• Top Trading Partners Policies and Procedures

    Please Review These Terms Carefully and Contact Your Broker if You Have Any Questions

    Policies, Procedures, Terms and Agreement

     

    The purpose of the following Terms and Agreement is to facilitate trading amongst Members by promoting a system of good business practices and understanding of all guidelines set forth for all trade exchanges by the International Reciprocal Trade Association (IRTA). Therefore, the Member acknowledges and agrees that Top Trading Partners, LLC, also referred to as “TTP”, materially relies upon the agreement and that the Member will abide by the Terms and Agreement. Failure to abide by said Terms and Agreement will cause irreparable harm to Top Trading Partners, LLC by creating a disruption of orderly trading among the members. The Member also acknowledges and agrees that the relationship between the Member and Top Trading Partners, LLC is a business relationship and is not intended for the Member’s household, personal or consumer purposes. Notwithstanding the foregoing, a Member may allow the use of its account for its officers, owners, guarantors or staff, to acquire household, personal or consumer goods and services. As a Member of Top Trading Partners, LLC, the Member agrees that the following provisions shall govern the Member’s rights, responsibilities, and obligations to Top Trading Partners, LLC and to fellow Members:

    Each and every item, term and provision in the ‘Trading Policies & Procedures for all members is severable from every other item, term or provision herein. If any such items, provisions or terms shall be deemed invalid, illegal, or unenforceable, it shall not affect the validity, legality, or enforceability of the remaining items, terms, or provisions, as incorporated through the member application and agreement. No waiver of any condition or responsibility herein shall waive any subsequent conditions or responsibilities. In all cases, the provisions and terms herein shall be interpreted in accordance with the laws of the state of Missouri.

     

    TAXABLE INCOME
    Members are advised that transactions involving Trade Dollars are treated as taxable income for federal, state, and local tax purposes therefore it is critical for Members to provide accurate and complete identifying data as required. Members should seek professional tax advice regarding the treatment of trade dollars. Fines and penalties imposed by the Internal Revenue Service, or by any other federal, state or local taxing authority, to Top Trading Partners, LLC for invalid taxpayer identification numbers, social security numbers or Company Names, or on account of any other matter attributable to an act or omission of the Member, will be charged to the Member and must be paid in cash within three (3) days of notice of such fines and penalties. Each calendar year, all TTP members will receive a 1099-B form for reporting purposes.

     

    RESPONSIBLE PARTIES

    The member is responsible directly to any party from which the member makes a purchase using trade dollars through Top Trading Partners, LLC and agrees to indemnify and hold Top Trading Partners, LLC harmless from and against any loss, cost, damage, claim charge, debt or liability with respect thereto. All trade transactions are entered into on a voluntary basis between buyer and seller. Top Trading Partners, LLC may give referrals as a service provided to its Members, but such referrals shall neither constitute an endorsement or guarantee of the products or services to be purchased or otherwise obtained. Top Trading Partners, LLC assumes no responsibility for the quality, timely delivery, warranty, or dispute of any nature between Members regarding any product or service being traded. Members should exercise due diligence entering trade transactions as they would everyday cash transactions. As classified by the IRS (Internal Revenue Service), Top Trading Partners, LLC is functioning in a brokerage capacity and the Member does hereby indemnify and hold Top Trading Partners, LLC harmless with respect to any claim, debt or liability whatsoever, arising out of any trade exchange transaction wherein the member is a buyer or seller.

    Any Member registering a complaint against another Top Trading Partners, LLC Member must submit it in writing within fifteen (15) days from Top Trading Partners, LLC statement due date. Complaints must be specific and include names, dates, and amounts. Any Top Trading Partners, LLC Member that receives three (3) complaints regarding service, product, integrity, etc. will be subject to Membership termination and forfeiture of all Trade dollars.

     

    At any time during a dispute between a Top Trading Partners, LLC buyer and seller, Top Trading Partners, LLC may, at its sole discretion, upon receipt and review of supporting evidence, reverse the credit entry from the seller’s trade account. Top Trading Partners, LLC, will maintain the said trade credits in an escrow account until the dispute is resolved between the two parties by mutual agreement or judicial resolution. In the event that a dispute between a Member and Top Trading Partners, LLC results in a judgment entered in favor of the Member and against Top Trading Partners, LLC, the Member agrees that Top Trading Partners, LLC shall have the right to satisfy said judgment in trade credits, or cash, at the sole discretion of Top Trading Partners, LLC.

