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20-051.00 Point & Pay: Credit Card Processor point&pay Client Application Partner Code: Account Representative: Mark Submission Date: Card Readers: Target Live Quantity: NA Type: Price per reader: Date: Client Legal Name as filed with the IRS: Federal Tax ID: City of Spokane Valley,WA REDACTED DBA: Spokane Valley Development Services Physical Address: 10210 E Sprague Avenue City:Spokane Valley State: WA Zip: 99206 Phone#to display on customer receipts: Website Address: Primary Contact Name: Primary Phone#: Primary Email: Greg Baldwin 5097205317 gbaldwin@spokanevalley.org Accounting Contact: Accounting Phone#: Accounting Email: Deanna Horton 5097205301 dhorton©spokanevalley.org El Visa El MasterCard El Discover 0 AMEX 0 Electronic Check 1. El Fees Absorbed by Client 2. ❑ Fees Paid by Customer 3. ❑ Tiered Fees 4. 0 Custom Fees 1.Absorbed Credit Card Fees: interchange(cost)+5obasfspolnts+$0.10 1. Payment Method For Monthly Billing: 1.Absorbed E-check Fees: $0.50 1. Utility Program (Absorbed)['Yes ❑ Debit El Online Credit Card 1. Billing Contact Info: El Mail In Check 2.❑Credit Card-Flat Fee $ 2.❑Debit Card-Flat Fee $ .d co ['Credit Card-Percentage Fee % , % s c 3 m o ❑Credit Cana-Minimum Fee $ 2.❑E-check-Flat Fee $ c C• (D o g ['Credit Card-Chargeback Fee $ o c. a c 3.Credit Card- Tiered Fees: o c, o �, o. Fee=$ for payments between$0.01 to$50.00 co g fi o Fee=$ for payments between$50.01 to$100.00 Fee=$ for payments between$100.01 to$150.00 Fee=$ for payments between$150.01 to$200.00 rn n. o c"o c '" Fee=$ for payments between$200.01 to$250.00 in N c 5' '0 o Fee=$ for payments between$250.01 to$300.00 0til CD o a:Fee of an additional$ for payments between the next$50 range as outlined 'o o °. S ao vr"+ o n s _ G .. Fee=$ for payments between$0.01 to$100.00 Fee=$ for payments between$100.01 to$200.00 s in c s co d Fee=$ for payments between$200.01 to$300.00 o co a: vw x Fee=$ for payments between$300.01 to$400.00 oc o� o w Fee=$ for payments between$400.01 to$500.00 t.o. o -a 3 0 Fee=$ for payments between$500.01 to$600.00 �, 0 3 Fee of an additional$ for payments between the next$100 range as outlined Q c 4.Custom Fee Description: 5 s S. L 0) 1 a. ['Yes ❑No Integration Type: Urlpp PB Existing Integration With PN . I]Yes❑No Business Name: Dude Solutions SmartGov Contact Name: Aliene Chase Phone: 3603945978 Email:aliene.chase@dudesolutions.com Total Average st Product Name Processing Channel Annual Payment Payment Collections Amount Amount 1 Permits ❑ PNP POSE] PNP IVR 0 pNp WVEB $ 300,000 $128 $10,000 8 (SP)POSE (SP)WE� BILL PAY 2 PNP POS PNP IVR pNp WEB $ $ $ 0 (SP)POS❑ (SP)WEE0 BILL PAY 3 0 PNP POSE! PNP IVR' 0-PNP WEB $ $ $ o (SP)POS 0(SP)WEB❑BILL PAY 4 PNP POS CI PNP IVR 0 PNP WEB $ $ $ 0 (SP)POS 0 (SP)WEB❑BILL PAY 5 ❑ PNP POSE! PNP IVR ❑PNP WEB $ $ $ 0 (SP)POS 0 (SP)WEB❑ BILL PAY 6 PNP POS PNP IVR PNP WEB $ $ $ (SP)POS 0(SP)WEBS BILL PAY ❑ PNP POS❑ PNP IVR ❑PNP WEB El (SP)POS CI (SP)WEB❑BILL PAY $ $ $ 80 PNP POSE! PNP IVR 0 PNP WEB $ $ $ ID (SP)POS❑ (SP)WEB0 BILL PAY 9 ❑ PNP POS❑ PNP IVR ❑PNP WEB $ $ $ El (SP)POS 0 (SP)WEB❑BILL PAY 10 0 PNP POSE] PNP IVR ❑ PNP WEB $ $ $ r El (SP)POSE! (SP)WEND BILL PAY Deposit Structure: ❑Net Settlement 0 Debit If Debit:0 Same account in which funds were deposited 0 Use specific account ending in Product Name(or#from above) Bank Name Routing# Account# Acct Type All Banner Bank 0 Checking 0 Savings ❑Checking 0 Savings ❑Checking 0 Savings ❑ Checking 0 Savings ❑ Checking 0 Savings ❑ Checking 0 Savings ❑Checking 0 Savings ❑Checking ❑ Savings ❑ Checking ❑ Savings ❑Checking ❑ Savings 11/64LeoAti__ arta' ker :z'< nr Titlei I� tc. C-44t( zz� V Date I8-02$ ,2P--OS( POINT&PAY,LLC J•PAYMENNT SERVICES AGREEMENT Partiesi Point&Pay,LLC('PNP') ((City of Spokane Valley,WAlrCilent' A subsidiary of NAB,doing business in Delaware erns 1.4 Service Promotion SECTION 1 E•PAYMI:NT SERVICES Client will use reasonable efforts to promote the Services and build awareness of the Services with its customers through 1.1 Access to Payment Modules various media including,but not limited to; • Print Bill inserts,counter dispiays,and 11.1 Pursuant to this E-Payment Services Agreement (this announcements In Client's newsletter 'Agreement"),PNP grants aietlt a limited,non-exclusive,non- • Online:Home page announcements with an easilytransferable and terminable license for the duration of the Term accessible,one-cNdc link to payments page. to use the