Acceptance of Terms

This is a legal agreement between you, the user, together with any company or other business entity you are representing (collectively, the “User”) and Barter Systems, Inc. (BSI), with a principal place of business at 3717 Decatur Avenue, Kensington, MD 20895.
BY CLICKING THE “I ACCEPT” BUTTON, USER AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND TO LOOK SOLELY TO BSI FOR THE PERFORMANCE OF THE SERVICE. This Agreement governs the access and use of services provided by or through the BSI Web site (the “Service”). If User does not agree to the terms of this agreement, click on the “I DO NOT ACCEPT” button and do not access or use the Service. All questions concerning this Agreement should be directed to: Member Relations, Barter Systems, Inc. 3717 Decatur Avenue, Kensington, MD 20895. By accepting the terms and conditions of this Agreement, User represents, warrants and covenants that (a) User is 18 years old or older; (b) User is capable of entering into a legally binding agreement; (c) User is a resident of the U.S. and the business is duly authorized to do business in the US; (d) User is duly authorized to, and does hereby represent and legally bind, any company on behalf of which User is registering with respect to this Agreement and all transactions conducted under this account in connection with the Services. USER AGREES THAT IF BSI IS PROVIDED WITH A FALSE OR INCORRECT FEDERAL TAX IDENTIFICATION NUMBER, OTHER TAX INFORMATION OR SIGNATURE OF USER, USER MAY BE LIABLE FOR PERJURY OR OTHER OFFENSE IN ACCORDANCE WITH FEDERAL LAW, FRAUD OR MISREPRESENTATION, AND BSI HAS THE RIGHT TO IMMEDIATELY SUSPEND USER’S ACCOUNT.

UPON ACCEPTANCE as a CLIENT of BSI, I/WE AGREE:

It is hereby understood and acknowledged that this Agreement and the referenced BSI Policies and Procedures constitute the entire Agreement as between the parties for Account Applications and shall be binding upon to heirs, successors, administrator and assigns of Client. It is further understood that this Agreement will become effective when signed by the Client and approved by an officer of BSI. The individual signing this agreement hereby states and warrants the he/she has the authority to sign contracts on behalf of the Client, and that the Client is registered to do business in all States where it operates, is in Good Standing in all such States and will remain in Good Standing in all such States during the duration of this Agreement.

Trading Policies & Procedures

A. Buyer must have a valid, signed identification card to make a purchase. Client is solely responsible for all changes made on card(s) issued to Client's account.

B. Because of high Client demand and short supply, certain items may be available on a limited basis only. BSI is committed to provide only those products or services actually available in the exchange system.

C. An authorization must be obtained from BSI for each purchase.

D. Products and or services are to be traded at fair market prices. BSI has the right investigate any complaint of overpricing. Violation may subject the Client to suspending trading, adjustment to the transaction involved or termination.

E. Purchases by Clients will be limited to the amount of trade dollars accrued to their accounts unless secured by collateral and approved by an officer of BSI. Client grants to BSI the right and power to make trade dollar loans to any client on terms and conditions consistent with the Client's credit status and the ability to repay the loan. Interest of .8% in trade will be charged to accounts with a deficit trade balance as of the end of the month.

Liability for Trade Dollars

Client acknowledges that trade dollars in the trade exchange (positive balances) are the liabilities of persons who have spent more than their earnings (negative balances); that there is a creditor/debtor relationship between such persons, and that trade transactions incur the normal business risks associated with any credit transactions. BSI is not responsible for negative balances of clients and for losses, but shall have full responsibility for all trade dollars that it uses like any other client on the trade exchange.

F. Clients may request their account be placed on hold under the following conditions (a) the account is in a positive trade status, (b) sufficient notice is given to BSI and (c) the account is not on the suspended trading list.

G . Trade dollars shall not be considered as legal tender, securities or commodities, by either BSI or its clients, and may not be redeemed for cash.

H. Memberships may not be transferred or sold without BSI approval.

I. A $25 cash credit, applied toward current or future transaction fees, will be given to Clients who sponsor a NEW Client that joins BSI.

J. Trade transactions are entered into on a voluntary basis between Clients. Although BSI may give referrals as a service to its Clients, BSI assumes no responsibility for the quality, timely delivery, warranty or dispute of any nature between Clients with regard to any product or service being traded. BSI is functioning in a brokerage capacity and Client does hereby indemnify and hold BSI harmless with respect to any claim, debt or liability whatsoever, arising out of trade transactions wherein Client is a buyer or seller. This shall include but not be limited to, professional malpractice claims, contractor/client disputes or claims of product liability. It is understood that the Client may not be considered a creditor of BSI or Clients of the exchange in relation to Client's ability to spend Trade Dollars from his or her account.