     

    APPLICATION

    The Member certifies that the information that is provided to Top Trading Partners, LLC in the application is true and correct and agrees to provide timely notification to Top Trading Partners, LLC in the event of any material change with respect to said information. Examples of a “material change” include, but are not limited to, changes in the business address, changes in any residential address and changes in the nature or operation of the Member’s business. The Member hereby authorizes all banks and suppliers listed in the application to release information necessary to assist Top Trading Partners, LLC in the establishment of a line of credit for the Member’s account. In addition, the Member authorizes Top Trading Partners, LLC to review the Member’s business or personal credit history utilizing one of the national Credit Reporting Bureaus.


     

    REPRESENTATION

    Members must present themselves as a Top Trading Partners, LLC Member before establishing any trade-based purchase agreement.

     

    Top Trading Partners, LLC Members will sell products and services at current retail pricing to other TTP Members for 100% trade credit. Members must know over-pricing will not be tolerated and will lead to termination of membership. Termination of membership for over-pricing will include forfeiting of Top Trading Partners, LLC trade credits earned.



     

    AUTHORIZATION

    Each purchase agreement will require a Top Trading Partners, LLC authorization before each transaction. Recurring or on-going transactions, such as regular monthly transactions between two Members, always require a unique, new authorization from Top Trading Partners, LLC.

     

    Top Trading Partners, LLC will only be responsible for commitments made in writing and/or digitally (invoices are very important to protect every transaction) and signed by authorized Top Trading Partners, LLC officers. All transactions must be submitted by both parties to ensure accuracy and clarity.

     

    Top Trading Partners, LLC Members must present a signed invoice within seven (7) days of each transaction, to keep all accounts current. Top Trading Partners, LLC holds the right to not honor any transaction invoices presented beyond the seven (7) days past the transaction date.

     

    In the event that the Member is a corporation, the person signing the application and agreement for the corporation will be held liable for any cash balances due or account trade deficit in the event the account is terminated.

    In the event that the Member requests and receives from Top Trading Partners, LLC additional Top Trading Partners, LLC cards (“Courtesy Cards”) to be utilized by employees, partners or other business owners, the Member (which includes the officer, owner or other guarantor who signed the membership application) shall remain liable for all transactions engaged in with said cards. It is also understood that all cardholders will have access to the account information for the Member.

     

    AGREEMENT MODIFICATION

     

    Top Trading Partners, LLC may from time to time modify the provisions of this Terms and Agreement and will post modifications on the Top Trading Partners, LLC website; changes to the Terms and Agreement will be enforceable without notification to individual Members and these changes will be posted on the Top Trading Partners, LLC website. Retention and use of the Top Trading Partners, LLC Trade Card constitutes acceptance of this agreement with all the terms and conditions as a Member of Top Trading Partners, LLC.

     

    The agreement between Top Trading Partners, LLC and the Member may not be modified unless (i) the modification is a change in terms posted on the Top Trading Partners, LLC website or (ii) if the change is exclusively related to the Member’s specific Terms and Agreement, the change in writing signed by the Member, any officer, guarantor or owner (as signed the original Membership Application) and the Member. Top Trading Partners, LLC reserves the right to rely upon and enforce any documents which are faxed or sent electronically to Top Trading Partners, LLC from the Member and which have been signed by the Member. Top Trading Partners, LLC also reserves the right to rely upon electronic communications sent to Top Trading Partners, LLC from the Member.

    DIRECT TRADES AND CASH

    Direct trades between clients to avoid commission fees are PROHIBITED. If consummated, these trades are subject to commission fees, and at the discretion of Top Trading Partners, LLC, termination and/or suspension may occur with all parties involved. Any trades using another barter company, without prior approval from Top Trading Partners, LLC, is prohibited and commissionable.

    Members will sell their products and/or services for their prevailing prices for 100% Top Trading Partners, LLC trade dollars to other Members in good standing. If a selling client receives part cash for any transaction, Top Trading Partners, LLC is entitled to 13% in cash on that portion of the transaction from the seller. (This excludes sales tax, gratuities and shipping costs) Top Trading Partners, LLC may, at its (removed apostrophe) discretion, suspend or terminate a Member’s account for soliciting cash from a buyer.


