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SECTION 1
GETS PROMO MEMBERSHIP ONLY
FREE PLAN NON-COMMITMENT TERMS AND CONDITIONS

effective Date 4^th July 2023

1. ELIGIBILITY:
1.1. The GETS Promo Membership Plan is FREE and available to business owners who wish to introduce their business to the Club Members and Business Members of our platform.
1.2. By joining the Promo Membership Plan, you acknowledge that there is no contractual commitment or obligation for a minimum duration.
1.3 As a Promo Member you are NOT participating in GETS Trade or GETS Rewards and you can request to have your account upgraded at any time.
1.4 If you decide to upgrade to any of the other Membership plans our full terms and conditions apply as per this agreement.

2. BUSINESS PROFILE:
2.1. You have the ability to maintain your business profile on the GETS platform.
2.2. Your business profile should contain accurate and up-to-date information about your company, including location, the "About Us" section, logo, and business categories.
2.3. You have the option to create or edit a promotional advert that can reach both B2C and B2B markets, but this is not mandatory.

3. MAXIMUM EXPOSURE:
3.1. While GETSLOCAL aim to provide maximum exposure for your business profile, we do not guarantee any specific level of visibility or engagement with Club Members or Business Members.
3.2. The visibility of your business profile may vary based on platform algorithms, user behaviour, and other factors.

4. DRIVING CUSTOMER TRAFFIC:
4.1. The tools provided within your business profile, which may include links to your website, online e-commerce sites, and social media pages, are to promote your business to Club Members and Business Members.
4.2. While GETSLOCAL strive to increase customer traffic for our Promo Members, we cannot guarantee any specific increase in footfall, website visits, or sales.
4.3 While GETSLOCAL make you visible on our platform as a Promo Member you do not have the ability to engage with Club Members or Business Members. This is available on our Solo Membership Plan and upwards.

5. TERMINATION:
5.1. You have the right to terminate your participation in the GETS Promo Membership Plan at any time without penalty by contacting us at promo@getslocal.co.uk to remove your profile.
5.2. GETSLOCAL reserve the right to remove or suspend your business profile if it violates our platform's guidelines or policies.

6. LIABILITY:
6.1. GETSLOCAL UK LTD and its affiliates are not liable for any direct, indirect, incidental, or consequential damages arising from your participation in the Promo Membership Plan.
6.2. You understand that GETS Local UK is an intermediary platform, and we do not have control over the actions or behaviour of Club Members and Business Members.

7. CHANGES TO TERMS AND CONDITIONS:
7.1. GETSLOCAL UK LTD may update or modify these non-commitment terms and conditions at any time without prior notice.
7.2. The latest version of the terms and conditions will be available on our platform.

By joining the GETS Promo Membership Plan, you acknowledge and agree to these non-commitment terms and conditions. If you do not agree with any part of these terms, you should not participate in the Promo Membership Plan.

SECTION 2
GETSLOCAL SOLO, PREMIUM AND PARTNERS MEMBERS ONLY

GETS REWARDS TERMS AND CONDITIONS

GETS Rewards combines coalition (PREMIUM) and stand-alone (SOLO) loyalty programs.

Solo Program allows all Members to issue and redeem their own in-store “Solo Points” only to their own customers.

Premium Program allows all Members to redeem “Premium Points” from their own and other Members' customers, but only authorised Members can issue Premium Points to their own and other Members' customers.

By combining these two programs GETSLOCAL allows Members in accordance with their selected plan and permissions, to issue and redeem reward points to their existing and new customers as an incentive for their cash business or GETS Trade Credit business.

Your participation in GETS Rewards is subject to these additional Terms & Conditions, and agreed Terms & Conditions of GETSLOCAL UK Ltd (GETSLOCAL) Trading Rules and Regulations.

These Terms & Conditions apply each and every time you issue and redeem rewards points. These Terms & Conditions include our Privacy Policy which describes our collection, use, protection and sharing of the personal information you provide us in connection with your participation in GETS Rewards.

GETS REWARDS DEFINITIONS

GETS Rewards	Name of the Coalition Loyalty Exchange rewards program operated by GETSLOCAL
GETS Trade	Name of Capacity Trade Exchange program operated by GETSLOCAL
Members	Business Members participating in GETS Rewards who can issue and redeem rewards in accordance with their selected plan and permissions
Club Member	Individual Consumers participating in GETS Rewards who can earn and redeem rewards
GETS Technology	Software functions and applications to process the issuing and redemption of reward points provided by GETSLOCAL
Reward Points	Points are the unit of reward issued and redeemed to Club Members, known as Solo Points and Premium Points
Digital Vouchers	Club Members can exchange collected Points for Participating Member Digital Vouchers & Deals valid with that Participating Member
Solo Points	All Members can ISSUE and REDEEM their own instore Solo Points only to their own customers
Premium Points	All Members can REDEEM Premium Points from their own and other Members' customers, but only authorised Members can ISSUE Premium Points to their own and other Members' customers
Trade Credits	Members offer for sale their goods and services to Members who are participating in GETSLOCAL for Trade Credit Obligations (hereinafter referred to as GETS Trade Credits or GETSLOCAL Trade Pounds
GETSLOCAL	GETSLOCAL UK Ltd

By participating in the GETS Rewards, you agree that:

you have read, understood and accepted these Terms and Conditions, including our Privacy Policy;
you are eligible for Membership; and,
you consent to our processing and use of your business information, and disclosure of such information to third parties, in accordance with our Privacy Policy,
you agree to abide by the rewards levels offered to Club Members and to issue and redeem reward points as agreed and published.

