Comdata Card Cardholder Agreement
Effective November 18, 2018
This Comdata Card Cardholder Agreement (“Agreement”) sets forth the terms and conditions governing use of the Comchek Mobile program Mastercard Card. In this Agreement, the term “Card” or “Comdata Card” means the Comdata card branded with the Mastercard® logo on the front of the card issued to you pursuant to your election to have amounts electronically distributed to you periodically by Comdata customers participating in the Comchek Mobile program (“Comdata Users”). You may access your money by using the Comdata Card that has been provided to you by us as a result of our approval of your application for such Card. Each Card is issued by Regions Bank (the “Issuing Bank”) and is administered by Comdata, Inc. (“Comdata”). As used herein, “we” “us” and “our” refers to Comdata and the Issuing Bank or anyone to whom we assign our rights and “you” and “your” refers to the individual who was issued a Card pursuant to his or her application.
YOU ARE RESPONSIBLE FOR REVIEWING THE CARDHOLDER AGREEMENT. BY VALIDATING YOUR CARD, OR BY USING THE CARD OR THE APP AFTER YOU HAVE VALIDATED YOUR CARD, YOU REPRESENT AND WARRANT TO US THAT (A) YOU ACCEPT THE CARD AND (B) YOU HAVE RECEIVED AND READ A COPY OF THIS AGREEMENT AND AGREE TO COMPLY WITH AND BE BOUND BY ITS TERMS AND ANY AMENDMENTS THERETO. SUCH REVISED CARDHOLDER AGREEMENT WILL BE MADE AVAILABLE FOR YOUR REVIEW BY ACCESSING THE “LEGAL & PRIVACY” LINK ON THE APP ACCOUNT SCREEN OR AT:
1. Card Set-Up: PIN and Validation. For your protection, when you receive your Card, it is not validated or immediately available for use.
ONCE YOUR CARD IS RECEIVED IT MUST BE VALIDATED IN ORDER FOR YOUR CARD TO BE AVAILABLE FOR USE. A PERSONAL IDENTIFICATION NUMBER (“PIN”) MUST BE CREATED BY YOU IN ORDER TO ESTABLISH FULL FUNCTIONALITY OF YOUR CARD.
Validation of your Card is completed via the DRIVEN for Comdata application (the “App”), where, after logging into the App, you will be prompted to enter the last six digits of your Card to complete the card validation process.
Instructions on PIN requirements are included in the card carrier document that accompanies your Card. You may get additional information by calling us at 1-800-741-6060. For security purposes, only you will know your PIN, and neither Comdata nor those distributing funds to your Card will have access to it. You agree not to disclose your confidential PIN to anyone and to take reasonable steps to protect the security and confidentiality of your PIN. In order to reset your PIN, you should call 1-855-737-6849. At our option, we may also allow you to reset your PIN using the App.
2. No Wages. You may not use your Card to receive W-2 wages or compensation from your employer.
3. Accessing Funds. Your Card is not a credit card or a payroll card. You do not have a credit line or overdraft protection, you will not earn interest on your balance and you are not accessing your bank checking or savings account when you use your Card. Your Card is a prepaid card with funds held in a bona fide trust account for your benefit, and you may NOT use your Card to make a purchase or withdraw funds in an amount greater than the amount of funds that are available on your Card. In the event that a transaction occurs that exceeds the balance available on your Card, you will be responsible for and promise to pay Comdata the excess amount in its entirety immediately on request. We have the right to deduct and offset amounts owed to us from you against future loads of funds to your Comdata Card. You may access your funds by using the Comdata Card to make purchases at any retail merchant that accepts Mastercard®, as well as at any automated teller machine in the Mastercard or All Point networks.
You may make purchases at Commercial diesel pump islands at truck stop or fueling locations that participate in the Comdata proprietary network. In addition, you may also be eligible for a fuel discount. Details regarding the fuel discount may be accessed using the FleetAdvance application.
In addition, through the App, users have the ability to send an amount (equal to the current card balance or a portion thereof) in one of three ways:
- As a registered App user, you may manually create a direct deposit transfer to your personal bank account (a “Transfer to Bank Account”) directly through the App after completing the bank account setup process within the App.
- As an App user, the username that was created during the App registration process enables the ability to send and receive funds to and from other Comdata Users that are registered to use the App (a “Comdata User-to-Comdata User Transfer”).
- Creating a Comchek through the creation of a Comchek draft.
