response 51 of 98:

Feb 19 22:59 UTC 2001

If we have to call our credit card issuer and cancel it and get a 
replacement to put an end to this, then I say do it.  

If they want to sue us for the $210, I will frankly be amazed.  That's 
probably less than what it will cost them in attorney's fees to file the 
papers.

response 53 of 98:

Feb 20 00:53 UTC 2001

My take on it is that if we express a desire to terminate the agreement 
at the next available opportunity (time of renewal) the only way we would 
be obligated to continue the service is if we continued to USE the 
service.

I seriously suspect shady business practices on the part of this company, 
and if they put up any kind of fight, we should be on the phone to the 
Better Business Bureau the next minute.

response 55 of 98:

Feb 20 17:28 UTC 2001

Mark, could you use a fax machine?  We have an extra that you have to unplug
from the phone line when you are not using it or it will answer the phone
despite how you set the phone-fax switch (and it also will not send) but it
otherwises receives faxes just fine.  (We can also give you a fax machine that
sends but won't receive due to jammed paper cutter).  
Then Dan or the credit card company could fax to you.  

response 57 of 98:

Feb 21 03:14 UTC 2001

Re #55: That's kind of you, Sindi.  Let me think that over.  I have limited
desk space, but it would come in handy now and then.

response 59 of 98:

Feb 22 01:11 UTC 2001

I asked Cardservice International to fax Dan a copy of our Merchant 
Agreement, and I picked it up this evening.  Here is the relevant portion.  
It was printed in such small type that it took up only 2.5 inches of the 
contract.

3.04 Termination

The term of this agreement shall be six (6) months unless otherwise provided 
for herein.  Notwithstanding this six (6) month term, and any renewals of 
that term provided for in paragraph 3.05 of this Agreement, Merchant may 
terminate this Agreement by giving thirty (30) days written notice to Bank 
and Cardservice International and concurrently with said notice, paying 
Cardservice International $300.00 as an early cancellation fee.  
Furthermore, if this Agreement is terminated because of Merchant's breach of 
any of its obligations, such termination shall also be deemed an early 
cancellation and will require the Merchant to pay to Cardservice 
International the early cancellation fee of $300.00.  Merchant and 
Cardservice International mutually agree that said $300.00 is a reasonable 
estimate of the costs and expenses of the costs Cardservice International 
will incur as a result of any early cancellation of this Agreement by 
Merchant.

For a period of six (6) months from the effective date of this Agreement, 
Cardservice International will not increase the initial discount rate 
offered to Merchant except as that rate is affected by any increased charges 
to Cardservice International in Interchange, Assessments and Communications 
costs from MasterCard, VISA, and communications suppliers, or any other fees 
beyond Cardservice International's control.  The rate guarantee is void if 
the Merchant has a higher than allowable percentage of keyed transactions, 
retrievals or chargebacks or if this Agreement is in a renewal period.  
Notwithstanding the six (6) month term, Bank may terminate this Agreement 
without cause upon thirty (30) days prior written notice to merchant.

Bank may terminate this agreement immediately for cause if any of the 
following occur:
(a) If Merchant is or becomes bankrupt or is otherwise unable to pay its 
    debts as they become due; or
(b) If Merchant violates any term, condition, covenant, or warranty of this 
    agreement; or
(c) If Merchant is identified on the Combined Terminated Merchant File.  
    MERCHANT ACKNOWLEDGES THAT SUCH IDENTIFICATION IS GROUNDS FOR IMMEDIATE 
    TERMINATION OF THIS AGREEMENT AND OF IMMEDIATE TERMINATION OF SERVICE.

From the effective date of any termination, Merchant's rights to make Card 
transactions, to deposit transactions with Bank and Cardservice 
International, and to use sales draft forms, credit card forms, promotional 
material and/or any other items provided or made available through Bank and 
Cardservice International shall cease.  However, Merchant's obligations in 
connection with any Transaction Record accepted by Bank and Cardservice 
International before or after termination shall survive such termination, 
including, without limitation, Merchant's chargeback obligations.  Following 
the effective date of termination, Merchant shall maintain funds on deposit 
on account avilable to Bank for a reasonable time.  Based upon Cardholder 
and Issuer chargeback rights, the amount of funds shall be reasonably 
adequate to cover all chargeback deposit charges, refunds, and fees, 
including, but not limited to, costs for accounting, investigation, and 
account management incurred by Bank and Cardservice International pursuant 
to this Agreement, MasterCard or Visa operating regulations, or the 
regulations of any processing entity, shall be maintained in such account.  
Bank is hereby irrevocably authorized by Merchant to charge such account or 
other accounts maintained by Merchant for the amount of such matters.  
Merchant shall pay bank for all such matters upon demand by Bank, together 
with all costs and expenses incurred by Bank and Cardservice International, 
including reasonable attorneys' fees.

3.05 Automatic Renewal

This Agreement will be automatically renewed for successive periods of six 
(6) months unless either party notifies the other, in writing, of its 
intention not to renew no less than thirty (30) days and no more than ninety 
(90) days prior to the end of each term.

response 61 of 98:

Feb 22 20:39 UTC 2001

No f'ing way.

response 63 of 98:

Feb 23 00:48 UTC 2001

If nobody else has either, then we signed a contract we didn't read, and 
we deserve what we get.

response 65 of 98:

Feb 23 04:30 UTC 2001

I remember seeing a copy of an application form for CardService, that was read
carefully and signed, but it did not contain anything like that level of
detail.  What I'm wondering is if either a) we somehow implicitly agreed to
this contract without ever seeing a copy of it (by signing the application,
e.g.) or b) we were supposed to get and sign a copy of this way back there,
but never did (lost in the mail or something). 

response 67 of 98:

Feb 23 20:04 UTC 2001

I explained this back in resp:45.  We signed the "Merchant Application",
which implicitly includes the "Merchant Agreement", which we were supposed
to receive a copy of but didn't.

response 69 of 98:

Feb 23 23:17 UTC 2001

Ah.  I see.  My apologies for not noticing this the first time.  :(

response 71 of 98:

Feb 25 04:02 UTC 2001

Probably not, if we agreed to sign it without seeing a copy first.

response 73 of 98:

Feb 25 21:03 UTC 2001

We do have a copy of what we signed, which is the "membership application
and agreement".  It's three pages long and has very little text; it's
mostly lines that we filled in.  It refers, as I quoted in #45, to the
"membership agreement", a separate document which we never got a copy of
until I requested one last week. The line on the form where the number of
the agreement should have been filled in was left blank. 

So I imagine that's what they'll send us if we ask for a copy of the signed
contract.  Now that you have more information about what's in the agreement,
Aaron, do you think the fact that the line was left blank gives us a case
for getting out of the contract?

The stuff in the agreement about how we are responsible for "reasonable
attorney's fees" scares me.  (I guess that's the point.)