ETX INTERNATIONAL TRADING RULES
- INTENT OF PARTIES
- MANAGERS ROLE
- MANAGERS DELEGATES
- APPLICATION FOR MEMBERSHIP
- NATURE OF TRADE CREDITS
- TRADING : Business Services
- RECORDING OF TRANSACTIONS
- TRADERS OBLIGATIONS
- CONFIDENTIAL TRANSACTIONS
- TRADER TRANSACTIONS
- INTERNATIONAL TRANSACTIONS
- BAD DEBT RESERVE
- TRADE FACILITIES
- SUSPENSION & TERMINATION
- INDEPENDENT CONTRACTORS
- NO GUARANTEES
- WIND DOWN
These Rules establish one of the world’s first truly international trade exchange enabling trade amongst Traders on national and international platforms.
- INTENT OF PARTIES
- MANAGERS ROLE
- MANAGERS DELEGATES
- APPLICATION FOR MEMBERSHIP
- NATURE OF TRADE CREDITS
- TRADING : Business Services
- RECORDING OF TRANSACTIONS
- TRADERS OBLIGATIONS
- CONFIDENTIAL TRANSACTIONS
- TRADER TRANSACTIONS
- INTERNATIONAL TRANSACTIONS
- BAD DEBT RESERVE
- TRADE FACILITIES
- SUSPENSION & TERMINATION
- INDEPENDENT CONTRACTORS
- NO GUARANTEES
- WIND DOWN
The PARTIES participating in the ETX INTERNATIONAL EXCHANGE TRUST (called herein “E Banc Trade”, “Empire Trade”, Empire Trade Exchange “E Planet Trade”, “the Trade Exchange” OR “the Exchange”)or Access Commercial are:-
ETX International Exchange Trust(called “the Exchange Company” which does not trade, but houses the Traders’ transaction records Program,
Access Commercial Exchange (called “the Manager”) (ABN 55 615 415 711) and its Delegates which manage the Trade Exchange as the National Agent in the Specified Region of Australia.
Trading members of the Trade Exchange who agree to be bound by these Rules and the Constitution of the Exchange Company and who trade with other trading members within the Trade Exchange nationally or internationally (called “Traders” or “Buyers” and “Sellers”)are members of the International Exchange Company. A Member (which includes any entity or authorized person in their own right or as representative of the entity),shall guarantee and accept the performance of the Trade Rules, and shall remain liable until all obligations have been fulfilled. Upon the membership approval with a issued account, the onus of proof is on the trader for all particulars in respect of the Membership.
A Trader Member is a business that trades goods and services for goods and services of another business. A Trader shall not be a consumer with no business and shall warrant throughout the term of the membership that they are business members. A Trader of this exchange holds a life time membership that can be reactivated at any time and is subject to the rules of the Exchange.
2.1 These Rules are deemed to include the National Rules for each country which are drafted in the language of the country and will include the fees applicable to that country.
2.2 The Parties intend that these Rules shall constitute a contract initially between the Exchange Company and the Manager establishing the Trade Exchange and then as each Trader joins, shall constitute a contract between the Exchange Company, the Manager and each Trader and as between the Traders, and that their mutual promises and obligations shall constitute valid consideration at law.
2.3 The Parties intend that these Rules shall establish a trade exchange facilitating reciprocal trade amongst the Traders nationally and internationally and shall govern the management and operation of the Trade Exchange.
2.4 The Exchange Company and the Manager agree to be legally bound by these Rules upon signing the original application each Trader agrees to be legally bound by these Rules and shall continue to be bound by the Exchange as updated on the website. The Exchange is only required to keep all membership application forms for a period of 3 years. A Trader or Account holder is a member, and bound by the rules of the Exchange upon logging into their members portal using the logins provided and upon payment of a monthly fee. The onus of proof of membership is on the Trader and or Account Holder.
2.5 Membership Agreement: In consideration of Traders signing an application for membership, and , or providing private membership details with the intent to create the membership, and any furtherance of the membership rules, such as, by not limiting, the payment of the membership fees or providing banking details for the payment of the fees, or transacting with another member is the unconditional acceptance of the terms and conditions, of the Trade Exchange and The Manager, until the membership is terminated in accordance with The Exchange rules. The Manager as the current national agent for the region is not obliged to provide a copy of the original membership agreement from of any previous national agent. The Manager is only required to provide a electronic copy of the historical account statement and a electronic copy of the Main Membership details provided by the Trader in the Application for membership to The Exchange to substantiate the Traders account and obligations to the Exchange Company.
2.6 The Change of the National Agent for a region does not cease or limit the Traders obligations to The Exchange. There is an automatic continuance of the membership from one national agent manager to the next without any authorization or consent of the Trader as per The Exchange rules.
2.7 Value:The consideration from trade transactions would be valued as either the money value or the arms length value of that consideration. When valuing trade currency consideration arising from transactions the Exchange will accept a fair market value as adequately reflecting the money value or arms length value, as applicable. This Exchange will deem the fair market value of each of their credit units to equal one Australian dollar for the Australian Region or one unit for the currency of the applicable region. For example the Exchange will accept one trade English Pound as one English Pound. All values are to be accepted pursuant to the Exchange Rules.
2.8 The Trader / Account holder acknowledges and agrees that the National Agent promotes goods and services on behalf of members and not in own right and the National Agent does not warrant or guarantee any transaction of another member.
