The Other Fine Print
1.0 Continuing Service Fees: Member shall pay the following:
i) One time set up fee: $299 + GST cash.
ii) Monthly Service Fees: Monthly administration charges $25 + GST cash
iii) Transaction Service Fees: Cash service fee of 7.5% on all transactions including (purchases and sales) carried out by Members during the month.
1.1 Late Payment: Members who choose not to pay their accounts within (30) days of the statement date will be charged interest in cash on the outstanding cash fees as shown on their statement at the rate of four percent (4%) per month. An overdraft fee of zero percent (0%) interest will be charged to a member’s account on negative trade balances.
1.2 Affiliate Charges: Purchases made from any other independent trade exchanges outside the Exmerce trade exchange will be subject to an additional 4% cash one-time transaction fee. This amount reflects the additional cost to Exmerce to broker these transactions.
1.3 All cash fees are computed based on the gross value including GST taxes of each sale or purchase with other Exmerce Members, and/or trade exchange affiliates. Every transaction involving Exmerce trade dollars shall be subject to the transaction fee set out in Section 1.0 above. All fees are in payment for services rendered in processing Members into the exchange system, maintaining records and facilitating the Member’s use of the exchange. All dollar amounts are in lawful money of Canada.
1.4 Cash transaction fees are due on the 1st business day of the month following the statement period. The fees will be charged against the Member’s Master Card, Visa or charged to their bank account no sooner than the 1st day of the month. Exmerce reserves the right to suspend all trading of members whose accounts are not paid by the first business day of the month that the statement is received.
1.5 The member agrees that if this authorization is withdrawn, it must be replaced by another method of back up payment immediately (no more than 14 days) of the notification or risk termination of the account.
ii) The Member agrees to provide Exmerce with an authorization to charge the Member’s MasterCard, Visa credit card or a direct debit to the Member’s bank account in respect of all cash fees due pursuant to this Agreement.
1.6 Any Member that has a charge returned to Exmerce by the bank for which an authorization is declined will be charged a $25.00 (cash) processing fee.
1.7 Purchases: A Member must have a valid, signed, current identification card (Exmerce Membership Card) in order to make a purchase. The Member is solely responsible for all charges made on Exmerce Barter card(s) issued on Member’s account until such time as the Member notifies Exmerce of loss or theft of any such card. Exmerce Membership Cards will be issued only by written authorization from the Member who signed the account Application and Agreement.
1.8 Exmerce shall continue to use its commercially reasonable efforts to solicit new businesses having products and services to satisfy the needs of all Members. Because of high Member demand and short supply, certain goods or services may be available on a limited basis only. Exmerce is committed to provide trading opportunities only for products or services actually available from Members in the Exmerce exchange system. The Member holds Exmerce harmless from any and all liability, including third party liability, arising as a result of Exmerce being unable to meet any Member’s need for specific goods or services, it being acknowledged and agreed by the Member that it is the duty of other Members of Exmerce to supply any such goods or services. Resolution of disputes between Members is the sole responsibility of the buyer and seller, who agree to hold Exmerce harmless in any such dispute.
1.9 Any Member whose account has been suspended pursuant to Section 1.4 above shall not be permitted to make any purchases without paying all cash amounts owing to Exmerce and without prepaying the cash fees pertaining to any proposed purchase.
2.0 The selling Member’s account will be credited, and the buying Member’s account will be debited for the amount of Exmerce trade dollars in each transaction. The selling Member and buying Member will pay transactions service fees to Exmerce as outlined in Section 1.0.
2.1 Sales: To receive credit for transactions, Seller must:
i) Obtain an authorization number from the Exmerce office on each transaction prior to sale; and
ii) Obtain the Buyer’s signature on an Exmerce trade slip or other document clearly stating that the purchaser accepts the goods or services and agrees to pay in full on their Exmerce account with the amount and the account number of the buyer displayed.