PARTICIPATING MEMBERS
Participating Members may be found on the GETS Rewards website at getslocal.club or getslocal.trade As Participating Members may join or leave the program, Participating Members may be added to or deleted from this site at any time by us at our sole discretion.
CONSUMER ELIGIBILITY AND ENROLMENT
1. Participation in GETS Rewards is targeted at Club Members who are individuals.Reward points are issued in accordance with these terms and conditions by the Participating Members to Club Members on completion of a satisfactory sale in accordance with agreed terms and reward levels with GETSLOCAL.
2. In order to receive reward points Club Members must have a valid GETS Rewards account.
3. Club Members can register their GETS Rewards account at a Participating Members premises and become a participant from the date of online enrolment, or at our GETS Rewards website subject to GETSLOCAL acceptance of consumer.
4. The ability of Club Members to earn and redeem reward points is subject to all applicable laws and regulations. Participation benefits and rewards are subject to availability and may be subject to change if prohibited or restricted by applicable law or regulation.
5. GETSLOCAL have no liability whatsoever towards any consumer or Participating Member in relation to the supply of any digital voucher, goods or services between the parties which will be subject to the Participating Member’s own terms and conditions.
6. GETSLOCAL have no liability whatsoever towards any consumer in relation to clause 65. CONFIDENTIALITY AND NON-DISCLOSURE
7. Upon Confirmation of transaction by both parties and the issuance of an Authorisation Number from the GETSLOCAL website and payment of any transaction fees if applicable, GETSLOCAL will debit the Buyer’s account and credit the Seller’s account. Failure to comply with these procedures will place responsibility of the transaction upon the Seller and not GETSLOCAL.
8. The buyer must provide both;
  1. The Buyer has formally advised the Seller and GETSLOCAL in writing within the twenty-one (21) day period that the goods or services have been rejected;
  2. GETSLOCAL has received a formal credit note issued to the Buyer from the Seller;
9. Upon receipt of the notice of rejection, and written proof supplied to support the above conditions, GETSLOCAL will hold the trade in abeyance (Pending Status) subject to arbitration or resolution by the parties. Funds will only be held in abeyance (Pending Status) for ninety (90) days unless formal arbitration is in process. If formal arbitration is in process, funds will be held in abeyance (Pending Status) at the discretion of GETSLOCAL. All transaction fees shall remain due under the terms of this Agreement. Further, shall the Buyer fail to commence arbitration procedures within twenty–one (21) days of the date of the GETSLOCAL Member statement, then the Buyer waives all rights to reject the purchase. Failure to follow these procedures will place responsibility of the transaction upon the Buyer and not GETSLOCAL.
10. Any transfer of GETS Trade Credits by you to a GETSLOCAL Wallet may be treated as income to the GETSLOCAL Wallet holder and maybe taxable in the year in which the transfer occurs. You represent, warrant, and covenant that you will comply with all applicable laws relating to GETSLOCAL Wallets, including but not limited to employment, wage, labour, and tax laws. If you so elect, you are responsible for reporting all taxable transfers to GETSLOCAL Wallets to the applicable government authorities for tax purposes.
11. In the event of such suspension, GETSLOCAL shall give written notice to Member and Member shall immediately cease the use of the trading system.
GETS REWARDS ACCOUNT
1. Participating Members will have accounts to record their Solo and Premium reward points activity.
2. Premium Points are created from GETS Trade Credits available for completed sales transactions, or an approved Credit Line (subject to application and approval), or purchased from GETSLOCAL.
3. Solo reward points are exchanged at a ratio of 100:1 and are solely the liability of the issuing Member.
4. Premium reward points are exchanged at a ratio of 100:1 and are created from Members' available GETSLOCAL Credit balance.
5. GETSLOCAL reserve the right to monitor all reward points activity. If your account shows signs of fraud, abuse or suspicious activity, you may lose the right to participate in GETSLOCAL and, as a result of this activity; we may close or freeze your account immediately, and report any fraudulent activity to the relevant authorities.
6. If your GETS Rewards Account does not represent the correct number of reward points that you should have been awarded as determined by us, we reserve the right to adjust your GETS Rewards Account balance. If you have been awarded (or not awarded) reward points in error or if you believe your account has been the subject of any suspicious activity, please contact us immediately at info@getslocal.uk
7. Reward points are awarded or redeemed by GETSLOCAL Technology applications. GETSLOCAL are the provider and operator of the GETSLOCAL Technology functions and applications to process the issuing and redemption of reward points to and from a Participating Member’s GETS Rewards Account.
PARTICIPATING MEMBER TERMINATION
1. You may terminate your participation in GETS Rewards at any time by giving us 60 days written notice, subject to clause 60.13. All promotions of your goods and services and marketing of your company will be withdrawn from the GETS Rewards website immediately. This does not affect your participation in GETS Trade Marketplace.If you have issued reward points as the result of a GETSLOCAL Credit line then the converted value of reward points must be balanced with a payment having an equivalent value. The payment must be acceptable to GETSLOCAL and have an easily determined value within 14 days of withdrawal from GETS Rewards.
2. In addition, we reserve the right to terminate the account of a Participating Member that we reasonably believe, in our sole discretion:
  1. is using the GETS Rewards program in a manner that violates GETSLOCAL Terms & Conditions,
  2. has acted in a manner inconsistent with applicable laws, ordinances or regulations, or
  3. has engaged in fraud or abuse concerning GETS Rewards and/or GETSLOCAL
  4. does not issue and or redeem rewards to Club Members as agreed
  5. discloses confidential consumer data and personal information
  6. If you or your employees, or affiliates have conducted any fraudulent activity, we reserve the right to take any necessary legal action. In addition, you may be liable to us for monetary losses, including legal costs and damages
  7. If you infringe any of GETSLOCAL’s intellectual property rights that may contain content that is protected by copyright, patent, trademark, trade secret or other proprietary rights and laws
  8. If you attempt to, or modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the GETSLOCAL service or the content, in whole or in part
  9. If you attempt to, or copy, modify, create a derivative work of, reverse engineer or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the software.
ISSUING REWARD POINTS
1. Club Members are issued reward points in connection with completed cash, part cash or GETSLOCAL Credit purchases at Participating Members. Reward points are issued to the Club Members via our GETSLOCAL Technology applications and connected to the Participating Members GETS Rewards account provided by GETSLOCAL.
2. Solo instore Points can be issued to Club Members by all Participating Members.
3. Premium Points CAN ONLY be issued to Club Members by authorised Participating Members who can offer Club Members the opportunity to earn Premium points from Premium deals, bonuses, incentives, or other purchase opportunities. These offers may be temporary in nature and we reserve the right to modify or discontinue any such offers at any time. Such offers are void where prohibited by law.
4. The fulfilment of the reward points is solely the responsibility of the Participating Members and your contract in regard to the issuing of reward points to Club Members, and the goods and services which can be obtained by reward points from you to the consumer is solely with you the Participating Member and NOT with GETSLOCAL. Therefore, GETSLOCAL is not responsible for any failure by any Participating Member to provide goods and services in return for reward points that may have been accumulated by Club Members.
5. For each eligible purchase described above, the Club Members will be entitled to receive reward points at a rate published on the GETS Rewards applications. The corresponding amount of reward points will be deducted from the Participating Member GETS Rewards account within GETSLOCAL.
6. The reward points issuing or redeeming rate is calculated on the total transaction and amount paid for goods or services with the Participating Members. Participating Members can decide on the issuing or redeeming rate with a suggested minimum of 3% (3 (three) points for every £1.00 (GBP) spent by the consumer)
7. When a refund is processed the Participating Member at their discretion may elect to collect the issued reward points in connection with that purchase from the consumer applying the earning rate to the refunded amount. If the consumer does not have sufficient reward points in their account you may elect (again at your discretion) to deduct the cash equivalent.
REDEEMING REWARD POINTS
1. Club Members can redeem reward points as part or full payment in connection with completed cash, part cash or GETSLOCAL Credit purchases at Participating Members. The corresponding amount of reward points will be deposited to the Participating Members GETS Rewards account within GETSLOCAL.
2. Solo instore Points CAN ONLY be redeemed by the Participating Member who is the issuer of their own Solo instore Points.
3. Premium Points can be redeemed AT ALL Participating Members.
4. The fulfilment of the reward points is solely the responsibility of the Participating Members and your contract in regard to the redemption of reward points to Club Members, and the goods and services which can be obtained by reward points from you to the consumer is solely with you the Participating Member and NOT with GETSLOCAL. Therefore, GETSLOCAL is not responsible for any failure by any Participating Member to provide goods and services in return for reward points that may have been accumulated by Club Members.
5. Club Members can exchange their reward points for digital reward vouchers these digital reward vouchers are only valid as payment with the same issuing Participating Member. Digital rewards vouchers by default are valid for one month, unless otherwise stated after which the digital rewards voucher is expired.Participating Member digital vouchers are solely the responsibility and liability of the issuing Participating Member and not GETSLOCAL itself.
6. Participating Members can decide that redeeming reward points, digital rewards vouchers cannot be combined with their other promotions they may be offering; this must be clearly published.
7. The issuing Participating Member’s account will not be credited with reward points to the value of the digital rewards voucher until the voucher has been redeemed by the Participating Member. The value of the digital rewards voucher will be held in the issuing Members’ escrow account and it is the sole responsibility of the issuing Member to redeem digital rewards vouchers on the GETS Rewards application. Once redeemed the issuing Member’s GETS Rewards account will be credited with reward points from their escrow account. Each digital rewards voucher contains a unique code and is valid for one-time use only.