2.9 The Trader and or the Account Holder hereby accepts all terms and conditions of the Exchange rules and membership, in consideration of making a monthly payment of fees or by the acceptance of the Exchange rules via the update of the Traders details or the login in of the Members trading portal. Upon the acceptance of the Exchange rules the Exchange and or its agents are no longer required to produce a copy of the original application form (either in paper form or electronic), and the Trader and or Account Holder are personally liable for all fees for the duration of the Account membership until closed.
2.10 The Trader and Account holder consent to continued communication by the Exchange , the manager and its agents until the account is closed.
3.1 The Manager as National Agent is hereby appointed as the Manager of the Exchange on a continuing basis.
3.2 The Manager does not participate as a Trader.
3.3 The manager may provide, or provide access to additional goods and services to members of the exchange (including but not limited to) essential goods and services offered by the Exchange or another party through membership of the Trade Clubs.
3.4 The manager may on behalf of another member provide or provide access to services and related goods at a nominated trade percentage to members of the exchange through independent companies.
3.5 The Manager is obligated to manage the efficiency, administration, development and profitable operation of the Exchange.
3.6 The Manager as National Agent, shall not hold out or represent to be the owner of the Exchange Company or Intellectual Property or Member base. The ownership of the Exchange program shall at all times be with the Exchange Company.
3.7 If the Manager is placed in Administration, Receivership or Liquidation, the Exchange Company will appoint a replacement Manager for the Region. All memberships remain with the Trade Exchange and not the Manager. All rights, benefits and obligations remain the same after a change of Manager / National Agent.
3.8 A Manager can restrict service to any suspended or delinquent account.
3.9 A Manager or agent may invoice goods and services on behalf of a vendor member but all times all members agree that the Manager does not provide any warranty or guarantee to the transaction. The Vendor member will at all times be responsible for the representations of the goods and services.
3.10 The Trader and Account holder shall agree that The Manager or its agent shall have the ultimate decision to resolve member to member disputes including but not limited to the completion of documentation and or supply of product at the Managers and or Exchange discretion.
3.11 The Manager, as National Agent for a region, may vary the terms and conditions for a Trader for a period for a specific purpose that differ to the Exchange rules, and is subject to approval by the Exchange, but all variations, agreements with the National Agent shall come to an end, at the end of the term of the National Agent and The Exchange makes no warranty or guarantees in respect of the variations made by the National Agent. At all times the Trader and Account Holder is bound to the Exchange Rules regardless of any variations that the National Agent may have granted for a specific purpose.
4.1 The Manager may appoint an Administrator and may delegate any of its powers and obligations set out herein to the Administrator.
4.2 The Administrator may be located in any country.
4.3 The Administrator may in turn delegate any of its powers and obligations to National Agents to manage the Exchange within a country in that countrys currency.
4.4 The National Agents may in turn delegate any of their powers and obligations to Regional Agents to manage the Exchange within a region in a country.
4.5 The Administrator, the National and Regional Agents are referred to in these rules as the Delegates. The term Manager in these rules includes the Delegates where applicable.
4.6 In these rules where an obligation is imposed on the Manager, this may be carried out by one of the Delegates, or agents subject to the agreements entered into between them.
4.7 The Delegates may participate as Traders.
4.8 The Manager may remove or replace an Administrator .
4.9 The Administrator may remove or replace National Agents and National Agents may remove or replace Regional Agents, subject to the agreements entered into between them. If a National Agent or Regional Agent abandoned its operation for more than 30 days the Administrator shall provide notice of immediate termination of agency agreement. The National Agent or regional agent shall seek no compensation for monies paid. The Exchange reserves all rights to claim and or offset any outstanding liabilities of the National Agent.
4.10 The Manager may use an approved Process Agent to process credit card and account direct debit payments of fees owing to the exchange in the region of the National Agent. In the regions of Australia and New Zealand the process Agent is Beatty Ave Pty Ltd or Access Commercial Operations Pty Ltd.
5.1 In order to join the Trade Exchange, an applicant shall complete a Membership Application Form and tender the membership fee. The Regional Agents and National Agents shall decide in the first instance whether to accept the applicant as a Trader, but the Manager shall have the final decision to accept or reject an applicant.
5.2 By signing the Membership Application Form, the Trader acknowledges having read and understood these Rules and agrees to be bound by them and pay the invoiced fees as per T & C. A member or account holder that has updated their details in their members portal also confirm the terms and conditions of the Exchange rules including but not limited to the monthly fees and account closure fees , if any. A member will be bound the rules of the Exchange when the member login their members account or makes payment for a monthly account pursuant to a tax invoice.
5.3 A Trader shall continue as a member until the membership is terminated by the Exchange or the Trader resigns in accordance with paragraph 16 and only when all fees are paid in full. A closed account is only when the Exchange has provided to the Trader a finial statement and written notification of the account closure.
5.4 A Trader/Account Holder that has become a member of the Exchange and in consideration has paid fees for a period to the National Agent as a member and is in receipt of monthly invoices of the region, will continue to be a member of the Exchange and will continue to be liable for monthly account fees of the Exchange until the Trader/Account Holder closes the account in accordance with the Exchange Rules. The National Agent is only required to provide a detailed statement of the membership account to the Trader/Account Holder to substantial the existing membership.
6.1 ETX Credits or A.C.E Coin are notional accounting units. They are known as Trade Credits or by the name of the currency of the country of operation, i.e. Australia: Trade Dollars. UK: Trade Pounds, Europe: Trade Euros, etc. They are not legal tender and can only be exchanged within the membership of the Exchange for real and personal property and services supplied by other Traders.
