- Carolina Barter
- 3290 Ashley Phosphate Rd.
- Charleston, SC 29418
- Telephone: (843) 720-9604
- Fax: (843) 725-4734
CBE serves in a brokerage capacity, facilitating trade among members by means of the appointment of independent agents as local brokers who will provide information on participating Members and available products and/or services. Member understands that the Member has the exclusive and sole responsibility of initiating and using the services of the Exchange System in general, in order to derive economic benefit. The responsibility for the conduct of trade is exclusively that of the participating Members, as the buyer and the seller of goods and/or services. CBE will use its' our best efforts to accurately record trades, to administer these Rules in accordance with their terms, and to broker Members' products and services. However, Member acknowledges and agrees that the sole principals in trade are the buying and selling Members involved, that trades are entered into voluntarily, and that CBE is not the agent of any client, nor the guarantor of any transaction or trade dollar. Notwithstanding the foregoing, CBE May participate in any trade as the seller or buyer.
A "trade" is a barter purchase or sale of products and/or services whereby payment is made in trade dollars posted to a Member's account pursuant to these Rules and Regulations. A trade dollar is equivalent to a cash dollar for accounting purposes. The term "trade dollar" means a book entry with an assigned arbitrary value, which is determined by the buyer and the seller as a practical method of recording the value of a transaction, which resulted in either transfer of products or services between the two Members in the Exchange System. Ownership of trade dollars denotes the right to receive products or services available from other Members in the Exchange System. Trade dollars may be used only in the manner and for the purposes set forth in these Rules. Trade dollars will not be considered legal tender, securities, or commodities. Trade dollars may not be redeemed for cash, expect as provided by these Rules. We disclaim responsibility for the negotiability of trade dollars or for the availability of any particular product or service from any source. Trade dollars may not be sold, transferred, assigned, pledged or otherwise disposed of other than as allowed by these Rules. Under no circumstances shall CBE be required to recognize any third party claiming to own or have any interest in any trade dollars.
Member acknowledges that trade dollars in the Exchange System (positive balances) are the liabilities of persons who have spent more than their earnings (negative earnings); that there is a creditor/debtor relationship between such persons, and that trade transactions incur the normal business risks associated with any credit transactions. Trade dollars are the liabilities of Members who owe the Exchange System. CBE is solely liable for its' own trade dollar indebtedness.
Member authorizes CBE to establish and maintain a bad debt reserve fund to be administered by appropriate rules and regulations that may be adopted by CBE from time to time. For example, by charging accounts an amount in trade dollars; the use of abandoned or surrendered positive balances by former Members and the use of other trade dollar charges to be paid to such fund. The administration of all bad debt reserve funds shall be determined and governed solely by CBE.
Member grants to CBE and the Exchange System the right and power to make trade dollar loans to any Member on the terms and conditions consistent with Member's creditworthiness and ability to repay. Member understands and agrees that the exercise of this power shall be at the sole discretion of our management with regard to principal, interest, terms and conditions, lending policy, and other particulars. Members desiring to apply for a loan may be required to submit a loan application, financial statement, credit agreement, promissory note, prepayment of cash transaction fees, and equivalent collateral prior to approval. CBE and the Exchange System are under no obligation to extend credit to any Member at any time. CBE will use its' best efforts to ensure timely repayment of principal and interest, appropriate collateralization, and perfection of security interest in all loans. Member grants to CBE and the Exchange System the right to extend loans in trade dollars to trade exchange owner operators whose exchange systems have become "deficit spent" and who wish to endorse the conversion of their client's trade credits into CBE trade dollars. Member acknowledges that such conversions are designed to improve Member growth while providing a mechanism to increase the available trade dollars in circulation in order to benefit the Members of the Exchange System at large, and that conversion loans are generally made predicated on a payback analysis only and not on specific collateralizations. Member acknowledges that, in consideration of the loan management services CBE provides, which will result in benefits to Members (e.g., from additional sales and greater availability of services and products) all interest, fees, charges, and any other proceeds, from such loans shall be our sole and exclusive property.
If the cumulative total of member's sales and any other credits is greater than your purchases and any other trade dollar charges, you will have a positive balance; conversely, if your purchases and any other trade dollar charges exceed sales and any other credits, you will have a negative balance. If you have a negative balance, you cannot refuse trade sales.