8. Currently, the denomination of digital reward vouchers is set at a minimum value of 100 reward points. Variable denominations will be available subject to the terms agreed with the issuing Participating Member.
9. Digital rewards vouchers are valid for goods and services provided by Participating Members. They do not carry a cash redemption value and cannot be exchanged for cash. If the purchase amount at a Participating Member is not high enough to apply the entire amount of the digital rewards Voucher used, no change will be given, and the unused portion of the amount on the digital rewards voucher will be forfeited.
10. Participating Members can offer Premium Deals in connection with a specific product or service.Premium Deals are promoted with an allocated percentage or value of Premium Points. Club Members can reserve a Premium Deal via our website and mobile app for redemption with the Participating Member only for that specific product or service.Reservation is valid for a maximum of three days from date consumer reserved the Premium Deal.
11. In the event a consumer returns a purchase that was (partially) paid for with reward points, only the portion paid for with £GBP would be eligible for a refund, if the return policy of the Participating Members allows for cash refunds. It is at the sole discretion of the Participating Members to determine if they return the previously used reward points or, the value of the digital rewards voucher to the consumer, issue same value of reward points on the consumer’s account, or extend another form of store credit for the original amount paid for by reward points.
12. Since a Participating Member can limit its acceptance of reward points and/or digital reward vouchers for the given business may be temporarily unavailable, subject to agreement with GETSLOCAL. Digital rewards vouchers that have already been generated will be accepted by the business until their expiration date.
13. Participating Members have committed and have an obligation under this agreement to continue accepting reward points or digital vouchers as payment after they cease to be a Participating Member, up to the amount that were earned but not yet redeemed at the particular Participating Member and continue to accept reward points or digital vouchers to balance their GETS Rewards Account with GETSLOCAL, or alternatively can settle payment of account as per Clause 6.) Participating Member Termination.
14. Participating Members in coalition agree to support the GETS Rewards Program to fund any shortfall of consumer held reward points as a solution of last resort in the event that a Participating Member can no longer redeem reward points that have been issued to a consumer and insufficient funds are available in the Reserve Account and all remedies have failed in obtaining goods, services or cash required to fulfil the obligation of the defaulting Participating Member.
15. Reward points that are dormant due to deactivated consumer accounts in accordance with the consumer terms and conditions will be transferred from the consumer account and held in the GETS Rewards Reserve Account against bad debt.
PARTICIPATING MEMBER PROFILE AND REWARDS LISTINGS
As a Participating Member, you are solely responsible for the integrity and content of the data associated with your profile and listings and GETSLOCAL shall have no responsibilities or obligations whatsoever to you in respect of the same. Participating Members are responsible for information on the GETSLOCAL Reward applications and our social media pages which relates to them and will be responsible for any copyright infringement relating to content and images.
COMMUNICATIONS AND STATEMENTS
1. By participating in GETS Rewards, you will receive electronic communications from us, including notifications regarding account balances, other notices regarding your account and Participating Member surveys. These communications are part of your relationship with us and you receive them as part of your Membership. Your reward points balance and account activity can also be accessed on your account summary available on the GETS Trade program website. Getslocal.trade. The balance shown as available on your GETS Rewards Account is informational and may not reflect the actual balance available at all times. You will need your GETS Trade username and password to access this portion of the GETS Trade website.
2. We may also send you offers and other promotional communications from time to time, which may include promotions or offers from GETSLOCAL and/or Participating Members, provided that you have not opted out of receiving such emails. These communications may be targeted to you based on the information you have provided to us and additional data we maintain.
3. Program communications will be sent to you at the email address that you have provided to us on your GETS Trade and Rewards account, application or otherwise. Communications will be deemed to have been received by you 1 business day after sending to the email address provided. You are responsible for any changes to contact details and to notify GETSLOCAL of these changes.
4. You agree that any notice, agreements, disclosure or other communications that we provide to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The GETSLOCAL website records details of the transactions and balances on the account for the reward points transactions.
TRAINING AND SUPPORT
1. GETSLOCAL will provide Participating Members and staff training and instruction details on the operational requirements of the GETS Rewards Program, in accordance with your selected Membership plan.
2. GETSLOCAL will provide full support to Participating Members for the initial period of 4 weeks; thereafter any issues should be emailed to support@getslocal.uk
3. GETSLOCAL will provide operational instructions and help.
FEES
GETSLOCAL reserves the right to review and change the fees from time to time. Participating Member will receive thirty (30) days' notice of any such changes.
CONFIDENTIALITY AND NON-DISCLOSURE
Participating Member acknowledges that it will have access to personal consumer data and information which are deemed sensitive and confidential. Participating Member agrees not to disclose consumer account data, contact data, lists, telephone numbers or email addresses to any person or entity except as specifically authorised by GETSLOCAL to have access to this information. Participating Member also agrees to take precautions to safeguard the confidentiality and security of such information and assumes all liability if an intentional or unintentional release of confidential information were due to their failure.in adequately protecting consumer data.
LIMITATION OF LIABILITY
1. GETSLOCAL is not responsible for;
  1. theft or unauthorised redemption of reward points caused by circumstances which are beyond our reasonable control or our agents;
  2. unauthorised use of reward points or Participating Members digital reward vouchers caused by any unauthorised use of your account. You must keep your security details (which include any passwords, codes and usernames) secret and take all reasonable precautions to prevent unauthorised or fraudulent use of them,
  3. any acts or omissions of any third parties (including any Participating Member);
  4. and/or
  5. any errors published in connection with GETS Rewards, including without limitation, errors relating to Participating Member, pricing, reward points awards and/or the crediting or debiting of reward points from Participating Member accounts due to equipment or software malfunctions. We reserve the right to correct any errors without notice. We shall not be liable to any person for any action taken or neglected to be taken with respect to the GETS Rewards program. In no event shall we be responsible or liable for special, consequential, extraordinary or indirect losses or damages, including any lost profits.
GENERAL REWARDS TERMS AND CONDITIONS
1. We may change these Terms & Conditions at any time with 30 days written notice. Any changes to these Terms & Conditions will be posted on getslocal.club or getslocal.trade will be effective immediately unless stated otherwise. Each Participating Member is responsible for being aware of the then-current Terms & Conditions and the number of reward points in their Account.
2. We may terminate the GETS Rewards Program and/or any portion thereof upon sixty (60) days prior notice to Participating Members and Club Members, and you may not earn or redeem reward points after the termination of the Program. Any reward points remaining in a Participating Member Account as of the date of termination shall be converted back to GETS Trade Credits within GETS Trade Marketplace and deposited to your GETS Trade Marketplace account. Participating Member should, continue to accept already generated valid Rewards Vouchers. We may terminate the GETS Rewards Program in whole or in part, with less than six months' notice if required to do so by applicable law, or regulation.
3. Reward points have no cash redemption value, are not redeemable for cash, and can only be transferred to a consumer’s family member or friend at the sole discretion of GETSLOCAL.
4. It is your responsibility to seek independent professional tax and appropriate accounting advice for this program.
5. Notwithstanding these Terms & Conditions, we may run promotions from time to time that provide enhanced benefits to selected Participating Members.
6. Participating Members and Club Members may not rely upon the continued participation of any Participating Member or the continued availability of any particular redemption opportunity.
7. We make no warranties or representations, either expressed or implied, and expressly disclaim all liability (including consequential damages) with respect to type, quality or fitness of goods or services provided through GETS Rewards. If a Participating Member improperly denies a consumer a benefit, the liability with respect thereto shall be the responsibility of that Participating Member and not GETSLOCAL.
8. Participation in the GETS Rewards Program, and the issuing and redeeming of reward points are subject to all applicable local laws and regulations. Participation, including the opportunity to issue and redeem reward points, is offered in good faith but may not be available if prohibited or restricted by applicable law or regulation. In the event that any portion of these Terms & Conditions is held to be unlawful or unenforceable, the remaining provisions will remain in force, subject to subsections (a) and (b) above.
9. Waiver of any provision herein shall not be deemed a waiver of any other provision herein, nor shall waiver of any breach of this Agreement be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.
10. 13.10This Agreement shall be governed by and construed in accordance with the laws of Scotland.
11. 13.11GETSLOCAL failure to perform any term or condition of this Agreement as a result of conditions beyond its control such as, but not limited to, pandemics, war, strikes, fires, floods, Acts of God and/or Nature, governmental restrictions, power failures, or damage or destruction of any network facilities or servers, shall not be deemed a breach of this Agreement.
  