etdctronic payment services (the 'Services') and payment modules (each, a 'Module') chosen In the attached • transPhonefl to Pre•re s IVRdeti message with Ore ability to product application('Product Application"to enable Client's transfer payments IVR(e.g.,'Pre number 2 to make a customers('Customers")to make payments to Client using a payment')or provide the IVR phone to call. Payment Device.'Payment Device'means the payment typejs) • Joint Press Releases:The parties may mutually agree chosen by Client on the Product Application. A description of oil upon press releases announcing the availability of Modules, Services, training and support offered by PNP Is electronic payment services 8nd the partnering of attached es AxhleitA(the'Services Description"). Client and PNP. \AAA Al the time of Client's execution of this Agreement,Client 1.5 Trademark License shall also return the completed ClientApplication to PNP.Subject PNP grants Client a limited, non-exclusive, non-transferable to the terms and conditions of this Agreement,the Services may license to use the PNP trademarks, service marks and logos be also be used by,the affiliated offices, bureaus,pgendes or provided by PNP to Client (the 'Tr�dematks') solely In departments of Ctierht{'AtlfUates'). Each Affiliate shall complete connection with Client's promotion of the to Customers. a Client Application priori commencement of fife Services. Client shall not alter the Trademarks nor use the Trademarks in any way which Is disparaging, dilutive or otherwise adversely 12 Cilent Representatives affects the reputation of PNP. PNP will provide Client's authorized representatives with a togon 1.6 Client Logo License and password to access the Counter Module. Client shall be Client grants PNP a limited, non-exclusive, non-transferable solely responsible for maintaining the confidentiality andaecudty license to use its applicable logos, copyrighted works and of the logons and passwords provided by PNP. Client will cause trademarks (`Client Marks') solely in connection with the each of its representatives to change the initial password,keep Services provided to Client Client shell provide the Client Marks the passwords confidential, refrain from sharing passwords to PNP for use with the Services. Client represents that it has all and/or logah information with any unauthorized user,and use no intellectual property rights required for Clients end PNP's use of other password to access the Counter Module. PNP shall be Client Marks, and shall indemnify PNP against any third party entitled to rely on any communications It receives under Client's claims that the Client Marks Infringe the intellectual property passwords,logan Information,and/or account number as having rights of a third party. been sent by Client,without conducting any further checks es to the Identity of the user of such information. PNP will not be responsible for the operability or functionality of any of Client's computer equipment,system,browser or Internet connectivity. 1.3 Payment Device Transactions All Payment Device transactions using the Services will be processed through a secured link The parties to each Payment Device transaction will be the Customer cardholder, the gent and PNP. PNP&Paym ntUeMQsggreement40rev071008 S SECTION 2 COMPENSATION and other proprietary rights,protected or protectable,under the laws of the United States,any foreign country,or any political 2.1 Services Transaction Fee subdivision thereof,including(a) all trade names,trade dress, PNP will charge the transac on fee to use the Services set forth trademarks, service marks, logos, brand names and other on the Product Application. if Services fees are charged directiy ldengeis, (b) copyrights, moral rights (including rights of to Customers by PNP,Customers will receive a notice each time attribution and rii his Of Integrity),(c)all trade secrets,inventions, they use the Services Mating that the Services.are provided by discoveries, devices, processes, designs, techniques, ideas, PNP and that a convenience fee is charged for use of the know-how and other confidential or proprietary information, Services. PNP may change the amount of such fee by notifying whether or not reduced to pfactice,(d)ail dombstic and foreign Client of such new amount at least thirty(30)days prior to such patents and the registrations,applications,renewals,extensions change. and continuations(in whole or in part)thereof,end(e)all goodwill