Equitrade International, Inc.
Equitrade International, Inc.
Account Terms & Conditions
- GIFT CERTIFICATES: Clients shall fund barter transactions with gift certificates or gift cards hereinafter referred to as Gift Certificates to be provided to Equitrade. Deposits of gift certificates into an Equitrade account generate Barter Dollars (sometimes referred to as “Barter Credits”) for the Client’s use and account, which can then be redeemed by the Client for available goods and services offered through Equitrade, either directly or its affiliated entities, or third party providers. Gift Certificates provided by the Client shall: A) be accepted same as cash; B) have no expiration date; C) be in a form and denomination acceptable by Equitrade; and D) be redeemable for goods and/or services at Client’s business location without restriction. Equitrade reserves the right to refuse Gift Certificates and/or limit the dollar amount of any Gift Certificates accepted from any Client at its sole and exclusive option.
- DIRECT TRADES: Client acknowledges that some trading activity will be made directly between clients and not with Gift Certificates. Equitrade shall make reasonable efforts to satisfy barter requests when applicable gift certificates are not available. Equitrade Client shall immediately identify himself/herself as an Equitrade Client upon initially contacting any other client for the purpose of purchasing goods and/or services. Each client shall treat the other client in the same manner, with the same professionalism, and with the same priority as any business customer. All trades between clients must be done through the exchange for which applicable fees shall be paid to Equitrade pursuant to this Agreement.
- GOODS AND SERVICES: Client agrees and acknowledges that the goods and services obtainable from it as a result of, or incident to, the use or redemption of any and all gift certificates provided to Equitrade pursuant to this Agreement shall be of first quality and suitable for use for their intended purpose by any party redeeming such gift certificates. Equitrade shall bear no responsibility for the quality and condition of goods and services. The Client is obligated to warranty its goods and services as with any business transaction, and the purchasing client shall have no claim or grievance against Equitrade for the failure of any other client or clients to deliver goods or services or any other claims of any kind, in tort or contract, against another client. Additionally, Equitrade makes no representation or warranty as to the value of any goods or services obtained by the Client as a result of the use or redemption by the Client of any gift certificates provided to it by Equitrade. If applicable, the injured Client’s sole remedy and recourse shall be against the selling client, or that other client of Equitrade that has provided the gift certificate being redeemed, and the Client specifically waives any claim or recourse against Equitrade in the event of any dissatisfaction with the goods and services obtained by the Client as a result of the use or redemption of any gift certificate(s) and/or products or services provided to the Client by Equitrade and Client, therefore, releases Equitrade from any and all liability related to or arising from Client’s transactions with other clients. Client acknowledges that Equitrade provides referrals to its clients but does not assume liability for the quality, timely delivery, warranty or dispute of any nature between clients with regard to any product or service being traded, and none shall be assumed by the Client as a result of any dealing by and between Equitrade and the Client or the Client and any other client of Equitrade.
- PRICING: Client understands that the sale of merchandise or services provided by the client as a result of the use or redemption of any gift certificate(s) provided to Equitrade by the Client pursuant to this Agreement shall be at current or prevailing retail prices. Gift certificates or barter dollars must be accepted by the Client at face value. All goods and services up to $10,000.00 shall be sold at 100% trade (up to the value of gift certificates) unless previous written approval is arranged through Equitrade. Client acknowledges that both overpricing and part cash/part trade transactions are violations of Equitrade’s policy and will result in cancellation of the Client’s account with Equitrade, and/or other sanctions.
- FEES AND BILLING: The following fees and expenses apply to the Equitrade – Client relationship throughout the term of this Agreement:
- Transaction Fee: Client shall pay a cash transaction fee of 10% of the barter credits spent.
- Account Maintenance Fee: This fee is an administration fee charged to each client in the amount of $10.00 per month cash and $10.00 per month in Barter Credits.
- Interest Charges: An additional 1.5% monthly fee (APR 18%) in cash shall be charged on the account for any past due cash fees due to Equitrade pursuant to this Agreement.
- Barter dollar fees due, if any, shall be automatically deducted from the client’s account.
- In the event of collection pursuant to this agreement, Client agrees to additionally pay attorney’s fees and reasonable collection related expenses and accrued interest of 18%, per annum, on unpaid balance.
- Checks returned to Equitrade for insufficient funds, or any other financial deficiency, will be assessed a $25.00 cash fee.
- If card charges are denied or the card expires, the Client must give Equitrade a new card or expiration date within ten (10) days or a $25.00 additional cash fee will be charged per month. Client agrees to provide Equitrade with a valid credit card or debit card account number, or ACH or E-Check account information, and the appropriate authority to enable Equitrade to debit the same for all fees and expenses due to Equitrade pursuant to this Agreement.