  SECTION 3
  
  GETSLOCAL SOLO, PREMIUM AND PARTNERS MEMBERS ONLY
  
  GETS TRADE TERMS AND CONDITIONS
  
  The purpose of the following Trading Procedures, Policies, Rules and Regulations is for Solo, Premium and Partners only to facilitate transactions among GETSLOCAL Members by promoting a system of good business practice and understanding of the guidelines set forth by GETSLOCAL UK Ltd (GETSLOCAL) who own and operate a Capacity Trade Exchange program (GETS Trade) and Loyalty Exchange Rewards program (GETS Rewards) hereinafter referred to in this agreement as GETSLOCAL. “GETSLOCAL” means all of the services we offer relating to GETSLOCAL transactions, including but not limited to our rewards and capacity exchange services such services can be accessed via our website at www.getslocal.uk the "Website" and any other GETSLOCAL branded or co-branded websites or mobile Apps. These Trading Procedures, Policies, Rules and Regulations also form part of and are included in any Line of Credit Agreement for GETS Trade and GETS Rewards Terms and Conditions which have been made with you the “Member” and GETSLOCAL.
NATURE OF THE PARTIES
GETSLOCAL manages a Loyalty Exchange Rewards and Capacity Exchange program. GETSLOCAL acts as a clearing house and third-party record keeper of the GETS Trade Credit and GETS Reward transactions among its Members which are businesses that contract with GETSLOCAL to organise and facilitate the trade of their goods and services with other Members. Member is a business or individual that has contracted with GETSLOCAL to trade goods and or services with other Members and wishes to subscribe to GETSLOCAL record keeping and our rewards and capacity exchange services. Member agrees by signing the GETSLOCAL Membership Application and Agreement, to abide by these Trading Procedures Policies Rules and Regulations contained herein. Member grants to GETSLOCAL the exclusive right to regulate the GETS Loyalty Exchange Rewards and GETS Trade Capacity Exchange program and in its sole discernment to make decisions concerning Members it judges necessary.
NATURE OF GETS TRADE CREDIT OBLIGATIONS
Member will offer for sale its goods and services to Members who are participating in GETSLOCAL for Trade Credit Obligations (hereinafter referred to as GETS Trade Credits or GETS Trade Pounds). A “transaction” is a purchase or sale of goods and or services whereby full or part payment is made in GETS Trade Credits posted to a Member’s account pursuant to the terms contained in this Agreement. A GETS Trade Credit is an accounting unit used to record the value of a transaction – for accounting purposes one GETS Trade Credit equals one Pound Sterling (GBP) of the value of the transaction. Ownership of GETS Trade Credits denotes the right to receive goods or services available within the GETS Trade Marketplace. GETS Trade Credits may be used only in the manner and for the purpose set forth in this Agreement; GETS Trade Credits will not be considered legal tender, securities or commodities and may not be redeemed for cash. GETSLOCAL disclaims responsibility for the negotiability of GETS Trade Credits or for the availability of goods and services from any source.
STANDARDS AND TRANSPARENCY
As a responsible third-party record keeper GETSLOCAL operates a peer-to-peer mutual credit clearing system. GETSLOCAL operates a zero (0) balance accounting system, and may make Member account balance information and account status information available to all Members from time to time to establish and maintain standards in the network in the mutual interest of all Members.
LINE OF CREDIT
Member acknowledges and grants to GETSLOCAL the right and power to establish a revolving line of credit for each Member upon successful completion of a line of credit application as per terms and conditions consistent with the Member’s credit worthiness and ability to repay. The outstanding balance as a line of credit will be treated as a loan. The exercise of this power is at the full discretion of GETSLOCAL with regard to principal, any applicable interest, arrangement fees, terms and conditions, lending policy and other particulars.
1. Any Member wishing to apply for a line of credit may be required to:
2. submit a line of credit application,
3. submit financial statements,
4. provide a guarantee,
5. sign a credit agreement or promissory note or equivalent collateral prior to approval.
6. Any security must be free and clear from any lien or encumbrance. Commitment Fee will apply for the creation of a Member’s line of credit.
7. Member acknowledges that GETS Trade Credits in GETSLOCAL (positive balances) are the liabilities of Members who have spent more than their earnings (negative balances); that there is a creditor/debtor relationship between such parties and that GETS Trade Credit transactions incur the normal business risks associated with any credit transaction. As a general rule, GETS Trade Credits are the liabilities of Members who owe the GETSLOCAL capacity exchange program, and not GETSLOCAL UK Ltd., which is solely liable for its own indebtedness
LINE OF CREDIT PROCEDURES
1. A Member who makes use of their agreed line of credit that results in a negative GETSLOCAL Credit balance (debits exceed credits} must sell their goods or services on the GETS Trade Marketplace on 100% GETS Trade Credits except for VAT and shipping costs, unless there is a written agreement with GETSLOCAL stating other terms of repayment, until such outstanding balance has been repaid. GETSLOCAL is under no obligation to extend a line of credit at any time. Member will ensure timely repayment of principal, any interest and appropriate collateral. GETSLOCAL may at its discretion collect the Commitment Fee for the amount of the line of credit at the time the application is made. GETSLOCAL will monitor and record information relating to your account performance and such records may be made available to credit reference agencies, who will share that information with other businesses in assessing applications for credit and fraud prevention.
2. The line of credit agreements remains valid for as long as the Member is in good standing and is actively participating within the GETSLOCAL program. All revolving lines of credit are subject to review every six (6) months to ensure prompt repayment of any line of credit. If a Member has a negative GETS Trade Credit balance (debits exceed credits), the borrowing Member must promptly respond to purchase requests from other Members or GETSLOCAL by offering goods and services as repayment of any line of credit or negative GETS Trade Credit balance, as agreed under the terms of line of credit repayment. Member must at all times have active offers of goods and services on the GETS Trade Marketplace at fair market prices under the terms of clause 30. “Fair Market Price” that must exceed a minimum of 200% of the value of the GETS Trade Credit negative balance. E.g. negative GETS Trade Credit balance = 1000 therefore the value of offers on the GETS Trade Marketplace must be a minimum value of 2000.All repayment arrangements and minimum value of active offers are agreed in writing with Member.
LINE OF CREDIT REVIEW
1. Member acknowledges that their revolving line of credit is scheduled for periodic performance reviews every (6) six months from date of approval. These periodic reviews will take into account the Members Credit Matrix score which includes period sales performance as a percentage of line of credit value and their reputation rating as a Member. If a Member has a negative GETS Trade Credit balance (debits exceed credits) and the agreed percentage of GETS Trade Credit sales has not met the minimum monthly sales performance the line of credit will be adjusted and/or withdrawn, and any balance remaining must be settled on demand in acceptable goods or services of equivalent value or at GETSLOCAL discretion by offering special incentives such as discounting on Member’s goods and services to generate GETS Trade Credit sales to balance Member’s account.
2. Member acknowledges they have an obligation to maintain active offers at fair market prices under the terms of clause 30. Fair Market Price to the agreed value (See clause 5.2 reference minimum of value of the negative trade balance) on the GETS Trade Marketplace; promptly respond to trade purchase requests from other Members and/or GETSLOCAL or supply goods and services. Failure to do so will be interpreted as a refusal to repay the amount of outstanding negative GETS Trade Credit balance, and GETSLOCAL reserves the right to withdraw the line of credit in the instance of these and any other actions by the borrowing Member resulting in a breach of any clause within these Trading Procedures, Policies, Rules and Regulations and reserves the right to terminate the account under the terms of clause “33 Termination”.
LINE OF CREDIT WITHDRAWAL
1. If the withdrawal of a line of credit results in a negative GETS Trade Credit balance (debits exceed credits), the borrowing Member must on demand balance the account with GETS Trade Credits within thirty (30) days of the notification of line of credit withdrawal date, and, after the thirty (30) day period immediately on demand repay any remaining deficit Trade Credit balance with a payment having an equivalent value. The payment must be acceptable to GETSLOCAL and have easily determined value under the terms of clause 30. Fair Market Price. In the event the Member’s deficit balance remains unpaid or the Member’s account is terminated, GETSLOCAL retains complete reservation of rights to recover Member’s deficit trade balance in law and equity.
2. Failure to repay within the required time-scale will result in immediate legal proceedings to recover the deficit GETS Trade Credit balance and any legal costs incurred. GETSLOCAL reserves the right to transfer the debt to a Debt Collection Agency and to inform the GETSLOCAL Membership of the defaulting Member and their debt.
3. If a Member ceases trading for any reason, any goods or services that have been purchased from GETSLOCAL Members which result in a Member having a negative GETS Trade Credit balance (debits exceeds credits), remains as security to GETSLOCAL until the negative GETS Trade Credit balance has been reduced to zero.
TRADE COORDINATING FUNCTION
GETSLOCAL serves in a trade coordinating capacity in organising and facilitating GETS Trade Credit transactions among Members. Responsibility for the conduct of any transaction and the collection of any cash elements is exclusively that of the two Members participating in the transaction. The duty to inspect goods for quality and quantity and fitness for purpose, to evaluate the quality of services, or to obtain or act upon any warranty rests upon the buyer Member. GETSLOCAL will use its best efforts to broker the Member’s GETS Trade Credits into goods and services, to accurately record transactions and to administer Member agreements and trading rules in accordance with their terms. However, Member acknowledges that the sole principals in any transactions are the buying and selling Members involved, that the transactions are entered into voluntarily and that GETSLOCAL is not the guarantor of any goods, service, transaction or GETS Trade Credit.
GETSLOCAL PARTICIPATION
GETSLOCAL may maintain an account in the system and transact business through the network and agree to abide by the same terms and conditions of all Members. Any credit line associated with such system accounts must be determined and maintained using the same criteria that is applied to all Member accounts. Such system accounts shall have no privileged access to goods or services or special treatment.
AVAILABILITY OF GOODS OR SERVICES
GETSLOCAL shall use its best efforts to solicit new business for Members, having goods or services to satisfy the needs of all Members. Because of high Member demand and short supply, certain items may be subject to availability on a limited basis only (i.e. computers, vehicles, electrical appliances, airline tickets, fuel, etc.). GETSLOCAL is committed to provide only those goods or services actually available in the GETS Trade Marketplace. GETS Trade Marketplace is an open marketplace; you do not have any priority or exclusivity against other Members of similar or identical goods or services to yours and GETSLOCAL are not responsible if you cannot find buyers for your goods or services.