     

    GIFT CERTIFICATES

    At times, Members are offered gift certificates and gift cards from other Members of Top Trading Partners, LLC. Such gift certificates and gift cards represent an agreement between the Member issuing such gift certificate or gift card and the Member purchasing same. In the event that Top Trading Partners, LLC authorizes any Member to sell gift certificates and gift cards, such selling Member covenants and agrees that the Member will honor such gift certificates and gift cards in compliance with all applicable federal, state and local laws, rules and regulations (including, but not limited to, laws restricting expiration dates as applicable).

    Top Trading Partners, LLC makes no representation, guarantee or promise that the issuing Member will abide by such laws, rules, and regulations. In the event that a Member issuing gift certificates or gift cards fails to honor same (regardless of the reason for such dishonoring), the Member shall remain liable for the full cash value of such gift certificates and gift cards and authorizes Top Trading Partners, LLC to exercise its right to seek enforcement of such gift certificates and gift cards on behalf of all purchasers of same. Furthermore, in the event that the Member issues gift certificates or gift cards to Top Trading Partners, LLC for sale by Top Trading Partners, LLC, then the Member (notwithstanding any other writing, agreement or document to the contrary) shall indemnify and hold Top Trading Partners, LLC harmless from and against any and all loss, cost, damages, claim or expense related thereto, including but not limited to attorney’s fees and expenses, costs of enforcement and costs of collection.

     

    INVOICING AND PAYMENTS

     

    A minimum $5.00 cash fee will be assessed to any Member requesting duplicate copies of statements, sales receipts, invoices, etc. ($5.00 minimum charge per document)

     

    TTP may request prior payment for commissions or sales taxes on purchases from Top Trading Partners, LLC inventory’s account or from other Top Trading Partners, LLC members. All such amounts must be paid to Top Trading Partners, LLC within fifteen (15) days Top Trading Partners, LLC’s statement due date. Non-payment will result in suspension of trade activity and a fee of 1.5% interest per month on any trade balance due. After ninety (90) days of delinquency, member’s Top Trading Partners, LLC account will be terminated and a twenty-five-dollar ($25.00) cash fee for reinstatement will apply.

     

    In the event your account trade activity is in suspension for ninety (90) days, forfeiture of trade credits in lieu of cash commissions due is at the sole discretion of Top Trading Partners, LLC.

     

    Members are responsible for reviewing and reconciling all account statements upon receipt. In the event of discrepancies, the Member must notify Top Trading Partners, LLC in writing about any such discrepancies within (15) fifteen days of the statement due date. If a Member does not notify Top Trading Partners, LLC in writing, Top Trading Partners, LLC can, at its sole discretion, deem the statement to be correct and the Member will be responsible for all purchases, charges and amounts due.

     

    Top Trading Partners, LLC Members may not exceed their current cash balance without making prior arrangements with Top Trading Partners, LLC. Top Trading Partners, LLC holds the right to charge $10.00 cash per month on any account in cash arrears. Members are required to reimburse Top Trading Partners, LLC in cash for any deficit amount made without pre-authorization or purchases made without adequate trade credits.

     

    Top Trading Partners, LLC is not responsible for lost or misdirected mail or for statements and notices which are sent electronically and not received by the Member.


     

    TRADE DOLLARS

    Top Trading Partners, LLC trade dollars shall not be considered a legal tender, securities, or commodities by either Top Trading Partners, LLC or our Members, and may not be redeemed for cash from Top Trading Partners, LLC.

     

    MERCHANDISE SALES and WARRANTIES

    Top Trading Partners, LLC may, at its sole discretion, accept merchandise into an inventory account for sale to Members, and such merchandise will not be accepted and will be returned if damaged, tainted, or altered. Top Trading Partners, LLC is not responsible for the quality of merchandise, or any warranties.

    The Member represents that any product it offers for sale through Top Trading Partners, LLC shall be free and clear from any lien or encumbrance. The Member represents that any product or service it offers for sale through Top Trading Partners, LLC shall comply with all applicable federal, state and local laws, rules and regulations.

    With respect to any products or services purchased by the Member through Top Trading Partners, LLC. The Member recognizes that such items are produced and provided by others and not by Top Trading Partners, LLC or its affiliates.

    Top Trading Partners, LLC makes no warranty either expressed or implied, by operation of law or otherwise, as to the merchantability or fitness for a particular purpose of such products or services, and the Buyer shall look solely to the manufacturer, distributor or retailer of such merchandise for any warranty. The sole and exclusive warranty made by the seller says that it has title to such products, free and clear from any lien or encumbrance. Other than set forth by above, products are sold “As is, where is”.

