Cardholder agreement template

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The sample Cardmember Agreements below provide general terms, interest rates and fee information based on our recent consumer credit card offers. Subject to the limitations in Section 3. Vice President. Limitations on actions of officers. The following actions shall not be made by any one Officer without the approval of all Officers of the Corporation: joint approval required actions.

Approval of All Shareholders. Notwithstanding any contrary provisions in this Shareholder Agreement, the written consent of all of the Shareholders is required to approve the following actions: mergers or consolidations involving the Corporation; amendment or repeal of the Articles of Incorporation of the Corporation; issuance of shares of any class or other rights relating to the issuance of shares of the Corporation; transfer of all, or substantially all, the assets of the Corporation; amendment of this Shareholder Agreement; or voluntary dissolution of the Corporation.

Employment of Shareholders. Shareholders may be employed as officers of the Corporation, as long as they hold shares of stock of the Corporation, are active in its business, and, in a satisfactory manner, perform their duties and responsibilities as set forth in this Agreement, the Articles of Incorporation and the Bylaws of the Corporation. The title, duties, and the other terms of employment, including the annual salary, will be memorialized in a separate document and must be both approved, and only may be subsequently altered, only by the unanimous written consent of the Shareholders.

Article 4 — Noncompetition and Trade Secrets 4. Trade Secrets. Each Shareholder acknowledges that the customer lists, trade secrets, processes, methods, and technical information of the Corporation and any other matters designated by the President or by the written consent of all Shareholders are valuable assets. Unless he or she obtains the written consent of each of the other Shareholders, each Shareholder agrees never to disclose to any individual or organization, except in authorized connection with the business of the Corporation, any customer list, or any name on that list, or any trade secret, process, or other matter referred to in this paragraph while the Shareholder holds, or has the control of, any shares of the Corporation, or at any later time.

Article 5 — Distributions of Income and Losses 5. Determination of Net Income and Loss. The net profits or net losses of the Corporation for each fiscal year will be determined on an accrual basis in accordance with generally accepted principles of accounting. Retaining Net Income. Regular Distributions of Net Income. Subject to any retained earnings and to the statutory requirements related to corporate distributions, the net income of the Corporation may be distributed quarterly to the Shareholders in proportion to the number of shares of the Corporation owned by them.

Such distributions shall be approved by all Shareholders. Shareholders may elect to not take a distribution, but instead offer the moneys as a loan to the Corporation. Requisite Regulatory Approvals. Master License and Support Agreement. Date Served. Case Name. Roberts v. Adjusted Fair Market Value.

Penalty Amounts. Fair Market Value. Fair Market Value Procedures. In the event that either Party objects to the Independent Appraiser nominated by the other Party, the Parties will negotiate in good faith to resolve such difference and, in the event that no resolution is obtained within fifteen days after the date of notice of any objection to any nominated Independent Appraiser is given, such dispute shall be resolved pursuant to Section Such appraisals shall be performed on the basis of the assumptions set forth in Schedule Certain Assumptions.

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She has unique experience implementing government-sponsored business initiatives. Leavens was honored in as one of Washington, D. I do inside counsel work from the outside. I demystify the law for my clients. Resource Guides. Most Recent Questions. Who do I submit my operating agreement to?

Lien on business name I am currently looking to purchase or refinance my home which I am living in under a land contract, how can I do this the easiest way? What do you do when your client wants the governing law to be their state, not yours? Jump to Section. Need help with a Cardholder Agreement? What is a Cardholder Agreement? To the extent approved in accordance with the terms of this Agreement, in addition to the FDS Credit Cards and Approved Ancillary Products, the Program shall include such other Ancillary Products and other payment products as shall be incorporated in the Program in the future.

Without the prior written consent of Bank, none of FDS or its Affiliates shall offer the payment plans set forth on Schedule 4. Notwithstanding the foregoing provisions of this Section 2. Following completion of such acquisition, FDS and its Affiliates shall be entitled to continue to comply with such agreements or arrangements and to renew such agreements or arrangements upon their expiration.

Without limiting their rights and obligations hereunder, Bank shall cooperate with the FDS Companies in an effort to ensure that the operation of the Program and the acquired program can both continue without disruption to the customer base of FDS and its Affiliates; provided , however , that any cross-acceptance of Credit Cards between the Program and any such other third party program or arrangement shall be made only on a reciprocal basis.

Bank shall cover all costs and expenses related to conversions pursuant to this Section 2. If, as a result of a disposition referred to in the preceding sentence, FDS ceases to own any stores in a particular MSA, then, in the event that neither FDS nor the purchaser of the Sold Chain or Sold Area Stores purchases the Program Assets primarily related thereto, the provisions of clause a of Section Notwithstanding the foregoing, any replacement or substitute Credit Card issued to the holders of such Accounts shall be a non-partner Credit Card i.