6.2 The Manager records the issue and repayment of Trade Credits in the Traders Trade Accounts with the Exchange. Trade Credits are not redeemable in cash, in part or in whole; nor can they be sold or exchanged in part or in whole for cash.
6.3 For the purposes of trading within the Exchange and for the purposes of the laws of each country of operation, one Trade Credit is equivalent to one whole unit of currency of the country of operation.
6.4 The ownership of the trade credit shall always remain with the Trader unless under a legal disability pursuant to law in the respective region or the Trader is in liquidation in which case the trade credits are forfeited to the Exchange. If a trader abandons their trade credit in their account, the trader and account holder will continue to be liable for account fees and the trade credit balance will remain the property of the trader. A Trader and or Account Holder can not close their account or convert or gift, or write off, until all fees are paid pursuant to the Exchange Rules. An Agent of the Trader as appointed by Law shall be bound by these Exchange Trading Rules as if being the Trader.
Traders may agree to sell real or personal property or provide services to other Traders in exchange for Trade Credits, either through a business or privately.
Traders shall be provided with $50000 of value of marketing and promotion for their own business over a 5 year period from the commencement of the membership being one full page promotion at a value of $10000 at no cost to be communicated electronically to the network of members and subject to availability at the time of the request. It is a condition of the advertisement being granted, the member is required to request the promotion by email. If the promotion is not requested the right to the promotion is forfeited. The Exchange provides no guarantees and no refunds.
A membership to this business to business network is not subject to any consumer code.
The Manager shall :-
- establish in the books of the Exchange sections for each National Agency where Trade Accounts are recorded in the Traders names in their national currency
- establish a Trade Account in the books of the Exchange for each Trader in their national currency;
- faithfully and honestly record the issue and repayment of Trade Credits in each Traders Trade Account in the Exchange when required by these Rules to do so;
- communicate regularly with Traders as to the balance in their Trade Account and send monthly accounts for any cash fees owing;
- organise and manage the affairs of the Exchange so as to fairly protect the rights and enforce the obligations of Traders;
- market the Exchange to maximise trading opportunities for Traders and maximise the value of the Trade Credits;
- publish directories of Traders at the discretion of the Manager ;
- make all reasonable efforts to join new members;
- make all reasonable efforts to organise Licensed Real Estate Agents to assist Traders in buying or selling real property.
9.1 The Trader agrees to comply with these Exchange Rules and the National Rules.
9.2 The Trader agrees to deal honestly and fairly with other Traders and the Exchange.
9.3 The Trader agrees to charge the same prices as for cash sales for real or personal property or services paid for in whole or in part with Trade Credits. It shall be at the absolute discretion of the Trader as to what percentage of each sale is comprised of Trade Credits and what is cash or other consideration.
9.4 The Trader agrees to pay by the due date to the Manager the Fees set out in the National Rules as varied pursuant to these Rules or the National Rules or Tax Invoice issued and or by the Exchange Manager or Agents of the Manager and authorizes the processing of monthly fees via a direct debit after 14 days of end of month. The payment ,if undisputed with 14 days of insurance of accounts is the unconditional acceptance of the tax invoice.
9.5 The Trader agrees not to offer or advertise any Trade Credits for sale in consideration for payment in cash or other currencies.
9.7 The Trader agrees not to suspend trading within the Exchange without the written permission of the Manager when the Trader owes the Exchange Trade Credits or Fees
9.8 The Manager its Delegates and the Traders shall be responsible for keeping books and records of Trade Credit transactions to satisfy the requirements of all relevant legislation of the country of operation.
9.9 The Trader and or Account Holder agrees to be liable to the Exchange for transactions incurred and will personally guarantee the performance of the account until paid in full including all debt recovery costs. The Trader and or Account Holder agrees to a lien or charge over any asset or property at the discretion of the Manager until the debt to the Exchange is paid in full. The Account Holder is personally liable for the performance of the Account until closed in accordance with the Exchange rules.
9.10 If The Trader is a Charity , The Trader will accept donations from members to a specified amount as advised by The Manager and not less than $50 000 per annum . The Charity agrees to be bound by the Exchange close rules . The Charity must provide tax deductible receipts if the Charity represented that receipts would be provided within 14 days of donation being made. A Charity will be required to provide 30 day notification to the Exchange by email of cancellation of acceptance of trade dollars from Exchange members.
9.11 The Trader must provide 4 weeks notification for an account closure and be liable for the monthly membership fee unless the account is deactivated.
9.12 The Trader will continue to receive any Exchange correspondence, promotion and invoice at the discretion of The Manager, whilst The Trader is a registered member with an open account. A Trader and or Account holder can not cancel any correspondence whilst the membership account is open.
9.13 The Trader is required to update their personal particulars including changes to email address and telephone numbers within 7 days of a change. A Trader will continue to be liable for monthly invoices even if the email address of the member is not updated. For the duration of the account being open, the Trader will be liable for fees as per tax invoices issued. It is the obligation of the Trader and or the Account Holder to obtain a copy of the tax invoice issued. Membership fees will only cease upon account closure.
9.14 A Trader that is not on direct debit or paying monthly fees and has outstanding fees for that 60 days will be subject to a cash Stationery Admin fee of $5.50 per month. A Trader that requires additional service in of the opinion of the Exchange manager will also be charged a stationery fee of $5.50 per month. Traders that are in debt collection are charged a stationery fee of $25 per month.
