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HomeMy WebLinkAboutAgreement A-24-647 with Heartland ACH.pdf Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Agreement No. 24-647 Heartland Government and/or Public Education with ACH ACH Processing Agreement Terms and Conditions Welcome to Heartland Payment Systems' This ACH Processing Agreement is dated January1, 2025 and is between Heartland Payment Systems, LLC, a Delaware limited liability company authorized to do business in California, whose address is 3550 Lenox Road, Suite 3000, Atlanta, Georgia 30326, and the County of Fresno, a political subdivision of the State of California. Recitals A. Merchant is a local governmental entity that collects taxes, fines, fees, and other types of monetary payments ("County Payments')from individuals and entities ("Payers"). B. Merchant requires electronic payment processing services to receive such payments by various methods, including ACH. These services are required across multiple platforms, including Merchant's website, interactive voice response ("IVR") systems, phone systems, and point of sale locations. C. Merchant issued Request for Proposal (RFP) Number 24-065 for Electronic Payment Processing, seeking the services required by Merchant,on May 1,2024,with a closing date of May 28,2024. HPS submitted a timely proposal in response to the RFP. D. Based on HPS's proposal, Merchant wishes to purchase from HPS the services that Merchant requires, subject to the provisions of this Agreement. E. Simultaneously with this Agreement, Merchant and HPS are entering a separate agreement for credit card and debit card payment transaction services. The parties therefore agree as follows: 1. Definitions. Unless otherwise defined herein, capitalized terms shall have the meanings provided in the rules of the National Automated Clearinghouse Association, and any amendments that may be adopted from time to time. The following definitions shall apply for the purposes of this Agreement: 1.1 "ACH" means the Federal Reserve Bank's Automated Clearing House, a funds transfer system, governed by the NACHA operating rules, that provides for the inter-bank clearing of electronic entries for participating financial institutions. 1.2 "Agreement" means this Government and/or Public Education with ACH Processing Agreement Terms and Conditions, including the attached Schedule A ("Merchant Processing Agreement"), the Government and Education Merchant Processing Agreement (also known as a Government and Education Merchant Processing Application) in which "Cost Plus" is checked on page 2, a copy of which is attached as exhibit A ("Cost Plus Merchant Application"), the Government and Education Merchant Processing Agreement (also known as a Government and Education Processing Application)in which"Service Fee(Pass Through/Single Transaction)" is checked on page 2, a copy of which is attached as exhibit B ("Service Fee Merchant Application"; together with the Cost Plus Merchant Application, "Merchant Applications"), exhibit C titled "Merchant Identification Numbers,"exhibit D titled "Self-Dealing Disclosure Form," and the Addendum. This A Global Payments Company 1 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Agreement incorporates the Merchant Processing Agreement, the Merchant Applications, and the Addendum, by reference, with the same force and effect as if it were given in full text. 1.2 "EFT" means Electronic Funds Transaction, electronic debits and credits processed through the ACH Network. 1.3 "Entries" shall have the meaning provided in the Rules and shall also mean the data received from Merchant hereunder from which HPS prepares Entries. 1.4 "Initiation" means the initial presentation by HPS of a transaction to Settlement. 1.5 "Merchant" means the County of Fresno, including each of its departmental units identified by the merchant identification numbers set forth in exhibit C to this Agreement. 1.6 "Merchant Account" means the commercial demand deposit checking account designated by Merchant for use in conjunction with ACH Services. 1.7 "NACHA" means the National Automated Clearing House Association. 1.8 "ODFI" means the bank acting as the Originating Depository Financial Institution as defined by NACHA Rules. 1.9 "RDFI" means the Receiving Depository Financial Institution that receives ACH entries from the ACH Network and posts the entries to the Receiver's account. 1.10 "Receiver" means the person or organization that has authorized a Merchant to initiate an ACH entry to the Receiver's account with the RDFI. 1.11 "Re-initiation" or "Re-presentment" means the second or third attempt at Settlement by HPS of a previously Returned ACH transaction. 1.12 "Return" means a Receiver transaction that is returned unpaid by either the Receiver's bank or the ACH Network. 1.13 "Returned Item Service Charge" means the fee charged to Receiver as allowed by applicable law for a transaction that is returned unpaid by the Receiver's bank or ACH Network. 1.14 "Rules" means the rules of the National Automated Clearinghouse Association (NACHA), and any amendments that may be adopted from time to time hereafter. Please refer to the following website for the Rules: https://www.nacha.org/rules 1.15 "Settlement" means the movement of electronic information into the ACH Network under the ODFI sponsorship which results in the debiting or crediting of funds to designated bank accounts. 1.16 "Submit", "Submitted" and "Submission" means the Merchant's action of utilizing HPS's ACH Services for the purpose of processing a transaction. 2. Appointment as Agent. Merchant hereby authorizes and appoints HPS as its agent to initiate ACH credit or debit entries to and from Merchant Account. Payment by a Receiver to HPS is considered the same as payment made directly to Merchant. Merchant, upon receipt of funds by HPS, must immediately (1) provide the purchased goods and services, if the purpose of the payment is to purchase goods and services, or(2) credit the Receiver for the full amount of the funds received by HPS, which credit is not revocable by Merchant, and evidence this credit in writing. For transactions involving goods or services, Merchant must provide the purchased goods and services, if any, as agreed to between Merchant and the Receiver regardless of whether HPS transmits the funds to Merchant. For avoidance of doubt, Merchant's provision of goods and services prior to its receipt of funds from HPS shall not waive any claims that Merchant may have against HPS and/or the Merchant's customer in connection therewith. 3. Entries and Related Warranties. Merchant shall transmit only those types of Entries designated in the Application. Entries that are part of a payment transaction that involves a financial agency's office that is not located within the territorial jurisdiction of the United States must be identified using the International ACH Transaction (IAT) Standard Entry Class Code. With respect to each Standard Entry Class Code indicated by Merchant, Merchant shall comply with all requirements and warranties set forth in the Rules with respect to such Standard Entry Class Code. A Global Payments Company 2 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 4. Security Procedures. Merchant is strictly responsible to establish and implement security procedures to safeguard against unauthorized transmissions. Merchant warrants to HPS that no individual shall be allowed to initiate transfers in the absence of proper supervision and safeguards, and agrees to take reasonable steps to maintain the confidentiality of the security procedures and any passwords, codes, security devices and related instructions provided by HPS. If Merchant discovers that any such information or instructions have been known or accessed by unauthorized persons, Merchant agrees to notify HPS within a reasonable time followed by written confirmation. The occurrence of unauthorized access shall not affect any transfers made in good faith by HPS prior to receipt of such notice and within a reasonable time after such notice. (a) If HPS accepted the Entry in good faith with respect to such Entry, then with respect to a credit Entry, Merchant shall be obligated to pay HPS the amount of such Entry,and with respect to a debit Entry, Merchant shall maintain sufficient funds in the Merchant Account to fund the reversal of such Entry. (b) If an Entry (or request for cancellation or amendment of an Entry) received by HPS was transmitted or authorized by Merchant, Merchant shall pay HPS the amount of any such credit Entry and shall maintain funds in the Settlement Account to fund the reversal of any debit Entry, whether or not that Entry was erroneous in any respect. 5. Recording and Use of Communications. Merchant and HPS agree that all telephone conversations or data transmissions between them or their agents made in connection with this Agreement may be electronically recorded and retained by either party for any reasonable use which is in compliance with this Agreement. 6. Processing Deadlines. Merchant acknowledges that HPS has specific processing deadlines imposed by its ODFI and the ACH Operator for ACH Transactions and that HPS will process Merchant's ACH transactions within the constraints placed upon HPS. 7. Rejection of Entries. HPS may reject any Entry which does not comply with the requirements of this Agreement. 8. Cancellation or Amendment by Merchant. Merchant shall have no right to cancel or amend any Entry after its receipt by HPS. HPS shall use reasonable efforts to act on a request by Merchant for cancellation of a file prior to transmitting such file to the ODFI, but HPS shall have no liability if such cancellation is not effected. Merchant shall reimburse HPS for any expenses, losses, or damages HPS may incur in effecting or attempting to affect Merchant's request. 9. Merchant Account. Merchant shall at all times maintain a Merchant Account in good standing at a bank that is a RDFI of the Federal Reserve Bank ACH System or other ACH settlement network. Merchant represents and warrants to HPS that: (a)the Merchant Account will always be in the same legal and DBA(if applicable) name as Merchant's name on the Merchant Application; (b)Merchant will own and maintain control of the Merchant Account and will keep such Merchant Account open at all times during which a provision of this Agreement is in effect;and, (c)the Merchant Account will not be associated with any merchant processing activity that is illegal or prohibited by the Rules or applicable law, including without limitation merchant processing activity associated with other accounts and/or processors. Merchant agrees to immediately reimburse HPS for any shortfalls that occur due to non-sufficient funds in Merchant Account that are covered by HPS. Merchant also agrees to authorize HPS to suspend Settlement of all funds to Merchant Account, without prior notice to Merchant, if Merchant should breach or fail to comply with any terms of this Agreement, or if HPS or ODFI in its sole opinion deems itself at risk relative to any services performed under this Agreement. 10. Returns. For transactions provided for under this Agreement, unless otherwise provided herein, Returns for non- sufficient funds and uncollected funds will be electronically Re-initiated by HPS as applicable and allowed by current NACHA rules and regulations. Merchant agrees to be liable for all EFT items that are returned, dishonored, reversed or that cannot be collected through Receiver's account and that are not subsequently covered by debit against Merchant Account. In the event that funds in Merchant Account are not sufficient to cover Returns, Merchant shall immediately upon request from HPS, deposit sufficient funds in Merchant Account to cover such Returns. HPS may deduct or offset Returns against amounts to be paid Merchant for current or future ACH transactions. With regards to any Returns, Merchant shall promptly notify HPS if: (a) a Receiver makes any payment to Merchant on said transaction; (b) a Receiver returns Goods or Services in whole or in part which were paid by said transaction, or (c) there is a dispute concerning the Goods or Services or amount of said transaction. 