GE CAPITAL RETAIL BANK
WALMART VISA^® GIFT CARD CARDHOLDER AGREEMENT

If you intend this Walmart Visa Gift Card to be used by another person, it is your responsibility to give the person this Cardholder Agreement.

This Cardholder Agreement (“Agreement”) sets forth the terms of your Walmart Visa Gift Card. In this Agreement, the words “you” and “your” mean the individual who purchased a Walmart Visa Gift Card and/or the person who is using a Walmart Visa Gift Card. “We,” “us” and “our” mean GE Capital Retail Bank, the issuer of the Walmart Visa Gift Card. “Our Mail Address” is P.O. Box 1187, Monrovia, CA 91017. A “transaction” means any use of your Walmart Visa Gift Card to make a purchase.

1. Your Agreement. By using, or allowing another person to use the Walmart Visa Gift Card, you agree to this Agreement. The Walmart Visa Gift Card is not intended for residents of Connecticut, New Hampshire, Rhode Island or Vermont. Do not transfer the Walmart Visa Gift Card to persons in those states. If you do not agree to this Agreement, do not use your Walmart Visa Gift Card, save your receipt, and cancel within 30 days of purchase at www.walmartgift.com or by calling toll-free 1-866-633-9096. We will refund the value of the Gift Card plus the purchase price of the Walmart Visa Gift Card if you cancel within 30 days of purchase and you have not used the Walmart Visa Gift Card.

2. Description of the Walmart Visa Gift Card. The Walmart Visa Gift Card is a prepaid card and not a device that accesses money in an individual checking or savings account. When you use the Walmart Visa Gift Card, you are redeeming the value of the card and not making a withdrawal from a deposit account. The Walmart Visa Gift Card is NOT a credit card or charge card that allows you to make purchases or obtain advances and pay later.

3. Before Using Your Walmart Visa Gift Card. Before using your Walmart Visa Gift Card, you must sign your signature on the back where indicated. Once the Walmart Visa Gift Card is signed, it cannot be transferred to anyone else. Write down your Walmart Visa Gift Card number and the Customer Service number on a separate piece of paper in case your Walmart Visa Gift Card is lost, stolen, or destroyed. We urge you to register your Walmart Visa Gift Card at www.walmartgift.com promptly, upon receipt. By registering the Walmart Visa Gift Card, we can establish your relationship to the Walmart Visa Gift Card in the event it is lost, stolen, or destroyed.

4. Using your Walmart Visa Gift Card. You may use your Walmart Visa Gift Card to make purchases everywhere Visa debit cards are accepted (except gas pumps) in the United States, excluding Puerto Rico and the other U.S. territories. To pay for purchases at merchants that accept Visa® debit cards, you should use it as you would a credit card, by selecting the “credit” payment option and signing the sale receipt. The Walmart Visa Gift Card will not work with debit payment systems that require a personal identification number (PIN). You may use your Walmart Visa Gift Card as often as you like to obtain goods and services up to the value of the Walmart Visa Gift Card. Each time you use your Walmart Visa Gift Card, we will deduct the amount of the transaction from the remaining value associated with the Walmart Visa Gift Card. To prevent fraudulent or illegal use, we may deny certain transactions on your Walmart Visa Gift Card. The Walmart Visa Gift Card cannot be used to obtain cash, except as required by law, for gambling or any unlawful activity, or to make regular, preauthorized payments to third parties – such as installment payments, subscriptions or monthly membership fees.

5. Making Purchases Greater than the Value on your Walmart Visa Gift Card – Combining Forms of Payment. If you attempt a transaction for more than the value available on your Walmart Visa Gift Card, the transaction will be declined. If you wish to use your Walmart Visa Gift Card to purchase an item for more than the value available on the Walmart Visa Gift Card, subject to the merchant’s policy, you may be able to use your Walmart Visa Gift Card toward a portion of the purchase price and then use another form of payment to pay the balance of the purchase price. The merchant must agree prior to the purchase to accept two forms of payment. If the merchant agrees, first request that the merchant charge a specific dollar amount on the other form of payment (i.e., the purchase price less the available balance on your Walmart Visa Gift Card), and then use your Walmart Visa Gift Card to pay the remaining balance. Internet and most mail order merchants do not permit “split tender” transactions. Not all merchants will accept two forms of payment.