9.15 The Trader agrees to make sales in the Exchange free of selling fees in consideration of guaranteeing the sales credits are spent and or brought to a zero balance upon the closure of the Traders Account.
9.16 If the Trader is a registered Charity or Not For Profit organization or Club, there is a requirement for all receipts for donations or sponsorship be issued by the recipient within 7 days of receiving the trade dollars to the donor and a copy of the receipt to be sent to HQ of the Exchange.
9.17 A Trader that has ceased trading or unable to trade is required to pay within 30 days of ceasing to trade, the account closure fees to bring the trade balance to zero ie 5.5% of the trade balance and any other fees outstanding. Until the account fees are paid the Member is not able to deal with the trade dollars in any way and fees will continue to be charged until account is closed.
9.18 The Trader and Account Holder agrees to be liable to the Exchange company for all fees until the account is closed by the Exchange and written confirmation by the Exchange. Payments are made to the National Agent of the region. A change of National Agent does not change the liability of The Trader to the Exchange.
Details of each Traders Trade Account shall remain confidential as between the Manager its Delegates and the Trader, unless a Trader provides the Manager or Delegate with written waiver of this confidence.
11.1 The Manager shall issue Traders with membership logins to account portal. A Buyer completes an online transfer or cheque with the required information, and exchanges it for the property or services purchased from the Seller. Buyers must ensure they have enough funds in their Trade account to cover all purchases.
11.2 The Manager shall from time to time specify an amount below which authorisations shall not be required the Authorisation Minimum). Transactions under this amount are guaranteed by the Exchange and DO NOT require an authorisation from the Manager.
11.3 Multiple transactions between the same Seller and Buyer within a 48 hour period must be authorised if the sum of any two or more of them exceed the Authorisation Minimum.
11.4 Cheques or transfers for amounts above the Authorisation Minimum must be authorised by the Manager in order to ensure clearance. Only authorised cheques will be guaranteed by the Manager. Cheques must be mailed to the Manager with the authorisation number written in the space provided.
11.5 The Manager shall from time to time specify an amount above which Traders are required to obtain clearance in advance of trading (called the Intention to Trade amount or ITT).
11.6 When Traders intend to trade above the ITT amount they must complete the ITT form and lodge it with the Manager in advance where a single transaction exceeds the ITT amount or where the sum of any two or more transactions to be entered into over a 72 hour period between the same Traders will exceed the ITT amount.
11.7 The Seller shall submit the cheque or transfer with the authorisation details endorsed on it to the Manager within 7 days of the authorisation and the Manager shall record the transaction details in the Sellers and Buyers Trade Accounts. Upon the Buyer issuing cheque, fees of 5.5% are payable to the Exchange.
11.8 A Trader/Member/Account Holder when using electronic payment systems shall be liable for all transactions incurred until paid in full. A Member /Trader/Account Holder shall guarantee payment of fees, charges, and reimbursements, for goods and services invoiced. The Member/Trader/Account Holder permits, authorizes and guarantees to the Manager (and or its authorized agent) and The Exchange the use of payment card or account information to be true and correct in all particulars to enable payment to be processed as invoiced. Once the Trader / Member/Account Holder has provided the payment details for a payment card ( debit card or credit card) or account debit details the member authorises on an ongoing basis the payments of all invoiced fees until the account is closed or by written agreement of the National Agent. A Trader / Member/ Account Holder shall not dispute a paid transaction: by card, direct debit or direct deposit until written email dispute is resolved with Manager of the Exchange. Only the Manager is permitted to reverse a payment transaction or by instructions of a court in the jurisdiction of the Exchange. The authority to debit by the Exchange or its authorised agent shall remain until the account is closed by the exchange and all fees have been paid in accordance with the Exchange rules.
11.9 In consideration of the National Agent or The Exchange providing marketing and promotion emails and or monthly invoices, The Trader / Account Holder shall authorise the continued debiting of payment card or debit of account as was provided by the Trader/ Account Holder until account is closed in accordance with the Exchange rules. An Account Holder shall authorise the debit of a card or an account for fees invoiced to finalize the request to close an account.
11.10 The Manager may make an offer to settle or vary the exchange rules and the offer shall automatically expire after 7 days should the offer not be agreed or transacted or concluded.
12.1 Buyers may use their Trade Credits in one currency to negotiate the purchase of real and personal property and services from Sellers in the Sellers currency. This is an International Transaction.
12.2 In the books of each National Agency, the Manager shall establish an account styled Currency Account in the Administrators name.
12.3 The Buyer may obtain an International transfer from the Manager and present it to the Seller in the Sellers currency.
12.4 The Seller shall obtain authorisation from the Manager in the usual way. The Exchange rate applicable at the instant of authorisation shall be applied.
12.5 The Manager will only issue International Cheques where the Trader has Trade Credits equivalent to the amount specified in the applicable National Rules and has a direct debit authority in place, or pays the transaction fees in advance.
12.6 Authorisations are not necessary for International transactions for less than the amount specified in the applicable National Rules and the Manager will guarantee their clearance, but at the Exchange Rate applicable at the time the Manager records the transaction.
12.7 The Manager shall use its best endeavours to encourage trade in order to balance the Currency Accounts between National Agencies.
12.8 International Trader Transactions apply the same as 11.8 above.
A Bad Debt Reserve will be funded by the Traders contributing the amount specified in the applicable National Rules. The Fund shall be maintained by the Manager and utilised to fund bad debts in Trade Credits within the Exchange.