2.2 In the event that the Buyer disputes a charge within 6 months of it appearing on the Buyer’s statement, buyer must notify Exmerce in writing of such dispute. Upon receipt of such written notice, Exmerce will forward such dispute to the Seller. Such disputed item will be reversed by Exmerce unless a signed trade slip or document is forwarded to Exmerce within 10 days of such written notice. If such a signed trade slip or document is forwarded to Exmerce as aforesaid Exmerce shall not reverse the transaction. For greater clarity, it is acknowledged that transactions slips with no signature from the buyer are not reversible after 6 months without permission from the seller.
2.3 Selling Member shall furnish all materials and labour for 100% trade at Member’s normal prevailing cash prices unless otherwise approved by Exmerce as a cash/trade blend category. Individual transactions of $20,000 trade dollars or more may be negotiated for a partial cash payment upon prior approval by Exmerce and the Members.
2.4 Any Member who charges more than his normal prevailing cash prices for any barter transaction shall be subject to immediate termination from Exmerce at the sole discretion of Exmerce.
2.5 Credit: Purchases by Members must be limited to the amount of Exmerce trade dollars in the Buyer’s account plus their available credit amount. Members may receive an automatic initial (trade) credit line upon the initial set-up fee being paid. Members wishing to apply for a loan greater than this amount may submit an application for approval by Exmerce. Members will be required to compensate Exmerce in cash on demand for any deficit amount in their trade dollar account resulting from purchases made without sufficient trade dollar balances or without prior loan arrangements. Exmerce and/or its owners may authorize trade dollar borrowing by its members. This borrowing shall be strictly limited, as Exmerce in its sole discretion shall decide and shall be documented as to principal, service fees, terms and obligation to repay.
2.6 Any cash fees left unpaid on an account for 60 days from the statement date may result in suspension of your Exmerce trade account and line of credit.
2.7 Stand-by: Members may request their account to be placed on stand-by status: (not selling) under the following conditions:
i) Member’s account must not be in a trade deficit position and;
ii) Member must give 5 days notice to Exmerce.
2.8 Upon receipt of a request to go on stand-by status from a Member, provided that the Member is not in a deficit position. Exmerce shall notify the Member in writing of the effective stand-by date. The Member may not decline to accept Exmerce transactions prior to such effective stand-by date.
2.9 Exmerce trade dollars are a unit of account denoting the right to receive, or the obligation to pay one Canadian dollar’s worth of goods or services available within the Exmerce trading system. Their purpose as a unit of account is to facilitate commercial barter exchange of the goods and services of Exmerce Members. Members agree to accept Exmerce trade dollars as final payment for sales to other Members. They may not decline to accept trade dollars except as provided in Paragraph 2.9 above.
3.0 Trade dollars shall not be considered as legal tender, securities, or commodities, by either Exmerce or its Members, and are not redeemable for cash. A member who violates this may be automatically terminated from membership.
3.1 Notwithstanding the foregoing, the Members acknowledge and agree that barter transactions are fully taxable and reportable and are subject to income tax and goods and services tax (GST) and/or retail sales tax and acknowledge their obligation to report same to Canada Revenue Agency and to any provincial sales tax authority.
3.2 Status of Trade Dollars: Memberships may not be transferred or sold without Exmerce approval, which Exmerce may withhold at its sole discretion.
3.3 Limitation of Liability: The Member acknowledges that Exmerce creates a market place for buyers and sellers, making efficient barter exchange possible by informing Members of buying and selling opportunities and upholding reasonable rules for barter commerce. Exmerce is not a broker, or agent representing buyer or seller, and is not responsible for any loss that a Member incurs as a result of using the Exmerce barter exchange. The Member acknowledges that:
1) it uses barter exchange at its sole risk;
2) It enters Trade transactions on a voluntary basis; and
3) that Exmerce role and obligations are confined to recording the transactions. Members agree that Exmerce is not responsible for the quality, timely delivery, warranty or dispute of any nature between Members with regard to any product or service being traded. Members are advised to exercise the same diligence when entering into trade transactions as when entering into ordinary cash transactions. Members hereby indemnify and hold Exmerce and its directors, officers, employees and agents harmless with respect to any claim, debt, or liability whatsoever, including third party liability arising out of or in respect of any transaction wherein the Member is a buyer or seller. Members hereby release Exmerce, its directors, officers, employees and agents from any liability for claims arising in contract or tort, including those based upon negligence or gross negligence by Exmerce which the Member, or anyone claiming though or under the Member, may make arising as a result of Member’s participation in the Exmerce barter exchange or any related or ancillary activities.