6. Authorizations and Authorization Holds when Using Your Walmart Visa Gift Card at Merchants Such as Gasoline Merchants, Restaurants and Hotels. When you use your Walmart Visa Gift Card to pay for goods or services, certain merchants may ask us to authorize the transaction in advance and may estimate its final value. For example, when using your Walmart Visa Gift Card at a merchant where a tip may be included (such as at a restaurant), your transaction may be authorized for an additional 20% above your total bill. The actual amount processed to your Walmart Visa Gift Card will not exceed the amount of the bill plus the tip added by you (the tip amount is at your discretion). In addition to restaurants, the types of merchants where a tip may be included are bars, taxis, beauty and barber shops, and health and beauty spas. Merchants in the travel business (e.g., a hotel or car rental agency) will often add a fixed percentage to the amount reflected on the bill when seeking authorization to cover possible additional charges that they anticipate you will add to the bill. You may ask the merchant to authorize a specific dollar amount, but the merchant may not agree to your request. When we authorize the transaction, we commit to make the requested funds available when the transaction finally settles and may place a temporary hold on your Walmart Visa Gift Card’s funds for the amount indicated by the merchant. Until the transaction finally settles or we determine that it is unlikely to be processed, the funds subject to the hold will not be available to you for other purposes. If the amount of the authorization request exceeds the value on your Walmart Visa Gift Card, the transaction may be declined. We will only charge your Walmart Visa Gift Card for the correct amount of the final transaction, however, and we will release any excess amount when the transaction finally settles. Please note that we may not manually release authorizations without a certified letter or fax from the merchant. In addition, if you commence 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 that amount of funds for 10 days, or longer in some cases. To use your Walmart Visa Gift Card to purchase gasoline, you must pay inside the station and not at the pump. This will avoid a decline on your Walmart Visa Gift Card.

7. Internet and Phone Purchases. Internet, mail, and phone order purchases may require that you register your Walmart Visa Gift Card at www.walmartgift.com prior to making an internet, mail, or phone order transaction.

8. Your Responsibilities. You are responsible for the following:

9. Fees. We will charge the fees listed below for your Walmart Visa Gift Card.

The Monthly Maintenance Fee will be charged each month after you do not make a purchase with your Walmart Visa Gift Card for 12 consecutive months. The Monthly Maintenance Fee will be charged until the earlier of 1) you make a purchase with your Walmart Visa Gift Card, or 2) there are no funds remaining on your Walmart Visa Gift Card.

10. Expiration Date. The Walmart Visa Gift Card may not be used after the expiration date on the Walmart Visa Gift Card (“Expiration Date”), but the funds on the Walmart Visa Gift Card do not expire and are still available after the Expiration Date. If funds remain on the Walmart Visa Gift Card after the Expiration Date, go to www.walmartgift.com or call 1-866-633-9096 to obtain a replacement card for no fee. Any funds on the Walmart Visa Card may be reduced by the Monthly Maintenance Fee even after the Expiration Date.

11. Refunds and Merchant Disputes. If you are entitled to a refund for any reason, you agree to accept a credit to your Walmart Visa Gift Card instead of a cash refund, if the merchant does not provide cash refunds. You will settle all disputes about purchases you make using your Walmart Visa Gift Card with the merchant who honored the card. We are not responsible for the delivery, quality, safety, legality or other aspect of goods or services that you purchase from others with the Walmart Visa Gift Card.

12. No FDIC Insurance; No Interest Paid. The value on a Walmart Visa Gift Card is not insured by the Federal Deposit Insurance Corporation. You will not receive any interest for the value on your Walmart Visa Gift Card (the interest rate and Annual Percentage Yield are 0%).

13. Sharing Information About You. We will disclose information to third parties about your Walmart Visa Gift Card or the transactions you make:

Please refer to our Privacy Policy that accompanies this Agreement. You hereby agree to our collection, use, and sharing of information about you and your Walmart Visa Gift Card as provided in our Privacy Policy, which is made a part of this Agreement.

14. Obtaining Walmart Visa Gift Card Information; Receipts. You may obtain information about the amount of value you have remaining on your Walmart Visa Gift Card online at www.walmartgift.com, by calling 1-866-633-9096, or at any Walmart register.

15. Our Liability. If we do not complete a transaction from your Walmart Visa Gift Card on time or in the correct amount according to our agreement with you, we will be responsible for your losses or damages to the extent required by federal law. However, there are some exceptions. We will not be liable, for instance: (a) if, through no fault of ours, you do not have enough money available on your Walmart Visa Gift Card to make the transaction; (b) if the system or point of sale (POS) terminal was not working properly and you knew about the breakdown before you started the transaction; (c) if circumstances beyond our control (such as fire or flood) prevent or delay the transaction from being completed, despite reasonable precautions that we have taken; or (d) if the Walmart Visa Gift Card has been reported as lost or stolen, has been suspended by us, or we have reason to believe a transaction was not authorized by you. There also may be other exceptions provided by applicable law.