10.1 Member acknowledges that they are required to complete a GETSLOCAL Purchase Request Planner form and to provide details on qualified potential vendors to meet their trade requirements. GETSLOCAL website provides an online Purchase Request Planner module to record and plan potential Member purchase requirements.
DEFINITION OF MEMBER IN GOOD STANDING
A Member who conducts transactions in accordance with this agreement is current in any monies owing to GETSLOCAL, has a valid unexpired Member account and a valid fees payment method on file is considered, a “Member in good standing”. Only Members in good standing are entitled to the services of GETSLOCAL. However, the status of a Member in good standing shall not constitute any representation by GETSLOCAL regarding the reputability of any buyer or seller in any GETS Trade Credit and rewards transactions and GETSLOCAL shall have no liability for the conduct of any Member or the quality of goods or services traded. Where a Member has by his or her conduct or misconduct displayed to GETSLOCAL the inability to meet the standards set in Member’s own industry relative to the quality of goods or services, or has been charged with the commission of a crime involving fraud or moral turpitude, or otherwise exhibits to GETSLOCAL that Member’s reputation in the business community has been diminished, then for the protection of the remaining Members, GETSLOCAL reserves the right to terminate said Members account or restrict the rights of said Member to sell or advertise Member’s goods or services for sale until such time said Member can exhibit to GETSLOCAL that the standard expected in Member’s own industry can be met.
PAYMENT OF FEES
1. In consideration of Member’s participation in GETSLOCAL, Member agrees to pay certain Cash (GBP) and GETS Trade Credit fees relative to their selected Membership Plan. Member agrees to pay the price for any goods or services in any GETSLOCAL transaction plus applicable transaction fees. GETSLOCAL transaction fees shall be based on the gross value of the transaction which may consist of 100% GETS Trade Credits or a blend of GETS Trade Credits, Cash (GBP) and rewards on the value of each transaction which is the value of the goods or services transacted between buyer and seller based on seller’s prevailing prices.
2. Member agrees to provide GETSLOCAL with valid credit or debit card information, direct debit or other agreed form of payment information, and the appropriate authority to enable GETSLOCAL to charge the same for all fees and expenses due to GETSLOCAL. GETSLOCAL will restrict trading activity on Members account until Member provides GETSLOCAL with current and valid payment information.
PAYMENT TERMS
GETSLOCAL will, as normal practice, collect all monthly service fees on the 1st of every month, and transaction fees at the time of authorised transactions. GETSLOCAL will not transfer the GETS Trade Credit value of the transaction until the transaction fees have been paid. If, however, GETSLOCAL chooses not to collect transaction fees at the time of the transaction, Member agrees to pay GETSLOCAL the full amount of such fees within fourteen (14) days of issuance of a statement or invoice of fees owed to GETSLOCAL. Fees thirty (30) days past due of the date of the GETSLOCAL statement or invoice of fees owed shall incur interest at the rate of one- and one-half percent 1.5% per month (18% APR) on the unpaid balance. Interest on unpaid fees will accrue in GETS Trade Credits for GETS Trade Credit fees and in cash for cash fees (GBP). Late and overdue fees will also incur a Late Fee Charge of £15.00. GETSLOCAL reserves the right to revise its fee schedule upon thirty (30) days by written or email notice, or by posting the amended fee schedule on the Website to Member.
DELINQUENT AND ABANDONED ACCOUNTS
1. In the event the Member is in arrears for any cash fees beyond sixty (60) days, Member agrees to waive all rights to Member’s usage of any positive GETS Trade Credit and reward balance in Member’s account and GETSLOCAL shall have the right to hold any such balance so long as any cash fees remain outstanding for more than sixty (60) days. Any account continuing in a delinquent status for three (3) consecutive months may be closed without notice by GETSLOCAL. GETS Trade Credits and rewards in the account will be forfeited and placed by GETSLOCAL in its general operating account unless outstanding fees are paid. At the discretion of GETSLOCAL, an account closed for non-payment of fees may be re-opened within one hundred and eighty (180) days of payment due date and Member may reclaim the GETS Trade Credits and reward balance by paying outstanding cash fees and accrued interest plus transaction fees in advance on the remaining GETSLOCAL Credit and rewards balance. All cheques returned unpaid, rejected credit cards, debit cards, direct debits or standing orders to GETSLOCAL because of insufficient funds or stopped payment will be assessed at a twenty-five pound (£25.00) (GBP) penalty.
2. Abandoned Accounts will be considered abandoned if Member has not entered into a transaction (no sales or purchases) over a period of (12) twelve months. We may, in our sole discretion, terminate an abandoned Account in accordance with clause Termination 33.
GETSLOCAL RESERVE FUNDS
1. Bad Debt Reserve Fund 1% percent charge in GETS Trade Credits on the gross GETS Trade Credit value of a Member transaction shall be utilised by GETSLOCAL to fund a bad debt reserve account. This account shall be funded by a percentage of the GETS Trade Credit portion of the transactions relative to their selected account and will be used to cover unreimbursed Member GETS Trade Credit deficits. Any excess balance in the reserve account, i.e. not needed to cover bad debt, may be used by GETSLOCAL to provide other benefits to Members, improve or upgrade the network or trading system, but all uses shall be solely at the discretion of GETSLOCAL.
2. Rewards Reserve Fund 10% percent charge in GETSLOCAL Premium Points calculated on the gross value of Premium Points issued to a consumer.This is a non-refundable charge that will be utilised to provide other benefits to Members improve or upgrade the rewards program and fund the Employee Rewards Incentive program, but all uses to the benefit of Members shall be solely at the discretion of GETSLOCAL.
3. GETSLOCAL may from time to time consider the adequacy of the Reserve Funds and;(a) If GETSLOCAL is of the opinion that the level of the Debt & Rewards Reserve Funds is inadequate, then GETSLOCAL in its sole discretion may determine the amount of the inadequacy and may increase the percentage charge to bring the Debt & Rewards Reserve Funds to an adequate level. (b) If GETSLOCAL is of the opinion that the levels of the Reserve Funds is adequate then GETSLOCAL in its sole discretion may determine the amount of current adequacy and may decrease the percentage charge to maintain the relevant Reserve Fund at an adequate level.
CHARITABLE DONATIONS
Member may elect to donate GETS Trade Credits, to a qualified charitable organisation. A “qualified charitable organization” is an organisation with charitable status as registered with Companies House and which is or has agreed to become a Member of the GETSLOCAL capacity exchange. GETSLOCAL agrees to facilitate the donation by transferring Members’ credits but the donation will be deemed to be from Member to the charity and Member shall have sole responsibility for ensuring any tax deductibility of the donation and the charitable status of the organisation. GETSLOCAL shall make the transfer of donated GETS Trade Credits in accordance with our trading procedure. Any required receipts for the donation shall be issued directly by the charity to Member.
GETS TRADE MARKETPLACE SYSTEM