3.4 Termination: Failure to make payment of cash fees due and owing on an account within 120 days from the statement date may result in suspension or termination of the Member at the sole discretion of Exmerce and may also be the subject of legal collection action and of adverse reporting to credit agencies.
3.5 The Member or Exmerce may cancel this Agreement after 30 days written notice. Upon cancellation, all trade dollars due to the Member may be spent upon the Member prepaying any cash fees which will arise as a result of such purchases. Any outstanding trade account balance due to Exmerce must be paid in full within 30 days, in cash. If this Agreement is cancelled for any reason there shall be no refund of the initial set-up fee, monthly maintenance fees or transaction fees paid to Exmerce hereunder. Any Exmerce card issued is the property of Exmerce and must be returned upon request.
3.6 This agreement may be terminated by Exmerce for improper trade practices as set out in Section 2.4.
3.7 Amendments: Exmerce may from time to time, publish bulletins or directories containing modifications or additions to the Membership Agreement, by which the Member agrees to abide. Retention and/or use of the Exmerce card constitutes acceptance of the current Exmerce Agreement in place from time to time, and trading policies and procedures with any modifications comprising all terms and conditions as a Member of Exmerce.
3.8 Statements: Exmerce shall provide the Member with a monthly statement showing all transactions processed through the Member’s account, and all cash and barter fees due and owing to Exmerce and paid by the Member to Exmerce.
3.9 Member’s monthly statement will be considered accurate as printed unless the Exmerce accounts department is notified in writing of any discrepancy within 10 days of receipt of the statement.
4.0 General: Time shall be of the essence in this agreement. This agreement will be construed and enforced in accordance with the laws of the province of Alberta. Forbearance or indulgence by Exmerce Barter Inc. shall not constitute a waiver of the obligations to be performed by the Member under this agreement, and Exmerce Barter Inc. shall be entitled to any remedy available to it under this agreement or by law notwithstanding such forbearance or indulgence.
4.1 The Member will pay all costs and expenses including legal fees to Exmerce incurred in enforcing any part of this agreement.
4.2 This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors and assigns.
4.3 In the event that any provisions of this Agreement shall be invalid, illegal or unenforceable it shall not affect the validity, legality or enforceability of any other provision of this Agreement.
4.4 Guarantee: I/We hereby agree that the Exmerce Trading Policies and Procedures are made a part of the agreement in the Province of Alberta and have been received and read. If a member is a company then the undersigned guarantor of the company, and if not a company, then all signatories hereto and any additional cardholders, are jointly and severally liable for payment for all purchases and fees outlined in the agreement, and further the guarantor, signatories and additional cardholders hereby guarantee the repayment of all debts and liabilities of the Member arising from the agreement. This guarantee shall be a continuing guarantee and shall continue in full force and effect until all liabilities of the Member shall be fully paid and satisfied, and the said guarantor, signatories and additional cardholders will at all times hereafter indemnify and keep indemnified Exmerce against all claims in respect of the debts and liabilities that may be incurred by customer, or incurred or become payable by Exmerce in respect thereof.
4.5 If a member makes a purchase using their trade dollars for a non-Exmerce member in exchange for cash, the seller through Exmerce has the right to:
1) Accept the purchase transaction on 100% barter.
2) Decline the transaction at their discretion.
3) Accept the trade transaction on a 50% cash + 50% trade basis.
4.6 If a member account has been inactive with no buy or sell transactions for 12 months, the status of the member account becomes dormant. Prior to a member account being dormant, Exmerce will send written notification to the member about their dormant trade account. If a member does not respond, the trade funds will be transferred to Exmerce Barter Inc.