CBE may issue a credit line on any account and can change the credit line effective immediately without notice. Member agrees not to make any purchases that would cause the balance of their account to exceed its' credit line. Member's obligation to repay a loan or negative balance is not relieved in any way by any conditions that result in a lack of trade sales. CBE does not have the duty or responsibility to generate trade sales for Member to enable Member to repay a loan or negative balance. The obligation to repay is solely Member's.
CBE shall use its' best efforts to solicit new businesses having products or services to satisfy the needs of all Members. Neither CBE nor the Exchange System are responsible if Members cannot find specific products or services to buy from other Members, or other Members interested in buying products or services from you.
All your fees and charges, including initial registration fees, cash transaction fees, and other charges by CBE are in payment for services rendered in processing Members into the Exchange System, operating the clearinghouse and brokerage functions, administering these Rules, establishing and maintaining records, and facilitating Member's use of the Exchange System. Member agrees to pay us the full amount of such fees within ten (10) days of the monthly statement date; otherwise CBE will apply interest on the outstanding balance at the rate of one and one-half percent (1.5%) per month from the monthly statement date. Additionally, if Member does not pay your cash fees within thirty (30) days from the monthly statement date, you agree to waive all rights to usage of any positive trade dollar balance in your account(s) and grant us the right to freeze such balance so long as cash fees remain outstanding. All cash fees billed on the monthly statement are payable to our Corporate office, 3290 Ashley Phosphate Road, North Charleston, SC 29418.
CBE desires to issue dollar credits in connection with trade drafts accepted by you according the following procedures:
CBE is not responsible for posting trade drafts received seven (7) days after the date of the sale. Trade drafts received without the buyer's signature may be returned to Member and we may refuse to honor such transactions. CBE has the right to reverse a transaction due to noncompliance with these Rules, in which event it shall be Member's responsibility to collect from the buyer. All transactions are subject to final audit and verification by CBE, and in case of inaccuracies, CBE may debit or credit any Member's account without notice, as a result of such error.
Before you accept a trade draft in making a trade sale, you will need to obtain an authorization code from the authorization center if:
The trade dollar amount of a transaction is above the current floor limit. All transactions made in one department by any one sales person
If CBE does not receive a trade draft with an authorization code in seven (7) days from the date the authorization code was issued, the authorization code will expire and the trade draft will be considered to have never received an authorization code.
If Member does not obtain an authorization code in any of the circumstances described above, CBE can reject the trade draft or if CBE accepts it, it will be on a full recourse basis.
The following procedures apply to transactions involving special orders, construction jobs, service work, or long-term leases and other work-in-progress transactions.
All trades must be executed at a 100% trade price up to a per-transaction level of $5,000.00. All trades exceeding this value may be traded at a percentage identified as mutually acceptable by the buyer and seller. Any partial percentage trades below this value must be specially approved by CBE.
If pre-existing, cash based relationships exist between two members of the Exchange, any trade transactions must be authorized by both parties. There is no contractual obligation to accept trade transactions if a pre-existing cash relationship exists.
Seller agrees to pay transaction fees on all sales generated through the Exchange System.
Seller shall obtain an authorization code for all mail or telephone sales, and will enter in the space provided for the buyer's signature on the trade draft, the printed name of the individual making the purchase and the notion that the order was placed by mail, telephone or facsimile. An authorization code must be obtained for all such sales. CBE will not accept liability surrounding such sales if a dispute arises.
Member will establish a fair policy for the exchange and return or allow price adjustments for merchandise or services deemed unsatisfactory. Member is required to mail a trade credit draft to us within three (3) business days. CBE has the right to debit your account for the amount of refund due the buyer and any interest adjustments that are appropriate because of reversing or adjusting the amount of a transaction that Member previously received credit for.
Member will receive a credit to your account for the amount of a returned purchase. The trade credit draft for this credit should be filled out and signed by the seller, who should give a copy to you. It is the seller's responsibility to mail or deliver the trade credit draft to us promptly so we can credit your account. We are not responsible for seller's failure to mail or deliver the trade credit draft promptly or if the seller does not have the amount of the purchase available to issue a trade dollar credit.
CBE will issue monthly statements to Members by mail and/or email reflecting account activity and monies due and owing to CBE. Interim account activity summaries may be requested at any time at no charge. NSF check returns will be charged a cash fee of $25.00 per incident without limiting any other legal remedies CBE would have.
If Member thinks the statement is wrong, contact CBE with any questions. CBE must hear from Member no later than thirty (30) days after CBE have sent Member the first statement on which the error or problem appeared. If your question is not answered to your satisfaction, please submit a formal inquiry in writing containing:
After CBE receives written notice, we will not try to collect any cash fees associated with a transaction you question, or report you as delinquent. We can continue to bill you for the amount in question, including finance charges. Members do not have to pay any cash fees questioned while CBE investigating, but you are still obligated to pay your cash fees that are not questioned.