assodated with any of the foregoing and(f)ail rights and causes 2.2 Activation Fee of action for Infringement,misappropriation,misuse,dilution or If applicable,Client shall pay the one-time Activation Fee set forth unfair trade practices associated with(a)through(d)above. on the ProductAppiication. If the Activation Fee or any portion of the Activation Fee Is waived by PNP and the Client does not 3.2 Ownership and Use of PNP Materials implement the Service under this Agreement within"six months Any software developed by or on behalf of PNP for use in after the Effective Date,other than due to a material breach by connection with the Services remains the exclusive property of PNP, the waived portion of the Activation Fee shall become PNP. Client will not sell,transfer,barter,trade,Qcense,modify Immediately due and payable. or copy pny such software. Web pages accessible through use of the Services pre the copyrighted Intellectual property of PNP 2.3 Charge-backs and Returns and may not be copied in whole orpart by anyone. My training Unless otherwise specified In the Product Application,PNP will materials(inducing,but not limited to,webinars and manuals) set off(a)tire amount of sny pshprge-backs,refusals to pay and provided to Client by PNP shall remain the exclusive property of returns from any amounts otherwise riving by PNP to glient and PNP. PNP grants Client and Client's personnel a limited,non- (b)a transaction handling fee for charge-backs and non-sufficient exclusive,non-transferrable license to use and to make copies of funds(NSF)as specified in the Product Application. the training materials with its personnel solely in connection with the Services. Training materials may not be modified by Client or 2.4 ACH Debit of Fees its peisonnel or disclosed to any third party, Including Clients Client hereby authorizes PNP,and any subsidiary or successor end-user afstomers. Client shall ensure all personnel shall thereof,solely with respect to amounts duo pursuant to this complete and review all training,materials priot to using the Agreement and any subsequent agreements between Client and Services. PNP,including but not limited to service fees,transaction fees, charge-backs and returns as set forth hi Sections 21 and 2.3 of 3.3 Reverse Engineering this Agreement,to initiate Automated Clearing House('ACH') Client will not reverse engineer,reverse assemble,decompile or Authorizations to credit and debit Client's bank account as sal disassemble any of PNP's Intellectual property, nor will Client forth on the Banking Authorization Form attached hereto as attempt to do so or enable any third party to do so or otherwise exhibit Rot otherwise provided by Client.Client acknowledges attempt to'discover any source code,modify the Service in any that It will be sun ect to a$25 reject fee if items'are returned for manner or form,or use unauthorized mortified versions of the insulficientfunds. Service,Including(without limitation)for the purpose of building a similar or competitive product or service or for the purpose of SECTION 3 INTELLECTUAL PROPERTY; obtaining unauthorized access to the Service.Client Is expressly CONFIDENTIALITY prohibited from sublicensing use of the Service to any third parties. If Client becomes aware that any person has engaged 3.1 No Transferor License or is likely to have engaged in any of the activities described in Except for the rights expressly granted to Client in this this Section 3.3,Client will promptly notify PNP. Agreement,no PNP Intellectual Property Right is transferred or licensed to Client pursuant to this Agreement,by imp►ication or otherwise. PNP reserves and retains all rights,title and Interests in and to the PNP Intellectual Property Rights, and all copies, revisions,modifications,updates,and upgrades thereof. Client agrees not to remove, alter or destroy any copyright, patent notice, trademark or other proprietary markings or confidential legends placed on or within any portion of the PNP intellectual Property Rights. For purposes of this Agreement,'Intellectual Property Rights"means all the intellectual property,industrial PNP E.Payma dSeMoesAgreemadYLO rev 071008 2 3.4 Confidential information appropriate remedy or waive compliance with the confidentiality 3.4.1 Any Confidential Information provided by PNP to Client provisions of this Agreement pursuant to this Agreement will remain the Aciusive property of PNP. Client will disclose such Confidential Infomiatiop only