The Manager may charge a Trader additional stationery fee or monthly or fixed cash fees for debt collection.
14.1 The Trader agrees to pay the Manager the fees set out in the applicable National Rules in consideration for the Managers obligations set out in these rules.
14.2 A cash service fee (transaction fee) being the percentage as set out in the applicable National Rules of the Trade Credit component in each transaction is payable at the time of authorising or processing the transaction or as specified by the Manager in the National Rules of the country.
14.3 The Manager may impose a late payment fee if fees owing are overdue and charge debt recovery expenses incurred. The fee can include other charges and reimbursements as agreed and invoiced.
14.4 A stationery fee as specified in the applicable National Rules is payable by each Trader monthly in cash unless the Manager receives notification from the Trader that they will obtain statements of account and an updated Trade Membership Directory via online facilities. The Manager may impose a debt service fee to be included in the stationery fee of $25 per month for account over 3 months in arrears.
14.5 An International Transaction fee as specified in the applicable National Rules is payable on the Trade Credit component of all International Transactions.
14.6 A membership fee as specified by the Manager for each National Agency is payable on joining.
14.7 The Manager shall be entitled to add or increase any fee at its discretion in the interests of maintaining the viability of the Exchange.
14.8 The Manager may insist fees, including reimbursements or charges are paid by direct debit or credit card at time of charging account and Trader or Account Holder authorises The Manager to Debit. The Manager shall process refunds back to the membership account in lieu of future fees and or account closure fees. The Manager has the sole ultimate right to decide on how a member is to pay the monthly account fees.
14.9 SPEND DOWN ACCOUNTS: Members are permitted to prepay fees on account trade balance at 5.5% cash fees and incur no further admin fees for a period of 6 months. Expired Prepaid Spend down accounts are closed after 6 months and any credit balance is forfeited to the Exchange for no compensation or the member can reactivate account at the date of expiry of 6 months and continue to be an active member and be subject to standard monthly membership fees and purchase fees .
14.10 FEES PROCESSED: The national agent will directly or in directly process fees (Agent Access Commercial Operations Pty Ltd) (or previous agent Beatty Avenue Pty Ltd) using encrypted financial data to ensure security and protection of members private data. Traders that have provided to the Exchange any card or account data to be debited for fees owed as invoiced, hereby authorises the Exchange and or its authorized agents to debit the card or account for the amount owed to the Exchange as and when required to be debited in accordance with the Exchange rules. The trader and or Account holder authorizes for fees to be processed on the account when given notice to terminate account.
14.11 The Manager shall charge $350 prior to reactivate a corporate membership account or retrieve membership file from archives. The Manager shall charge a reactivate fee of expired spend down accounts of $350. The Manager shall charge a process fee of $495 for any false and or incorrect charge back fee for processing documents with bank. The Manager shall charge $495 for archive file extraction prior to obtaining the members original file and or Application form for accounts over 3 years from joining.
14.12 A Property or Capital Goods Buying Trader will be liable to a transfer fee of 5.5% of the trade amount if a deposit is required to be transferred to the holding security account of the exchange for a pending transaction. The Trade dollars will not be transferred until fee is paid. Should the Property or capital Goods transaction not proceed the transfer fee will be refunded.
14.13 If The Traded is in a suspended status, at the discretion of The Manager, the monthly fees admin costs and debt recovery costs will be added on a yearly basis of $264. The Manager may also charge all reasonable costs for debt collection or legal or attendance costs.
The Trader has the option to pay via direct debit for credit card or bank account or as per tax invoice the option to pay monthly fees of $22 per month via direct credit into the account details provided on the tax invoice.
14.14 If a Trader / Account holder restructures a business in whole or in part, to be incorporated or merged into another structure, the new structure will be liable for the fees accumulated ,and or, going forward fees. The existing member, or Executor or Account holder, or official manager, irrevocably authorized the new structure to pay the accumulated fees and newly incurred fees until account is closed. Trustees to estates will also be liable for fees on the account after any business or entity restructure. A Corporate or incorporated Trader or entity that is deregistered by a government authority will automatically authorize the Exchange to change the name of the account to the Account holder and or the new entity that received any part of the entity or business or assets or function that was a member of the Exchange. Any pending or disputed transactions of a company in receivership or liquidation may be reversed at the discretion of the Exchange Manager. The account holder authorises the Exchange or Exchange Manager or its agents as permitted by law, to lodge a caveat on any property the account holder has or security charge on any asset of the account holder or new entity at the discretion of the Exchange until the debt is paid in full. The Exchange and or its agents may make statutory demand on corporate members that have account closure fees added.
14.15 A Trader that request the National Agent to undertake marketing and promotion of an asset or real estate and the national agent obtains a buying member that agrees to purchase unconditionally ( namely has cash finance approval and trade approval to transact) and the Selling Trader decides not to proceed with the transaction, then the selling Trader is liable for the cash fees of 5.5% on the trade component of the transaction to the Exchange. The selling Trader will pay the cash fees within 7 days of invoice. The Trader authorizes a caveat to be lodged by the Exchange until the transaction is resolved to the satisfaction of the Exchange.
14.16 An Account Holder, or Executor of the Estate or Trustee or any former Trustee of the Estate agrees to make provision for account closure fees to be paid in the Estate of the Trader for personal estates or corporate restructure liabilities and agrees to be personally liable for such liabilities of the account until closed by the Exchange. If a Trustee or Executor or financial interested party notifies the Exchange or National Agent of the deceased estate of an account holder or trader the Exchange will convert the account to a spend down account and account closure or spend down fees are added and are due and payable immediately.