YOU ACKNOWLEDGE AND AGREE THAT ALL TRANSFERS UTILIZING THE APP ARE FINAL. ONCE A TRANSFER HAS BEEN COMPLETED USING THE APP, YOU WILL NOT BE ABLE TO DISPUTE OR REVERSE ANY SUCH TRANSFER. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY TRANSFERS MADE FROM YOUR CARD. ACCORDINGLY, IT IS IMPORTANT THAT YOU MAINTAIN THE CONFIDENTIALITY OF YOUR CARD NUMBER, PIN, AND ANY OTHER INFORMATION THAT MIGHT BE USED BY OTHERS TO INITIATE TRANSFERS FROM YOUR CARD.
We will deduct the amount of your transactions and applicable fees directly from any funds associated with your Card. You understand that third-party locations where you use your Card may assess additional fees and charges. You should check to be sure you have a sufficient balance on your Card to pay for each transaction and all applicable fees as set forth in the Fee Schedule (see paragraph 7 below). If you attempt a transaction for more than the value available on your Card, then the transaction will usually be declined. In the event that, for any reason including a systems malfunction, you are able to complete a transaction in excess of the value available on your Card, you agree to pay Comdata the full amount of any negative balance immediately without further demand.
YOU AGREE THAT YOU WILL NOT USE THE CARD FOR ANY TRANSACTION THAT IS ILLEGAL IN THE JURISDICTION WHERE YOU LIVE, IN THE JURISDICTION WHERE THE TRANSACTION IS CONSUMMATED, OR IN ANY OTHER JURISDICTION AFFECTED BY THE TRANSACTION AND WE WILL NOT BE LIABLE IF YOU ENGAGE IN AN ILLEGAL TRANSACTION. YOU AGREE THAT YOU WILL NOT USE YOUR CARD IN CONNECTION WITH ANY INTERNET OR ONLINE GAMBLING SITE TRANSACTIONS, WHETHER OR NOT GAMBLING IS LEGAL IN ANY APPLICABLE JURISDICTIONS, OR TO PURCHASE ILLEGAL GOODS OR SERVICES.
FOR SECURITY OR RISK REASONS, WE MAY PLACE LIMITS ON THE AMOUNT, NUMBER, OR TYPES OF TRANSACTIONS YOU CAN MAKE USING YOUR CARD. WE MAY DECLINE OR REFUSE TO PROCESS ANY TRANSACTION THAT WE BELIEVE MAY BE A FRAUDULENT TRANSACTION, A SUSPICIOUS TRANSACTION, A HIGH-RISK TRANSACTION, MAY VIOLATE APPLICABLE LAW, OR MAY VIOLATE THE TERMS OF THIS CARDHOLDER AGREEMENT. WE MAY CANCEL YOUR CARD AT ANY TIME.
We may place limitations on the use of your Card. When you receive your Card, the following limitations will apply:
- You Card balance may not exceed $50,000.
- You may load your Card up to 10 times in a day. The maximum amount you may load per day is $10,000.
- You may receive or send funds on your card via a Comdata User-to-Comdata User Transfer up to 5 times per day. You may send up to $5,000 and receive up to $5,000 per day.
- You may attempt up to 10 ATM withdrawals per day. We may permit you to withdraw up to $1,000 at an ATM per day; however, ATM operators may impose lower limits.
- You may complete up to 2 Transfer to Bank Account transactions per day. You may submit up to $5,000 for Transfer to Bank Account transfers per day.
- Comchek draft transactions are limited to $1,000 per day.
FOR SECURITY AND RISK PURPOSES, WE RESERVE THE RIGHT TO REDUCE OR IMPOSE ADDITIONAL LIMITATIONS AT OUR DISCRETION WITHOUT NOTICE TO YOU.
4. Account Information. You can check your Card balance or confirm whether amounts have been loaded to your Card at any time by using the App, or by calling the toll free telephone number listed on the back of your Card (1-800-741-6060) to access an interactive voice response system. You may also speak to a Comdata customer service representative with questions about your Card. Depending on your Fee Schedule (see paragraph 7 below) and the fees permitted pursuant to applicable law, you may be assessed a fee. If you are unsure if you will be charged a fee or do not have a copy of your Fee Schedule, please contact us at 1-855-737-6849.
You will be provided a 24 month history of account transactions through the App (viewable in 90 day increments). You may also get a written transaction history by writing to: Comdata Customer Service, Attn: Comchek Mobile Support Team 5301 Maryland Way, Brentwood, TN 37027. You may also get your Comdata Card balance and Card transaction information by calling 1-800-741-6060.