to 3.6 Failure to Comply those of its representatives,and employees who need le know If Client falls to comply with any of its obligations pursuant to this such Confidential Information for purposes of performing this Section 3, PNP will have the right to Immediately terminate this Agreement,who are informed of the confidential nature of the Agreement by providing written notice of such termination to Confidential Information and who Agree,for the benefit of PNP, Client to be bound by the terms of confidentiality in this Agreement Client will, and will cause each of its representatives and 33 Survival employees, to keep confidential and not to.disclose in any The rights and obligations of the parties prodded for In this manner whatsoever any Confidential information provided by Section 3 will survive any expiration or termination of this PNP pursuant to this Agreement,andnotto use such Confidential Agreement or its term. information, in whole or In part, directly or Indirectly, for any purpose at any time other than for the purposes contemplated by SECTION 4 WARRANTIES;DISCLAIMER this Agreement Notwithstanding the foregoing,if Client is a city, county, township or similar entity, or government agency or 4.1 Warranties department thereof,Client may disclose Confidential information as necessary to comply with applicable public records taws. 4.1.1 Each parttirepresents and warrants that ithas the full legal right, authority and power to enter Into this Agreement end 3.4.2 For purposes of this Agreement, 'Confidential perform its obligations hereunder. Information'means all nonpublic or proprietary information of 4.1.2 PNP represents and warrants that the Services will be PNP, including proprietary, technical, development, marketing, provided in a professional,workman-like manner consistent with sales,operating,performances,cost,lurow-how, business and industry standards. process information, computer programs and programming techniques,security features(Including,without limitation,multi- 42 DIsctalmers level access and log-In features, audit bail setup, Interfaces 4.2.1 PNP does not represent that CllenYs or its Customers use between the Counter Module and the Internet or IVR Modules), of the Services will be uninterrupted or error=free,or that the all record bearing media containing or disclosing such Information system that makes the Services available will be free of viruses and techniques, and anything marked confidential, that Is or other harmful components resulting from the Internet or any disclosed by PNP to Client pursuant to this Agreement Confidential Information also includes the terms and conditions of third party providers or products outside the control of PNP. this Agreement 4.2.2 EXCEPT FOR THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION 4, PNP DISCLAIMS ALL 3.5 Exclusions WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR The term Confidential information wll not apply to inforhtation OTHERWISE, INCLUDING, WITHOUT LIMITATION, that(a)Is or becomes generally available to the public other than WARRANTIES OF MERCHANTABILITY, FITNESS FOR A as a result of a disclosure by Client In breach of this Agreement; PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE (b)was within Client's possession prior to its disclosure by or on SERVICE IS PROVIDED TO CLIENT ON AN'AS IS'AND'AS behalf of PNP,provided that the discloser of such infolrnatioh was AVAILABLE`BASIS,AND IS FOR COMMERCIAL USE ONLY. not!mown by Client to be bound by a confidentiality agreement with, or other contractual, legal or fidrfclhry obligation of confidentiality to, PNP with respect to such information; (c) becomes available to Client on a non-confidential basis fain a source other than PNP,provided that such source is not known by Client to be bound by aconfidentiahltyagreementwith,mother contractual,legal or fiduciary obligation of confidentiality to,PNP with respect to such information; or (d) Is developed Independently by Client,as demonstrated by the written records of Client, without use of such information. The confidentiality obligations of Client pursuant to this Agreement will not apply to any Confidential Information of PNP that Client is legally compelled to disclose. In the event Client becomes legally compelled to disrtilose any Confidential Information provided pursuant to this Agreement,Client will provide PNP with prompt written notice so that PNP may seek a protective order or other