Visa U.S.A. Inc.

AIRREWARDS

AIR REWARDS;Incentive award program for customers, and promoting the goods and services of others by means of an incentive awards program;

BEHIND THE NUMBERS

entertainment, namely, a continuing news and sports informational show distributed over television and radio;

BRING HOME THE GOLD

Promoting the sale of goods and services of others by providing discounts, incentives, sweepstakes, rebates, value added offers and coupons;

BRING HOME THE GOLD

Broad based financial services, namely, banking, bill payment and presentment services, credit card services, debit card services, charge card services, pre-paid card services offered through cards with stored value, electronic credit and debit transactions, cash disbursement, cash replacement rendered by credit card and debit cards, electronic cash transactions, check verification, check cashing, deposit access and automated teller machine services, point of sale and point of transaction services;

BUXX

BUCKS;Consulting services for electronic commerce, banking financial services and other uses with a global computer network; computer services, namely, leasing access time to a computer database in the nature of a computer bulletin board in the field of financial services;

BUXX

Financial services, namely, banking, bill payment services credit card services, debit card services, cash disbursement services, pre-paid card services offered through cards containing stored value, issuing travelers checks, providing travel insurance, deposit access services, stored value services, automated teller machine services, point of sale and point of transaction electronic payment services, and electronic funds currency transfer services; providing transaction authorization and settlement services; dissemination of information via a global information network;BUCKS;

CHAMPIONS CREATING CHAMPIONS

Educational services, namely providing instructional, motivational, outreach and mentoring programs in connection with a youth athletic mentoring program; entertainment services, namely organizing sports activities;

CHIP ACCOUNT DISCOUNTS

Computer software for application and database integration stored on an integrated circuit chip in the field of incentive awards; downloadable computer software for application and database integration in the field of incentive awards that may be downloaded from a global computer network onto a point of sale terminal capable of reading information stored on an integrated circuit chip; encoded electronic chip cards containing programming used for application and database integration in the field of incentive awards; point-of-sale computer terminals for reading information stored on an integrated circuit chip;ACCOUNT DISCOUNTS;

CHIP ACCOUNT DISCOUNTS

Incentive award program to promote the sale of products and services of others; consultation in the field of administration of incentive award programs of others;ACCOUNT DISCOUNT;

CHIP ACCOUNT DISCOUNTS

ACCOUNT DISCOUNTS;Computer programming for others; consultation services in the field of computer programming;

CLAIMIT!

Computer software for use in managing databases and generating forms in the field of legal proceedings;CLAIM IT!;

COMMERCIAL CARD

Financial services, namely banking, payment, credit, debit, charge, cash disbursement, stored value, check verification, check cashing, deposit access and automated teller machine services, point of sale and point of transaction services; payment authorization and settlement services; travel insurance services; maintenance of financial records; electronic funds transfer and currency exchange services; dissemination of financial information via a global computer network;

DINING PRIVILEGES

Promoting the goods and services of others by arranging appointments between merchants by means of a preferred customer program featuring pre-arranged restaurant reservation services;DINING;

DIRECT EXCHANGE

[ Computer hardware, computer software for use in database management, risk management, word processing, as a spreadsheet and for facilitating voice, text and pen input; computer operating systems; ] computer utility programs; [ computer peripherals; network management programs; ] computer programs for managing, [ viewing and editing files, documents, electronic mail messages and ] private network and global computer network communications; [ presentation graphics programs, electronic access devices, namely, personal digital assistants, set top boxes, wireless communications devices, mobile phones, point of sale devices, and computers; ] and the user manuals sold together with all of the foregoing;

DIRECT EXCHANGE

Financial services, namely, banking, [ bill payment services,] credit card services, debit card services, charge card services, [ pre-paid card services offered though cards with stored value,] electronic credit and debit transactions, [ cash disbursement, cash replacement rendered by credit card and debit card, electronic cash transactions, check verification, check cashing, deposit access and automated teller machine services, point of sale and point of transaction services,] transaction authorization and settlement services, payment processing services, [ credit card and debit card verification, payment transaction authentication and verification services, viatical settlement services, travel insurance underwriting services,] financial records management, electronic funds transfer and [ currency exchange services,] dissemination of financial information via a global computer network;EXCHANGE;

DIRECT EXCHANGE

Telecommunications services, namely, providing access to a payment processing network and providing data transmission and file delivery services over a payment processing network;EXCHANGE;

E-CRYPTMATICS

Fraud detection and protection services in the field of electronic payment processing;

FAMOUS STREETS OF AMERICA

Promotional services which provide multiple merchant offers to consumers;