GETSLOCAL through the GETS Trade Marketplace allows Members online trading facilities to post their business categories, business profile and business offers for sale and business requirements to source. In order to access these services Member must have an operating email address, valid fees payment method on file and a GETSLOCAL online trading account, and you in order to receive from GETSLOCAL and our representatives electronic mail and text messages that we may send from time to time in relation to our services in connection with your account. All transactions are to be conducted on the GETSLOCAL website via the Member’s online trading account GETSLOCAL will furnish Member with an online trading account and assist Member in account setup and training in its use of our online services and for conducting transactions. Member agrees to stay current on the system’s rules of use and operating procedures. Members cannot engage in any action on the site designed to complete or facilitate a transaction outside of GETSLOCAL. Member is expressly forbidden from allowing unauthorised access to their Member’s online trading account by means of providing their Usernames and Passwords to any other party. Member shall be responsible for any damage caused to the GETSLOCAL website or data caused by unauthorised access due to Member’s negligence or wilful misconduct including hacking or reverse engineering of the GETSLOCAL website. Member is solely responsible for and shall take all reasonable measures to keep its Usernames, Passwords and PIN (Personal Identity Number) secure and protected from unauthorised access or use. The PIN number is used to confirm all transactions using the automated transaction service. Member shall not store Usernames, Passwords or PIN in any form, whether encoded or un-encoded, in a location where it is capable of being accessed by any person other than Member or its authorised personnel or agents. Member must immediately notify GETSLOCAL if Member becomes aware of, or suspects, any unauthorised access to their Username, Password, PIN or any other breach of security. For the protection of GETSLOCAL Members, GETSLOCAL reserves the right to block online access to a Member’s account and investigate any unusual account activity that may be as a result of unauthorised access.
1. GETS Trade Marketplace allows Members to offer for sale goods and services as approved by GETSLOCAL and may provide third-party payment processor services to allow direct payment to the Seller Member for any cash elements due from the Buying Member.Selling members are required to have a business account direct with the payment processor and install their API credentials against their GETSLOCAL account.GETSLOCAL do not collect any cash elements of a transaction between a Buyer and Seller; it is the responsibility of the Selling Member to make the necessary arrangements to obtain a payment processing account.GETSLOCAL approved payment processor is PayPal.
TRANSACTION AUTHORISATIONS - Member Duties as a Seller
1. To receive GETS Trade Credits for a transaction a Seller must obtain an Authorisation Number through the GETSLOCAL website for each transaction before releasing merchandise or performing a service in accordance with the terms of this agreement.
2. The GETS Trade Credits in the Buyer’s account will be reserved against the Authorisation number and are only valid for fourteen (14) days. If online transactions are not confirmed within fourteen (14) days GETSLOCAL has the right to cancel the GETS Trade Credits reserved in which event it will be the responsibility of the Seller to collect payment from the buyer. GETSLOCAL is not responsible to honor authorisations granted due to misrepresentations made by Buyer or Seller.
  GETSLOCAL may withhold or revoke an Authorisation Number approving a transaction under any of the following conditions:
  1. if the Buyer does not have sufficient GETS Trade Credits or line of credit to make such a purchase,
  2. if either party is not a Member in good standing,
  3. if seller fails to obtain an Authorisation Number from GETSLOCAL at the time of sale,
  4. if the transaction fee for the amount of any Credit Line request has not been paid at the time the application was made,
  5. no valid fees payment method on file
TRANSACTION AUTHORISATIONS - Member Duties as a Buyer
1. GETS Trade Credits in the Buyer’s account will be reserved for fourteen (14) days against an Authorisation Number for the amount of the purchase at the time an Authorisation Number is issued through the GETSLOCAL website. Upon receipt of the confirmed online transaction and payment of any transaction fees GETSLOCAL shall debit the Buyer’s account and credit the Seller’s account. A Buyer may reject a trade within twenty-one (21) days after the transaction appears on the GETSLOCAL Member statement.
  Transactions may be rejected only under the any or all of the following conditions:
  1. Proof that the quantity delivered was not agreed as purchased;
  2. Proof that the goods or services were defective or not as warranted;
  3. Proof that the goods were not in the same condition as displayed in sample or advertising;
ELECTRONIC VOUCHERS (CERTIFICATES)
1. Electronic Vouchers “E-Vouchers” these vouchers are legal Scrip Certificates that are issued by Members and made available to purchase from Members adverts published on the GETS Trade Marketplace these adverts can be identified by having a “Buy Certificate” button. In no event shall GETSLOCAL be considered the issuer of any E-Vouchers, and have no liability towards any Member in relation to the supply of any E-Vouchers between the parties. The fulfilment of E-Vouchers is solely the responsibility and obligation of the issuing Member and not GETSLOCAL. All disputes and obligations concerning the use of an E-Vouchers are between the buying Member and the selling Member issuing the E-Vouchers, and GETSLOCAL bears no liability in the event the issuing Member refuses to honor their E-Vouchers or ceases to operate the business.
2. Only when the E-Vouchers are purchased from the GETS Trade Marketplace and the transaction is complete, can the buying Member print or view the E-Vouchers on their computer or mobile device.
3. The selling Member’s GETSLOCAL main account will not be credited with GETS Trade Credits to the value of the E-Vouchers until it has been redeemed. The value of the E-Vouchers will be held in the selling Members’ Escrow Account and it is the sole responsibility of the selling Member to redeem E-Vouchers on the GETSLOCAL website. Once redeemed the selling Member’s GETSLOCAL main account will be credited with GETS Trade Credits from their Escrow Account.
4. The following rules govern the use of E-Vouchers (Scrip Certificates).
  1. Lost or stolen E-Vouchers cannot be refunded; copied, damaged and defaced vouchers will not be accepted. However, as long as any E-Vouchers has not been redeemed or expired, it may at GETSLOCAL’s discretion be re-generated to be used by the buying Member.
  2. E-Vouchers must be used in accordance with selling Members terms and conditions, and as soon as possible after they are purchased, and must be used before their expiration date.
  3. All tips, gratuities, and sales taxes must be paid in cash at the point of purchase by the buying Member.
  4. GETSLOCAL reserves the right to refuse the purchase of E-Vouchers by Members who have previously refused to pay the proper taxes and gratuities or have created other problems at selling Member’s establishments.
  5. GETSLOCAL is not responsible if a business refuses to accept E-Vouchers and GETSLOCAL will not make restitution for any cash charges that Member may incur. GETSLOCAL will not extend expiration dates and/or buy back E-Vouchers that are expired.
  6. All disputes concerning the use of E-Vouchers are between the Members and GETSLOCAL bears no liability in the event the issuing Member refuses to honor the E-Vouchers or ceases to operate the business.
GETSLOCAL WALLETS
1. GETSLOCAL Wallets are linked to Member (parent) account (“GETSLOCAL Wallets”) GETSLOCAL Wallets may be issued on your Member account only with your written Authorisation. You may use GETS Trade Credits available in your account to set up GETSLOCAL Wallets, for business purposes, or to reward, compensate, or gift to third parties, such as your employees, family, or friends. GETSLOCAL Wallets are appended to your Member account. Member will pay transaction fees (which will be charged to the parent account) as per Membership Plan on any GETS Trade Credits transferred to and from your Member account (parent account) into GETSLOCAL Wallets at the time of transfer. Member will be charged monthly maintenance fees on each GETSLOCAL Wallet. If the parent account becomes delinquent in cash fees owed to GETSLOCAL or is otherwise in default all GETSLOCAL Wallets will be frozen preventing any purchases by GETSLOCAL Wallets until the parent account is brought current. GETSLOCAL reserves the right, at its sole discretion, to suspend the trading privileges and account access of any GETSLOCAL Wallet Holder who violates the terms of this Agreement or any other agreement with GETSLOCAL.
  