5. Authorization Holds. When you use your Card to pay for goods or services at certain merchants or to reserve some types of goods or services, we may or the merchant may ask us to preauthorize the Cardholder Transaction and may estimate its final value. If we preauthorize the Cardholder Transaction, we will place a temporary use restriction or “hold” on your Card’s funds for the estimated amount of the Cardholder Transaction. IMPORTANT—in many instances the amount of the estimated Cardholder Transaction may exceed the amount of the actual final Cardholder Transaction. By way of example, a purchase at a restaurant may result in an estimated Cardholder Transaction of the purchase price and an estimated gratuity (tip) of twenty percent (20%). When settlement for the final amount of the Cardholder Transaction occurs, any hold will be released and your Card balance will be reduced in an amount corresponding to the final Cardholder Transaction amount. In addition, some merchants may add an amount to the Cardholder Transaction in order to ensure sufficient funds will be available to cover the final Cardholder Transaction. If the amount of the authorization request exceeds the value on your Card, then the Cardholder Transaction is likely to be declined.
THE DURATION OF A HOLD WILL NORMALLY BE SEVEN (7) DAYS OR LESS, BUT CERTAIN CATEGORIES OF MERCHANTS, SUCH AS RENTAL CAR COMPANIES AND HOTELS, MAY CAUSE A HOLD ON YOUR AVAILABLE BALANCE FOR UP TO THIRTY (30) DAYS. UNTIL THE FINAL AMOUNT OF THE CARDHOLDER TRANSACTION IS DETERMINED OR UNTIL WE DETERMINE THAT THE CARDHOLDER TRANSACTION IS UNLIKELY TO BE PROCESSED, THE FUNDS SUBJECT TO THE HOLD WILL NOT BE AVAILABLE FOR OTHER USE. ONCE THE FINAL CARDHOLDER TRANSACTION AMOUNT IS DETERMINED, WE WILL CHARGE YOUR CARD ONLY FOR THE AMOUNT OF THE FINAL CARDHOLDER TRANSACTION AND WE WILL RELEASE ANY EXCESS AMOUNT FROM THE HOLD AT THAT TIME. IN ADDITION, IF YOU BEGIN A PURCHASE AND THE MERCHANT OBTAINS AN AUTHORIZATION, AND THEN YOU CANCEL THE PURCHASE WITHOUT COMPLETING IT, THE AUTHORIZATION MAY RESULT IN A TEMPORARY “HOLD” FOR THE AMOUNT OF THE PURCHASE FOR AT LEAST SEVEN (7) DAYS. BY USING YOUR CARD, YOU ACKNOWLEDGE AND AGREE THAT WE MAY PLACE A HOLD ON YOUR CARD AS INDICATED ABOVE.
6. Card Errors or Questions. If you believe there is an error involving your Card, or if you believe your Card has been lost or stolen, or that someone has transferred or may transfer money from your Card without your permission, then:
- Immediately call Comdata at 1-855-737-6849 to report that your Card has been lost or stolen so that we may block your existing Card and issue you a new one; Or
- Write to us at:
Comdata ATM/POS Dispute Department
5301 Maryland Way
Brentwood, TN 37027
TELL US AT ONCE IF YOU BELIEVE YOUR COMDATA CARD HAS BEEN LOST OR STOLEN. TELEPHONING IS THE BEST WAY OF KEEPING YOUR POSSIBLE LOSSES DOWN. YOU COULD LOSE ALL THE MONEY IN YOUR COMDATA CARD ACCOUNT IF YOU DO NOT NOTIFY US IMMEDIATELY.
BY VALIDATING YOUR CARD, YOU AGREE AND AUTHORIZE US TO CORRECT ANY ERRORS REGARDING ANY AND ALL TRANSACTIONS, LOADS, DEBITS, OR FUNDS TRANSFERS ASSOCIATED WITH YOUR CARD WITHOUT PROVIDING PRIOR NOTICE TO YOU. SUCH CORRECTIONS MAY RESULT IN A NEGATIVE BALANCE ON YOUR CARD AND YOU AGREE AND AUTHORIZE US TO OFFSET AND RECOUP ANY NEGATIVE BALANCE FROM ANY SUBSEQUENT AMOUNTS LOADED TO OR CREDITED TO YOUR CARD.
We may, at our option, allow you to report an error or an unauthorized transaction until the earlier of 60 days after the date you first electronically access the App account after a transaction occurs or the date we sent the FIRST written history on which the error appeared. You may request a written history of your transactions at any time by calling us at 1-855-737-6849 or writing us at Comdata Customer Services, 5301 Maryland Way, Brentwood, TN 37027. You will need to tell us:
- Your name and your Card number.