11. Returned Item Service Charges; Unauthorized Entry Fee. Returned Item Service Charges will be assessed as allowed by applicable law. An Unauthorized Entry Fee will be assessed as per NACHA Rules. A Global Payments Company 3 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 12. Account Reconciliation. Entries transmitted by HPS shall be reflected on Merchant's periodic statement issued by HPS with respect to the Merchant Account or the Reserve Account, as applicable, pursuant to the Application between HPS and Merchant with respect to such account. Merchant agrees to notify HPS promptly of any discrepancy between Merchant's records and the information shown on any periodic statement. If Merchant fails to notify HPS of any discrepancy within one hundred twenty (120) days of receipt of a periodic statement containing such information, then Merchant shall be precluded from asserting such discrepancy against HPS and HPS shall not be liable for any other losses resulting from Merchant's failure to give such notice or any loss of interest or any interest equivalent with respect to an Entry shown on such periodic statement. 13. Merchant Representations. (a) With respect to each and every Entry initiated by Merchant, Merchant represents and warrants to HPS and agrees that Merchant shall initiate Entries only in compliance with the provisions of Rules, (b) Merchant agrees to assume the responsibilities of a Merchant under the Rules, including ensuring that all international payment transactions are properly labeled as IAT entries and include the appropriate data elements under the Rules, and Merchant makes the warranties and assumes the liabilities as provided in the Rules, (c) each person shown as the Receiver on an Entry received by HPS from Merchant has authorized the initiation of such Entry and the debiting or crediting of its account in the amount and on the Effective Entry Date shown on such Entry, (d) such authorization is operative at the time of transmittal or at the time of debiting or crediting by HPS as provided herein, (e) Entries transmitted to HPS by Merchant are limited to those types of Entries agreed to by HPS and Merchant, (f) Merchant shall perform its obligations under this Agreement in accordance with all applicable federal and state laws and regulations, including the sanctions laws administered by the Office of Foreign Assets Control ("OFAC"), and (g) Merchant shall be bound by and comply with the Rules as in effect from time to time, including, without limitation, the provision making payment of a credit Entry by the Receiving Depository Financial Institution to the Receiver provisional until receipt by the Receiving Depository Financial Institution of final settlement for such Entry. (h) Merchant accepts responsibility for compliance with the Rules and will reimburse HPS for any fees or penalties for which it is responsible. (i) Merchant specifically acknowledges that it has received notice of the Rules regarding provisional payment and of the fact that, if such settlement is not received, the Receiving Depository Financial Institution shall be entitled to a refund from the Receiver of the amount credited and Merchant shall not be deemed to have paid the Receiver the amount of the Entry. 14. Responsibilities. In the performance of the services required by this Agreement, HPS shall be entitled to rely solely on the information, representations, and warranties provided by Merchant pursuant to this Agreement, and shall not be responsible for the accuracy or completeness thereof. HPS shall be responsible only for performing the services expressly provided for in this Agreement, and, subject to the disclaimers and limits on HPS's liability set forth herein. HPS shall not be responsible for Merchant's acts or omissions, including without limitation the amount, accuracy, timeliness of transmittal or authorization of any Entry received from Merchant or for the return of an Entry by such Receiver or Receiving Depository Financial Institution, and no such person shall be deemed HPS's agent. LIMITATION OF LIABILITY. NEITHER PARTY SHALL BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE OR INDIRECT LOSS OR DAMAGE THAT THE OTHER PARTY MAY INCUR OR SUFFER IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT THE LIKELIHOOD OF SUCH DAMAGES WAS KNOWN OR CONTEMPLATED BY THE OTHER PARTY AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY OF LIABILITY THAT THE OTHER PARTY MAY ASSERT, INCLUDING, WITHOUT LIMITATION, LOSS OR DAMAGE FROM LOSS OF BUSINESS, PROFITS, OR SUBSEQUENT WRONGFUL DISHONOR RESULTING FROM THE OTHER PARTY'S ACTS OR OMISSIONS PURSUANT TO THIS AGREEMENT. IN ADDITION TO THE FOREGOING, HPS's LIABILITY UNDER THIS AGREEMENT FOR PROVEN AND DIRECT DAMAGES SHALL NOT EXCEED THE AMOUNT OF FEES PAID OR TO BE PAID BY MERCHANT TO HPS UNDER THIS AGREEMENT FOR A SIX MONTH PERIOD PRIOR TO THE DATE ON WHICH THE CLAIM AROSE. 15. Interruption of Services. Merchant acknowledges and agrees that HPS's provision of ACH services hereunder may be interrupted from time to time and that HPS shall have no liability whatsoever as a result of such an interruption or delay. Without limiting the generality of the foregoing provisions, HPS shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission or communication facilities, loss of power, equipment or software error or malfunction, war, terrorist actions, acts of God, earthquakes, flood, embargo, riot, sabotage, labor shortage or dispute, emergency conditions or circumstances beyond HPS's control. From time to A Global Payments Company 4 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 time HPS may need to temporarily suspend processing of a transaction (particularly an international ACH transaction) for greater scrutiny or verification, including, but not limited to, suspending processing to review for OFAC compliance in accordance with applicable OFAC guidance, and HPS shall be excused if this action causes delay in the settlement and/or availability of the transaction while review is in process. In addition, HPS shall be excused, while review is in process, from failing to transmit or delay in transmitting an Entry if such transmittal would result, in HPS's reasonable judgment, in violation of any rule or regulation of any U.S. governmental regulatory authority or NACHA Rule. 16. Risk Mitigation. In order to reduce the risk of loss to which HPS is subject under this Agreement, HPS may in its sole discretion establish such risk mitigation procedures as HPS deems necessary, including without limitation, requiring prefunding of credit Entries, delayed availability of funds to Merchant to cover returned debit Entries, and submission of unbalanced files (submission of a credit file for which HPS shall then create the offsetting debit file.) 17. Inconsistent Name and Account Number. Merchant acknowledges and agrees that, if an Entry describes the Receiver inconsistently by name and account number, posting of the Entry transmitted by HPS to the RDFI may be made by the RDFI on the basis of the account number supplied by Merchant, even if such account number identifies a person different from the named Receiver, and that Merchant's obligation to settle the amount of the Entry to HPS is not excused in such circumstances. 18. Payment for Services. Merchant shall pay HPS the charges for the services provided in connection with this Agreement, as set forth in the Merchant Application, as follows: (i) Fees in the Service Fee Merchant Application apply to the departmental units identified in the "Service Fee MIDs" section of exhibit C; and (ii) Fees in the Cost Plus Merchant Application apply to the departmental units identified in the "Cost Plus MIDs" section of exhibit C. HPS may debit the Merchant Account, or if necessary, the Merchant Reserve Account, for the amount of any such charges. All fees and services are subject to change upon sixty (60) days prior written notice from HPS to Merchant. In the event HPS changes the fees and services pursuant to this section, Merchant shall have the right to terminate this Agreement upon thirty days' notice anytime thereafter without penalty. The charges set forth in the Application do not include, and Merchant shall be responsible for payment of, any sales, use, excise, value added, utility or other similar taxes relating to such services, and any fees or charges provided for in the Account Agreements. 19. Right to Audit. Upon ten (10) business days' notice, Merchant shall permit HPS, and any regulatory authority having jurisdiction over HPS,to review Merchant's operations as they relate to compliance with this Agreement and the Rules, and to examine and copy any books, records, and source documents related thereto. (a) State Audit Requirements. If the compensation to be paid by Merchant under this Agreement exceeds $10,000, this Agreement is subject to the examination and audit of the California State Auditor, as provided in California Government Code section 8546.7, for a period of three years after final payment under this Agreement. This section survives the termination of this Agreement. 20. Confidential Information. (a) In performing its obligations pursuant to this Agreement, each party may have access to and receive disclosure of certain confidential information about the other party, including but not limited to data and other information identifying or otherwise concerning HPS's consumers or customers, marketing representatives, marketing plan, methods, objectives and test results, and proprietary computer source code (hereinafter "Confidential Information"). HPS and Merchant each agree that it will use the Confidential Information of the other solely in the performance of its obligations pursuant to this Agreement. A party receiving Confidential Information may disclose such Confidential Information pursuant to a judicial or other governmental order, provided that such receiving party shall first provide the disclosing party with prompt notice prior to any such disclosure so that the disclosing party may seek other legal remedies to maintain the confidentiality of such Confidential Information, and the receiving party shall comply with any applicable protective order or its equivalent. The Confidential Information shall constitute "trade secrets" defined by applicable law. The parties also acknowledge that the restrictions on the disclosure of the Confidential Information set forth in this Agreement constitute efforts reasonable under the circumstances to maintain the secrecy thereof. (b) Upon request or upon the termination of this Agreement, each party shall return to the other party all Confidential Information in its possession in hard copy or electronic form. (c) HPS and Merchant acknowledge that to the extent Confidential Information is disclosed to any affiliate or third party the disclosing party shall have a written contract protecting the confidentiality of same and shall ensure that such affiliates and third parties use and disclose Confidential Information only as needed for purposes of this Agreement. (d) During the term of this Agreement and any renewal, Merchant shall retain information and data as is necessary to demonstrate compliance with this Agreement and applicable law. 20. Reserved. A Global Payments Company 5 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 21. Amendments. Except as otherwise provided herein, no provision of this Agreement may be waived, amended or modified except in writing signed by an authorized representative of each party. 22. Notices. (a) Except as otherwise expressly provided herein, HPS shall not be required to act upon any notice or instruction received from Merchant or any other person, or to provide any notice or advice to Merchant or any other person with respect to any matter. (b) HPS shall be entitled to rely on any written notice or other written communication believed by it in good faith to be genuine and to have been signed by an Authorized Representative, and any such communication shall be deemed to have been signed by such person. The names and signatures of Authorized Representatives are set forth in the APPLICATION. Such notice shall be effective on the second business day following the day of receipt by HPS. (c) Notice of Receipt of Entry. Under the NACHA operating rules, which are applicable to ACH transactions involving your account, we are not required to give next day notice to you of receipt of an ACH item and we will not do so. However, we will continue to notify you of the receipt of payments in the periodic statement we provide to you. (d) All notices and other communications required or permitted to be sent to Merchant under this Agreement may be made: (1) by written communication sent to Merchant at the address stated on the applicable Merchant Application or as updated by Merchant thereafter; (2) by electronic communication sent to Merchant at the electronic mail address stated on the Merchant Application or as updated by Merchant thereafter; or (3) via an electronic posting or notification accessible to Merchant on the Heartland website located at: https://infocentral.heartlandpaymentsystems.com. All notices and other communication required or permitted to be sent to Merchant under this Agreement and made by electronic communication or electronic posting or notification as provided above are deemed delivered immediately upon sending, unless they are sent after the Merchant's business hours, in which case they are deemed delivered at the beginning of Merchant's next business day. All notices and other communication required or permitted to be sent to HPS under this Agreement shall be deemed delivered when mailed first-class mail, postage prepaid, addressed to HPS at the following address, or at such other address as HPS may have provided by written notice to Merchant: Heartland Payment Systems, LLC, Attn: Customer Care, One Heartland Way, Jeffersonville, IN. 47130, Phone: (888) 963-3600. 