Trade transactions between Members are entered into on a voluntary basis and although we may give referrals, act in our brokerage function and record trades, any disputes are only between the buyer and seller and shall be settled by the parties themselves.
We make no representation of warranty either express or implied, and disclaim all liability as to the fitness, quality, delivery date, merchantability, prices or any other term of any transaction. You do hereby indemnify and hold us harmless with respect to any claim, debt, damages, cost or liability whatsoever arising out of any transaction where you are a buyer or seller.
CBE has the right, but not the obligation, to inquire into complaints of Trading Rule violations by a Member. Member grants us the right to take the actions, which, in our sole discretion, are deemed necessary to ensure fair dealings. Violations of these Rules or the Application or Agreement may result in termination of Member's account and/or immediate adjustments to the transactions involved.
CBE has the right to reject or charge Member's account at any time for the full amount of any trade draft without notice, in any circumstance surrounding that trade draft where Member breached any term, condition, warranty, or representation of this Membership Agreement. No failure by CBE or any other person to give any notice or obtain consent from Member, and no extensions of time given to, or other arrangements made with, the person who signed any trade draft presented to CBE by you shall limit or impair any right or remedy we have in this Client Agreement.
Negative trade balances are charged interest (Finance Charge) and will be debited to your account each month. You will be notified thirty (30) days prior to any change in interest rate.
We will compute the Finance Charge on Member's account(s) by applying a monthly periodic rate to the balance of your account(s) subject to the finance charge. The yearly rate will be subject to change; you will be notified thirty (30) days prior to change.
The balance subject to the Finance Charge on your account(s) is computed by the "average daily balance" method. Member agrees that CBE will debit Member's account for the Finance Charge computed in the manner described above.
CBE reserve the right, but are not obligated, to inquire into the complaints of overpricing by a Member. Violations may result in termination of Member's account and/or immediate adjustments to the transaction involved.
Direct trades between Members which would avoid cash transaction fees are prohibited, and if consummated, are subject to a ten (10) percent cash transaction fee payable upon demand; such trades may also result in suspension or termination. Member shall not execute a CBE trade draft with the sellers name left blank or receive a third party trade draft.
Member shall abide by applicable Federal, State, or Local law or regulations appropriate to any trade and CBE shall not be responsible for any failure on your part to comply. Member agrees not to hold CBE, or any officer, director, employee, agent, owner, or anyone acting on behalf of CBE, liable for any action it/they take to comply with applicable laws or regulations.
Seller shall charge the appropriate sales tax and excise taxes and collect and record these on the trade draft at the time of the sale. Under no circumstances will CBE be responsible for paying any sales, excise, use, or other such tax on behalf of any Member. Members are advised that transactions involving trade dollars are generally treated as taxable events for Federal, State, and Local tax purposes. Member is solely responsible for the declaration and reporting of all applicable Local, State, and Federal taxes resulting from trade transactions. Further, that CBE is required by Federal Law to obtain your correct taxpayer identification number (you are required by law to provide such number) and to report all your trade sales to the IRS. Failure to provide the correct taxpayer identification number may result in our not accepting your application or the termination of your account at our sole discretion. Member agrees not to hold CBE, or any officer, director, employee, agent, owner, or anyone acting on behalf of CBE, liable for any actions we/they take to comply with Federal, State, or Local tax laws.
In connection with the Member Agreement, Member has provided other information to or any officer, director, employee, agent, owner, or anyone acting on behalf of CBE, regarding, among other things, the identity of principal owners, the form of business organization, credit information, and the types of goods and/or services you sell. Member warrants and represents that all information is true and correct and that Member will promptly notify or any officer, director, employee, agent, owner, or anyone acting on behalf of CBE, of any and all changes that may occur from time to time regarding this information.
CBE reserves the right, at its' sole discretion, to suspend Member's trading privileges if Member is in violation of any Local, State, or Federal Law, engaged in overpricing, direct trades, or otherwise breach these Rules of the Member Agreement, or have cash fees due to or any officer, director, employee, agent, owner, or anyone acting on behalf of CBE, which are more than thirty (30) days past due. In the latter case, Member's trading privileges will be reinstated upon payment being applied to Member's account. Cash fees received after 3:00 pm E.S.T. will be applied to Member's account the next business day.