- Transaction fees of $1,000.00 or greater are due at the time of the transaction. Fees under $1,000.00 will be collected weekly from the credit/debit card, ACH account information or E-Check on file. Charges billed on monthly statements are due within ten (10) days after the receipt of the monthly statement. Accounts twenty (20) days in arrears will be placed on Buy Hold until balance is paid. Client's monthly statement will be considered accurate as printed unless the Equitrade accounting department is notified of any discrepancy within ten (10) days of receipt. CREDIT LINE: Purchases by Clients will be limited to the amount of barter credits accrued to their account unless a credit line has been previously approved by an officer of Equitrade. The exercise of this power shall be at the sole discretion of Equitrade with regard to principal, interest, collateral terms, and other particulars. Interest will be charged monthly at a rate of 18% per annum to all clients whose accounts are in a deficit position as this is considered a loan. The interest charge will be based upon the deficit balance as of the end of each month.
- GRATUITIES: All gratuities and tips shall be paid in cash, where applicable.
- WARRANTIES: Client warrants that all goods transferred are free from defects in design, workmanship, and material and are of merchantable quality.
- TRANSFERABILITY: Equitrade may sell, trade, and or transfer all or any part of the goods or services acquired through this agreement.
- ASSIGNMENT: Equitrade shall have the right to assign this agreement at its sole discretion in whole or in part, for compensation in any form, without restriction. Client cannot assign or transfer this agreement without prior written consent of an official of Equitrade, which may be withheld by Equitrade at its sole discretion, and is binding upon the heirs, successors, assigns, and administrators of the Client business and guarantor.
- DEFAULT: The following shall constitute acts of default: A) The failure of Client to pay any barter or cash amount due to Equitrade within twenty (20) days of due date; B) Client’s refusal to accept and/or redeem gift certificates; C) the failure of Client to abide by any of the Equitrade terms and conditions; D) the filing by Client or any Guarantor of any bankruptcy proceeding; E) the issuance of any judgment against Client or any Guarantor; or F) a material breach of this Agreement by the Client which is not timely cured upon 10 days notice of the same to the Client.
- CONVERSION OF BARTER BALANCE TO CASH. In the event that Client’s account is in default, Equitrade may, in its discretion, with a thirty (30) day written notice to Client, convert Client’s barter deficit balance due into a cash balance due if acceptable trade options no longer exist. For purposes of this paragraph, Client shall owe Equitrade $1.00 US for every 1.00 barter dollar of Client’s trade balance. Upon converting such balance to cash, if applicable, Equitrade may debit any credit card or debit card provided to Equitrade, or institute an ACH or E-Check transaction, in satisfaction of the same. Failure on the part of Equitrade to do so shall not constitute a defense to the Client, or waiver or release on the part of Equitrade, for any amounts not yet collect by Equitrade.
- NOTICES: All notices, claims, certificates, requests, demands, and other communications hereunder will be in writing and will be deemed to have been duly given when mailed (by registered or certified mail, postage prepaid) to the parties at the addresses set forth or to such other address as the person to whom notice is to be given may have furnished to the other in writing in accordance herewith. A communication given by any other means shall be deemed duly given when actually received by the addressee.
- BARTER CREDITS and TERMINATON: Client understands that the term “Barter Credit” means an electronic accounting entry with an assigned arbitrary value of one ($1.00) US Dollar used as a practical method for recording values for any transfer of merchandise or services between Equitrade clients. The Equitrade Barter Credit cannot be considered legal tender, securities, commodities, and cannot be redeemed for cash through Equitrade. Barter Credit cannot be transferred to any other barter company or trade organization without approval by an officer of Equitrade, which may be withheld for any reason. Equitrade does not claim any responsibility for the negotiability of the Barter Credit and/or for the availability of merchandise or services from any source. Client acknowledges that any Barter Credit balance held in the name of Client shall be considered by Client to be a non-interest bearing deposit.