- Why you believe there is an error, and the dollar amount involved.
- Approximately when the error took place including the date and time of when the error took place.
If you tell us orally, we may require that you send us your complaint or question in writing within 10 Business Days.
If, in our sole discretion, we accept your dispute, we will determine whether an error occurred and will correct any error promptly. Determination of whether an error occurred will be according to our sole discretion. We may, at our option, provide you with a provisional credit until we determine if an error occurred. If we provide you with a provisional credit, and we determine that an error did not occur, you will be liable and will owe for the amount of the original transaction and the amount of the provisional credit. We may reverse a provisional credit from the available balance of your Card at any time.
We will tell you the results after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.
If you need more information about our error-resolution procedures, call us at the telephone number shown above.
7. Fees; Deductions from Card Balance.
YOU AGREE TO PAY US THE FEES AND CHARGES SET FORTH IN THE FEE SCHEDULE. FEES AND CHARGES WILL BE DEDUCTED FROM YOUR CARD BALANCE. THE FEE SCHEDULE IS INCORPORATED HEREIN BY REFERENCE. THE FEE SCHEDULE IS LOCATED ON THE “LEGAL & PRIVACY” LINK ON THE APP ACCOUNT SCREEN AND AT:
WE MAY MAKE CHANGES OR ADDITIONS TO FEES AND CHARGES BY PUBLISHING A NEW FEE SCHEDULE. CHANGES TO THE FEE SCHEDULE WILL BE MADE AVAILABLE FOR YOUR REVIEW BY ACCESSING THE “LEGAL & PRIVACY” LINK ON THE APP ACCOUNT SCREEN OR AT:
YOU ARE RESPONSIBLE FOR REVIEWING THE FEE SCHEDULE. USING YOUR USERNAME AND PASSWORD TO ACCESS THE APP, USING THE APP, OR ANY USE OF YOUR CARD AFTER PUBLICATION OF A FEE SCHEDULE CONSTITUTES YOUR ACCEPTANCE OF THE THEN-CURRENT FEE SCHEDULE. IF YOU DO NOT WISH TO ACCEPT A CHANGE TO THE FEE SCHEDULE, YOU MUST CANCEL YOUR CARD BY CALLING US AT 1-855-737-6849.
IF YOU USE YOUR CARD OUTSIDE THE UNITED STATES, OR IF YOU OBTAIN FUNDS (OR MAKE A PURCHASE) IN A CURRENCY OTHER THAN US DOLLARS (THE CURRENCY IN WHICH YOUR CARD IS ISSUED), THEN THE AMOUNT DEDUCTED FROM YOUR FUNDS WILL BE CONVERTED INTO US DOLLARS BY THE CARD NETWORK. THE CARD NETWORK WILL CHARGE A NETWORK CROSS-BORDER FEE OF 0.9% AND CURRENCY CONVERSION FEE OF 0.2% (FOR A TOTAL FEE OF 1.1% OF THE TRANSACTION AMOUNT) TO BE INCLUDED IN THE TRANSACTION AMOUNT. THIS NETWORK CROSS BORDER AND CURRENCY CONVERSION CHARGE IS INDEPENDENT OF AND IN ADDITION TO ANY INTERNATIONAL FEE COMDATA CHARGES AS SET FORTH IN THE FEE SCHEDULE.
YOU AGREE WE MAY DEDUCT ANY OTHER AMOUNT YOU OWE US (E.G. ANY NEGATIVE BALANCE) IN CONNECTION WITH YOUR CARD, DIRECTLY FROM THE BALANCE ON YOUR CARD.
8. Receipts. You can get a receipt at the ATM and at each merchant where you use your Card. The receipt will indicate the date, time, place and amount of the transaction, but may not indicate the remaining balance on your Card. For transactions using the App, we will provide transaction information in the App, or, at our option, we may provide you with an email receipt. You may not opt-out of an email receipt. If you do not wish to receive an email receipt, you must call us at 1-855-737-6849 to cancel your Card.
9. Liability. If we do not complete a confirmed transfer to or from your account on time or in the correct amount, then we will be liable for your direct losses or direct damages only. However, there are some exceptions. We will not be liable, for instance:
- If, through no fault of ours, you do not have enough funds on your Card to make the transfer.
- If the automated teller machine where you are making the transfer does not have enough cash.
- If the electronic terminal was not working properly and you knew about the breakdown when you started the transfer.
- If circumstance beyond our control (such as fire or flood) prevent the transfer, despite reasonable precautions that we have taken.
- If we have reason to believe that the requested transaction is not authorized.