23. Evidence of Authorization/Provision of Information. Merchant shall obtain, or shall ensure that all applicable consents and authorizations required under the Rules are obtained and shall retain,or shall ensure that all applicable consents and authorizations are retained for two (2) years after they terminate. Within five (5) banking days of a request by HPS, Merchant shall provide HPS with any information requested pursuant to this Agreement or required to comply with the Rules. 24. Term and Termination. This Agreement shall become effective upon acceptance of the first Merchant deposit by HPS and shall continue in effect for a term of thirty-six (36) months therefrom. Thereafter, this Agreement may be extended for no more than two additional twelve (12) month periods only upon written approval of both parties at least 30 days before the first day of the next 12-month extension period. The Merchant's Auditor- Controller/Treasurer-Tax Collector or their designee is authorized to sign the written approval on behalf of the Merchant based on HPS's satisfactory performance.The extension of this Agreement by the Merchant is not a waiver or compromise of any default or breach of this Agreement by HPS existing at the time of the extension whether or not known to the Merchant. HPS may terminate this Agreement immediately as required by the ODFI or as may otherwise be required by the Rules. (a) The terms of this Agreement are contingent on the approval of funds by the appropriating government agency. If sufficient funds are not allocated, then the Merchant, upon 30 days' advance written notice to HPS, may modify the services provided by HPS under this Agreement, or terminate this Agreement. 25. Entire Agreement. This Agreement is the complete and exclusive statement of the agreement between HPS and Merchant with respect to the subject matter hereof and supersedes any prior agreement between HPS and Merchant with respect to such subject matter. In the event performance of the services provided herein in accordance with the terms of this Agreement would result in a violation of any present or future statute, regulation or government policy to which HPS is subject, and which governs or affects the transactions contemplated by this Agreement, then this Agreement shall be deemed amended to the extent necessary to comply with such statute, regulation or policy, and HPS shall incur no liability to Merchant as a result of such violation or amendment. No course of dealing between HPS and Merchant shall constitute a modification of this Agreement, the Rules, or the security procedures or constitute an agreement between HPS and Merchant regardless of whatever practices and procedures HPS and Merchant may use. A Global Payments Company 6 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 26. Force Majeure. Without limiting the generality of the foregoing provisions, HPS shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission or communication facilities, loss of power, equipment or software error or malfunction, war, terrorist actions, pandemics, acts of God, earthquakes, flood, embargo, riot, sabotage, labor shortage or dispute, emergency conditions or circumstances beyond HPS's control. 27. Non-Assignment. Neither party may assign this Agreement or any of the rights or duties hereunder to any person without the other parties' prior written consent. 28. No Waiver.Any failure of a Party hereto to enforce any of the terms, conditions or covenants of this Agreement shall not constitute a waiver of any rights under this Agreement. 29. No Third Party Beneficiary. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns.This Agreement is not for the benefit of any other person, and no other person shall have any right against HPS or Merchant hereunder. 30. Headings. Headings are used for reference purposes only and shall not be deemed a part of this Agreement. 31. Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be void or unenforceable, the validity or enforceability of the remainder of this Agreement shall not be affected and the void or unenforceable term shall be amended such that it is enforceable to the maximum extent permitted by law and the parties shall use their best efforts to agree upon legal and non-violating substituted provisions that will serve the intent of the parties. 32. Relationship of the Parties. Except as otherwise expressly set forth in this Agreement, HPS and Merchant are independent contractors and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise or agency between them. Except as provided in this Agreement, HPS and Merchant each shall bear its own costs and expenses in connection with the performance of its obligations under this Agreement. Neither HPS nor Merchant will have the power to bind the other or incur obligations on the other's behalf without the other party's prior written consent. 33. Governing Law and Jurisdiction.This Agreement shall be construed in accordance with and governed by the laws of the State of residence of the Merchant without regard to its choice of law provisions. The parties hereto agree and consent to the personal and exclusive jurisdiction of said courts over them as to all such actions, and further waive any claim that such action is brought in an improper or inconvenient forum. In any such action, the parties waive trial by jury. 34. Nondiscrimination. To the extent required by law, during the performance of this Agreement, HPS shall not unlawfully discriminate against any employee or applicant for employment, or recipient of services, because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, military status or veteran status pursuant to all applicable State of California and federal statutes and regulation. 35. Disclosure of Self-Dealing Transactions. (a) Applicability. This section 14.14 applies if HPS is operating as a corporation, or changes is status to operate as a corporation. (b) Duty to Disclose. If any member of HPS's board of directors is party to a self-dealing transaction,they shall disclose the transaction by completing and signing a"Self-Dealing Transaction Disclosure Form" (Exhibit D to this Agreement) and submitting it to Merchant before commencing the transaction or immediately after. (c) Definition. "Self-dealing transaction" means a transaction in which HPS is a party and in which one or more of its directors, as an individual, has a material financial interest. 36. Electronic Signatures.The parties agree that this Agreement may be executed by electronic signature as provided in this section. An "electronic signature" means any symbol or process intended by an individual signing this Agreement to represent their signature, including but not limited to (1) a digital signature; (2) a faxed version of an original handwritten signature; or (3) an electronically scanned and transmitted (for example by PDF document) version of an original handwritten signature. Each electronic signature affixed or attached to this Agreement (1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force A Global Payments Company 7 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 and effect as the valid original handwritten signature of that person. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2,Title 2.5, beginning with section 1633.1). Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5,subdivision(a), paragraphs(1)through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. A Global Payments Company 8 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 SCHEDULE A STANDARD ENTRY CLASS CODES AND RELATED WARRANTIES Merchant will originate ACH transactions using only those Standard Entry Class Codes specifically checked by Merchant in the applicable Merchant Application. If not checked, Merchant may not originate the designated type of ACH transactions. By entering into this Agreement, Merchant shall be subject to the requirements, restrictions, and warranties applicable to each selected Standard Entry Class Code under the NACHA Rules, including without limitation those set forth below. I. Requirements for All Standard Entry Class Codes (1) Merchant warrants that each Entry is accurate, is timely, has been authorized by the party whose account will be credited or debited, and otherwise complies with the Rules. (2) Merchant warrants that each debit Entry is for a sum which,on the settlement date,will be owing to Merchant from the party whose account will be debited, is for a sum specified by such party to be paid to Merchant, or is a correction of a previously transmitted erroneous credit Entry. (3) Merchant warrants that at the time an Entry is transmitted to HPS, the authorization has not been revoked and neither Merchant has any knowledge of a revocation. (4) A request for proof of authorization of an Entry will be provided within five (5) banking days. (5) An Entry will not be reinitiated unless (a) the Entry has been returned for insufficient or uncollected funds; (b) the Entry has been returned for stop payment and re-initiation has been authorized by the Receiver; or (c) HPS has taken corrective action to remedy the reason for the return. (6) An Entry will not be reinitiated if it has been returned for insufficient or uncollected funds more than two (2) times following the return of the original Entry. (7) The NACHA Rules require that if Merchant's unauthorized return rate exceeds 2.5 percent, NACHA may request return information, which Merchant must provide within ten (10) banking days. II. Requirements for Prearranged Payment and Deposit Entry (PPD) (1) If the amount of a debit Entry to be initiated to a consumer account differs from the amount of the immediately preceding debit Entry relating to the same authorization or from a pre-authorized amount, Merchant will send the Receiver written notification, at least ten (I0) calendar days prior to the date on which the Entry will be debited, of the amount of the Entry and the date on or after which the Entry will be debited. (2) If Merchant changes the date on or after which Entries to be initiated by Merchant are scheduled to be debited to a Receiver's account, Merchant will send to the Receiver written notification, at least seven (7) calendar days before the first such Entry will be debited, of the new date on or after which entries initiated by Merchant are scheduled to be debited to the Receiver's account. (3) Merchant will provide each Receiver with an electronic or hard copy of the Receiver's authorization for all debit entries to be initiated to a consumer account. III. Telephone-Initiated Entry (TEL) (1) Merchant will employ commercially reasonable procedures to verify the identity of the Receiver. (2) Merchant will utilize commercially reasonable procedures to verify that routing numbers are valid. (3) Merchant will retain the original or a microfilm or microfilm-equivalent copy of the written notice or the original or a duplicate tape recording of the oral authorization,which authorization will include all information required under the Rules, for two (2) years from the date of the authorization. Upon request by HPS, Merchant will provide to HPS evidence of authorization within five (5) banking days. (4) Under the NACHA rules, TEL entries may only be used in two circumstances: (i) you have an existing relationship with the customer or (ii) you do not have an existing relationship, but the Receiver initiated the telephone call to you. An oral authorization is valid when spoken by the Receiver or captured by an automated voice response system. Silence is not express consent. The NACHA rules require that after obtaining explicit oral authorization to a debit entry, the authorization must also evidence the customer's identity and assent to the authorization. (5) Merchants also must either audio record the customer's oral authorization or provide, prior to the settlement of the entry, written notice that confirms the customer's oral authorization. The authorization must be readily identifiable as an authorization and must have clear and readily understandable terms. The following minimum information must be included as part of the authorization: • Date on or after which customer's account will be debited A Global Payments Company 9 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 • Amount of the payment • Customer's Name • Customer's Bank Routing Number, last 4 of the Account Number • How the Customer can revoke the authorization • Date of customer's oral authorization • Merchant's telephone number(#answered during normal business hours) • a statement by the Merchant that the customer's authorization is for a Single-Entry ACH debit, a one- time electronic funds transfer, or other similar reference. NOTE: Please be aware that Voice Response Units (VRUs) that allow customers to key-entry responses to input data and respond to questions do not meet the"recorded authorization" requirement under the NACHA Rules. IV. Corporate Credit or Debit Entry (CCD) (1) CCD can be either a buyer-initiated or seller-initiated transaction used to move funds between the buyer's and seller's financial institution accounts. It is also used by companies to move funds from outlying depository locations to a central bank account. This format may be used as a stand-alone payment instruction for funds transfer, with no remittance detail included. Companies use the CCD format when there is no need to exchange remittance information, such as paying a single invoice. (2) Merchant must obtain authorization from the corporate Receiver to originate Entries to the Receiver's account. (3) Merchant must obtain the corporation's agreement to be bound by the NACHA Rules. V. Internet-Initiated Entries (WEB) (1) WEB is appropriate for Merchant to use when initiating debit entries that have been authorized by a consumer via the Internet or a wireless network. (2) WEB is appropriate if the consumer's instructions for initiation of the debit entry are communicated to the Merchant via a wireless network, even if the authorization has been given in some other manner, but if the authorization is oral, then WEB should not be used. (3) Fraud detection systems. Merchant must employ a commercially reasonable fraudulent transaction detection system, including an account validation that, at a minimum, validates the account to be debited, to screen each Entry. (4) Verification of identity. Merchant accepting debit WEB entries must employ commercially reasonable methods of authentication to verify the identity of the consumer. (5) Verification of Routing Numbers. The Merchant must take commercially reasonable steps to verify that routing numbers used in the debit WEB entry are valid. (6) Merchant must in clear and easily understood language obtain authorization for the amount of the transaction, date of the transaction, consumer's account number, and the routing number of the consumer's depository financial institution. (7) Merchant must provide revocation language, as well as contact information for any questions. (8) Merchant shall conduct or have conducted annual audits to ensure that the financial information it obtains from consumers is protected by security practices and procedures that include, at a minimum, adequate levels of (i) physical security to protect against theft, tampering, or damage, (ii) personnel and access controls to protect against unauthorized access and use, and (iii) network security to ensure capture, storage, and distribution. (9) Merchant must retain records of consumer's authorization for two(2)years after the termination or revocation of the consumer's authorization. Signature Page Follows By signing below, each party acknowledges that it has carefully read and fully understood this agreement, and each agrees to be bound by the terms of this agreement. A Global Payments Company 10 1 P a g e Revised: 01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID:F39CBCC6-596C-4C35-A32D-A70A7706AD99 HEARTLAND PAYMENT SYSTEMS, LLC By:�Do Signed by: �.w+�l L. Gtica. B858729AASSE467... BS Name: David L. Green Title:_Serretary Date:_ 12/02/2024 COUNTY OF FRESNO By: Name:Nathan Magsig Title:Chairman of the Board of Supervisors of the County of Fresno Date:` /�w A tttest: Bernice E. Seidel Clerk of the Board of Supervisors County of Fresno, State of California By: Deputy FOR ACCOUNTING USE ONLY COF: ORG NO.:0410 Account No.: 7295 Fund No.: 0001 Subclass No.: 10000 A Global Payments Company 11 +Page Revised:01/26/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and/or Public Education with ACH Processing Agreement Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Government and Education Heartland Merchant Processing Agreement RS-SONA ❑ CARD ONLY AFFILIATE CODE/PARTNER ID NAME OF AFFILIATE LEAD GENERATOR ID# ❑ACH ONLY ❑X DUAL Greg Mathews 713-655-1991 RM PHONE# rrnmpAkiv itiGnarueTi Cost Plus Pricing Nely Pacheco Jimenez 559-600-1339 AUTHORIZED TO PURCHASE: MERCHANT DBA NAME PRIMARY CONTACT NAME PRIMARY CONTACT PHONE n Yes —1 No 2281 Tulare St Room 101 Fresno,CA 93721 559-600-3487 5 DBA ADDRESS DBA CITY/STATE/ZIP DBA PHONE NUMBER NUMBER OF LOCATIONS County of Fresno Frank Gomez 559-600-1643 AUTHORIZED TO PURCHASE: LEGAL NAME SECONDARY CONTACT NAME SECONDARY CONTACT PHONE n Yes F— No (Must correspond with IRS Filing Name) PO Box1247 Fresno,CA 93715 559-600-3487 94-6000512 LEGAL ADDRESS LEGAL CITY/STATE/ZIP LEGAL PHONE NUMBER FEDERAL TAX ID/EIN (Must correspond w/Legal Name) www.fresnocountyca.gov WEBSITE ADDRESS CUSTOMER SERVICE EMAIL njimenez@fresnocountyca.gov Nely Pacheco Jimenez EMAIL ADDRESS(InfoCentral Admin User Email Address) EMAIL CONTACT FIRST NAME EMAIL CONTACT LAST NAME MEMBER SPONSOR BANK DISCLOSURE INFORMATION SERVICE PROVIDER:Heartland Payment Systems,LLC-One Heartland Way,Jeffersonville, IN.47130-HeartlandPa mentSystems.com 888 963-3600 NIFIRER)INFORMATION(Visa&Mastercard Onl Deutsche Bank Trust Company Americas Wells Fargo Bank, N.A. PB&T Bank Cash Management P.O. Box 6079 301 West 5th Street 1 Columbus Circle, New York NY, USA 10019-8735 Concord,CA 94524 Pueblo,Colorado 81003 Email:COMPL.Card_Acquiring@list.DB.com Phone: (844)284-6834 Phone: 1 (888)728-3550 ERCHANT RESOU 1. You may download"Visa Regulations"from Visa at:hftps:Husa.visa.com/dam/VCOM/download/about-visa/visa-rules-public.pdf 2. You may download"Mastercard Rules"from Mastercard at: https://www.Mastercard.us/en-us/about-Mastercard/what-we-do/rules.htm1 3. You may download"American Express Merchant Operating Requirements"at:www.americanexpress.com/merchantopquide SIBILITIES 1. Merchant must ensure compliance with cardholder data security and storage requirements. 1. The Member Sponsor Bank is the only entity approved to extend 2. Merchant must maintain fraud and chargeback below thresholds. acceptance of Card Brand products directly to a Merchant. 3. Merchant must review and understand the terms of the Merchant 2. The Member Sponsor Bank must be a principal(signer)to the Processing Agreement. Merchant Processing Agreement. 4. Merchant must comply with the Card Brands Operating Regulations. 3. The Member Sponsor Bank is responsible for educating 5. Merchant must retain a signed copy of this Disclosure Page. Merchants on pertinent Card Brand Operating Regulations with Note:The responsibilities listed above do not supersede terms of the which Merchants must comply. Merchant 4. The Member Sponsor Bank is responsible for and must settle Processing Agreement and are provided to ensure the merchant funds with the Merchant. understands some important obligations of each party and that the 5. The Member Sponsor Bank is responsible for all funds held in Member Sponsor Bank is the ultimate authority should the merchant reserve that are derived from settlement. have any problems. Merchant hereby acknowledges and agrees that Heartland will select one of the Member Sponsor Banks listed above based on the following criteria:business type, POS equipment compatibility, depository institution and/or existing Heartland relationship. Heartland will provide Merchant a written notification of the Member Sponsor Bank that is selected. By presenting any Transaction to Heartland under the Merchant Processing Agreement from and after notice of the Member Sponsor Bank, you agree that the Member Sponsor Bank so selected shall be immediately a principal party(signer)to the Merchant Processing Agreement. D—Signed by: X � G 11/26/2024 Oscar J.Garcia,Auditor-Controller/Treasurer-Tax Collector OWLR$:;ffINCR JIVIYAI ur[C PRINT NAME&TITLE DATE A Global Payments Company 1 I P a g e Revised:04/09/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99r— hibit A CARD FEE SCHEDULE SERVICE REQUESTED DISCOUNT DISCOUNT TRANS TRANS $5,414,185.78 $ RATE PER ITEM FEE DIAL FEE IP ANNUAL VOLUME AVERAGE TICKET Visa 0.12 % $ ❑x Cost Plus MasterCard 0.12 % $ $0.12 $0.12 ❑ Service Fee(Pass Through/Single Transaction) Discover/JCB 0.12 % $ SETTLEMENT:❑Daily/Split ❑Daily/Net ❑X Monthly Disc Fee 0 BP PayPal % $ $0.12 $0.12 $ $ PIN Debit AMERICAN EXPRESS AMERICAN EXPRESS Plus Debit Network Fees % $ $0.12 $0.12 ANNUAL VOLUME AVERAGE TICKET American Express 0.12 % $ 1 $0.12 $0.12 ❑X OptBlue-See Industry Thresholds for eligibility if Volume is greater than$1 MM 0 I opt out of receiving marketing material from American Express RECURRING FEES MONTHLY TRANACTIO SETUP FEE N FEE FEE AMERICAN EXPRESS MERCHANT AMERICAN EXPRESS 5.0o Char eback Fee $ NUMBER FRANCHISE CAP NUMBER Voice Auth Fee $ 0.00 Service&Regulatory Mandate Fee $ AMERICAN EXPRESS FRANCHISE NAME PCI Non-Compliance Fee $8.50 ❑ Extended+: $0.00 Wells Fargo Merchants Only IMPORTANT INFORMATION ACOUNT PROCEDURES FOR OPENDING A NE To help the government fight the funding of terrorism and money laundering activities,Federal law requires all financial institutions to obtain,verify,and record information that identifies each person who opens an account.What this means for you:When you open an account,we will ask for your name,address,date of birth,and other information that will allow us to identify you.We may also ask to see your driver's license or other identifying documents. AUTHORIZED SIGNER(S)INFORMATION Note:If there are more than two Owners,Officers or Managing Agents,complete the"Additional Owner/Officer Information Page for Merchant Processing Agreement".Note:Any individual,who, directly or indirectly,through any contract,arrangement,understanding,relationship or otherwise,owns 25 percent or more of the equity interests of a merchant must be listed below. (1) Authorized Signer Citizenship: ❑U.S. ❑ NON-U.S. Oscar J.Garcia Auditor-Controller/Treasurer-Tax Collector 12/19/1962 NAME TITLE SOCIAL SECURITY NUMBER DATE OF BIRTH(MM/DD/YYYY) HOME ADDRESS/CITY/STATE/ZIP LENGTH OF TIME AT ADDRESS DRIVER'S LICENSE NUMBER (2) Authorized Signer i Citizenship: ❑ U.S. ❑ NON-U.S. NAME TITLE SOCIAL SECURITY NUMBER DATE OF BIRTH(MM/DD/YYYY) HOME ADDRESS/CITY/STATE/ZIP LENGTH OF TIME AT ADDRESS DRIVER'S LICENSE NUMBER DEBIT AND CREDIT AUTHORIZ Merchant certifies that any verification of business provided is for a business account in good standing and that the business name on the account is the same as the business name on the enclosed Heartland Payment Systems Merchant Application. Merchant hereby authorizes Heartland to debit and credit Merchant's checking/savings Account. This authority shall remain in full force until(a)Heartland has received written notification from Merchant of its termination;and(b)all obligations of Merchant to Heartland under this Agreement have been paid in full. DEPOSITORY BANK NAME PHONE NUMBER CITY,STATE,ZIP CARD DEBIT AND CREDIT AUTHORIZATION TYPE OFACCOUNT ACCOUNT NUMBER ROUTINGNUMBER NAME AS IT APPEARS ON BANK ACCOUNT CARD DEPOSITS Checking ❑Savings ❑Other: 097002596 121100782 BMO Bank NA CARD FEES (If separate from Deposit) ❑Checking ❑Savings ❑Other: ACH DEBIT/CREDIT AUTHORIZATION ACCOUNT TYPE