  Member Account (parent account) may have unlimited GETSLOCAL Wallets, subject to the following provisions:
  1. The parent account must be in good standing,
  2. The parent account will be charged £5 cash per each GETSLOCAL Wallet per month,
  3. No transaction fees will be charged on GETSLOCAL Wallet activity, transaction fees will be charged to the parent account when transferring GETS Trade Credits to and from the GETSLOCAL Wallet,
  4. The GETSLOCAL Wallet can only receive GETS Trade Credits from the parent account,
  5. The GETSLOCAL Wallet cannot be used to receive GETS Trade Credits from other Members,
  6. No line of credit will be given to a GETSLOCAL Wallet,
  7. If the parent account is closed GETSLOCAL Wallets will also be closed,
  8. GETSLOCAL Wallets can only be issued to active authorised users/contacts on your Member account,
  9. GETSLOCAL Wallet holders are also bound by the terms of this agreement,
  10. You the Member acknowledge full responsibility for the conduct of the GETSLOCAL Wallet holder,
MEMBER PROFILE AND MARKETPLACE LISTINGS
1. As a Member you are solely responsible for the integrity and content of the data associated with your profile and marketplace listings and GETSLOCAL shall have no responsibilities or obligations whatsoever to you in respect of the same. Violations may result in suspension or termination of your account. Members are responsible for information on the GETSLOCAL website, marketplace and our social media pages which relates to them and will be responsible for any copyright infringement relating to content and images.
  You further acknowledge that any content or listings:
  1. will not contravene or contain any content that contravenes, misappropriates or violates any copyright, patent, or third-party intellectual property right,
  2. will not contain any virus or destructive element,
  3. will not be false, inaccurate, or misleading,
  4. will not be fraudulent or involve the sale of counterfeit or stolen items,
  5. will not be offensive, slanderous, unlawful or menacing,
  6. will not be obscene or contain adult or child pornography,
    It is your responsibility to determine its legality and complies with the law and that you are appropriately licensed to sell.
RESPONSIBLE REPUTATION-RATING
GETSLOCAL provides the ability to provide online feedback regarding their selling and buying experience with Members. GETSLOCAL operate a ‘fair policy’ where Members have the opportunity to resolve any issues before negative feedback is posted publicly. GETSLOCAL reserves the right to moderate all online feedback posted through the GETSLOCAL system and may remove or edit any Content for any or no reason, including, but not limited to any content that violates these Rules and Regulations. GETSLOCAL may remove or edit such content without prior notification to the responsible Member. Members have 7 days to respond to feedback, and Members agree to provide only truthful and relevant information. Member’s content will appear publicly in GETSLOCAL services across the web with your profile name and must comply with our policies; therefore any misuse or abuse of this service, including but not limited to threatening and/or abusive language may result in termination of your account. Feedback scores are used to rate Member credit rating scores.
RECORD KEEPING AND ERRORS
All active Members will receive a monthly notification via email or through the GETSLOCAL website that their Member statement is available to review online. A Member’s monthly statement will be considered accurate unless GETSLOCAL is notified of any discrepancies within twenty-one (21) days from date of the statement. It is the Members responsibility to notify GETSLOCAL if it does not receive a monthly notification. All transactions are subject to final audit and verification by GETSLOCAL and, in the case of errors or inaccuracies; a Member’s GETSLOCAL Accounts may be debited or credited so as to correct any error without giving notice to the relevant Member.
FEE AVOIDANCE
Direct trades between Members outside of GETSLOCAL whether intentional or not to avoid service fees are prohibited, and if consummated, are subject in accordance with Members fee plan to a minimum 10% percent cash transaction fee payable on demand, such trades may also result in suspension or termination.
LAWS AND REGULATIONS
Member shall abide by all applicable laws or regulations appropriate to the conduct of its business and any GETSLOCAL transaction, and GETSLOCAL shall not be responsible on the part of Member to comply. Member shall hold GETSLOCAL harmless for any action GETSLOCAL takes to comply with the applicable laws or regulations.
TIPS AND GRATUITIES
All tips and gratuities shall be paid in cash (GBP) at point of purchase by the buying Member.
TAXES AND ACCOUNTING
Seller shall charge the appropriate taxes such as VAT if applicable, and collect and record these on the invoice at the time of sale. GETSLOCAL does not collect any taxes on Members' behalf. Members are advised that transactions involving GETS Trade Credits are generally treated as taxable events for accounting purposes. The declaration and reporting of all applicable taxes resulting from GETS Trade Credit transactions rests solely with the selling Member. It is your responsibility to seek independent professional tax and accounting advice for GETS Trade Credits and GETS Rewards as needed.
ASSIGNMENT OF ACCOUNT
A Member’s account is not assignable or transferable to any person, third party or business without GETSLOCAL express prior written consent. If Members/company assets/goods or services being used as security against any line of credit or negative GETS Trade Credit balance are no longer available, sold, or the company itself is sold or merged with another company GETSLOCAL will withdraw the line of credit and call for repayment on demand (see clause “33. Termination”). If a Member ceases trading, for any reason, any goods or services that have been purchased, which results in a Member having a negative GETS Trade Credit balance (purchase exceeds sales) remain secured to GETSLOCAL until the negative GETS Trade Credit balance has been reduced to zero. GETS Trade Credits may not be advertised for sale without GETSLOCAL's express prior written consent.
FAIR MARKET PRICE
Member agrees to furnish all goods and services on the GETSLOCAL website and marketplace at Member’s normal prevailing prices. GETSLOCAL reserves the right to investigate complaints of overpricing, i.e., where Seller is charging a higher price for goods or services sold on GETS Trade Credits than normal terms. GETSLOCAL also reserves the right to request documentation supporting Members' valuation of a listed good or service with evidence of other valid cash sales at the same price. Violations may result in the termination of the Member’s account.
STANDBY STATUS
1. A Member can request in writing to GETSLOCAL that their account be placed on “standby” in the event that they wish to temporarily suspend trading within the GETS Trade Marketplace but not terminate their account. An account may be placed on standby under the following conditions:
  1. Member account must have a positive GETSLOCAL Credit balance.
  2. Member must be current in any monies owing to GETSLOCAL and have a valid Member account.
  3. Fees as per Membership Plan will still be chargeable during the period of “standby”
SUSPENSION OF TRADING PRIVILEGES
1. GETSLOCAL reserves the right, at its sole discretion, to suspend the trading privileges and account access of any Member who:
  1. Commits fraud against GETSLOCAL or any other Member. Fraud shall include furnishing false information to GETSLOCAL in this agreement or credit line application, which Member warrants is accurate to the best of its knowledge.
  2. Violates the terms of this Agreement or any other agreement with GETSLOCAL.
  3. Has outstanding cash fees due to GETSLOCAL which are more than sixty (60) days past due.
  4. Enters into direct trades to avoid payment of service fees. (See clause 25. FEES AVOIDANCE)
  5. Member who has a negative GETSLOCAL Credit balance (debits exceed credits), who does not promptly respond to requests from other Members' purchase inquiries will be interpreted as a refusal to repay the negative GETSLOCAL Credit balance.
  6. Behaves in a manner which is detrimental to the GETSLOCAL network and/or fellow Members. Such detrimental behaviour shall include inaccurate and false statements regarding GETSLOCAL and/or its Members, and abuses of the Member list, including spamming or the unauthorised release of Members' information to third parties.
  7. Conducts transactions of illegal or prohibited items. Prohibited items shall include firearms or other weapons, illegal drugs, drug paraphernalia and pornography. GETSLOCAL reserves the right to amend the list of prohibited items at its discretion.
  8. Member commits an act of bankruptcy or being a company becoming insolvent and/or having a receiver, liquidator, administrator, or manager appointed, or making any arrangement or composition with its creditors.
  9. Allowing unauthorised access to the GETSLOCAL Websites by means of providing their Usernames and Passwords to any other party.
  10. Damage caused to the website or data caused by unauthorised access due to Member’s negligence or willful misconduct including hacking or reverse engineering of the website.
  11. Contravene or facilitate the contravention of the Intellectual Property rights belonging to GETSLOCAL.
  12. Violates the terms of confidentiality contained in this Agreement by disclosing online trading system information or by failing to take reasonable measures to protect such confidential information.
  13. Ceases to be a Member in good standing in GETSLOCAL.
  14. Member has an ‘Abandoned Account’.
  15. Member’s reputation rating as a Buyer or Seller does not meet the minimum standard as set by GETSLOCAL.
TERMINATION
1. Either party may terminate this agreement, with or without cause, upon ten (10) days' written notice to the other party. Upon termination, all cash and GETS Trade Credit service fees outstanding become due and payable; transaction fees are non-refundable. If Member has a negative GETS Trade Credit balance (debits exceed credits) at the time of termination, Member must on demand balance the account with GETS Trade Credits within thirty (30) days of the notification of termination, and, after the thirty (30) day period immediately on demand repay GETSLOCAL any remaining negative GETS Trade Credit balance with a payment having an equivalent value. The payment must be acceptable to GETSLOCAL and have an easily determined value. In the event the Member’s negative GETS Trade Credit balance remains unpaid, GETSLOCAL retains complete reservation of rights to recover Member’s negative GETS Trade Credit balance in law and equity. Failure to repay within the required time scale will result in immediate legal proceedings being instigated to recover the debt and any legal costs incurred. GETSLOCAL reserves the right to transfer the debt to a Debt Collection Agency and report details of the Debt to Credit Collection Agencies.
2. If Member has a positive GETS Trade Credit balance (credits exceed debits) at the time of termination, Member may stay active for a period of thirty (30) days by paying GETSLOCAL in advance all cash service fees on the positive GETS Trade Credit balance, until GETS Trade Credits are spent and the GETSLOCAL Credit balance equals (0) zero (credits equal debits) Any positive GETS Trade Credit balance not spent within thirty (30) days of termination shall be forfeited by Member and will be transferred by GETSLOCAL into the bad debt reserve account.
LEGAL FEES AND COSTS
Member agrees to pay all reasonable legal fees, court and collection costs incurred by GETSLOCAL in the enforcement of this agreement. Member agrees to pay interest at an annual rate of 18% on all balances more than 30 days past due.
AMENDMENT OF TRADING PROCEDURES, POLICIES, RULES AND REGULATIONS