PryE-Payrnan!Services Agreement YLOrev071008 3 SECTION 5 LIMITATIONS OF LIABILITY AND SECTION 8 TERM AND TERMINATION OBLIGATION 8.1 Term 5.1 Damages and Liability Limit The initial term of this Agreement will commence on the Effective IN NO EVENT WiLL EiTHER PARTY BE LIABLE TO THE Date and will end on the third(319 anniversary of the Effective OTHER PARTY OR ANY THIRD PARTY IN CONNECTION Date (the 'Initiai Turin'). This Agreement will automatically WITH THIS AGREEMENT F011 INDIRECT, INCIDENTAL, renew for successive one (1)-year terms (each, a 'Renewal CONSEQUENTIAL, RELIANCE, SPECIAL, EXEMPLARY OR Term; and the initial Term and any Renewal Term may be PUNITIVE DAMAGES, INCLUDING DAMAGES FOR LOST referred to as a'Term')until the tenth anniversarybf the Effective PROFITS,EVEN IF THE OTHER PARTY HAS BEEN ADVISED Date,at which time this Agreement shall automatically terminate. OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY Notwithstanding anything else in this section, the term of this RELEASES THE OTHER PARTY AND ALL OF THE OTHER Agreement shall terminate at the end of the initial Tenn or any PARTY'S AFFILIATES, EMPLOYEES, AND AGENTS FROM subsequent Renewal Term if either party provides written not ce ANY SUCH DAMAGES. IN NO EVENT WILL PNP HAVE OR of such termination to the other party at least sixty(60)days prior INCUR ANY LIABILITY TO CLIENT OR ANY THIRD PARTY iN to the expiration of the applicable Term. EXCESS OF THE AGGREGATE COMPENSATION RECEIVED BY PNP FOR THE SIX-MONTH PERIOD IMMEDIATELY 8.2 in the Event of Breach;Effect on Affiliates PRECEDING THE EVENT GIVING RISE TO A CLAIM FOR 82.1 Subject to the opportunity to cure set forth below,either SUCH LIABILITY. THE FOREGOING EXCLUSIONS AND party may terminate this Agreement upon sixty(60)days written LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT notice to the other patty in the event of a material,uncured PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY breach of any provision of this Agreement by the other patty. FAiLS ITS ESSENTIAL PURPOSE. Such notice by the complaining patty shall expressly state ell of the reasons for the claimed breach in sufficient detail so as to 5.2 Refusals of Payment provide the alleged breaching party a meaningful.opportunity to PNP will not be liable for charge-backs or other refusals of cure such alleged breach('Notice"). payment Initiated by any Customer. Ali such chargetacks and other refusals of payment will be refunded by PNP to the 8.2.2 Following receipt of Notice,the alleged breaching party Customer and Client will mark and otherwise treat the related shall have sixty(60)days to cure such alleged breach.Upon Customer account as'unpaid' termination or expiration of this Agreement,Client shall have no rights to continue use of the Service or the Modules. Expiration 5.3 Errors and Omissions or termination of the Agreement by Client or PNP shall also PNP will not be liable for any errors or omissions in data provided terminate the Affiliates'rights under the Agreement unless by Client or Customers. Client will be responsible for the otherwise agreed by the parties In writing. PNP may terminate accuracy of data provided to PNP for use in providing the the Agreement solely with respect to an individual Affiliate Services. without affecting the rights and obligations of Client and other Affiliates under the Agreement 6A Bank Actions PNP will not be liable for any errors, omissions or delays 8.3 Modification to of Discontinuation of the Service attributable to the acts or omissions of any bank or other thkd PNP reserves the right at any time and from time to time to party involved in the processing of any Payment Device payment. modify, temporarily or permanently, the Service (or any part thereof). in addition, PNP will have the right to discontinue SECTION 6 CARDHOLDER DATA SECURITY accepting any Payment Device by providing nottess than ten(10) To the extent applicable,each of the patties shall be required to days'written notice to Client. In the event that PNP modifies the comply at all times with the Payment Card Industry Data Security Service in a manner which removes or disables a feature or Standard Program('PCI-DSS')in effect and as maybe amended functionality on which Client materially relies, PNP,at Client's from time to lime during the term of the Agreement The current request, shall use commercially reasonable efforts to PCI•DSS specifications are available on tile PCI Security substahtialty