Quarterly Client Certifications Clause Samples

Quarterly Client Certifications. If within 15 calendar days following an applicable Incentive Quarter, Client provides Visa with a written certification in the form attached hereto as Rider 1 (each, a “Quarterly Client Certification”) for such Incentive Quarter, then Visa will continue to make available to Client’s Acquirer the applicable Promotional IRF Rates for Eligible Transactions originating during the following Incentive Quarter. However, for each Quarterly Client Certification that Visa does not receive within 30 calendar days following an applicable Incentive Quarter, Visa may, at its sole discretion, upon 10 calendar days’ written notice to Client, stop making available the Promotional IRF Rates. Additionally, Visa may, at its sole discretion, immediately stop making available the applicable Promotional IRF Rate for (a) each Promotional IRF Rate with respect to which Client does not attest that there was no *** during the Relevant Quarter (as defined in each Quarterly Client Certification) in paragraph (i) of such Quarterly Client Certification, and/or (b) each set of Eligible Transactions with respect to which Client does not attest as to the maximum transaction value threshold during the Relevant Quarter in paragraph (iv) of such Quarterly Client Certification.