- If your funds are subject to legal process or other encumbrances restricting transfer.
- If your Card has been deactivated because of non-use.
- If your Card has been canceled.
- If we do not complete the transaction because we believe it may present a risk of suspicious or illicit activity.
The list of examples set out in this section is meant to illustrate circumstances under which we would not be liable for not completing a transfer and is not intended to list all of the circumstances in which we would not be liable. IN NO EVENT WILL COMDATA BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING IN ANY WAY OUT OF YOUR USE OF YOUR CARD.
10. Confidentiality. We will only disclose information to third parties about your Comdata Card or the transfers you make:
- Where it is necessary for completing transfers; or
- In order to verify the existence and condition of your account for a third party, such as a credit bureau or merchant; or
- To investigate instances of fraud or criminal activity associated with your Card;
- In order to comply with government agency, court orders, or law enforcement requests; or
- If you give us your written permission.
12. Discontinued Card Use. If you stop receiving funds on your Card for any reason, then you should use the remaining balance on your Card in a timely manner. If you only have a small amount left and not enough to make an ATM withdrawal, then at most retailers you can still use your Card toward a purchase and pay the balance of the purchase with another form of payment. This is called a “split tender” and most retailers allow it, but you should check with the retailer first before making your purchase.
We will consider your Card inactive when no funds have been loaded to your Card or withdrawn from your Card for a period of 90 days. We have the right to deactivate your Comdata Card when it becomes inactive. Any remaining funds will be treated as unclaimed. We may deactivate your Card if at any time the balance is zero or less than zero.
IN ADDITION, WE MAY CANCEL YOUR CARD AT ANY TIME FOR ANY REASON. IF YOUR CARD HAS BEEN DEACTIVATED AND FUNDS REMAIN ON YOUR CARD, YOU SHOULD CONTACT US AT 1-800-226-3931 TO RECEIVE THE FUNDS. AT OUR OPTION, WE MAY PROVIDE THE REMAINING FUNDS TO YOU VIA A CHECK SENT TO YOUR ADDRESS ON RECORD IN OUR SYSTEM, OR WE MAY PROVIDE YOU WITH A REPLACEMENT CARD.
13. Expiration; Cancellation. Your Card will expire on the expiration date (last day of the month) embossed on your Card. Subject to applicable law, you may use the Card only through its expiration date. If you attempt to use the Card after the expiration date, then the transactions may not be processed. If load or spend transactions are occurring within 90 days of the date that your Card is scheduled to expire, you will be issued a replacement Card with a new expiration date and the funds on your expiring Card will be transferred to your new Card. Whenever you stop receiving new value on your Card for any reason, then you should use the remaining balance in a timely manner. After your Card expires and no new Card is issued to you, we will attempt to refund you any remaining balance on your Card, less any amounts owed to us. Remember to keep your address information current with us by updating your profile on www.cardholder.comdata.com or by calling us at 1.800.741.2777 or writing to Comdata Customer Service at 5301 Maryland Way, Brentwood, TN 37027. If we are unable to locate you to provide you a refund, then we will treat any remaining funds as unclaimed in accordance with applicable laws.
14. Refunds; Disputes. If you are entitled to a refund for any reason for a Cardholder Transaction processed with your Card, you agree to accept a credit to your Card instead of a cash refund. We are not responsible for the delivery, quality, safety, legality, or any aspect of goods or services that you purchase using the Card. Any disputes with a merchant about purchases you make using your Card should be addressed to the merchant.
15. Business Days. For purposes of this Cardholder Agreement, “Business Days” are Monday through Friday. Holidays are not included.
16. Notices; Amendments; Entire Agreement.
- NOTICES. YOU ACKNOWLEDGE AND AGREE THAT WE MAY SEND NOTICES TO YOU AT THE LAST POSTAL OR E-MAIL ADDRESS THAT YOU PROVIDED TO US. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE RESPONSIBLE FOR PROMPTLY NOTIFYING US IF YOUR POSTAL ADDRESS OR E-MAIL ADDRESS CHANGES BY UPDATING YOUR PROFILE ON WWW.CARDHOLDER.COMDATA.COM OR BY CALLING US AT 1.800.741.2777 OR WRITING TO COMDATA CUSTOMER SERVICE AT 5301 MARYLAND WAY, BRENTWOOD, TN 37027.