restore such functioriality to Client.In the event that Standards Council website at PNP Is unable to substantially restore such functionality within https:/Mrww.pclsecrritystandards.org. sixty (60) days, Client shall have the tight to terminate the Agreement Client acknowledges that PNP reserves the right to SECTION 7 EXCLUSIVITY discontinue offering the Service and any support at the Client egrees that PNP wig be the exclusive provider of fee-based conclusion of Client's then-current Ternt.Client agrees that PNP electronic payment services for the purposes and products shall not be liable to Client nor to any third party for any identified on the client application and that Client will not procure modification of the Service as described In this Section. similar such services from any other party for such purposes or products. PNP&Payment Set* sAgre rnentv2.0 rev 071008 4 SECTION 9 PAYMENT DEVICE TRANSACTION MISCELLANEOUS DEPOSITS The headings of sections and subsections of this Agreement are The exact of each aperbired Payment Device transaction for convenience of reference only end will not be construed to will be eledtonically deposited Into the Client bank account alter the meaning of any provision of this Agreement. PNP is an Identified on the Client Application. PNP shall ioltiate such independent contractor and nothing in this Agreement will be deposits as specified on the attached Client Application.PNP will deemed to create any agency,employee-employer relationship, provide Clients authorized employee's with access to PNP's partnership, franchise or joint venture between the parties. online transaction reports for recondliatiori purposes. Except as otherwise spedfically provided In this Agreement neither party will have,or represent that it has the tight power or SECTION 10 FORCE MAJEURE authority to bind,contract or commit the other party or to create PNP mil not be responsible for Its failure to perform under this any obligation on behalf of the other party. Each of the parties Agreement due to causes beyond its reasonable control, will have any and all rights and remedies available to them under including acts of God, wars, riots, revolutions, acts of civil or all applicable laws. The remedies provided for in this Agreement military authorities, terrorism, fires, floods, sabotage, nuclear will be deemed to be non-exclusive and in addition to any other incidents,earthquakes,storms,or epidemics. If the provision of available remedy at law or In equity. All rights and remedies are Services under this Agreement Is delayed by such an event or cumulative and may be exercised singularly or concurrently. condition,PNP will promptly notify Client thereof. PNP will use Client may not assign or transfer any of Its rights or delegate any commercially reasonable efforts to overcome any such cause for of its obligations under this Agreement to any third party, by delay as soon as is reasonably practicable. operation of law or otherwise;without the prior written consent of PNP. My attempted assignment or transfer In violation of the SECTION 11 GOVERNiNG LAW foregoing will be void. This Agreement will be binding upon,and This Agreement will be interpreted,construed and enforced in all inure to the benefit of,the successors and permitted assigns of respects In accordance with the laws of the State of WA)without the parties. Client shall comply with all applicable laws, rules, reference to its conflicts of law principles. treaties,end regulations in its performance of this Agreement If any provision of this Agreement Is held by a court of law to be SECTION 12 NOTICES illegal,invalid or unenforceable,the remaining provisions of this Al norms or other communications required or permitted by this Agreement will not be affected and the illegal, Invalid, or Agreement must be in writing and will be deemed to have been unenforceable provision will bedeemed modified such that it the duly given when delivered personally to the party for whom such intention of the parties to the *fullest extent possible. No notice was intended,or upon actual receipt if sent by facsimile or amendment or modification of this Agreement will be effective delivered by a nationally recognized overnight delivery service,or unless it is In writing and executed by both p1 the parties. Nothing at the expiration of the third day after the date of pieposit If contained in this Agreement establishes,creates,or is Intended deposited In the United