Litigation Claim Against Digital Payment Companies

Sale of Potential Claim in connection with the Class Action Interchange Litigation. The Claim is received from either the Cash Settlement Class or the Rule Changes Settlement Class in the Class Action Interchange Litigation (or to any subsequently filed amended complaints), given the Seller's use of the MasterCard and Visa systems as a merchant.

Class Action Interchange Litigation: On October 20, 2005, the case styled In re Payment Card Interchange Fee and Merchant-Discount Antitrust Litigation (Case No. 1:05-md-01720-JG-JO) was commenced in the United States District Court for the Eastern District of New York by numerous merchants, retailers and trade associations (collectively, the “Plaintiffs”) against, among other entities, Visa U.S.A. Inc. (“Visa”) and MasterCard International Inc. Pursuant to the lawsuit, the Plaintiffs claim that since January 1, 2004, the Defendants conspired to unlawfully fix the price of “interchange fees” and other fees charged to merchants for transactions processed over the Visa and MasterCard networks.

On July 13, 2012, the parties filed a Memorandum of Understanding attaching a document setting forth the terms of the settlement, and in October 2012, the parties executed a settlement agreement. The Proposed Settlement provides for, among other things, the creation of two cash funds totaling up to an estimated $7.25 billion. The Proposed Settlement also creates two classes:

• “Cash Settlement Class” (Rule 23(b)(3) Settlement Class), which includes all persons, businesses, and other entities that accepted any Visa or MasterCard cards in the U.S. at any time from January 1, 2004 to November 28, 2012; and
• “Rule Changes Settlement Class” (Rule 23(b)(2) Settlement Class), which includes all persons, businesses, and entities that as of November 28, 2012 or in the future accept any Visa or MasterCard cards in the U.S.