TRANSIT ROUTER I ACCOUNT NAME AS IT APPEARS ON ACCOUNT ABA NUMBER NUMBER DEPOSITS X❑ Checking ❑ Savings 121100782 097002596 BMO Bank NA FEES j] Checking ❑ Savings 121100782 097002596 BMO Bank NA RETURNS 0 Checking ❑ Savings 121100782 097002596 BMO Bank NA A Global Payments Company 2 P a g e Revised: 04/09/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99r— hibit A CARD ACCEPTANCE DEPOSIT METHOD ❑X MOTO/Internet ❑X Retail ❑Small Ticket ®All Cards Accepted ®Standard PROCESSING MET On Premise Face to Face Sales: 10 % Card Swiped: 10 % 2-5 Days: % Off Premise Face to Face Sales: % Keyed with Imprinted Receipt: % 6-10 Day: % Mail Order Sales: % Keyed without Imprinted Receipt: so % 11 -30 Days: % Real-Time Internet Sales: 80 % TOTAL= 100% 31 -60 Days: % Inbound Telephone Order Sales: 10 % MOTO 61 -90 Days: % Outbound Telephone Order Sales: % Percent of Domestic Transactions: 1o0 % 91 -120 Days: % Internet(keyed) : % Percent of Foreign Transactions: % > 120Days: % Recurring Billing: % TOTAL= 100% IF APPLICABLE TOTAL= 100% TOTAL= 100% WHAT PERCENTAGE OF [PERCENT OF GIFT CARDS 0 % BANKCARD VOLUME IS"FD": % *Includes advance reservations,deposits accepted for ordered merchandise shipped after payment,and services provided after payment including memberships and subscriptions. If 100%of the product and/or service are NOT delivered(not including mail time)within 24hrs of the time of sale,please indicate below: STATEMENT OPTIONS I ObISPUTE LETTERS*Select mail option as back-up. MAIL STATEMENTS TO STATEMENT TYPE MAILING OPTIONS ELECTRONIC OPTIONS* ®Standard ®Suppress Statements ❑X Legal ❑ DBA ❑ Fax ❑X Email *X❑All Electronic Communications(Including ACH Returns): X❑Same Email as InfoCentral ❑Preferred Email Address: TYPE OF BUSINESS: TYP_F_OF OWNERSHIP: BUSINESS IS CONDUCTED: 1877 Tax Collection DATE BUSINESS PRODUCT/SERVICE X❑Private ❑Corporation Consumer: 100% STARTED PROVIDED ❑Public: X❑Government Tax Time Duplicates and errors only ❑Municipality ARE WEB BASED SALES PEAK RECURRING DEFINE YOUR REFUND Ticker Symbol: ❑ Non-Profit PROCESSED BY HPS:Yes TRANSACTION DATES POLICY PCI COMPLIANCE IS YOUR BUSINESS PCI COMPLIANT:]Yes —]No DOES YOUR COMPANY UTILIZE A DATA STORAGE ENTITY OR MERCHANT SERVICER THAT HAS ACCESS TO CARD MEMBER DATA: ]Yes ]No (i.e.,Payment gateway or data warehouse,etc.) If yes,provide the name of the Data Storage Entity or Merchant Servicer being utilized: PCI DSS and Card Network rules prohibit storage of sensitive authentication data after the transaction has been authorized(even if encrypted).If you or your POS system store,process,or transmit full cardholder's data,then you(merchant)must validate PCI DSS compliance.If you(merchant)utilize a payment application the POS software must be PA DSS(Payment Application Data Security Standards)validated where applicable.If you use a payment gateway,they must be PCI DSS Compliant.As required under the Payment Card Industry Data Security Standard(PCI DSS),I do hereby declare and confirm the following: MERCHANT WILL MAINTAIN FULL PCI DSS COMPLIANCE AT ALL TIMES AND WILL NOTIFY HEARTLAND WHEN IT [Yes F_No ❑N/A CHANGES ITS POINT OF SALE SOFTWARE,SYSTEM,APPLICATION OR VENDOR: DO YOUR TRANSACTIONS PROCESS THROUGH ANY OTHER THIRD PARTIES(I.E.WEB HOSTING COMPANIES, n Yes [No ❑N/A GATEWAYS,CORPORATE OFFICE): MERCHANT UTILIZES THE SERVICES OF A PCI SSC QUALIFIED INTEGRATOR RESELLER(QIR)WHEN POS PAYMENT n Yes F_No ❑N/A APPLICATIONS ARE UTILIZED: THE SIGNING MERCHANT LISTED BELOW HAS EXPERIENCED AN ACCOUNT DATA COMPROMISE.*: Yes ]No ❑N/A If yes,what was the date of the compromise: F_I have never accepted payment cards. (Copy of the completed forensic investigation is required with the app.) THE SIGNING MERCHANT LISTED BELOW IS STORING SENSITIVE AUTHENTICATION DATA**(EVEN IF ENCRYPTED) [_]Yes ❑X No ❑N/A AFTER THE TRANSACTION HAS BEEN AUTHORIZED: [1 have never accepted payment cards. MERCHANT UTILIZES AN EMV ENABLED TERMINAL: X❑Yes ❑No ❑N/A *An Account Data Compromise is any incident that results in unauthorized access to payment card data and/or Sensitive Authentication Data. **Sensitive Authentication Data is security related information(Card Verification Values,complete Magnetic Stripe Data,PINs,and PIN blocks)that is used to authenticate cardholders. Please note that if you have indicated that your organization has experienced an account data compromise in the past,a PCI DSS Level 1 Compliance Assessment may be required upon Heartlands request.A compromise of cardholder data from your location(s)may result in the issuance of fines and/or penalties by the card brand,for which you will be responsible under your Merchant Agreement,notwithstanding this Compliance Statement. It is imperative that you notify Heartland immediately should the information on this Compliance Statement change. A Global Payments Company 3 1 P a a e Revised:04/09/24 ©2024 Heartland Payment Systems, L.L.C.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99� hibit A AWlI 1 1%WW1 W1 1 11 LW. ❑x Heartland ACH WEB: x❑ Heartland ACH Debit(Select all that apply): x❑ Heartland ACH Tel ❑ Consumer[-]Corporate x❑ Both ®Single ®Consumer Vendor: ❑x Heartland ❑Third Party: x❑ Recurring ❑x Corporate Virtual Terminal: Merchants can accept ACH Payments via Virtual Terminal;however,call must be recorded and be available as proof of authorization. ACH FEE SCHEDULEW NOTE:ACH ACCOUNT VERIFICATION IS INCLUDED .FEE TYPE DOLLA PERCENTAGE X�Setup Fee $ 9 $200,000,000.00 $4000.00 X Transaction Fee $0.35 % ANNUAL ACH VOLUME AVERAGE ACH TICKET AMOUNT X]Service Fee $ % $ 250,000.00 25 HIGH ACH TICKET LIMIT REQUESTED HIGH TICKET FREQUENCY J Return Item Fee $5.00 (Subject to Approval) J Unauthorized Entry Fee $5.00 $ 2500.00 $ 2 X] Re-presentment Fee* 2.00 IL AVERAGE RETURN CHECK AMOUNT TOTAL MONTHLY CHECK RETURNS $ 0.00 3,000 Monthly Fee OR Monthly Minimum AVERAGE NUMBER OF ACH *Re-presentment(Limitation of 2 TRANSACTION PER MONTH per NACHA guidelines) For High Ticket Transactions an additional BP will be assessed on the amount above$ PROCESSING METHOD-Note: MuIL@qual 100% JL Heartland ACH Debit Heartland ACH TEL Heartland ACH WEB TOTAL 10 % 10 % 80 % 100% AUTHORIZATION METH Which authorization procedure does Merchant utilize to confirm customers consent: RI Heartland ACH Debit ❑ Signed written authorization from customer: ❑ Heartland provides Authorization Form Template ❑ Merchant created Authorization Form x❑ Heartland ACH WEB ❑Web Authorization: ❑ Customer provides electronic signature ❑ Customer logs in a username and password 0 Heartland ACH TEL ❑ Recorded Verbal Authorization: ❑ Heartland provided script ❑ Merchant created script If utilizing Recorded Verbal Authorization;select one: ❑ Hosted secure IVR(Automated or Live Agent)recording services offered by Heartland ❑ Merchant has existing recording service to capture verbal customer authorizations How are recordings stored: ❑Via website URL: ❑Via phone:#: REQUIRED:Authorization Script must be provided with ACH Application when Merchant is utilizing their own script. PHONE NUMBER AS IT APPEARS ON CUSTOMER STATEMENTS COMPANY NAME AS IT APPEARS ON CUSTOMER BANK STATEMENTS Max 16 Characters AGREEMENT ACCEPTANCE,CERTIFICATION and CONSUMMEPORT AUTHORIZATI HAS YOUR BUSINESS FILED BANKRUPTCY,HAD JUDGMENTS OR LIENS WITHIN THE LAST 3 YEARS: YES NO If yes,date filed: In connection with this Application, I,the undersigned, authorize Heartland to obtain consumer reports and related information about me from one or more consumer reporting agencies. I understand that obtaining a consumer report about me may affect my credit score with one or more consumer reporting agencies. Pursuant to this authorization, I consent to Heartland obtaining consumer reports about me at various times during the term of the Agreement for any lawful purpose, including but not limited to: (i) underwriting and verifying information in the application, (ii)authenticating my identity, (iii) assisting with internal modeling and analysis, (iv) maintenance, update, renewal, or extension of the Agreement; and (v) mitigating fraud, unauthorized transactions, and other illegal activities. I further authorize Heartland to contact third parties to verify any information in the Application and I authorize the release from such third parties of any records necessary to verify information about me. In connection with the purposes above, I authorize Heartland to share my consumer reports and any other information gathered pursuant to this authorization with agents, partners, counterparties, affiliates, or any successor-in-interest. I acknowledge and agree I have had an opportunity to review a summary of my rights under the Fair Credit Reporting Act, available here: https://files.consumerfinance.gov/f/201504_cfpb_summaryyouur-rights-under-fcra.pdf.I further certify that I have received,read,understand and agree to the Merchant Processing Agreement Terms and Conditions, Policies, Procedures, Rules and Requirements which together with this Application shall constitute the agreement(s)between the parties. In addition,Merchant can request another copy of the Terms and Conditions at any time by sending a written request for a copy to Heartland at the following address: Heartland Payment Systems, LLC; Attn: Customer Care; One Heartland Way; Jeffersonville IN 47130. 1 further certify that this business or any Owner/Officer has never been terminated by any of the Card Brands. XI�Do SSlgn dby: � 11/27/2024 �.61vw Oscar J.Garcia,Auditor-Controller/Treasurer-Tax Collector AU I rll/RILGU NIGR VrlX1Y 1 ai�ryCR oIV17M1 ur[C PRINT NAME&TITLE DATE DocuSigned by: X Bssa7zs L. G4U4u David L. Green Secretary 12/02/2024 UT CAa4s5E467... JER SIGNATURE BS PRINT NAME&TITLE DATE THE TERM OF THIS AGREEMENT IS 36 MONTHS A Global Payments Company 4 1 P a g e Revised: 04/09/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99' hibit B Government and Education Heartland Merchant Processing Agreement RS-SONA ❑ CARD ONLY AFFILIATE CODE/PARTNER ID NAME OF AFFILIATE LEAD GENERATOR ID# ❑ACH ONLY ❑X DUAL Greg Mathews 713-655-1991 RM PHONE# rrnmpAkiv itiGnarueTi Auditor-Controller/Treasurer-Tax Collector,Tresd Nely Pacheco Jimenez 559-600-1339 AUTHORIZED TO PURCHASE: MERCHANT DBA NAME PRIMARY CONTACT NAME PRIMARY CONTACT PHONE n Yes —1 No 2281 Tulare St Room 101 Fresno,CA 93721 559-600-3487 5 DBA ADDRESS DBA CITY/STATE/ZIP DBA PHONE NUMBER NUMBER OF LOCATIONS County of Fresno Frank Gomez 559-600-1643 AUTHORIZED TO PURCHASE: LEGAL NAME SECONDARY CONTACT NAME SECONDARY CONTACT PHONE n Yes F— No (Must correspond with IRS Filing Name) PO Box1247 Fresno,CA 93715 559-600-3487 94-6000512 LEGAL ADDRESS LEGAL CITY/STATE/ZIP LEGAL PHONE NUMBER FEDERAL TAX ID/EIN (Must correspond w/Legal Name) www.fresnocountyca.gov WEBSITE ADDRESS CUSTOMER SERVICE EMAIL njimenez@fresnocountyca.gov Nely Pacheco Jimenez EMAIL ADDRESS(InfoCentral Admin User Email Address) EMAIL CONTACT FIRST NAME EMAIL CONTACT LAST NAME MEMBER SPONSOR BANK DISCLOSURE INFORMATION SERVICE PROVIDER:Heartland Payment Systems,LLC-One Heartland Way,Jeffersonville, IN.47130-HeartlandPa mentSystems.com 888 963-3600 NIFIRER)INFORMATION(Visa&Mastercard Onl Deutsche Bank Trust Company Americas Wells Fargo Bank, N.A. PB&T Bank Cash Management P.O. Box 6079 301 West 5th Street 1 Columbus Circle, New York NY, USA 10019-8735 Concord,CA 94524 Pueblo,Colorado 81003 Email:COMPL.Card_Acquiring@list.DB.com Phone: (844)284-6834 Phone: 1 (888)728-3550 ERCHANT RESOU 1. You may download"Visa Regulations"from Visa at:hftps:Husa.visa.com/dam/VCOM/download/about-visa/visa-rules-public.pdf 2. You may download"Mastercard Rules"from Mastercard at: https://www.Mastercard.us/en-us/about-Mastercard/what-we-do/rules.htm1 3. You may download"American Express Merchant Operating Requirements"at:www.americanexpress.com/merchantopquide SIBILITIES 1. Merchant must ensure compliance with cardholder data security and storage requirements. 1. The Member Sponsor Bank is the only entity approved to extend 2. Merchant must maintain fraud and chargeback below thresholds. acceptance of Card Brand products directly to a Merchant. 3. Merchant must review and understand the terms of the Merchant 2. The Member Sponsor Bank must be a principal(signer)to the Processing Agreement. Merchant Processing Agreement. 4. Merchant must comply with the Card Brands Operating Regulations. 