Notwithstanding the foregoing, Bank shall not sell any of the foregoing Accounts without the prior written consent of FDS which consent shall not be unreasonably withheld. The Operating Committee may designate additional committees which may include persons who are not members of the Operating Committee with responsibility for overseeing and administering specified aspects of the Program e.

A Each of FDS and Bank shall be entitled to one vote in respect of all matters to be approved by the Operating Committee or any applicable subcommittees. Any one of the representatives of FDS and of Bank on the Operating Committee or any subcommittee may cast the vote allocated to FDS or Bank, as the case may be, in the manner determined by such representatives.

Any matter requiring the approval of the Operating Committee or any subcommittee shall require the affirmative approval of both FDS and Bank. All purchases by Cardholders that are charged on the Accounts and the Cardholder Indebtedness shall create a relationship of debtor and creditor between the Cardholders and Bank, respectively.

The Credit Card types to be associated with such Accounts shall be established in accordance with the terms of the Loyalty Programs and the Risk Management Policies.

Bank shall have the right, power and privilege to review periodically the creditworthiness of Cardholders to determine the range of credit limits to be made available to individual Cardholders and whether or not to suspend or terminate credit privileges of such Cardholders; provided , however , that Bank shall only decrease credit limits or suspend or terminate credit privileges on an individual Account basis consistent with the then current Risk Management Policies and in a manner consistent with Article III and this Section 4.

Bank shall be responsible for funding all aspects of the Loyalty Programs, as more fully set forth in Schedule 4. If the dollar amount of Average Private 32 Label Interest Free Receivables as a percentage of Average Private Label Receivables for the preceding twelve 12 Fiscal Month period ended at the end of such Fiscal Quarter is less than the percentage threshold set forth in Schedule 4. Each Quarterly Settlement Statement shall set forth a calculation of the applicable Finance Charge Reversal Percentage and Late Fee Reversal Percentage for the preceding Fiscal Quarter and such other calculations as are necessary to calculate the payment in respect thereof to be made by the Parties pursuant to this Section 4.

All amounts payable pursuant to this Section 4. Additionally, such security measures shall meet current industry standards and shall be at least as protective as those used by each Party to protect its other confidential customer information.

Each Party shall use the same degree of care in protecting the Cardholder Data and the FDS Shopper Data against unauthorized disclosure as it accords to its own confidential customer information, but in no event less than a reasonable standard of care.

In the event a Party becomes aware of any unauthorized use, modification, destruction or disclosure of, or access to, Cardholder Data, such Party shall immediately notify the other Party and shall cooperate with the other Party, as they deem necessary or as required by Applicable Law, x to assess the nature and scope of such incident, y to contain and control such incident to prevent further unauthorized access to or use of Cardholder Data, and z to provide prompt notice to affected 39 Cardholders.

Bank may use the Cardholder Data in compliance with Applicable Law and the Program Privacy Policy solely i for purposes of soliciting, marketing or servicing in each case, solely as directed by the FDS Companies or the Operating Committee customers listed in the Cardholder Data for FDS Credit Cards, Approved Ancillary Products, and any other products and services approved by the Operating Committee, ii as otherwise necessary to carry out its obligations or exercise its rights hereunder including its rights to use such information as contemplated by Section Bank has no rights to use the Cardholder Data for marketing purposes except as expressly provided herein.

Bank may disclose the Cardholder Data in compliance with Applicable Law and the Program Privacy Policy solely: i to its authorized subcontractors in connection with a permitted use of such Cardholder Data under this Section 6. FDS acknowledges that Bank gathers information independent of the Program and that Bank and its Affiliates shall not be subject to any limitations in respect of their right to use and disclose such information notwithstanding that such information may be the same as any information included in the Cardholder Data or the FDS Shopper Data.

Bank shall reasonably cooperate in the maintenance of the FDS Shopper Data and other data, including by incorporating in the Credit Card Application and Credit Card Agreement provisions mutually agreed to by the Parties pursuant to which applicants and Cardholders shall agree that they are providing their identifying information including name, address, telephone number, email address and social security number and all updates thereto to both Bank and FDS and its Affiliates.

To the extent any Bank is the direct recipient of such data, it shall provide such data to the FDS Companies in such format and at such times as shall be agreed upon by the Operating Committee. Each Party shall be prepared to and have the ability to implement such plan if necessary.

Each Party shall provide the other with access to review such plan upon request. Each Party shall test its plan annually and shall promptly implement such plan upon the occurrence of a disaster or business interruption. The FDS Companies and Bank shall maintain such interfaces and cooperate in good faith with each other in connection with any modifications to such interfaces as may be requested by either Party from time to time.