14.17 Suspended and Expired Spend Down accounts and Dormant open Accounts will continue to incur monthly admin fees and stationery fees until account is made de-active / closed in accordance with exchange rules. Account holders are personally liable for the account closure fees of 5.5% of the trade balance and any other debt fees incurred. The Trader or Account holder permits the Exchange and or nominee or agents of the Exchange to secure outstanding debt over 90 days from issue of tax invoice by way of a caveat on property, or a charge over an asset in the name of the account holder until the debt is paid in full. All costs to recover debt shall be of the Account Holder and or Trader. The Exchange or The Manager or its Agents including Debt Collection Agencies are authorised to secure or charge any asset in the name of The Trader or Account Holder or any corporation or trust that the Account Holder has an interest in. The Exchange manager is permitted to add monthly debt collection fees in addition to other fees of $200 per month based on recovery cost time incurred at the discretion of the Manager or agents.
14.18 A Trader shall not make a false claim on the National Agent or Manager. Any false claim will result admin fees added to the traders account. The Trader or Account holder agree to pay the additional incurred fees within 7 days.
14.19 A Trader or Account Holder that authorised a second or more accounts to be opened for a special purpose and did not pay the joining fee are required to pay a total of 24 months monthly fees prorate if closing within the 24 month period per account. This rule does not apply to members that had paid the initial joining fee in cash.
14.20 A Trader shall not misrepresent in writing the supply of product, service or documentation and then withdraw supply without the written permission of the Exchange and or Manager. The Trader and Account holder accepts the Exchange has the ultimate discretion to terminate the membership account and add the account closure fees and any other fees permitted in these Exchange rules including direct substantiated losses the other member in the transaction that has sustained loss or injury.
15.1 A Trade credit facility may be provided to members upon application as specified in the National Rules of each country of operation. An application fee as specified in the applicable National Rules of 5.5% will be charged by the Manager at the time of application. The Trader permits a caveat security for credit facility for real estate.
15.2 Trade credit facilities not repaid when due will be payable in the cash currency of the country of operation at the expiry of the facility term where applicable.
16.1 A Trader may terminate their membership by giving written notice to the Manager of the Traders intention to terminate. The termination shall not be effective until all cash fees amounts owing to the Manager, including debt recovery, are paid and the balance in the traders Trade Account is cleared to nil, or in the event it is a Facility, the amount owing is paid back in the currency borrowed. Members that have approved direct debit arrangements with the Exchange shall be debited the amount as per tax invoice.
A Trader or Account Holder can close an account by purchasing goods and or services, donate to a charity, forfeit to the Exchange and shall remain at all times in trust for the Trader, or gift to a third party, or convert will be treated as a purchase and 5.5% of the trade balance will be owing immediately upon notification.
A Trader that has notified the Exchange to convert trade dollars to another exchange is required to pay cash fees of 5.5% of the trade balance and all monthly admin fees and debt collection fees. Any account that is suspected of conversion will be reported to the authority of the region unless payment of fees are made at the discretion of the Manager or its Agents. The Trader will continue to incur fees until the account is closed in accordance with the exchange rules.
16.2 The Manager may suspend or terminate a Traders membership if the Trader is in breach of these Rules, or falsified Traders information to Exchange or has failed to notify the Manager of changes to their circumstances and is not contactable, or the Trader becomes bankrupt, or An Executor of the Estate is appointed or a judgement is entered against the Trader and it remains unsatisfied for 30 days, or, if the Trader is a company, is placed in Administration, Receivership or Liquidation, or if the Manager is of the reasonable opinion that the Trader is acting unlawfully or to the detriment of other Traders or failed to supply in 90 days goods or service or documentation that had resulted in loss to another member or paid no administration fees in 90 days to the Exchange or has acted contrary to the exchange or members or has made a false claim on the Exchange or Manager. The Exchange shall add to the account of the Traders the account closure fees of 5.5% of the trade balance to be paid within 30 days and before deactivation. All corporate companies or incorporated entities with a credit trade balance shall be forfeited to the Exchange if placed in receivership or liquidation and the account holder shall be responsible for the account closure fees. Any Individuals under a legal disability or in bankruptcy shall forfeit all credit balances to the Exchange.
16.3 Upon suspending the traders account, the Manager shall forward to the trader a notice to remedy the circumstances complained of and give the Trader seven days to show cause or remedy the circumstances. If the Trader does not show cause or remedy the circumstances complained of to the complete satisfaction of the Manager, the Manager may in its absolute discretion forthwith terminate the Traders membership.
16.4 While suspended, a trader may earn trade credits, however the trader agrees that until the circumstances have been remedied and the trading account reinstated to active, they will refrain from spending trade credits and will continue to be liable for the monthly marketing & promotion /admin fee. The member will continue to be liable for monthly admin fees until reactivation. Members closing in credit will be liable for the purchase fees for total account if account is converted or forfeited as sole discretion of the manager.
16.5 Upon terminating (or request to terminate by member), the Traders membership, the Manager shall forward to the Trader a notice of pending termination. The trader will return any unused Trade cheques, and any membership card to the Manager and will forthwith refrain from any trading activity or representation as a Trader.