     

    MEMBERSHIPS, RENEWALS and HOLDS

    In the event the Member does not wish to renew its Top Trading Partners, LLC Membership on the yearly anniversary, a thirty (30) day written notice to Top Trading Partners, LLC is required. Otherwise, the Member's account will automatically be assessed and debited the annual renewal dues.

     

    Any Member that chooses not to renew, or is terminated for any reason other than over-pricing, has ninety (90) days to spend any remaining trade credits for products and/or services offered by another Top Trading Partners, LLC Member. Failure to spend trade credits within ninety (90) days will constitute forfeiture of said trade credits. Any Member with an account in a trade deficit at the time of termination, or one that chooses not to renew their membership, agrees to pay any trade deficit amount in cash to Top Trading Partners, LLC within ten (10) days.

     

    Top Trading Partners, LLC may terminate any account for any of the following reasons:

    1. The Member is involved in unethical business practices.

    2. The Member sells products and/or services for prices in excess of the prevailing cash price.

    3. No sales or purchases are made on the Member’s account for six (6) months.

    4. In the event of bankruptcy or insolvency of the Member or any personal guarantor of a Member.

    5. A Member’s cash commissions, assessed fees, or Membership and renewal dues are not paid in full within ninety (60) days.

    6. The Member’s account remains in a trade deficit for more than six (6) months.

    Members may place their account on “HOLD” (not selling) by notifying the Top Trading Partners, LLC office under the following conditions:

    1. Member’s trade account must not be in the deficit position.

    2. Members must give notice in writing to their Top Trading Partners, LLC Trade Broker.

    Trading privileges will only be granted to Members maintaining their cash commissions, assessed fees, and annual renewal dues on a current basis.

     

    Any Top Trading Partners, LLC Member may terminate their account at any time as long as such account is current and not in a trade deficit.


     

    BARTER CREDIT ALLOWANCE

    Top Trading Partners, LLC Members may not exceed their current cash balance without making prior arrangements with Top Trading Partners, LLC. Top Trading Partners, LLC holds the right to charge $10.00 cash per month on any account in cash arrears. Members are required to reimburse Top Trading Partners, LLC in cash for any deficit amount made without per-authorization or purchases made without adequate trade credits.

    At times, Top Trading Partners, LLC may offer the Member opportunities to earn trade dollars (or to discharge certain obligations to Top Trading Partners, LLC) through certain financial facilities, such as (but not limited to) the sale of future receivables, the sale of gift certificates and gift cards and the extension of credit terms. However, nothing set forth herein, or in any communication explaining the possibility that such financial facilities may be available, shall constitute the extension of an offer of same to the Member and there shall be no promise, express or implied, that the Member would qualify for such financial facility or that it would be made available to the Member. The right to extend such offers, and the right to accept the Member’s application for such offers, shall be deemed to be in the sole and exclusive discretion of Top Trading Partners, LLC and any such offer shall be deemed “conditional” until such time as there is a mutually-executed agreement among the parties regarding same.


     

    GUARANTEES

    Top Trading Partners, LLC will pursue new Members, businesses having products and/or services to satisfy the needs of its current Members. Top Trading Partners, LLC Members understand and agree that certain products and services that are in high demand may only be available for a limited time.

     

    Top Trading Partners, LLC makes no representation, guaranty or promise (i) that at any given time the Member will have access to goods or services it desires and (ii) that particular businesses which were Members at the time the Member entered into its agreement Top Trading Partners, LLC will remain Members in good standing of the Top Trading Partners, LLC. Top Trading Partners, LLC shall use reasonable efforts to continue to solicit new businesses offering products and services which may be of interest to the Members. Top Trading Partners, LLC reserves the right in consultation with its Members to offer certain items on a limited basis only. Top Trading Partners, LLC is committed to providing only those products or services which the Members offering for sale can readily provide or make available; however, Top Trading Partners, LLC can make no representation, guarantee or promise of the availability of any good or service which the Member seeks to obtain from a fellow Member in the exchange network.



     

    In the event of a violation by a Top Trading Partners, LLC the Member of any of the obligations contained herein, whereby Top Trading Partners, LLC must retain an attorney to enforce the obligations, the member agrees to pay attorney fees and costs incurred therein.