Each of the FDS Companies and Bank agrees to maintain at its own expense its respective Systems interfaces so that the operation of the Systems as a whole is at all times no less functional than prior to the Effective Date. All requests for new interfaces, modifications to existing interfaces and terminations of existing interfaces shall be presented to the Operating Committee for approval.

Upon approval, the Parties shall work in good faith to establish the requested interfaces or modify or terminate the existing interfaces, as applicable, on a timely basis. Except as otherwise provided herein including in Section 7. Eastern time on the same Business Day. FDS shall reimburse Bank for the amount of such discounts on a monthly basis as set forth in Section 8.

The net amount of discounts paid by Bank with respect to such discounts during such Fiscal Month, as reflected on such report after deducting any discounts reversed in respect of FDS Goods and Services for which a credit was issued , shall be paid by the FDS Companies to Bank within three 3 Business Days of such report.

Bank shall have the right to charge back to FDS the Cardholder Indebtedness including Cardholder Indebtedness incurred prior to the Effective Date with respect to Purchased Accounts reflected in FDS Charge Transaction Data only to the extent such charge back is expressly permitted in clauses i through iv below. Amounts shall only be charged back to the extent FACS authorizes the applicable charge back of Cardholder Indebtedness.

Any transactions in the FDS Channels with respect to which appropriate authorizations were not obtained in accordance with the Operating Procedures may be charged back to FDS. Except as otherwise expressly specified in this Agreement, Bank shall be responsible for the costs of operating the Program. Except as expressly contemplated by the Budget approved by the Operating Committee or as otherwise expressly provided for in this Agreement, Bank shall not incur costs that would be deemed Program Expenses unless otherwise approved by the Operating Committee.

Except to the extent otherwise provided in Section Upon termination of the license granted in this Section Subject to the terms and conditions of this Agreement, Bank hereby grants to the FDS Companies a non-exclusive, royalty-free, non-transferable right and license to use Bank Licensed Marks in the United States in connection with the creation, establishment, marketing and administration of, and the provision of services related to, the Program.

All uses of Bank Licensed Marks shall require the prior written approval of Bank. The license granted in this Section Upon the termination of the license granted in this Section This 59 Agreement i has been duly executed and delivered by the FDS Companies, ii constitutes the valid and legally binding obligation of the FDS Companies, and iii is enforceable in accordance with its terms subject to applicable bankruptcy, insolvency, reorganization, receivership or other laws affecting the rights of creditors generally and by general equity principles including those respecting the availability of specific performance.

Bank or one or more of its Affiliates owns the Bank Licensed Marks and Bank has the right, power and authority to grant the rights to use Bank Licensed Marks expressly granted herein.

Notices pursuant to this Section Notice pursuant to this Section Any notice produced under this section shall be confirmed in writing to the FDS Companies within five 5 Business Days after transmission of the initial notice. In the event that any Special Condition applicable to Bank or any of its Affiliates results in any of such Parties being required to incur costs to ensure that the Program remains in compliance with Applicable Law, such incremental costs shall be paid for or reimbursed by Bank and shall not be deemed to be Program Expenses or otherwise reduce Pre-tax Profit.

B Executive Committee. If, after a period of five 5 Business Days, the Operating Committee is unable to resolve the dispute to the satisfaction of the FDS Companies and Bank, the dispute shall be brought before the Executive Committee, the members of which shall in good faith seek resolution of such dispute.

Where the Parties have agreed to arbitrate a specific matter after it has arisen, the following conditions will apply: i Agreement to Arbitrate. The Disputing Party shall notify the AAA and the other Party in writing and shall request that the AAA furnish a list of five 5 possible arbitrators who shall have substantial experience in the substantive area of the dispute.

Each Party shall have fifteen 15 days to reject two 2 of the proposed arbitrators. If only one individual has not been so rejected, he or she shall serve as arbitrator; if two or more individuals have not been so rejected, unless the Parties have agreed on one of such individuals to be the arbitrator, the AAA shall select the arbitrator from those individuals. Examples of the types of discovery that may be permitted include: A interrogatories, B demands to produce documents, C requests for admission, and D depositions of a reasonable number of knowledgeable fact witnesses.

Each Party shall bear its own costs of these procedures. A Party seeking discovery shall reimburse the responding Party the costs of production of documents to include search time and reproduction costs. The Parties, their representatives and participants and the arbitrator shall hold the existence, content and result of the arbitration in confidence, except to the limited extent necessary to enforce a final settlement agreement or to obtain or enforce a judgment on an arbitration decision and award.