FOR THINGS PEOPLE DO

Broad based financial services, namely, banking, bill payment and presentment services, credit card services, debit card services, charge card services, pre-paid card services offered through cards with stored value, electronic credit and debit transactions, cash disbursement, cash replacement rendered by credit card and debit cards, electronic cash transactions, check verification, check cashing, deposit access and automated teller machine services, point of sale and point of transaction services, transaction authorization and settlement services, electronic payment processing services, credit card and debit card verification, payment transaction authentication and verification services, facilitating person-to-person payment services through electronic means via a global computer network; value exchange services, namely, secure electronic cash transactions and electronic cash transmissions, over public computer networks to facilitate electronic commerce; electronic funds transfer, stored value smart card services and electronic cash services, namely, currency exchange in a secure environment over global electronic communications networks, providing financial information, namely credit and debit card data and reports, travel insurance underwriting services, financial records management, electronic funds transfer and currency exchange services, financial assessment and risk management services for others in the field of consumer credit; credit management services, dissemination of financial information via a global computer network, financial information rendered by computer by means of a secure information computer network and advisory services regarding all of the foregoing services;

HALL OF FANS

promoting the sale of goods and services of others through the distribution of printed material and promotional contests;

HE'S GOT WHAT IT TAKES

Financial services; namely, credit and debit card services, and charitable services namely, the promotion of athletic events through financial donations and sponsorship;

IDEAS HAPPEN

Financial and charitable and sponsorship services, namely conducting contests awarding financial support for personal, entrepreneurial and community service oriented ideas;IDEAS;

INDISPENSABLE

printed matter; namely, a worldwide hotel directory;

INTERLINK

ISSUE NEW CERTIFICATE TO: VISA U.S.A. INC., 3125 CLEARVIEW WAY, SAN MATEO, CA 94402, DELAWARE NON-STOCK CORPORATION;Providing Electronic Funds Transfer Services Through Remote Terminals for Consumer Accounts Maintained by Financial Institutions;

IT'S IN YOUR WALLET. IT'S IN YOUR LIFE.

IT'S IN YOUR WALLET IT'S IN YOUR LIFE;credit and debit bank card services;

IT'S ON US

IT IS ON US;Promoting the sale of goods and services of others by providing discounts, incentives, sweepstakes, rebates, value added offers, coupons;

KEEP IT SEPARATE. KEEP IT SIMPLE.

Financial services, namely, banking, credit card, debit card, charge card, automated teller machine card, payment card and electronic funds transfer services;

KNOWLEDGE PAYS

Newsletters regarding personal finance and payment services;

MONEY CHOICES

banking services;MONEY;

MONEYCHOICES

Educational services, namely, providing educational courses and information and disseminating materials in the field of assessing financial situations, setting financial goals, and building financial skills;MONEY CHOICES;

O.K.

OK;Providing Check Cashing Privileges by Means of a Card;

O.K.

OK;CREDIT CARD AND DEBIT CARD SERVICES, CASH DISBURSEMENT SERVICES, ELECTRONIC FUNDS TRANSFER SERVICES, TRAVELERS CHEQUE SERVICES, CHECK VERIFICATION SERVICES, AND TRAVEL INSURANCE ADMINISTRATION SERVICES;

OPCIONES MONETARIAS

Educational services, namely, providing educational courses and information and disseminating materials in the field of assessing financial situations, setting financial goals, and building financial skills;The English translation of the Spanish words OPCIONES MONETARIAS is money choices.;

PERSONAL FINANCIAL CHOICES

Educational program to teach financial philosophy, strategies and responsibilities;Printed matter, books and manuals used to teach financial philosophy, strategies and responsibilities;

PRACTICAL MONEY SKILLS

Educational services, namely, conducting classes, seminars, presentations, providing educational games [ and puzzles, ] disseminating materials and providing on-line resources in the area of acquiring, managing and using financial resources;

PRIORITY SEATING

Broad based financial services, namely, banking, bill payment, credit card, debit card, charge card, point of transaction electronic payment services; providing electronic funds and currency transfer services; providing transaction authorization and settlement services; dissemination of financial information via a global information network;

RANKIT

providing information in the field of entertainment and educational services to students regarding sports, media, college life and travel via a global computer network;RANK IT;career counseling services via a global computer network;

SAFECHECK

ONLINE BANKING SERVICES, NAMELY PROVIDING CHECK AUTHORIZATION SERVICES LINKED TO FINANCIAL INSTITUTIONS ACROSS THE COUNTRY WITH DEPOSIT ACCOUNT ACCESS FOR ACCOUNT AND BALANCE VERIFICATION AND/OR MEMO POSTING;THE BUSINESS CASE FOR BANK PROVISION OF POINT OF SALE CHECK AUTHORIZATION;

SAFECHECK

Online banking services, namely providing check authorization services linked to financial institutions across the country with deposit account access for account and balance verification and/or memo posting;SAFE CHECK;The lining shown in the drawing is a feature of the mark and is not intended to indicate color.;