16.6 Upon request for termination of membership for whatever reason, a Trader shall
- forthwith pay any cash Fees owing immediately via credit card payment or direct deposit to the Exchange or the Manager, and shall authorise the Manager or its agents to debit a card or an account to finalize the amount owing on the account , and
- repay any facility amount owing within 30 days, failing which the Trader shall repay same in cash currency of the country of operation forthwith upon demand cease to trade. The Manager is authorized by the member to secure the outstanding debt by way of either authorising the debit of account or card held by the Exchange and or the registration of a caveat on any property that the account holder owns or has an interest in the property, until account is closed and debt is settled.
16.7 Should a member go into administration, liquidation or is declared bankrupt or deceased any credit balance will be forfeited to the exchange at the discretion of the Exchange Manager and Manager of the exchange reserves the right to charge the members account cash fees of 5.5% of the closing trade balance. Account closure: As members are not charged cash fees for sales, members closing in credit are liable for cash fees to close the account of 5.5% of the closing trade balance. The Account holder or Trustee or Administrator shall be liable for all fees and charges on the account including account closure fees and payable within 7 days of their appointment.
16.8 Should a Trader change shareholding in a company or organization or association of more than 49.9% then the original entity and account holder and the new entity holding the previous original business at the time of the change of ownership shall be liable for a purchase fee of 5.5% of the trade balance. Should a Trader or account holder sell a portion of the business or vest in an estate or restructure will be liable for the total account cash closure fees of 5.5% of the trade balance and payable with in 7 days.
16.9 An Executor or Trustee or Governmental Agent for a Trader, shall be liable for the fees on the account of the member until the account is closed and all fees, debt recovery expenses, are paid.
16.10 Should a professional or third party hold out or represent that they have taken over the account of a Trader, then a transfer fee of 5.5% of the trade balance is payable immediately .
16.11 A Trader that is an account holder of multiple accounts shall continue to be liable for all accounts joining and severally. A suspended account for non payment of fees will render all other accounts of the account holder as suspended. Any account that has been suspended for more than 6 months will be required to converted to a fully paid Spend Down Account.
16.12 A Trader that has given notice to close the account will have the account suspended and account closure fees added of 5.5% of the trade balance to enable the spend down of the credit trade balance (over 12 months) in account.
16.13 A suspended account or a delinquent account (over 90 days overdue) may be charged a $25 per month cash stationery fee for debt collection services at the discretion of the Manager. The suspended account will continue to incur monthly fees and debt collection fees until account is closed.
16.14 A Trader that receives correspondences from the Exchange and has paid fees at any time in the duration of the membership to the Exchange will be deemed unconditional acceptance of the terms and conditions of the membership. The Trader is required to close the membership in accordance with the terms and conditions of the Exchange rules including the account closure fees.
16.15 A Trader that acts contrary to The Exchange or the Exchange rules or National Agent, or against another member shall have the membership terminated at the sole discretion of the Manager..
16.16 A Trader or Account holder that has lodged into their members portal and confirmed and or updated their details have accepted to be bound by the Exchange rules including but not limited to the payment of fees to the Exchange.
16.17 A Trader ( and personally guaranteed by the Account Holder) shall authorize the Exchange and or its agents to register a floating charge for any asset of the Trader or Account Holder, should the account closure fees not paid within 90 days from tax invoice debit. A charge will be lodged with the Personal Property Security Register ( PPSR) or equivalent in the country of operation. All costs are debited to the members account. This authority to charge assets will also apply for members that request a line of credit in Trade Dollars and shall be registered at the discretion of the Exchange and or its Agents.
16.18 Debt Collection : The Exchange and or the Manager and or its Agents, are authorised to sell any members debt being a debt more than 90 days from issue of tax invoice and or disclose account debt particulars to debt collection agencies including defaulting the members credit file and securing the debt as per the Exchange rules. The Trader and or Account Holder agrees to pay all costs of debt collection.
16.19 Forfeited or Abandon trade accounts are subject to the account closure process and the Trader or Account Holder is subject to account closure fees of 5.5% of the trade balance immediately upon demand or upon Member / account holder requesting account closure. An account that is not paid with 90 days is subject to all additional fees as per the Exchange rules, including, admin fees, late fee, stationery fee and debt recovery cost. All legal and debt collect fees incurred are added to the Traders account after 90 days or as per exchange rules.
16.20 A Trader and or Account Holder that seeks to close account with a debit trade balance shall be debited the amount of the debit trade balance in cash payable after 30 days in arrears.
16.21 A Pending Closure Account, that is over 90 days over due and with written notice provided to Trader / Account holder to pay within 14 days of communication and is not paid, the Manager and or Its Agents can sell the debt to a Debt Collection agency to recover the outstanding debt, and the Traders account shall be downgraded to a Suspend and Lock status and will incur a annual fee of $498.00 plus any debt collection agency fees. A Pending Closure status is not a closed account and will continue incur monthly and debt collection fees until the account is closed in accordance with the exchange rules.
17.1 The Trader acknowledges and agrees that the Manager or its Delegates may contract with Membership Agents, Trade Brokers, Process Agents and Real Estate Agents etc., to provide services to the Trader. The Trader acknowledges and agrees that these persons act as Independent Contractors and not employees or agents of the Manager or Delegates.
17.2 The Trader acknowledges and agrees that the Exchange Company, the Manager, or the Delegates shall not be liable for any misrepresentation or negligent act of any of these agents or their servants or agents.