3. The Member Sponsor Bank is responsible for educating 5. Merchant must retain a signed copy of this Disclosure Page. Merchants on pertinent Card Brand Operating Regulations with Note:The responsibilities listed above do not supersede terms of the which Merchants must comply. Merchant 4. The Member Sponsor Bank is responsible for and must settle Processing Agreement and are provided to ensure the merchant funds with the Merchant. understands some important obligations of each party and that the 5. The Member Sponsor Bank is responsible for all funds held in Member Sponsor Bank is the ultimate authority should the merchant reserve that are derived from settlement. have any problems. Merchant hereby acknowledges and agrees that Heartland will select one of the Member Sponsor Banks listed above based on the following criteria:business type, POS equipment compatibility, depository institution and/or existing Heartland relationship. Heartland will provide Merchant a written notification of the Member Sponsor Bank that is selected. By presenting any Transaction to Heartland under the Merchant Processing Agreement from and after notice of the Member Sponsor Bank, you agree that the Member Sponsor Bank so selected shall be immediately a principal party(signer)to the Merchant Processing Agreement. �D Sg dby: 11/27/2024 X i) Oscar J.Garcia,Auditor-Controller/Treasurer-Tax Collector OW,.`/°VZv�:':vc`:B4v vCC'//.^ v .` PRINT NAME&TITLE DATE A Global Payments Company 1 I P a g e Revised:04/09/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Exhibit B CARD FEE SCHEDULE SERVICE REQUESTED DISCOUNT DISCOUNT TRANS TRANS $66,800,000.00 $811.81 RATE PER ITEM FEE DIAL FEE IP ANNUAL VOLUME AVERAGE TICKET Visa 2.30 % $ ❑ Cost Plus MasterCard 2.30 % $ $o $o ® Service Fee(Pass Through/Single Transaction) Discover/JCB 2.30 % $ SETTLEMENT:❑Daily/Split ❑Daily/Net ❑X Monthly Disc Fee 0 BP PayPal % $ $ $ $4,800,000.00 $2200.00 PIN Debit AMERICAN EXPRESS AMERICAN EXPRESS Plus Debit Network Fees % $ $3.29 $3.29 ANNUAL VOLUME AVERAGE TICKET American Express 2.30 % $ $o $o ❑X OptBlue—See Industry Thresholds for eligibility if Volume is greater than$1 MM ❑X I opt out of receiving marketing material from American Express RECURRING FEES MONTHLY TRANACTIO SETUP FEE N FEE FEE AME RICAN EXPRESS MERCHANT AMERICAN EXPRESS 5.0o Char eback Fee $ NUMBER FRANCHISE CAP NUMBER Voice Auth Fee $ 0.00 Service&Regulatory Mandate Fee $ AMERICAN EXPRESS FRANCHISE NAME PCI Non-Compliance Fee $0 00 ❑ Extended+: $0.00 Wells Fargo Merchants Only IMPORTANT INFORMATION ACOUNT PROCEDURES FOR OPENDING A NE To help the government fight the funding of terrorism and money laundering activities,Federal law requires all financial institutions to obtain,verify,and record information that identifies each person who opens an account.What this means for you:When you open an account,we will ask for your name,address,date of birth,and other information that will allow us to identify you.We may also ask to see your driver's license or other identifying documents. AUTHORIZED SIGNER(S)INFORMATION Note:If there are more than two Owners,Officers or Managing Agents,complete the"Additional Owner/Officer Information Page for Merchant Processing Agreement".Note:Any individual,who, directly or indirectly,through any contract,arrangement,understanding,relationship or otherwise,owns 25 percent or more of the equity interests of a merchant must be listed below. (1) Authorized Signer Citizenship: ❑U.S. ❑ NON-U.S. Oscar J.Garcia, Auditor-ControllerrFreasurer-Tax Collector 12/19/1962 NAME TITLE SOCIAL SECURITY NUMBER DATE OF BIRTH(MM/DD/YYYY) HOME ADDRESS/CITY/STATE/ZIP LENGTH OF TIME AT ADDRESS DRIVER'S LICENSE NUMBER (2) Authorized Signer i Citizenship: ❑ U.S. ❑ NON-U.S. NAME TITLE SOCIAL SECURITY NUMBER DATE OF BIRTH(MM/DD/YYYY) HOME ADDRESS/CITY/STATE/ZIP LENGTH OF TIME AT ADDRESS DRIVER'S LICENSE NUMBER DEBIT AND CREDIT AUTHORIZ Merchant certifies that any verification of business provided is for a business account in good standing and that the business name on the account is the same as the business name on the enclosed Heartland Payment Systems Merchant Application. Merchant hereby authorizes Heartland to debit and credit Merchant's checking/savings Account. This authority shall remain in full force until(a)Heartland has received written notification from Merchant of its termination;and(b)all obligations of Merchant to Heartland under this Agreement have been paid in full. DEPOSITORY BANK NAME PHONE NUMBER CITY,STATE,ZIP CARD DEBIT AND CREDIT AUTHORIZATION TYPE OFACCOUNT ACCOUNT NUMBER ROUTINGNUMBER NAME AS IT APPEARS ON BANK ACCOUNT CARD DEPOSITS Checking ❑Savings ❑Other: 097002596 121100782 BMO Bank NA CARD FEES (If separate from Deposit) ❑Checking ❑Savings ❑Other: ACH DEBIT/CREDIT AUTHORIZATION ACCOUNT TYPE TRANSIT ROUTER I ACCOUNT NAME AS IT APPEARS ON ACCOUNT ABA NUMBER NUMBER DEPOSITS X❑ Checking ❑ Savings 121100782 097002596 BMO Bank NA FEES j] Checking ❑ Savings 121100782 097002596 BMO Bank NA RETURNS 0 Checking ❑ Savings 121100782 097002596 BMO Bank NA A Global Payments Company 2 1 P a g e Revised: 04/09/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Exhibit B CARD ACCEPTANCE DEPOSIT METHOD ❑X MOTO/Internet ❑X Retail ❑Small Ticket ®All Cards Accepted ®Standard PROCESSING MET On Premise Face to Face Sales: 10 % Card Swiped: 10 % 2-5 Days: % Off Premise Face to Face Sales: % Keyed with Imprinted Receipt: % 6-10 Day: % Mail Order Sales: % Keyed without Imprinted Receipt: so % 11 -30 Days: % Real-Time Internet Sales: 80 % TOTAL= 100% 31 -60 Days: % Inbound Telephone Order Sales: 10 % MOTO 61 -90 Days: % Outbound Telephone Order Sales: % Percent of Domestic Transactions: 1o0 % 91 -120 Days: % Internet(keyed) : % Percent of Foreign Transactions: % > 120Days: % Recurring Billing: % TOTAL= 100% IF APPLICABLE TOTAL= 100% TOTAL= 100% WHAT PERCENTAGE OF [PERCENT OF GIFT CARDS 0 % BANKCARD VOLUME IS"FD": % *Includes advance reservations,deposits accepted for ordered merchandise shipped after payment,and services provided after payment including memberships and subscriptions. If 100%of the product and/or service are NOT delivered(not including mail time)within 24hrs of the time of sale,please indicate below: STATEMENT OPTIONS I ObISPUTE LETTERS*Select mail option as back-up. MAIL STATEMENTS TO STATEMENT TYPE MAILING OPTIONS ELECTRONIC OPTIONS* ®Standard ®Suppress Statements ❑X Legal ❑ DBA ❑ Fax ❑X Email *X❑All Electronic Communications(Including ACH Returns): X❑Same Email as InfoCentral ❑Preferred Email Address: TYPE OF BUSINESS: TYP_F_OF OWNERSHIP: BUSINESS IS CONDUCTED: 1877 Tax Collection DATE BUSINESS PRODUCT/SERVICE X❑Private ❑Corporation Consumer: 100% STARTED PROVIDED ❑Public: X❑Government Tax Time Duplicates and errors only ❑Municipality ARE WEB BASED SALES PEAK RECURRING DEFINE YOUR REFUND Ticker Symbol: ❑ Non-Profit PROCESSED BY HPS:Yes TRANSACTION DATES POLICY PCI COMPLIANCE IS YOUR BUSINESS PCI COMPLIANT:]Yes —]No DOES YOUR COMPANY UTILIZE A DATA STORAGE ENTITY OR MERCHANT SERVICER THAT HAS ACCESS TO CARD MEMBER DATA: ]Yes ]No (i.e.,Payment gateway or data warehouse,etc.) If yes,provide the name of the Data Storage Entity or Merchant Servicer being utilized: PCI DSS and Card Network rules prohibit storage of sensitive authentication data after the transaction has been authorized(even if encrypted).If you or your POS system store,process,or transmit full cardholder's data,then you(merchant)must validate PCI DSS compliance.If you(merchant)utilize a payment application the POS software must be PA DSS(Payment Application Data Security Standards)validated where applicable.If you use a payment gateway,they must be PCI DSS Compliant.As required under the Payment Card Industry Data Security Standard(PCI DSS),I do hereby declare and confirm the following: MERCHANT WILL MAINTAIN FULL PCI DSS COMPLIANCE AT ALL TIMES AND WILL NOTIFY HEARTLAND WHEN IT [Yes F_No ❑N/A CHANGES ITS POINT OF SALE SOFTWARE,SYSTEM,APPLICATION OR VENDOR: DO YOUR TRANSACTIONS PROCESS THROUGH ANY OTHER THIRD PARTIES(I.E.WEB HOSTING COMPANIES, n Yes [No ❑N/A GATEWAYS,CORPORATE OFFICE): MERCHANT UTILIZES THE SERVICES OF A PCI SSC QUALIFIED INTEGRATOR RESELLER(QIR)WHEN POS PAYMENT n Yes F_No ❑N/A APPLICATIONS ARE UTILIZED: THE SIGNING MERCHANT LISTED BELOW HAS EXPERIENCED AN ACCOUNT DATA COMPROMISE.*: Yes ]No ❑N/A If yes,what was the date of the compromise: F_I have never accepted payment cards. (Copy of the completed forensic investigation is required with the app.) THE SIGNING MERCHANT LISTED BELOW IS STORING SENSITIVE AUTHENTICATION DATA**(EVEN IF ENCRYPTED) [_]Yes ❑X No ❑N/A AFTER THE TRANSACTION HAS BEEN AUTHORIZED: [1 have never accepted payment cards. MERCHANT UTILIZES AN EMV ENABLED TERMINAL: X❑Yes ❑No ❑N/A *An Account Data Compromise is any incident that results in unauthorized access to payment card data and/or Sensitive Authentication Data. **Sensitive Authentication Data is security related information(Card Verification Values,complete Magnetic Stripe Data,PINs,and PIN blocks)that is used to authenticate cardholders. Please note that if you have indicated that your organization has experienced an account data compromise in the past,a PCI DSS Level 1 Compliance Assessment may be required upon Heartlands request.A compromise of cardholder data from your location(s)may result in the issuance of fines and/or penalties by the card brand,for which you will be responsible under your Merchant Agreement,notwithstanding this Compliance Statement. It is imperative that you notify Heartland immediately should the information on this Compliance Statement change. A Global Payments Company 3 1 P a a e Revised:04/09/24 ©2024 Heartland Payment Systems, L.L.C.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Exhibit B AWlI 1 1%WW1 W1 1 11 LW. ❑x Heartland ACH WEB: x❑ Heartland ACH Debit(Select all that apply): x❑ Heartland ACH Tel ❑ Consumer[-]Corporate x❑ Both ®Single ®Consumer Vendor: ❑x Heartland ❑Third Party: x❑ Recurring ❑x Corporate Virtual Terminal: Merchants can accept ACH Payments via Virtual Terminal;however,call must be recorded and be available as proof of authorization. ACH FEE SCHEDULEW NOTE:ACH ACCOUNT VERIFICATION IS INCLUDED .FEE TYPE DOLLA PERCENTAGE X�Setup Fee $ 9 $200,000,000.00 $4000.00 X Transaction Fee $ % ANNUAL ACH VOLUME AVERAGE ACH TICKET AMOUNT X]Service Fee $0.50 % $ 250,000.00 25 HIGH ACH TICKET LIMIT REQUESTED HIGH TICKET FREQUENCY J Return Item Fee $5.00 (Subject to Approval) J Unauthorized Entry Fee $5.00 $ 2500.00 $ 2 X] Re-presentment Fee* 2.00 IL AVERAGE RETURN CHECK AMOUNT TOTAL MONTHLY CHECK RETURNS $ 0.00 3,000 Monthly Fee OR Monthly Minimum AVERAGE NUMBER OF ACH *Re-presentment(Limitation of 2 TRANSACTION PER MONTH per NACHA guidelines) For High Ticket Transactions an additional BP will be assessed on the amount above$ PROCESSING METHOD-Note: MuIL@qual 100% JL Heartland ACH Debit Heartland ACH TEL Heartland ACH WEB TOTAL 10 % 10 % 80 % 100% AUTHORIZATION METH Which authorization procedure does Merchant utilize to confirm customers consent: RI Heartland ACH Debit ❑ Signed written authorization from customer: ❑ Heartland provides Authorization Form Template ❑ Merchant created Authorization Form x❑ Heartland ACH WEB ❑Web Authorization: ❑ Customer provides electronic signature ❑ Customer logs in a username and password 0 Heartland ACH TEL ❑ Recorded Verbal Authorization: ❑ Heartland provided script ❑ Merchant created script If utilizing Recorded Verbal Authorization;select one: ❑ Hosted secure IVR(Automated or Live Agent)recording services offered by Heartland ❑ Merchant has existing recording service to capture verbal customer authorizations How are recordings stored: ❑Via website URL: ❑Via phone:#: REQUIRED:Authorization Script must be provided with ACH Application when Merchant is utilizing their own script. PHONE NUMBER AS IT APPEARS ON CUSTOMER STATEMENTS COMPANY NAME AS IT APPEARS ON CUSTOMER BANK STATEMENTS Max 16 Characters AGREEMENT ACCEPTANCE,CERTIFICATION and CONSUMMEPORT AUTHORIZATI HAS YOUR BUSINESS FILED BANKRUPTCY,HAD JUDGMENTS OR LIENS WITHIN THE LAST 3 YEARS: YES NO If yes,date filed: In connection with this Application, I,the undersigned, authorize Heartland to obtain consumer reports and related information about me from one or more consumer reporting agencies. I understand that obtaining a consumer report about me may affect my credit score with one or more consumer reporting agencies. Pursuant to this authorization, I consent to Heartland obtaining consumer reports about me at various times during the term of the Agreement for any lawful purpose, including but not limited to: (i) underwriting and verifying information in the application, (ii)authenticating my identity, (iii) assisting with internal modeling and analysis, (iv) maintenance, update, renewal, or extension of the Agreement; and (v) mitigating fraud, unauthorized transactions, and other illegal activities. I further authorize Heartland to contact third parties to verify any information in the Application and I authorize the release from such third parties of any records necessary to verify information about me. In connection with the purposes above, I authorize Heartland to share my consumer reports and any other information gathered pursuant to this authorization with agents, partners, counterparties, affiliates, or any successor-in-interest. I acknowledge and agree I have had an opportunity to review a summary of my rights under the Fair Credit Reporting Act, available here: https://files.consumerfinance.gov/f/201504_cfpb_summary_your-rights-under-fcra.pdf.I further certify that I have received,read,understand and agree to the Merchant Processing Agreement Terms and Conditions, Policies, Procedures, Rules and Requirements which together with this Application shall constitute the agreement(s)between the parties. In addition,Merchant can request another copy of the Terms and Conditions at any time by sending a written request for a copy to Heartland at the following address: Heartland Payment Systems, LLC; Attn: Customer Care; One Heartland Way; Jeffersonville IN 47130. 