GETSLOCAL may, in its sole discretion, change the Trading Procedures, Policies, Rules and Regulations and reserves the right to change the monthly retainer fees and transaction fees from time to time by giving Member thirty (30) days prior by written or email notice, or by posting the amended terms on the Website. Failure to give GETSLOCAL your written notice of rejection of such changes within such thirty (30) day period and engaging in purchase or sales transactions after such after thirty (30) day notice period shall be deemed as acceptance by Member of the new terms.
DISCLAIMER OF LIABILITY
GETSLOCAL makes no representation or warranty either expressed or implied and disclaims all liability as to the fitness, quality, delivery date, merchantability, prices or any item of the trade transaction. Member does hereby indemnify and hold GETSLOCAL harmless with respect to any claim, debt, or liability whatsoever, arising out of any transaction wherein Member is Buyer or Seller. Member acknowledges that any trade transaction in which it participates is strictly voluntary. Member further agrees to hold GETSLOCAL harmless for any liability whatsoever arising out of the use, administration or operation of the trading network.
DISPUTES AND ARBITRATION
1. GETSLOCAL is functioning in a Trade Coordinating capacity, and as a third-party record keeper, and is to be held harmless from any liability arising out of transactions between Members.
2. In the event of any dispute, the parties seeking resolution shall submit a written request for the arbitration within twenty-one (21) days of the receipt of the goods or services or the commencement of the dispute. In no event shall a request for arbitration be filed later than twenty-one (21) days after receipt of the goods or services
3. Specifically excepted from the arbitration requirement shall be Members failure to pay fees due to GETSLOCAL under this agreement, which shall entitle GETSLOCAL to bring legal proceedings to collect delinquent fees plus costs of collection including court fees and reasonable legal fees and late fees on the unpaid balance. GETSLOCAL may also report such delinquency to a credit-reporting agency or refer the debt to a collection agency.
ENFORCEMENT
Each and every term and provision and every last term and provision contained in these Trading Procedures, Policies, Rules and Regulations is severable from every other term and provision therein. If any such term or provision shall be judged invalid, illegal or unenforceable, it shall not affect the validity, legality or enforceability of the remainder of any other term or provision of these Trading Rules and Regulations. The remainder shall remain valid, legal and enforceable and in full force and effect. In the event that legal action must be taken by GETSLOCAL against a Member to enforce any provision of these Trading Procedures, Policies, Rules and Regulations, GETSLOCAL shall be entitled to recover legal fees, costs and simple interest at the rate of one- and one-half percent 1.5% per month (18% APR) per month balance compounded) from the date of default until payment.
ADVERTISING
Unless otherwise stipulated between the parties to this agreement, Member authorises GETSLOCAL to notify and advertise to other Members and reciprocal partners the availability of Member’s goods or services.
SPECIAL TRADE PROCEDURES
1. The following procedures apply to transactions involving special order, construction jobs, service work, long term leases and other work-in-progress transactions:
  1. Member should obtain a written estimate before authorising work to begin.
  2. Before starting, Member should obtain a deposit or down-payment in GETS Trade Credits, with an online confirmation and Authorisation number in the same manner as a cash transaction.
  3. It is the duty of the parties to inform GETSLOCAL of any changes to a project that may require an extension of GETSLOCAL CREDIT as GETSLOCAL are not obliged to extend credit lines and any variations from an original estimate may not be approved.
CONFIDENTIALITY AND NON-DISCLOSURE
Member acknowledges that, as a Member of the GETSLOCAL network, it will have access to information and materials which are confidential and proprietary to GETSLOCAL, GETSLOCAL Members and GETS Rewards Club Members. Member agrees not to disclose information about the credit-clearing software, Member account data, Member contact data, Members list or Members’ email addresses to any person or entity except to those specifically authorised by GETSLOCAL to have access to this information. Member also agrees to take reasonable precautions to safeguard the confidentiality and security of such information.
INTELLECTUAL PROPERTY RIGHTS
You acknowledge and agree that the service may contain content that is protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorised by GETSLOCAL, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the service or the content, in whole or in part. In connection with your use of the service, you shall not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the service other than as specifically authorised herein is strictly prohibited. The technology and software related to the service is controlled by GETSLOCAL. You agree not to copy, modify, create a derivative work of, reverse engineer or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the software. Any rights not expressly granted herein are reserved by GETSLOCAL.
TRADEMARKS
GETSLOCAL names and logos are trademarks and service marks of GETSLOCAL (collectively the “GETSLOCAL Trademarks”). Other company, product, and service names and logos used and displayed via the service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to GETSLOCAL. Nothing in these Rules and Regulations should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of GETSLOCAL's trademarks displayed on the service, without our prior written permission.
THIRD PARTY MATERIAL
GETSLOCAL have no liability of any kind, or be liable in any way for any content posted by third parties including Participating Member Merchants or at the direction of users, including, but not limited to, any errors or omissions in any account or content, or any loss or damage of any kind incurred as a result of the use of any content posted, emailed or otherwise transmitted via the service. You acknowledge that GETSLOCAL does not pre-screen content, but that GETSLOCAL and its designees shall have the right in their sole discretion, but not the obligation to refuse or remove any content that is available via the service.
THIRD-PARTY SERVICES
You may register for the service using third-party services such as Facebook Login and otherwise enable various third-party services to be directly integrated into your GETSLOCAL service. By enabling third-party services within the service, you are allowing us to pass your log-in information or other information (e.g., token authentication information) to these services for this purpose. Please remember that the manner in which third-party services use, store and disclose your information is governed solely by the policies of such third parties, and GETSLOCAL shall have no liability or responsibility for the privacy practices or other actions of any third-party site or service. In addition, GETSLOCAL is not responsible for the accuracy, availability or dependability of any information, content, goods, data, opinions, advice or statements made available in connection with third-party services, and such third-party services may revoke authentication at any time. As such, GETSLOCAL is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third-party service.
MOBILE SERVICES
The service includes certain services that are available via a mobile device, including the ability to upload content to the service and the ability to browse and otherwise access the service or certain features thereof. To the extent you access the service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply.
JOINT AND SEPARATE LIABILITY
If this application is accepted and an account is opened for the Member in GETSLOCAL, the Member and the individual signing for the Member hereby assume joint and separate responsibility for all transactions, Fees, and negative GETSLOCAL Credit balances as outlined in this agreement.
DISSOLUTION
1. In the event that GETSLOCAL terminates the GETSLOCAL Program or otherwise ceases to do business, all Members in a negative GETSLOCAL Credit position will pay amounts they owe in law and equity (one GETSLOCAL Credit being equal to one pound in cash GDP currency) into a fund. The recovered fund realised from negative GETSLOCAL Credit, less expenses, plus any GETSLOCAL inventory will be distributed pro rata to all Members who are in a positive trade position. Thus, all Members in a positive position will receive compensation and/or goods for their GETS Trade Credits to the extent that the funds permit. GETSLOCAL shall not be liable to any Member’s compensation or GETS Trade Credits beyond the distribution of such funds as aforesaid. Cessation of the GETSLOCAL’s operations does not release any Member from liability to make any payment due to GETSLOCAL at the time that GETSLOCAL’s operations cease.
2. The payment must be acceptable to GETSLOCAL and have easily determined value. In the event the Member’s negative GETSLOCAL Credit balance remains unpaid, GETSLOCAL retains complete reservation of rights to recover Member’s negative GETSLOCAL Credit balance in law and equity.
LAW
In the event of any legal disputes arising from these Trading Procedures, Policies, Rules and Regulations the Laws of Scotland shall apply.
MEMBER ACKNOWLEDGMENT AND WARRANTY
Member acknowledges that they have read the currently effective Trading Procedures, Policies, Rules and Regulations, that such Rules and Regulations may be changed by GETSLOCAL from time to time in accordance with these Trading Procedures, Policies, Rules and Regulations. Member warrants that it provided all information to GETSLOCAL in good faith and that such information is accurate to the best of its knowledge.
SURVIVAL OF MEMBER OBLIGATIONS
These Trading Procedures, Policies, Rules and Regulations and that such Rules and Regulations are binding on the Members and obligations imposed upon Members under these Rules and Regulations shall survive suspension or termination of the right of a Member to participate in GETSLOCAL
COMMITMENTS AND REPRESENTATIONS
1. GETSLOCAL contracts with Member Ambassador Companies “MAC”, for the provision of Member acquisition. MAC’S are independent contractors and operate from business locations other than GETSLOCAL. MAC’s are not employees, agents, joint ventures or partners of GETSLOCAL and their authority to bind GETSLOCAL is strictly limited by applicable policies and contractual obligations that are binding on MAC. As independent contractors, MAC are solely responsible for the employment, acts and omissions, control and direction of their employees and assignees.
2. GETSLOCAL is only responsible for any commitments and representations made in writing by a duly authorised GETSLOCAL officer. GETSLOCAL employees, trade coordinator’s or agents have no right to bind GETSLOCAL to any obligation or representation whatsoever without such written Authorisation.
REMEDIES
By your acceptance of this Agreement, you acknowledge and agree that damages would not be an adequate remedy for any breach by you of the provisions of this Agreement and that GETSLOCAL shall be entitled to the remedies of interdict and injunction for any threatened or actual breach of the obligations incumbent upon you in terms of this Agreement and that no proof of special damages shall be necessary for the enforcement of the said obligations.
USE OF YOUR INFORMATION
1. You consent to our processing and use of your business information, and disclosure of such information to third parties, in accordance with our Privacy Policy.
2. The information you provide to us or which we obtain through your dealings with GETSLOCAL will be used by GETSLOCAL or on our behalf to process your enrollment application, manage your GETSLOCAL account, and assess your dealings with us to review, develop and improve the services we offer and for market research purposes. (See our Privacy Policy)

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