17.3 The Trader acknowledges and agrees that the Manager or its Delegates may invoice for the members behalf for goods and services of the member as a third party record keeper. The Manager provides no guarantee or warranty of the selling members goods or services to the buying member. A buying member agrees to investigate all transactions directly with the vendor member to determine if the transaction is to proceed. The Manager provides no refunds except with consent of the vendor member or at sole direction of the Manager.
17.4 An Agent or Licensee of the Exchange shall be bound by the Exchange Rules including the payment of fees and recovery of outstanding fees owing to the Exchange. 17.5 Refund Policy: a purchasing trader seeking a refund is required to obtain the refund policy of the vendor member . The Exchange does not provide refunds on behalf of vendor members.
18.1 The Trader acknowledges and agrees that the Exchange Company, the Manager, and the Delegates are not a party to and do not guarantee any transaction as between a Trader and any other Trader, and the Exchange, the Manager, and the Delegates make no warranty or representation in respect of any real or personal property or services sold by one Trader to another and will not be liable in damages to any Trader in respect of any goods or services purchased from another Trader. It will be a fundamental breach of the rules of the Exchange if any claim is made on the National Agent for guarantees and warrantees of a Trader.
18.2 The Trader acknowledges and agrees that the Manager shall use its best endeavours to join new Traders and retain existing Traders and create trading opportunities and procure new goods and services for sale by Traders to other Traders within The Exchange, but shall not be liable under any circumstances for a failure to join new Traders or retain existing Traders or create trading opportunities and procure new goods and services for sale by Traders to other Traders within The Exchange.
18.3 Any Agreement between a Trader and the National Agent that differ to these Exchange Rules, shall immediately come to an end at the appointment of a new National Agent without compensation to any party.
19.1 The National Agent Manager may vary these Rules at any time provided that the variation is in the interests of the better management and operation of the Exchange.
19.2 The Manager shall post the rules of the Exchange on Empire Trade Exchange website or the Ebanc Trade Website. The information posted on this site will be considered to be the true and accurate representation of the Rules governing The Trade Exchange. All such variations will be binding on the Traders seven (7) days after posting on the site.
19.3 Should any court of competent jurisdiction find a clause or part of these Rules to be unlawful or ineffective at law, these Rules are to be construed and interpreted as if that clause or part had been severed from the remainder but the remainder is to continue in force and effect after such severance unless the Rules as then constituted are not efficacious in regulating the affairs of the parties as adjudged by the relevant court.
20.1 In the event that The Exchange is to be wound down for any reason whatsoever, the Manager shall allow a trading out period of six months during which all Traders agree to make all reasonable efforts to clear balances and spend Trade Credits by trading with one another (the Trading Out Period)
20.2 Traders agree to pay all cash Fees owing to the Manager by the end of the Trading Out Period including forfeit of trade dollars. Fees will include outstanding monthly cash fees and account closure fees of 5.5% of the trade balance.
20.3 Within seven days of the conclusion of the Trading Out Period, each Trader with a Trade Credit Facility shall pay to the Manager on behalf of the Exchange an amount in cash in the currency of the country of operation, being the same amount as the amount outstanding on the Trade Credit Facility.
20.4 The Manager shall take all reasonable steps to recover the cash thus owing on the Trade Credit Facilities and shall within a reasonable time distribute the cash proportionately to the Traders with the credit balances. The Manager shall be entitled to deduct a Wind Down Fee of 10 % of the cash amount to be paid to the Traders.
21.1 The Exchange may also at its discretion offer the service of mediation or resolution of disputes between traders involving the use of trade credits. All proceedings ( litigation or resolution are to be in the State of Victoria or as directed by the Exchange Manager or agent. 21.2.
A member is required to detail and provide any documentation of the dispute to the Manager 21 days prior to any external resolution or litigation process.21.3
The Manager has sole discretion to move any resolution or litigation to Victoria. The Trader and or Account holder agrees to move any commenced litigation to the state as directed by the Exchange and or its Agent.
22.1 All parties shall comply with all applicable laws in the country or countries in which they trade. The laws of the country in which the Trader is resident or is trading shall apply to any dispute arising out of these Rules or any National Rules.
22.2 The parties agree that the laws of the country where the relevant contract was entered into shall apply.
22.3 In these Rules, written shall include communication by registered posted letter, or email or Intranet members portal communications system and the parties may communicate through any of those mediums.
22.4 The Exchange may at its discretion offer the service of promoting the sale of Traders goods and services on such terms as may be negotiated.
22.5 The Manager may designate conditions on particular accounts in the case of contract or 12 month spend down accounts. All Spend Down accounts after 12 months shall revert to standard membership including the payment of monthly fees.
22.6 MEMBER REFERRAL: If a member is referred to another member for a transaction and details of the transaction has been provided by The Exchange, and an agreement has been made between the two referral members, using trade dollars of the exchange, then at that point of time, a commission of 5.5% is payable to The Exchange by the buyer. Any variation of the original agreement requires The Exchange approval. Should the original agreement vary the trade component the commission will be at the higher amount or the amount of the original trade agreement.
22.7 DOCUMENTATION REQUEST: Members must send a copy of any agreement or contract for transactions over $3000 in trade dollars to the exchange with 7 days of signing the agreement or contract and furnish any other information as requested by The Exchange in respect of the trade dollars. Members irrevocably authorize The Exchange and or its Agents to lodge a caveat on the property pursuant to the contract or agreement should the documentation not be provided within 7 days of a written request by The Manager.