- Amendment. We may amend the terms of this Agreement at any time. You will be notified of any change in the manner provided by applicable law prior to the effective date of the change. However, if the change is made for security purposes, we can implement the change without prior notice. SUCH REVISED CARDHOLDER AGREEMENT WILL BE MADE AVAILABLE FOR YOUR REVIEW BY ACCESSING THE “LEGAL & PRIVACY” LINK ON THE APP ACCOUNT SCREEN OR AT: https://www.iconnectdata.com/ComchekMobile/LegalPrivacyTermsFeesDisclosures
- Entire Agreement. This Agreement, including the Fee Schedule, constitutes the entire agreement between you and Comdata relating to the Card and supersedes all prior or contemporaneous agreements and understandings between you and us.
17. Non-Assignment. You may not assign or transfer your Comdata Card or this Cardholder Agreement. This Agreement is binding on you and your heirs and executors.
18. Provisions Severable. If any provision is held to be invalid or unenforceable, the rest of this Agreement will not be affected.
19. Recording of Communications. YOU UNDERSTAND AND AGREE THAT, AT OUR DISCRETION, WE MAY, BUT ARE NOT OBLIGATED TO, MONITOR AND/OR RECORD ANY TELEPHONE CALLS BY YOU TO US WITHOUT ANY FURTHER NOTICE FOR QUALITY CONTROL PURPOSES AND FOR OUR OWN PROTECTION. WE MAY ALSO MONITOR, RECORD, AND/OR MAKE A RECORD OF ANY OTHER COMMUNICATIONS BETWEEN YOU AND US WITHOUT ANY FURTHER NOTICE, AND WE MAY USE THE RESULTING INFORMATION FOR INTERNAL PURPOSES OR AS MAY BE REQUIRED BY APPLICABLE LAW. YOU, BY THE ACTIVATION AND USE OF YOUR CARD, HEREBY CONSENT TO OUR MONITORING AND/OR RECORDING OF ANY TELEPHONE CALLS AND COMMUNICATIONS WITH YOU. YOU ACKNOWLEDGE AND UNDERSTAND THAT WE MAY NOT RECORD ALL TELEPHONE CALLS OR COMMUNICATIONS, AND THAT WE DO NOT GUARANTEE THAT RECORDINGS OF ANY PARTICULAR TELEPHONE CALLS OR COMMUNICATIONS WILL BE RETAINED OR BE CAPABLE OF BEING RETRIEVED.
ARBITRATION AND WAIVER OF JURY TRIAL. Except as expressly provided below, you and we agree that either party may elect to resolve by BINDING ARBITRATION any controversy, claim, counterclaim, dispute or disagreement between you and us, whether asserted or brought in a direct, derivative, assignee, survivor, successor, beneficiary or personal capacity and whether arising before or after the effective date of this Agreement (any “Claim”). Claim has the broadest possible meaning and includes, but is not limited to, any controversy, claim, counterclaim, dispute or disagreement arising out of, in connection with or relating to any one or more of the following: (1) the interpretation, execution, administration, amendment or modification of this Agreement); (2) your Card account; (3) any charge or cost incurred pursuant to this Agreement; (4) any transaction involving your Card account or this Agreement; (5) the collection of any amounts due under this Agreement or on your Card account; (6) any alleged contract or tort arising out of or relating in any way to this Agreement, your Card account, any transaction on your Card account, any advertisement or solicitation, or your business, interaction or relationship with us; (7) any breach of any provision of this Agreement; (8) any statements or representations made to you with respect to this Agreement, your Card account, any transaction on your Card account, any advertisement or solicitation, or your business, interaction or relationship with us; (9) any property loss, damage or personal injury; (10) any claim, demand or request for compensation or damages from or against us; (11) any damages incurred on or about our premises or property; or (12) any of the foregoing arising out of, in connection with or relating to any agreement which relates to this Agreement, your Card account, any credit, any charge, any transaction or your business, interaction or relationship with us. If either party elects to arbitrate, the Claim shall be settled by BINDING ARBITRATION under the Federal Arbitration Act (“FAA”). This agreement to arbitrate shall include any Claim involving our current and former officers, directors, employees, agents, representatives, contractors, subcontractors, parent, subsidiaries, affiliates, successors, assigns, any third party that assigned any agreements to us and any of the respective current and former employees, officers, agents or directors of such affiliates or third parties, and any such Claim against any of those parties may be joined or consolidated with any related Claim against us in a single arbitration proceeding. In addition, if we become a party in any lawsuit that you have with any third party, whether through intervention by us or by motion or pleading made by you or any third party, we may elect to have all claims in that lawsuit between you and such third party to be resolved by BINDING ARBITRATION under this Agreement.