So long as no arbitration proceeding has been commenced by one Party and accepted by the other Party as provided in Section The occurrence of any one or more of the following events regardless of the reason therefor shall constitute an Event of Default by a Party hereunder: a Such Party shall fail to make a payment of any material amount due and payable pursuant to this Agreement other than the settlement of amounts due in respect of FDS Charge Transaction Data and such failure shall remain un-remedied for a period of five 5 Business Days after the non-defaulting Party shall have given written notice thereof.

The occurrence of any one or more of the following events regardless of the reason therefor shall constitute an Event of Default by Bank hereunder: a Bank fails to settle FDS Charge Transaction Data and make payment in full therefor within twenty-four 24 hours of the time that such settlement payment is due pursuant to Section 8. Bank may terminate this Agreement prior to the end of the Initial Term or the Renewal Term, upon written notice given not more than ninety 90 days after becoming aware of the occurrence of the relevant event set forth below, in the event of any of the following: a after the occurrence of an FDS Event of Default; b upon six months prior written notice following an Adverse Sales Development; or c upon six months prior written notice following the consummation of a Change of Control of FDS if both A the other Party to such Change of Control issues, offers or otherwise provides either itself or through Affiliates or is party to any contractual arrangement with any other Person to issue, offer or otherwise provide, any Credit Card in the United States and B the Credit Card business of such other Party or such other contractual arrangement would have a material adverse effect on the Program.

In such event, the following provisions shall apply: a Bank shall have the right at its sole discretion on or after the expiration or termination of this Agreement to: i issue to Cardholders a replacement or substitute Credit Card which card must not bear any FDS Licensed Marks or any other trademarks or source indicators confusingly similar thereto with such characteristics as Bank considers appropriate and with the cost of card re-design and re-issue being borne by Bank; provided that the replacement or substitute Credit Card shall 77 not be issued in cooperation with any business referred to in Schedule 2.

The Parties shall bear their respective costs and expenses of any such conversion and the transitioning of services performed by the FDS Companies to Bank. Except as provided herein, this Agreement may not be amended except by a written instrument signed by Bank and each of the FDS Companies. The Parties agree that money damages would not be a sufficient remedy for any breach of Article VI, X or XIII or the failure of a Party to perform any of its material obligations hereunder, and that, in addition to all other remedies, each Party will be entitled to seek specific performance and to seek injunctive or other equitable relief as a remedy for any such breach or failure to perform its material obligations hereunder.

Each Party waives any requirements for the securing or posting of any bond in connection with such remedy. Captions of the articles and sections of this Agreement are for convenient reference only and are not intended as a summary of such articles or sections and do not affect, limit, modify or construe the contents thereof.

There are no third-party beneficiaries to this Agreement. Except for the Indemnified Parties with respect to indemnity claims pursuant to Article XVII, the Parties do not intend: i the benefits of this Agreement to inure to any third party; or ii any rights, claims or causes of action against a Party to be created in favor of any person or entity other than the other Party.

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General Representations and Warranties of Bank. Use and Disclosure of Confidential Information. Unauthorized Use or Disclosure of Confidential Information. Return or Destruction of Confidential Information.

Coordination of Consents and Approvals. Citibank, N. Title: President and Chief Financial Officer. Registration No. Customer Impact Analysis and Communication Plan.

Store Impact Analysis and Communication Plan. Unamortized Premium with respect to the May Assets. May and thereafter. For Fiscal Year For Fiscal Year and thereafter:. Grace Period - number of days. Statement Reproduction Fee. Month 1. Month 2. Month 3. Bill Date. Due Date. Bucket 1.

Bucket 2. Bucket 3. Score cut. New Account Guideline Ranges Systemically set :. Exceptions include: [redacted]. Guideline ranges from [redacted].

Pre-screened Applications-Exception. Private Label- Credit Authorizations. Authorizations referral rate:. Private Label- Guideline Distribution. Composition of Accounts by Credit Guideline All account types :. New Account Pass Rate Targets. Visa New Account Acquisition. Visa Account Limit Distribution Targets. Visa - Credit Authorizations. Authorizations overall approval rate:. Visa — Cash Authorizations.

Cash approval rate:. Canadian Addresses. Puerto Rico Store. FICO Score. MCF Burdines. Risk Score. All other Divs New GL. Age 0. Age 1. The January archive is a sample that was collected by Bureau staff from the publicly-available websites of the largest credit card issuers as of the first week of January , and does not constitute a full set of agreements.

Credit card issuers are generally required to post the credit card agreements that they offer to the public on their websites, with limited exceptions. If you are an issuer, email CardAgreements consumerfinance. We have provided this database so you can search for agreements between credit card issuers and their customers.

The agreements in this database have general terms and conditions, pricing, and fee information. If you are looking for information specific to your account, contact the bank or institution that issued your card. By law, the issuer must make your agreement available to you upon request. If you are having trouble getting your agreement, let us know by submitting a complaint.