The unenforceability of any provision of this Member Agreement shall not affect the enforceability or validity of any other provision.
Either party may terminate this Member Agreement upon written notice to the other party. Immediately upon termination, all cash and trade dollar fees and charges outstanding become due and payable.
Member's entire obligation under this Client Agreement, such as but not limited to any trade draft or trade credit draft presented or signed by CBE shall survive any such termination.
CBE may require cash payment in U.S. currency for your negative balance in the amount specified in the following situations:
All cash payments to pay off a negative balance will be credited by the unit of measurement of one (1) United States dollar to one (1) trade dollar.
Our Independent Contractors may also be Members of the Exchange System and as such are free to buy and sell on trade but do so solely on their own behalf and do not represent us. Every provision of our Trading Rules and Regulations applies to our Independent Contractors when they engage in transactions as Members of the system. We are not a party to, and are not responsible for, transactions between Members and our Independent Contractors.
If CBE must take legal action against Member to enforce any provision of these Trading Rules and Regulations and the Application, and Client Agreement, we shall be entitled to recover reasonable and necessary attorney's fees, costs and interest at the highest legal rate allowed by law from the date of default until payment.
Member's account is not assignable or transferable without our express prior written consent.
Unless otherwise stipulated in writing between the parties to this Client Agreement, Member authorizes us to notify and advertise to other Members the availability of your products and services.
The buying client shall pay all tips or gratuities in cash at point of purchase.
Member authorizes CBE to make whatever credit investigation is deemed appropriate and to exchange any information received in the course of such investigation. CBE may request reports from credit reporting agencies. If Member asks us whether a credit report was requested, you will be informed, and if we have a credit report, you may request the name and address of the agency that supplied the report.
On all products and services owned and sold by us, the sole and exclusive warranty made by us, as Seller, is that we have title to such products, free and clear from any lien or encumbrance. Other than set forth above, products are sold, "As is, where is". With respect to any products or services purchased by Member from us, you recognize that such items are produced and provided by others and not by our affiliates or CBE. We make no warranty either express or implied, by operation of law otherwise as to the merchantability or fitness for a particular purpose of such products or services, and you shall look solely to the manufacturer, distributor, or retailer of such merchandise for any warranty.
Member grants CBE a security interest in all trade dollars to be credited to Member's account for the amount of all unpaid cash fees. If Member becomes insolvent or bankrupt, all cash fees shall be due and payable in full. Upon filing of Petition under Chapters 7, 11, or 13 of the Bankruptcy code, or an Assignment for the Benefit of Creditors, no trade shall be allowed until all cash fees due us have been paid in full. If the Petition under Chapter 7 of the Bankruptcy Code is filed by or against Member, or if the plan filed pursuant to either Chapters 11 or 13 does not provide the full payment of all cash fees due to CBE, we shall have the option in lieu of filing as a creditor, of treating the trade dollar balance equal in value to the amount of cash fees owing, and terminating the account; provided however, that if we do receive all of our cash fees in full, we shall re-credit the trade dollars to your account.
CBE is the only responsible for commitments and representations made in writing by a duly authorized officer of the Trade Exchange. Franchises, agents or other employees have no right to bind CBE to any obligation or representations whatsoever without such written authorization. In the event of a dispute between CBE, and Member resulting in a judgment entered on behalf of you against CBE, you agree that CBE, shall have the right to satisfy said judgment in CBE, trade dollars.
Our failure or delay in exercising any right shall not operate as a waiver; any single or partial exercise of a right shall not preclude any other or further exercise of any right. The remedies of CBE are cumulative and are not exclusive of any remedies provided by law.
If the Exchange System terminates or otherwise ceases to do business, all Members in a negative trade dollar position will pay amounts they owe in cash (one trade dollar being equal to one dollar in cash US currency) into a fund. The fund, less expenses, will be distributed pro-rata to all Members who are in a positive trade dollar position. Thus, all Members having a positive balance will receive cash for their trade dollars to the extent that the funds permit. CBE shall not be liable to any Members for cash or trade dollars beyond the distribution of such funds as aforesaid, except as provided in section four (4) of the Trading Rules and Regulations.
If CBE reasonably believes that Member(s) are spending-out trade balance in anticipation of canceling future participation in the Exchange System, or if Member has requested termination; and/or have been terminated, then CBE shall require the pre-payment of all cash fees on the remaining trade balances held in Member's account.
The section captions in these Rules are for convenience only and shall not affect the interpretation or meaning of any term or provision hereof.
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