16. Termination. We may, at any time, suspend your Walmart Visa Gift Card and your ability to use your Walmart Visa Gift Card, for any reason allowed by law, such as if we suspect possible fraud or suspicious activity. We may, at any time and for any reason, terminate a Walmart Visa Gift Card and your use of the Walmart Visa Gift Card. If we terminate your Walmart Visa Gift Card or it expires and we do not provide a substitute or replacement card when requested, we will return to you any value remaining on the Walmart Visa Gift Card unless we are prohibited by law from doing so. To the extent permitted by law, you agree to pay attorneys’ fees and collection costs we incur in collecting amounts you owe us and enforcing our rights under this Agreement.

17. Changes; Waiver. To the extent permitted by law, we reserve the right to change, delete or add to this Agreement and to apply any such modification to a Walmart Visa Gift Card that has been issued to you and to value on your Walmart Visa Gift Card. We will provide you notice of any such modification as required by applicable law. If you do not agree with the modifications, you may at any time liquidate the balance on your card. If we decide not to enforce our rights or charge a fee in one situation, we are not giving up our right to enforce it or to charge the fee in a later situation.

18. Liquidation. Subject to applicable law, you may receive the remaining balance on your Walmart Visa Gift Card minus the value of any pending authorized transactions and/or fees by calling 1-866-633-9096. We may require information from you to verify your identity.

19. Choice of Law. Except as provided in the Dispute and Claim Resolution (including Arbitration) provision, this Agreement and all aspects of your relationship with us with regard to your Walmart Visa Gift Card are governed by and construed in accordance with federal law and, to the extent that state law applies, the laws of the State of Utah.

20. Additional Terms. (a) Our agents or we may monitor your telephone calls with us and our servicers or agents. (b) We may transfer any of our rights or obligations. You may not transfer any of your rights or obligations except to the person to whom you give the Walmart Visa Gift Card. (c) If any provision of this Agreement is determined to be void or unenforceable, all other provisions of this Agreement shall remain valid and enforceable. (d) This Agreement constitutes the entire agreement between you and us relating to the Walmart Visa Gift Card and supersedes any other prior or contemporaneous agreement between you and us. (e) Use of a Walmart Visa Gift Card is subject to all rules and customs of Visa and any other clearinghouse or network involved in the transaction.

21. DISPUTE AND CLAIM RESOLUTION (INCLUDING ARBITRATION) PROVISION.

General/Requirement to Arbitrate. PLEASE READ THIS PROVISION CAREFULLY. UNLESS YOU SEND US THE REJECTION NOTICE DESCRIBED BELOW, THIS PROVISION WILL APPLY TO YOUR WALMART VISA GIFT CARD, AND MOST DISPUTES BETWEEN YOU AND US WILL BE SUBJECT TO INDIVIDUAL ARBITRATION. THIS MEANS THAT: (1) NEITHER A COURT NOR A JURY WILL RESOLVE ANY SUCH DISPUTE; (2) YOU WILL NOT BE ABLE TO PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING; (3) LESS INFORMATION WILL BE AVAILABLE; AND (4) APPEAL RIGHTS WILL BE LIMITED. This Provision replaces any existing arbitration provision with us and will stay in force no matter what happens to your Walmart Visa Gift Card, including termination.

Upon demand, and except as otherwise provided below, you and we must arbitrate individually any dispute or claim between you, on the one hand; and us, our affiliates, agents, Walmart, and/ or any company that provides services with respect to your Walmart Visa Gift Card, on the other hand, if the dispute or claim arises from or relates to your Walmart Visa Gift Card. However, we will not require you to arbitrate: (1) any individual case in small claims court or your state’s equivalent court, so long as it remains an individual case in that court; or (2) any claim by us that only involves our effort to collect money you owe us. However, if you respond to a collection lawsuit by claiming that we engaged in any wrongdoing, we may require you to arbitrate.