States mall,postage pre-paid,certified or to or will be construed to establish or create, any right In or registered,return receipt requested,to the respective parties at obligation to any third party. This Agreement the Exhibit(s)and the Client Application set forth the entire agreement and If to Client See Merchant Application understanding of the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous If to PNP: Point&Pay, LLC understandings and agreements, whether written or oral, 110 State St.E,Suite D between the parties with respect to such subject matter. Oldsmar,FL 34677 The partieshave d executed this Agreement es of the date of the last signature below(the'Effective Date'). Point&Pa C 'City of Spokane Valley, /WA] I By: / ` By: \(Qt� CJJ ($tw Name: Y,r` C• in at Name: MC(rK at rhoutt Tme:`r eel Title: . _ Date: 24" Date: PNP E-PaymentSavk:esAwednentv2.O rev 071005 5 Exhibit A Services Descdption The following Is a description of an Services and Modules offered by PNP. PNP shall provide the Services to Client and its end-user customers via the specific Modules and Payment Devices chosen by Client in the Client Application. Applicable fees,if any,for Client's elections ere set forth on the CliientApplcation. The Services include support and training outlined below at no additional charge to Client Service Modules • Counter Module. The Counter Module allows customers to make payments to Client in a face-to-face environment or over the phone using a Payment Device. PNP will issue unique confirmation numbers to customers who havd completed a payment transaction using the Counter Module. The Counter Module also enables Clients staff to access reports via the web.The Counter Module is required to access the PNP Services. The Counter Module may be used In conjunction with or independently of point of ssale(POS)terminals. • Web Module. The Web Module allows customers to make payments to Clients online using a Payment Device via a secure website hosted by PNP. Cirstdrnare who elect to make payments via the Internet can follow a link from the Client websiti to the Client-branded,PNP-hosted web pages to submit a payment PNP will issue unique confirmation numbers to customers who have completed a payment transaction using the Web Module. Client may elect bill presentment and account validation fundionatityfor the one-time set-up fee set forth on the Client Application under'Data File Integration' • Interactive Voice Response(IVR)Module. The IVR Module allows Customers to make payments to Clients over the phone using a Payment Device. The Customer calve toll-free phone number provided and managed by PNP to access the Client branded IVR.The IVR system recognizes Customer instructions through making a payment the phone keypad is used to enter Payment Device numbers.The IVR system is configured and tested by PNP. PNP will Issue unique confirmation numbers to customers who have completed a payment transaction using the iVR Module.Enaction of the IVR Module includes a Client-branded IVR environment and,If applicable, Client shaft pay the one-time IVR set-up fee for the iVR Module set forth on the Client Application. In addition,Client may elect to have bill presentment and account validation functionality enailed through the IVR for the one-time set-up fee on the Client Application under'Data File Integration.' Customer Payment Devices Each of the Modules can provide the Customer with the ability to,.pay by Credit Card,Debit Card andtor Electronic Check. Trainlnq PNP shall provide instruction manuals and up to four(4)hours of webinar training to Client and Client personnel In connection with the Modules chosen by Client Support The following support shall be provided to Client and Client's customers at no additional charge during the term of the Services: • First Level Suarrort. PNP shall provide first-level support to Customers via PNP's call center. Customer service representatives shall be available 8 a.m.EST to 10 p.m.EST M-F, to handle customer inquiries. • Second Level Sueeor%. PNP shall provide first-level support to Client via telephone. Second level support shall be available Monday through Friday during normal business hour's. Support availability shall be exclusive of downtime due to scheduled maintenance or events out of PNP's control. Support for the Products may be modified,suspended or terminated In PNP's sole discretion upon prier written notice. PNP E-PahmentSeMcesApreemenr v20 rev071008 6