SAME CARD, ADDED SAFETY ONLINE

Financial services, namely, banking, payment, credit card, debit card, charge, cash disbursement, pre-paid card services offered through cards with stored value, and point of transaction services; credit card and debit card transaction services, namely, providing transaction authorization and settlement services; electronic funds transfer and currency exchange services; purchaser and merchant authentication services for financial transactions; dissemination of financial information via a global computer network;SAME CARD ADDED SAFETY ONLINE;

SAME CARD, MORE SAFETY ONLINE

Financial services, namely, banking, payment, credit card, debit card, charge, cash disbursement, pre-paid card services offered through cards with stored value, and point of transaction services; credit card and debit card transaction services, namely, providing transaction authorization and settlement services; electronic funds transfer and currency exchange services; purchaser and merchant authentication services for financial transactions; dissemination of financial information via a global computer network;SAME CARD MORE SAFETY ONLINE;

SHE'S GOT WHAT IT TAKES

Promoting the sale of the goods and services of others by providing discounts and incentives in the nature of sweepstakes, discounts, rebates, value added offers or the distribution of premiums or coupons, for those using payment cards to pay for such sales;

SMART SPACE

Providing incentives for the use of payment cards and promoting the sale of goods and services of others by providing discounts, sweepstakes, rebates, value added offers and coupons;

THE CARD THAT WORKS LIKE A CHECK

financial services, namely, banking services;

THE CHANGE YOU'VE BEEN WAITING FOR

THE CHANGE YOU HAVE BEEN WAITING FOR;financial services, namely, prepaid cash card services;

THE FUTURE OF ALLOWANCE

Financial services, namely, banking, bill payment services, credit card services, debit card services, cash disbursement services, pre-paid card services offered through cards containing stored value, issuing travelers checks, providing travel insurance, deposit access services, automated teller machine services, point of sale and point of transaction electronic payment services, namely, electronic processing and transmission of bill payment data, and electronic funds currency transfer services; providing transaction authorization and settlement services; dissemination of financial information via a global information network;

THE NEW SHAPE OF CHECKING

debit card services;

THE ONLINE CURRENCY

Broad based financial services, namely, banking, payment, credit, debit, charge, pre-paid, stored value, cash disbursement, travelers cheque, travel insurance, deposit access, automated teller machine, point of sale and point of transaction services; providing electronic funds and currency transfer services; providing transaction authorization and settlement services; dissemination of financial information via a global information network;

THE POWER TO DELIVER THE RIGHT OFFER TO THE RIGHT AUDIENCE. EVERYTIME

Providing incentives for the usage of credit, debit and payment cards and for the sale of goods and services of others through the distribution of discount offers and promotions;

VIRTUAL INTELLIGENCE RISK TECHNOLOGY

Financial services, namely, credit management services and risk prediction services;RISK TECHNOLOGY;

VQ

Financial services, namely banking, payment, credit, debit, charge, cash disbursement, stored value, check verification, check cashing, deposit access and automated teller machine services, point of sale and point of transaction services; payment authorization and settlement services; travel insurance services; maintenance of financial records; electronic funds transfer and currency exchange services; dissemination of financial information via a global computer network;

WHATEVER MAKES YOU HAPPY

Providing incentives for the use of payment cards and promoting the sale of goods and services of others by providing discounts, sweepstakes, rebates, value added offers and coupons;

WORKS JUST LIKE A CHECK, ONLY BETTER

financial services, namely, debit card services;

YOU HAVE WHAT IT TAKES

Promoting the sale of the goods and services of others by providing discounts and incentives in the nature of sweepstakes, discounts, rebates, value added offers or the distribution of premiums or coupons, for those using payment cards to pay for such sales;

YOU HAVE WHAT IT TAKES

Financial services; namely, credit and debit card services, and charitable services namely, the promotion of athletic events through financial donations and sponsorship;

YOU'RE ON BROADWAY

YOU ARE ON BROADWAY;Promoting the sale of goods and services of others by providing discounts, incentives, sweepstakes, rebates, value added offers, coupons;

YOU'RE ON BROADWAY

Debit card services; credit card services; financial sponsorship of theatrical organizations;YOU ARE ON BROAD WAY;

YOU'VE GOT WHAT IT TAKES

YOU HAVE WHAT IT TAKES;Promoting the sale of the goods and services of others by providing discounts and incentives in the nature of sweepstakes, discounts, rebates, value added offers or the distribution of premiums or coupons, for those using payment cards to pay for such sales;

YOU'VE GOT WHAT IT TAKES

Financial services; namely, credit and debit card services, and charitable services namely, the promotion of athletic events through financial donations and sponsorship;YOU HAVE WHAT IT TAKES;