YOU AGREE NOT TO PARTICIPATE IN A CLASS, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION AGAINST US IN COURT OR ARBITRATION. ALSO, YOU MAY NOT BRING CLAIMS AGAINST US ON BEHALF OF ANY OTHER CARDHOLDER (AN “UNRELATED CARDHOLDER”), AND YOU AGREE THAT NO UNRELATED CARDHOLDER MAY BRING ANY CLAIMS AGAINST US ON YOUR BEHALF. CLAIMS BY YOU AND BY AN UNRELATED CARDHOLDER MAY NOT BE JOINED IN A SINGLE ARBITRATION.Only a court may decide whether any part of this paragraph is enforceable. If it is finally determined that this paragraph is not fully enforceable, only this sentence of the Provision will remain in force and the remainder of the Provision will be null and void, provided that the court’s determination concerning the enforceability of this paragraph shall be subject to appeal.

Starting an Arbitration. If you or we elect to arbitrate a claim, the electing party must notify the other party in writing. This notice can be given after the beginning of a lawsuit and can be given in papers filed in the lawsuit. Otherwise, your notice must be sent to GE Capital Retail Bank, Legal Operation, PO Box 29110, Shawnee Mission, KS 66201, ATTN: ARBITRATION DEMAND and our notice must be sent to the most recent address for you in our files. The party seeking arbitration must select as the arbitration administrator either the American Arbitration Association (“AAA”), 1633 Broadway, 10th Floor, New York, NY 10019, www.adr.org, (800) 778-7879, or JAMS, 620 Eighth Avenue, 34th Floor, New York, NY 10018, www.jamsadr.com, (800) 352-5267. If neither the AAA nor JAMS is able or willing to handle the dispute, then the parties will resolve their dispute in court.

The arbitration administrator will appoint the arbitrator and tell the parties what to do next. The arbitrator must be a lawyer with at least ten years legal experience. In making decisions or awarding remedies, the arbitrator must apply the same law and legal principles that would apply in court, but may use different procedural rules. If the administrator’s rules conflict with this Provision, this Provision will control.

Arbitration Location and Fees. The arbitration will take place by phone or at a location reasonably convenient to you. Upon your request, we will normally pay all the fees the administrator or arbitrator charges, if we believe you are acting in good faith. We will always pay these arbitration costs, as well as your legal fees and costs, to the extent required under applicable law or in order for this Provision to be enforced.

Governing Law. This Provision is governed by the Federal Arbitration Act (the “FAA”). Utah law shall apply to the extent state law is relevant under Section 2 of the FAA in determining the validity of this Provision. The arbitrator must follow: (1) the substantive law, consistent with the FAA, that would apply if the matter had been brought in court, (2) this Provision, and (3) the administrator’s rules. The arbitrator’s decision will be final and binding, except for any appeal right under the FAA. Any court with jurisdiction may enter judgment upon the arbitrator’s award.

Rejecting this Provision. You may reject this Provision, in which case only a court may be used to resolve any dispute or claim. Rejection will not affect any other aspect of the cardholder agreement. To reject, you must send us a notice within 60 days after your first use of your Walmart Visa Gift Card or we first provide you with a right to reject this Provision. The notice must include your name, address, and Walmart Visa Gift Card number and be mailed to GE Capital Retail Bank, PO Box 965012, Orlando, FL 32896-5012. This is the only way you can reject this Provision.

** Your Liability for Unauthorized Use of Your Walmart Visa Gift Card **

Tell us AT ONCE if you believe your Walmart Visa Gift Card has been lost or stolen. Calling is the best way of notifying us. You will not lose any part of the money on your Walmart Visa Gift Card based on unauthorized use if you have exercised reasonable care in safeguarding your card from risk of loss or theft. However, if these conditions are NOT met, you could lose the amount of unauthorized use from your Walmart Visa Gift Card before you notify us that your card has been lost or stolen.
If you believe your Walmart Visa Gift Card has been lost or stolen, report it online at www.walmartgift.com, call 1-866-633-9096, or write to Our Mail Address.

*** Notice of Error Resolution Rights for Your Walmart Visa Gift Card — Keep This Notice For Future Use ***

IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR WALMART VISA GIFT CARD: Call us at 1-866-633-9096 or write to us at Our Mail Address, as soon as you can, if you think an error has occurred on your Walmart Visa Gift Card. We must hear from you no later than 60 days after the earlier of the date you electronically access your Walmart Visa Gift Card. You will need to tell us:

If you tell us verbally, we may require that you send us your complaint or question in writing within 10 business days. We will determine whether an error occurred within 10 business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to 90 days to investigate your complaint or question. If we ask you to put your complaint or question in writing and we do not receive your complaint or question within 10 business days, we may not credit your Walmart Visa Gift Card.
We will tell you the results within three business days 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, visit www.walmartgift.com.