K. The collection, declaration and reporting of all applicable local, state and federal taxes resulting from trade transactions rests solely with the Client. Barter sales are taxable events.

L. Cash transaction fees resulting from client purchases are due and payable upon receipt of the monthly statement. BSI RESERVES THE RIGHT TO SUSPEND ALL TRADING OF CLIENTS WHOSE FEES ARE NOT PAID BY THE 30TH OF THE MONTH IN WHICH THE STATEMENT IS RECEIVED. Any transaction fees that remain unpaid beyond the end of the month that they are due, will be assessed a cash penalty equal to 1% per month on the fee amount that is outstanding. Cash transaction fees on trades of 5000 trade dollars or more are due and payable in advance. BSI reserves the right without notice to Client, to suspend client's trading privilege until the account is current.

M. Client or BSI may cancel this Agreement after 30 days written notice. Upon cancellation, all trade dollars due Client must be spent within 90 days on products and services available through BSI. Any trade remaining in Client account after the 90 days will revert back to BSI. Any outstanding balance due BSI must be paid in full within 30 days, in cash. In the event this obligation is referred to an attorney with or without suit, Client agrees to pay, in cash, attorney fees and costs.

N. BSI may, at its option, request advance payment of Client Transaction fees. Outstanding fees and fees on the trade balance are due in advance of any spendout. Client agrees that in any dispute where BSI is suing Client collect fees or negative trade balance credits (trade dollars) , the exchange rate for each BSI trade dollar owed is equal to on US dollar.

O. If, after one year, an account has not had any activity (buy or sell), and the account remains with a zero balance, BSI shall have the right to close that account. Client acknowledges that, from time to time, Client firms will cease doing business, abandon or otherwise exit the BSI network leaving a debit or credit balance in their trade account. Further, BSI maintains an account termed "Debt Reserve," wherein the debit or credit balances are charged or credited. If BSI loses contact with an account due to a disconnected telephone and/or continued returned mail, and the Client has not attempted to notify BSI of this change of status, BSI will close the account after 60 days and credit any trade dollars to BSI's Debt Reserve account.

P. All sales made in the BSI showroom to BSI clients would require the sales tax (all purchases) and transactions fees (purchases over $100) to be paid at point of sale. The BSI return policy on showroom purchases is 14 days from date of purchase.

Q. Retention and/or use of the BSI Barter Card constitutes acceptance of the Agreement with all terms and conditions as a Client of BSI. BSI shall give 30 days notice of such change, deletions or additions.

R. Major construction and other long term trade projects should have all estimates written form. The seller can request an initial deposit, with a phased payment schedule thereafter based upon the satisfactory completion of each part of the project.

S. Client's monthly statement will be considered accurate as printed unless the BSI accounting department is notified of any discrepancy within 14 days of receipt. BSI will charge client a Research Fee of 5TD's per statement for all copies of monthly statements, if this request is not directly related to a disputed item appearing on client account.

T. Direct trades between clients to avoid transaction fees are prohibited, and if consummated, are subject to our normal transaction fee on both sides, payable on demand. Such trades may also result in suspension or termination of this Agreement.

U. BSI may place a Client's account on hold and/or cancel this agreement if one or more of the following situations exist: BSI has received 2 written complaints on a given Client for either proof of poor performance or attempting to charge in excess of Client's retail prices. Client has committed fraud, either on other Clients or against BSI. Client is not following his/her contractual agreement with BSI. Client has exhibited unprofessional behavior in dealing with BSI staff or in the conduct of trades with other BSI Clients.

V. A $20 cash booking fee will be included on all transactions involving local Clients purchasing travel, restaurants or other forms of entertainment from exchanges other than BSI. A $25 cash cancellation charge will be assessed to Clients for reservations which are confirmed and then canceled. In addition, a minimum trade charge of one night's room rate may be added by the exchange through which the booking took place.

W. Any Client checks returned to BSI for insufficient funds, or any other financial deficiency, will be assessed a $30 cash fee. Requests for replacement BSI cards because they were lost or stolen will carry a 10TD cost per card.

X. In the event the Exchange were to terminate or otherwise cease doing business: (1) the aggregate credit/debit balance of the Member Debt and Forfeitures Account would be credited/debited pro rata among all Exchange client accounts and (2) all member businesses with negative trade account balances will pay amounts they owe in cash into a fund. The fund, less expenses, will be distributed pro rata to all clients who have positive trade account balances. Thus, all member businesses with positive trade balances will receive cash for their trade dollars to the extent that funds permit. BSI shall not be liable to any Client or person for cash/trade dollars beyond the distribution of such funds as aforesaid. If this agreement is canceled by a BSI client, there shall not be any refund of transaction fees or membership fee.