right under this Agreement will operate as a waiver of that right, nor will any single or partial exercise of any right preclude any further exercise of that right. This Agreement will inure to the benefit of and will be binding upon the parties and their permitted successors and assigns. This Agreement will not be deemed to be for the benefit of any third party. The Agreement will be deemed to be a contract made under the laws of the State of Hawaii and will be construed in accordance with the laws the State of Hawaii without regard to principles of conflicts of law. The parties specifically waive the right to a jury trial in connection with any dispute arising out of this Agreement or between the parties for any reason. MPS and Merchant will be deemed to be independent contractors and will not be considered to be agent, servant, joint venture or partner of the other. If any court holds that a party has breached this Agreement, then the non-defaulting parties will be entitled to recover expenses incurred in enforcing the provisions of this Agreement, including reasonable attorneys’ fees and costs. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and such counterpart shall together constitute one and the same instrument.

_______________________________

By: _____________________________

_________________________________ Title

_________________________________ Date

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By: _____________________________

________________________________Titlee

__________________________________ Date

Merchant Name: Merchant Payment Solutions,LLC

Managing Director