The arbitration shall be administered by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules or the Consumer Arbitration Rules, as applicable (collectively the “Arbitration Rules”) in effect at the time the demand for arbitration is filed. In the event of a conflict between the Arbitration Rules and this Agreement, this Agreement shall control. We will tell you how to contact the AAA and how to get a copy of the Arbitration Rules without cost if you ask us in writing to do so. Or, you may contact the AAA directly at 1-800-778-7879 (toll free) or at www.adr.org.
If the Consumer Arbitration Rules apply, you shall be responsible for paying one-half of the arbitrator’s fees up to a maximum of $125 (if your Claim for actual damages does not exceed $10,000) or $375 (if your Claim for actual damages exceeds $10,000 but does not exceed $75,000). For any consumer-related Claim that does not exceed $75,000, we will pay all other arbitrator’s fees and costs imposed by the administrator of the arbitration.
If your Claim is a consumer-related claim for actual damages that exceeds $75,000, or if it is a non-monetary consumer-related Claim, or if it is not a consumer-related Claim, you shall be responsible for paying the administrative costs and arbitrator’s fees as provided in the applicable Arbitration Rules. Except as otherwise provided in this Agreement or in the applicable Arbitration Rules, the final award by the arbitrator(s) may apportion the administrative fees, expenses and arbitrators’ fees between you and us as part of the award, as the arbitrator(s) determines is appropriate. The fees and cost stated in this Agreement are subject to any amendments to the Arbitration Rules and fee and cost schedules of the AAA. The fee and cost schedule in effect at the time you submit your Claim shall apply. The Arbitration Rules permit you to request a deferral or reduction of the administrative fees of arbitration if paying them would cause you extreme hardship.
Each party also has the option of filing an action in small claims court or your state’s equivalent court, for any Claim or disputes within the scope of the small claims court’s jurisdiction. But if a Claim is transferred, removed or appealed to a different court, we then have the right to demand arbitration of the Claim.
The arbitration of any Claim of $150,000 or greater shall be conducted by a panel of three arbitrators, unless you and we agree otherwise. The arbitration of any Claim of a lesser amount shall be conducted by one arbitrator. The arbitrator(s) shall be selected from the AAA’s panel of arbitrators by mutual agreement between you and us. If we cannot agree on the arbitrator(s), the procedure for appointment from the national roster as provided by Commercial Arbitration Rule 11 shall apply, except that the AAA shall not unilaterally appoint the arbitrator(s), unless you and we so agree.
Except as expressly provided in this agreement to arbitrate, no Claim may be joined with another dispute or lawsuit, or consolidated with the arbitration of another Claim, or resolved on behalf of similarly situated persons, or brought as private attorney general or on another similar representative basis. For any Claim subject to arbitration, you may not participate in a class action in court or in a class-wide arbitration, either as a plaintiff or claimant, class representative or class member.
All statutes of limitation, defenses, and attorney-client and other privileges that would apply in a court proceeding shall apply in and to the arbitration. Any in-person arbitration hearing will be held at a location that is reasonably convenient to all parties in either your state of residence or the state of your address on file with Comdata, with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, that determination shall be made by the arbitrator(s).
Any dispute regarding whether a particular controversy is subject to arbitration, including any claim of unconscionability and any dispute over the enforceability, scope, reach or validity of this agreement to arbitrate disputes or of this entire Agreement, shall be decided by the arbitrator(s).
The arbitrator(s) shall establish such reasonable procedures as may be necessary for the reasonable exchange of information and materials between the parties prior to such arbitration. In rendering an award, the arbitrator(s) shall apply applicable contract terms, statutes and legal precedent and shall follow the Federal Rules of Evidence, enforce applicable privileges, and employ applicable burdens of proof. The arbitrator(s) shall award only such relief as a court of competent jurisdiction could properly award under applicable law (and which shall be governed by the constitutional standards employed by the courts). The arbitrator(s) shall have the authority to award attorneys’ fees, costs and expenses, in whole or in part, in instances where such is authorized by applicable law.
All awards shall be reasoned awards and the arbitrator’s findings, reasoning, decision, and award shall be set forth in writing and shall be based upon and be consistent with the law of the jurisdiction that applies to the Claim. Judgment on the arbitration award may be entered in any court having jurisdiction.