1 further certify that this business or any Owner/Officer has never been terminated by any of the Card Brands. X CDocoSfe dby C' 11/26/2024 �.��� g) qj a'�� Oscar J.Garcia,Auditor-Controller/Treasurer-Tax Collector 0923AAC1FBCF4B4. AtITI-InPl7Fn neFRrunnlT cIGNER SIGNATURE PRINT NAME&TITLE DATE DocuSigned by: X L. g4U4' Secretary David L. Green 12/02/2024 AL Bssa7z9a465E467... 3NER SIGNATURE BS PRINT NAME&TITLE DATE THE TERM OF THIS AGREEMENT IS 36 MONTHS A Global Payments Company 4 1 P a g e Revised: 04/09/24 ©2024 Heartland Payment Systems, LLC.All rights reserved. Government and Education Merchant Processing Application Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Exhibit C Merchant Identification Numbers Service Fee MIDs Merchant Number DBA Name Card ACH 650000007654372 FRESNO CO PUBLIC WORKS AND PLA x 650000007834370 FRESNO CO PUB WORKS AMERICAN A x 650000007834396 FRESNO CO PUB WORKS DEVSERVICE x 650000007994042 FRESNO COUNTY TAX COLLECTOR x x 650000008492061 COUNTY OF FRESNO DPH VITAL STA x 650000011998757 FRESNO COUNTY CLERK x 650000007620407 FRESNO COUNTY AGRICULTURE DEPT x Cost Plus MIDs Merchant Number DBA Name Card ACH 650000007578654 REVENUE COLLECTIONS UNIT WEB x x 650000007578670 REVENUE COLLECTIONS UNIT IVR x x 650000007654349 FRESNO CO DEPT OF BEHAVIORAL H x x 650000007654398 FRESNO COUNTY DSS FINANCE x 650000007695128 DPH ADMINISTRATION BUSINESS OF x x 650000007695235 DPH EMERGENCY MEDICAL SERVICES x x 650000007695243 DPH ENVIRONMENTAL HEALTH x x 650000007695250 DPH IMMUNIZATIONS CLINIC x x 650000008002092 FRESNO CO PROBATION DV x 650000008002167 FRESNO CO PROBATION AWOP x 650000008007307 FRESNO COUNTY CLERK ELECTIONS x 650000010802422 FRESNO COUNTY DSS FINANCE x 650000011895722 FRESNO COUNTY PUBLIC LAW LIBRA x C-1 Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Exhibit D Self-Dealing Transaction Disclosure Form In order to conduct business with the County of Fresno ("County"), members of a Contractor's board of directors ("County Contractor"), must disclose any self-dealing transactions that they are a party to while providing goods, performing services, or both for the County. A self-dealing transaction is defined below: "A self-dealing transaction means a transaction to which the corporation is a party and in which one or more of its directors has a material financial interest." The definition above will be used for purposes of completing this disclosure form. Instructions (1) Enter board member's name, job title (if applicable), and date this disclosure is being made. (2) Enter the board member's company/agency name and address. (3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the County. At a minimum, include a description of the following: a. The name of the agency/company with which the corporation has the transaction; and b. The nature of the material financial interest in the Corporation's transaction that the board member has. (4) Describe in detail why the self-dealing transaction is appropriate based on applicable provisions of the Corporations Code. The form must be signed by the board member that is involved in the self-dealing transaction described in Sections (3) and (4). D-1 Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Exhibit D (1) Company Board Member Information: Name: Date: Job Title: (2) Company/Agency Name and Address: (3) Disclosure (Please describe the nature of the self-dealing transaction you are a party to) (4) Explain why this self-dealing transaction is consistent with the requirements of Corporations Code § 5233 (a) (5) Authorized Signature Signature: Date: D-2 Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Addendum HPS shall provide electronic payment processing for credit card, debit card, and e-check payments, as applicable, under the Agreement, via the Merchant's websites, IVR systems, phone systems, and point of sale ("POS") locations. In addition to the services outlined in the Agreement, HPS shall provide the following services: 1. Electronic Payment Services a. HPS shall provide Payers with the opportunity to make County Payments by electronic check, credit card, and debit card, as applicable, under the Agreement, through an Internet interface, an IVR system, phone systems (including live operator), POS locations, self-service kiosks, and mobile payment options. b. HPS shall provide real-time processing of all payment transactions, including: i. Validating bank transit routing numbers and ACH eligibility; ii. Validating checking account numbers for structure and validity; iii. Checking against negative files in established proprietary databases; and iv. Ensuring transaction amounts are within County-specified limits. c. HPS shall create transaction files and forward payment transactions to the appropriate processing networks (ACH for e-checks, card networks for credit or debit cards), electronically debiting the Payers' accounts and crediting the Merchant Account. d. HPS shall settle each County Payment into the Account or Merchant Account, as applicable under the Agreement, within three (3) business days following the completion date of the County Payment transaction. e. HPS shall confirm the dollar amount of each County Payment and the corresponding fees to be charged, obtaining the Payer's authorization prior to initiating the transaction. f. HPS shall provide Payers with electronic confirmation of transactions and retain authorization logs and transaction records for the period required by applicable laws and regulations. g. HPS shall arrange for unique descriptors for County Payments and fees on Payers' bank statements, clearly distinguishing between the two. h. HPS shall provide Merchant with daily reports detailing payment transactions and chargeback transactions. i. HPS shall support both blind collection of fees and matched payments tied to live data, with the ability to validate amounts and identifiers such as Assessor's Parcel Number (APN). Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 j. HPS shall implement a system capable of processing payments with effective dates and retaining historical fee information. 2. System Capabilities and Integration a. HPS shall provide a system that integrates with Merchant systems, including but not limited to CUBS (Columbia Ultimate Business Solutions), Tax System, and PeopleSoft. b. HPS shall support flexible web payment solutions for integration into Merchant-hosted webpages. c. HPS shall provide IP-based POS hardware/software as needed and agreed upon, meeting or exceeding industry standards. d. HPS shall ensure the system is capable of adding successfully completed transactions to the appropriate Merchant system via multiple file formats, including at minimum a 'flat' file with all necessary data elements. e. HPS shall support various closing/reconciliation times and procedures for different Merchant departments. f. HPS shall integrate the payment system with iNovah Cashier (2.6 version) System Innovators (SI), a division of N. Harris Computer Corporation. 3. Reporting and Reconciliation a. HPS shall provide real-time reporting capabilities via a secure website. b. HPS shall generate daily, weekly, monthly, and year-to-date reports by payment type and transaction type, including record counts and user-designated date ranges. c. HPS shall provide standard reports, including but not limited to: i. Transaction/Payment Type Report ii. Summary of Payments Report iii. Payment Void Report d. HPS shall ensure all reports are exportable to archival file types such as PDF or CSV. e. HPS shall make reports available via email to appropriate Merchant Department contacts and/or via secure internet access. 4. Security and Compliance a. HPS shall maintain a compliant PCI DSS "Report on Compliance" (RoC) at HPS's sole cost and expense. b. HPS shall implement and maintain EMV (Europay, Mastercard, and Visa) technology standards throughout the term of the agreement and any renewal periods. Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 c. HPS shall ensure the protection of Payers' personal identifying information, maintaining strict confidentiality at all times. d. HPS shall co-administer security with designated Merchant employee(s). 5. User Interface and Accessibility a. HPS shall provide public-facing services in languages other than English. b. HPS shall ensure all public-facing services meet ADA compliance requirements. c. HPS shall implement a system capable of printing customer receipts with data elements and receipt information in formats determined by the System Administrator for each Merchant department. 6. Implementation and Support a. HPS shall complete system installation and be ready for training within 45 days of contract signing. b. HPS shall ensure the system is in full production use no later than December 24, 2024. c. HPS shall provide "train-the-trainer" style classes at a County location, covering administrative, supervisory, and data entry functions\ d. HPS shall provide support from 7:00 a.m. to 5:00 p.m. (Pacific Time) on weekdays, excluding County holidays. e. The vendor handles all customer claims and transaction disputes, providing support from 8:00 a.m. to 5:00 p.m. (Pacific Time) with both Internet and telephone options preferred. 7. Insurance For purposes of this section 7, "County" means Merchant and "Contractor" means HPS. Without limiting the County's right to obtain indemnification from the Contractor or any third parties, Contractor, at its sole expense, shall maintain in full force and effect the following insurance policies throughout the term of this Agreement. (A) Commercial General Liability. Commercial general liability insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis. Coverage must include products, completed operations, property damage, bodily injury, personal injury, and advertising injury. The Contractor shall obtain an endorsement to this policy naming the County of Fresno, its officers, agents, employees, and volunteers, individually and collectively, as additional insureds, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insureds will apply as primary insurance and any other insurance, or self-insurance, maintained by the County is excess only and not contributing with insurance provided under the Contractor's policy. (B) Automobile Liability. Automobile liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages. Coverage must include any auto used in connection with this Agreement. (C)Workers Compensation. Workers compensation insurance as required by the laws of the State of California with statutory limits. Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 (D) Employer's Liability. Employer's liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence for bodily injury and for disease. (E) Cyber Liability. Cyber liability insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence. Coverage must include claims involving Cyber Risks. The cyber liability policy must be endorsed to cover the full replacement value of damage to, alteration of, loss of, or destruction of intangible property (including but not limited to information or data) that is in the care, custody, or control of the Contractor. Definition of Cyber Risks. "Cyber Risks" include but are not limited to (i) a security, which may include disclosure of personal information to an unauthorized third party; (ii) data breach; (iii) breach of any of the Contractor's obligations under this Agreement; (iv) system failure; (v) data recovery; (vi) failure to timely disclose data breach or Security Breach; (vii) failure to comply with privacy policy; (viii) payment card liabilities and costs; (ix) infringement of intellectual property, including but not limited to infringement of copyright, trademark, and trade dress; (x) invasion of privacy, including release of private information; (xi) information theft; (xii) damage to or destruction or alteration of electronic information; (xiii) cyber extortion; (xiv) extortion related to the Contractor's obligations under this Agreement regarding electronic information, including personal information; (xv) fraudulent instruction; (xvi)funds transfer fraud; (xvii) telephone fraud; (xviii) network security; (xix) data breach response costs, including security breach response costs; (xx) regulatory fines and penalties related to the Contractor's obligations under this Agreement regarding electronic information, including personal information; and (xxi) credit monitoring expenses. Additional Insurance Requirements (A) Verification of Coverage. Within 30 days after the Contractor signs this Agreement, and at any time during the term of this Agreement as requested by the County's Risk Manager or the County Administrative Office, the Contractor shall deliver, or cause its broker or producer to deliver, to the County Risk Manager, at 2220 Tulare Street, 16th Floor, Fresno, California 93721, or HRRiskManagement@fresnoCountyca.gov, and by mail or email to the person identified to receive notices under this Agreement, certificates of insurance and endorsements for all of the coverages required under this Agreement. (i) Each insurance certificate must state that: (1) the insurance coverage has been obtained and is in full force; (2) the County, its officers, agents, employees, and volunteers are not responsible for any premiums on the policy; and (3) the Contractor has waived its right to recover from the County, its officers, agents, employees, and volunteers any amounts paid under any insurance policy required by this Agreement and that waiver does not invalidate the insurance policy. (ii) The commercial general liability insurance certificate must also state, and include an endorsement, that the County of Fresno, its officers, agents, employees, and volunteers, individually and collectively, are additional insureds insofar as the operations under this Agreement are concerned. The commercial general liability insurance certificate must also state that the coverage shall apply as primary insurance and any other insurance, or self-insurance, maintained by the County shall be excess only and not contributing with insurance provided under the Contractor's policy. (iii) The automobile liability insurance certificate must state that the policy covers any auto used in connection with this Agreement. (B) Acceptability of Insurers. All insurance policies required under this Agreement must be issued by admitted insurers licensed to do business in the State of California and possessing at all times during the term of this Agreement an A.M. Best, Inc. rating of no less than A: VII. (C) Notice of Cancellation or Change. For each insurance policy required under this Agreement, the Contractor shall provide to the County, or ensure that the policy requires the insurer to provide to the Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 County, written notice of any cancellation or change in the policy as required in this paragraph. For cancellation of the policy for nonpayment of premium, the Contractor shall, or shall cause the insurer to, provide written notice to the County not less than 10 days in advance of cancellation. For cancellation of the policy for any other reason, and for any other change to the policy, the Contractor shall, or shall cause the insurer to, provide written notice to the County not less than 30 days in advance of cancellation or change. The County in its sole discretion may determine that the failure of the Contractor or its insurer to timely provide a written notice required by this paragraph is a breach of this Agreement. (D) County's Entitlement to Greater Coverage. If the Contractor has or obtains insurance with broader coverage, higher limits, or both, than what is required under this Agreement, then the County requires and is entitled to the broader coverage, higher limits, or both. To that end, the Contractor shall deliver, or cause its broker or producer to deliver, to the County's Risk Manager certificates of insurance and endorsements for all of the coverages that have such broader coverage, higher limits, or both, as required under this Agreement. (E) Waiver of Subrogation. The Contractor waives any right to recover from the County, its officers, agents, employees, and volunteers any amounts paid under the policy of worker's compensation insurance required by this Agreement. The Contractor is solely responsible to obtain any policy endorsement that may be necessary to accomplish that waiver, but the Contractor's waiver of subrogation under this paragraph is effective whether or not the Contractor obtains such an endorsement. (F) County's Remedy for Contractor's Failure to Maintain. If the Contractor fails to keep in effect at all times any insurance coverage required under this Agreement, the County may, in addition to any other remedies it may have, suspend or terminate this Agreement upon the occurrence of that failure, or purchase such insurance coverage, and charge the cost of that coverage to the Contractor. The County may offset such charges against any amounts owed by the County to the Contractor under this Agreement. (G)Subcontractors. The Contractor shall require and verify that all subcontractors used by the Contractor to provide services under this Agreement maintain insurance meeting all insurance requirements provided in this Agreement. This paragraph does not authorize the Contractor to provide services under this Agreement using subcontractors. Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 DocuSign Certificate Of Completion Envelope Id: ED8C732C76DO490OA3FD17ABAEFB2EF6 Status:Completed Subject:Complete with Docusign:County_of_Fresno_-_Govern ment_and-or_Public_Education_with_ACH_Merchant... Source Envelope: Document Pages:27 Signatures:2 Envelope Originator: Certificate Pages:4 Initials:0 Enterprise Account Management Team AutoNav: Enabled 1 Heartland Way Envelopeld Stamping: Enabled Jeffersonville, IN 47130 Time Zone: (UTC-05:00)Eastern Time(US&Canada) teameaa@e-hps.com IP Address:65.189.89.49 Record Tracking Status:Original Holder: Enterprise Account Management Team Location: Docusign 11/27/2024 12:47:29 PM teameaa@e-hps.com Signer Events Signature Timestamp Oscar J Garcia DocuSignedby. Sent: 11/27/2024 12:49:55 PM ogarcia@fresnocountyca.gov C��C� Viewed: 11/27/2024 1:04:18 PM ACTTC oazannc,FecFasa... Signed: 11/27/2024 1:04:45 PM Security Level: Email,Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address:64.171.224.83 Electronic Record and Signature Disclosure: Accepted:2/15/2024 7:14:31 PM ID:54e9cd29-6967-4627-887c-ed1c4c7d921f In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11/27/2024 12:49:55 PM Certified Delivered Security Checked 11/27/2024 1:04:18 PM Signing Complete Security Checked 11/27/2024 1:04:45 PM Completed Security Checked 11/27/2024 1:04:45 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 50 AM Parties agreed to:Oscar J Garcia ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Heartland Payment Systems, Inc. (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a$0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 How to contact Heartland Payment Systems,Inc.: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: richard.rotbard@e-hps.com To advise Heartland Payment Systems, Inc. of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at richard.rotbard@e-hps.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from Heartland Payment Systems,Inc. To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to richard.rotbard@e-hps.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with Heartland Payment Systems,Inc. To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to richard.rotbard@e-hps.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0, NetSca e 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enabled Security Settings: -Allow per session cookies -Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection ** These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. Docusign Envelope ID: F39CBCC6-596C-4C35-A32D-A70A1706AD99 Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree'button below. By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • 1 can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify Heartland Payment Systems, Inc. as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by Heartland Payment Systems, Inc. during the course of my relationship with you. 0 docusign. Certificate Of Completion Envelope Id: F39CBCC6596C4C35A32DA70A1706AD99 Status:Completed Subject: David L.Green-Complete with Docusign:County of Fresno ACH Processing Agreement.pdf Source Envelope: Document Pages:31 Signatures:3 Envelope Originator: Certificate Pages:5 Initials:0 Kerri O'Connell AutoNav: Enabled keoconnell@tsys.com Envelopeld Stamping: Enabled IP Address:68.229.176.68 Time Zone: (UTC-06:00)Central Time(US&Canada) Record Tracking Status:Original Holder:Kerri O'Connell Location: DocuSign 12/2/2024 12:18:34 PM keoconnell@tsys.com Signer Events Signature Timestamp David L.Green EDI-Sig"Id Sent: 12/2/2024 12:22:34 PM by:�. G►w►. david.green@globalpay.com Viewed: 12/2/2024 2:43:03 PM Secretary Be5e729A455B467... Signed: 12/2/2024 2:43:14 PM Global Payments Inc. Security Level: Email,Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address:64.27.254.14 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Greg Mathews COPIED Sent: 12/2/2024 2:43:15 PM greg.mathews@globalpay.com Viewed: 12/2/2024 2:48:43 PM Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Brandon Simpson COPIED Sent: 12/2/2024 2:43:16 PM bsimpson@tsys.com Viewed: 12/2/2024 2:46:44 PM Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:9/4/2024 1:18:03 PM ID:75ccba7a-ff32-462b-8d53-cfdf1 dc11 b72 TMSMerchantLegalRequests COPIED Sent: 12/2/2024 2:43:17 PM TMSMerchantLegalRequests@tsys.com Viewed: 12/2/2024 2:47:52 PM Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 12/2/2024 12:22:34 PM Certified Delivered Security Checked 12/2/2024 2:43:03 PM Signing Complete Security Checked 12/2/2024 2:43:14 PM Completed Security Checked 12/2/2024 2:43:17 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 12/9/2022 2:15:13 PM Parties agreed to:Brandon Simpson ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Global Payments Inc. (we,us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD),please confirm your agreement by selecting the check-box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact Global Payments Inc.: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: robert.massaro@globalpay.com To advise Global Payments Inc. of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at robert.massaro@globalpay.com and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from Global Payments Inc. To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to robert.massaro@globalpay.com and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with Global Payments Inc. To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to robert.massaro@globalpay.com and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusi ng com/guides/signer- ug ide- si@g-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and(i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or(ii)that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. By selecting the check-box next to `I agree to use electronic records and signatures', you confirm that: • You can access and read this Electronic Record and Signature Disclosure; and • You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and • Until or unless you notify Global Payments Inc. as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Global Payments Inc. during the course of your relationship with Global Payments Inc..