In the event that the Client wishes to terminate its Membership with Equitrade, then in such event, client must first provide Equitrade with thirty (30) days written notice of the same, during which time the Client shall continue to pay all fees and costs due to Equitrade as agreed. At the time of the termination of the Client relationship with Equitrade, if Client maintains any Barter Credit due it from Equitrade, such Barter Credit shall remain available to the Client provided that the Client continues to pay to Equitrade all monthly fees and expenses due to Equitrade as if Client were a continuing Client of Equitrade, without interruption. To the extent that the Client fails or refuses to pay any and all fees due to Equitrade for period of less than ninety (90) days, Client’s Barter Credit shall be suspended, but shall be reinstated provided that Client pay all past dues fees and/or expenses due to Equitrade. Failure on the part of the Client to pay all fees and/or expenses due to Equitrade for a period of ninety (90) or more consecutive days shall result in an immediate revocation and termination of Client’s existing Barter Credit, if any, as of that time. Equitrade reserves the sole and exclusive right, on a case-by-case basis, to negotiate alternative terms and conditions with any one or more Clients of its own choosing, for the reinstatement of any particular Client’s Barter Credits after such termination of the same, but shall be under no duty to grant the same. Client agrees and acknowledges that Barter Credits have no cash value and that the same are not otherwise redeemable except through the Barter Credit method provided by Equitrade to its Clients unless otherwise agreed to by Equitrade, at its sole and exclusive option. Additionally, to the extent that the Client fails or refuses to pay any and all fees, costs and/or expenses due to Equitrade for a period of ninety (90) or more consecutive days, then Client relationship with Equitrade shall, unless otherwise agreed by Equitrade in writing, immediately cease. In such event Client shall be deemed to have forfeited its Barter Credits with Equitrade but shall still be required to honor all Gift Certificates provided by Client to Equitrade during the term of the prior relationship maintained by and between Equitrade and Client. Additionally, upon the Client relationship with Equitrade terminating due to the written notice from the Client to Equitrade, or due to a failure on the part of the Client to pay any and all amounts due to Equitrade, Equitrade maintains the sole and exclusive right to demand immediate payment from the Client in an amount equal to One Hundred and Ten Percent (110%) of all Client issued Gift Certificates held by Equitrade and further acknowledges that Equitrade is entitled to collect the same instanter by way of a debit of any credit card or debit card provided to Equitrade, or institute an ACH or E-Check transaction, in satisfaction of the same. Failure on the part of Equitrade to do so shall not constitute a defense to the Client, or waiver or release on the part of Equitrade, for any amounts not yet collect by Equitrade.
- TAXES: Client recognizes that sales of merchandise or services for Barter Credits are taxable events (IRS Publication 525). Client is solely responsible for the declaration, reporting and paying of all applicable local, state and federal taxes resulting from trade transactions. Equitrade is a third-party record keeper providing clients with a 1099B at the end of each calendar year. Clients who change their tax entity for which sales are reported must complete a new W-9 in a timely manner. The collection of applicable sales tax by the seller in each transaction shall be in barter credits.
- WAIVER: The failure by either party to exercise any right under this Agreement shall not be deemed to be a waiver thereof. No waiver of any term of this Agreement, whether by express agreement or by conduct in any one or more instances, shall be deemed to be or be construed as a further or continuing waiver of any other term of this Agreement.
- INDEMNITY: The client shall defend, indemnify, and hold Equitrade, its agents, officers, directors and employees, harmless from any and all loss, expense and damages, including, but not limited to, actual attorney’s fees, court costs and litigation expenses, paid or incurred as a result of Equitrade’s relationship with the client as well as “collection costs,” actual attorney’s fees, court costs and litigation expenses related to the neglect or refusal of the Client to comply with Equitrade’s Terms and Conditions (current or as amended or supplemented).
- PROPRIETARY INFORMATION: Client agrees not to use proprietary information, clients or systems concerning or related to Equitrade in competition with Equitrade. Client further agrees not to use proprietary information, clients or systems as a separate or independent company or partner with any other companies with the purpose of doing business in the barter and trade industry in competition with Equitrade.
- INTERPRETATION: This Agreement shall be construed and enforced in accordance with the laws of the State of Georgia. Paragraph headings herein are for convenience or reference only and shall not be considered or referred to in interpreting this Agreement. For all litigation arising out of or related to this Agreement, the parties agree that venue shall be in the State of Georgia.
- SEVERABILITY: The parties agree if any of the conditions of this Agreement are determined to be void or unenforceable, the remainder of the Agreement shall continue to be of full force and effect.
- BCL Soft (BCL), a third party software vendor to Equitrade utilized in the administration of the Equitrade-Client relationship, makes no representation or warranty either express or implied, and disclaims all liability, as to the fitness, quality, delivery date, merchantability, prices or any term of any barter transaction. Client agrees to indemnify and hold BCL harmless with respect to any claim, debt, or liability whatsoever, arising out of any transaction wherein the Client is a Buyer or Seller. Client acknowledges that any transaction facilitated by the Barter21 network, in which Client participates is entered into by Client on a voluntary basis. Client agrees to waive any claim, debt, or liability whatsoever against BCL arising out of any computer or software malfunction or processing errors.