In the event that the arbitration results in an award which imposes an injunction on you or on us or contains a monetary award in excess of $250,000 the award shall be reviewable on appeal initiated within 30 days of the award, and shall not be considered final until after the time for filing the notice of the appeal has expired. The appeal shall be governed by the AAA Optional Appellate Arbitration Rules; to the extent they are not inconsistent with this Agreement, and shall be conducted by a panel of three new arbitrators selected to hear the appeal under the procedure for appointment from the national roster, except that the AAA shall not unilaterally appoint the arbitrators for the appeal, unless you and we so agree. Appeals must be initiated within thirty (30) days of receipt of the underlying award, by filing a Notice of Appeal with any AAA office. The decision of the panel shall be by majority vote. Such review shall reconsider anew any aspect of the initial award requested by the appealing party. Following the appeal process, the decision rendered by the appeal tribunal may be entered in any court having jurisdiction thereof. if the award does not impose an injunction on you or on us or contain a money award in excess of $250,000, then the award shall not be appealable and shall only be subject to such challenges as would otherwise be permissible under the FAA.
This agreement to arbitrate does not limit the right of you or us, whether before, during or after the pendency of any arbitration proceeding, to exercise self-help remedies such as set-off, recoupment, repossession, trustee’s sales and the like.
This agreement to arbitrate does not limit the right of you or us, whether before or during the pendency of any arbitration proceeding to bring an action (individually, and not on behalf of a class) to obtain provisional or ancillary remedies or injunctive relief (other than a stay of arbitration) to protect the rights or property of the party seeking such relief. However, the arbitrator(s) shall have the power to vacate and/or stay any such proceedings or orders granting provisional or ancillary remedies or injunctive relief, upon application by you or us. The taking by either you or us of any of the self-help remedies or by filing any action in court, including but not limited to the actions described in the preceding sentence, shall not be deemed to be a waiver of the right to elect BINDING ARBITRATION of any Claim upon the filing of a counterclaim, crossclaim, third party claim or the like by either you or us in response to any such action.
You and we specifically acknowledge and agree that this Agreement evidences a “transaction involving commerce” under the FAA, and hereby waive and relinquish any right to claim otherwise. You and we hereby acknowledge, agree and stipulate that Regions Bank is a multi-state banking organization engaging in interstate banking and commerce and Comdata is a multi-state organization engaged in commerce; all transactions on Cards involve interstate commerce; and we regularly use the services of businesses located in other states in opening and administering card accounts.
Should the AAA be unavailable, unable or unwilling to accept and administer the arbitration of any Claim, or any appellate proceeding, as applicable – in whole or in part and for any reason whatsoever or for no reason – this agreement to arbitrate shall not fail or be invalidated as a result. Rather, in that instance, any party to the Claim may then petition a court of competent jurisdiction under 9 U.S.C. § 5 to appoint the arbitrator(s). Upon consideration of such a 9 U.S.C. § 5 petition, should the court decline or refuse to appoint the arbitrator(s), then and only then and within 30 days of a final and non-appealable decision on the matter from such court, you and we shall each respectively pick one arbitrator, and those two arbitrators shall then, by mutual agreement and within 30 days of the selection of the second of them, select a third arbitrator. The third arbitrator so selected shall then arbitrate the Claim as the sole arbitrator, except with respect to a Claim for $150,000 or greater, in which case all three arbitrators so selected shall arbitrate the claim together, with the award and all pre-award decisions made by majority vote. In the case of any arbitration not administered by the AAA, the arbitrator(s) shall still be bound by all applicable provisions of this agreement to arbitrate and the Federal Arbitration Act. They further shall administer and conduct the arbitration under the applicable AAA Arbitration Rules, to the extent such rules may be practicably applied to an arbitration not administered by the AAA.
If any term or provision of this agreement to arbitrate disputes and waiver of jury trial is held to be invalid or unenforceable, the remaining provisions shall be enforced without regard to the invalid or unenforceable term or provision; provided, that if you or we seek to bring a joined, consolidated, or class action for arbitration, and if the foregoing prohibition against the arbitration of joined, consolidated or class action is finally held by an authority of competent jurisdiction to be invalid or unenforceable, the arbitration agreement between you and us shall then be deemed inapplicable to such joined, consolidated or class action, to the effect that any permitted and lawful joined, consolidated or class action shall be adjudicated in accordance with the provisions of applicable law and shall not be resolved through arbitration (provided further, that the jury trial waiver shall, in any event, remain in full force and effect to the fullest extent permitted by law). This agreement to arbitrate disputes and waiver of jury trial shall survive your death, the closing of your account and the termination of any of your business or transaction(s) with us, any bankruptcy to the extent consistent with applicable bankruptcy law and shall also survive as to any Claim covered within the scope of this Agreement.
Whether any controversy is arbitrated or settled by a court, you and we voluntarily and knowingly waive any right to a jury trial with respect to such controversy to the fullest extent allowed by law.