The Five Forty is an annual membership that gives members access to discounts and offers from independent businesses in Virginia’s Shenandoah Valley. The service is operated by 540, LLC, a Virginia limited liability company doing business as The Five Forty (“we”, “us”).

These Member Terms of Service (“Terms”) are a binding agreement between you and us. They cover your use of our website, our mobile app, and your membership (together, the “Service”). Our Privacy Policy explains what we do with your personal information and is part of this agreement.

By creating an account, purchasing a membership, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

Businesses that offer deals through The Five Forty are covered by a separate agreement, the Business Partner Terms, not these Terms.

That means the business — not The Five Forty — is responsible for the food, goods, services, staff, premises, and safety involved. We do not control them, do not employ them, and cannot guarantee what they do. §§11–13 explain the consequences of this in the language our lawyers require, but this paragraph is the plain-English version, and it is the single most important thing in this document.

What we are responsible for is the membership itself: keeping the Service running, curating which businesses appear, and handling your account and billing fairly.

To hold a membership you must:

• be at least 18 years old;
• be able to enter into a binding contract; and
• provide accurate information about yourself.

One person, one account. You may not sell, rent, share, or transfer your membership, and you may not hold more than one active membership at a time.

We may decline, suspend, or end a membership at our discretion, including where we believe an account is being shared, resold, or used to abuse the referral program or a business’s offers.

You are responsible for your account, for keeping your password confidential, and for everything that happens under your login. Tell us promptly at support@thefiveforty.com if you believe someone else has accessed your account.

Keep your contact and payment details current. If a notice we send bounces because your details are stale, it still counts as delivered.

• The membership fee is $50 per year, charged when you join.
• Your membership runs for one year from the date it starts.
• It renews automatically each year for another one-year term, and we charge the payment method on file, unless you cancel first (§6).
• We will send you a reminder roughly 30 days before each renewal, to the email address on your account.
• We may change the price. If we do, we will tell you before the change takes effect, and the new price will apply only to renewals after that notice — never retroactively to a term you have already paid for.

Payments are processed by Stripe. We do not store your full card details.

If a renewal payment fails, §8 explains exactly what happens and how long you have to fix it.

You can cancel at any time, from your account’s membership page, which takes you to the Stripe customer portal.

When you cancel:

• Your membership stays active until the end of the term you have already paid for. You keep your benefits until then.
• You will not be charged again.
• The membership fee is not refundable. Cancelling stops the next renewal; it does not refund the current term.
• You lose any unused referral rewards (§7) when your membership ends. This covers both forms they can take: credit toward a renewal, and any cash balance you have earned but not yet been paid. Cash already paid out to you is yours and is never reclaimed.
• You can rejoin at any time. Rejoining uses the same account — your saved payment details, your history and your saved businesses are all still there. It starts a new term at the price in effect on the day you rejoin, and no balance carries over from your previous membership.

If we cancel your membership for a reason that is not your fault — for example, we stop operating in your area — we may refund a fair share of the current term. We are not obliged to refund anything if we end your membership because you broke these Terms.

You can earn rewards for referring new members.

• When someone you referred joins and pays, you earn a reward calculated as a percentage of the membership fee they actually paid. The rate is currently 10%. Because it is a percentage of what they paid, a member who used credit toward their own membership generates a proportionally smaller reward, and a member charged nothing generates none.
• You keep earning while they stay. You earn the same percentage again each time that member renews, for as long as their membership continues.
• The rate can change. We will show you the rate that applies before you share a referral link, and the rate in effect when your referral joins is the rate you get — on their first payment and on every renewal after it. A change to the rate does not affect rewards you have already earned, and does not re-price referrals already made.
• Your own membership must be active. If your membership is cancelled or suspended, you stop earning on renewals from that point, and any unused rewards in your balance are forfeited — both credit and any cash balance not yet paid out. Cash already paid out to you is never reclaimed.
• If someone you referred cancels, that referral ends. You stop earning on them from that point. If they later rejoin, that is a new membership you did not refer: you do not earn on it, or on any of its renewals.
• If you cancel, your referrals end too, and rejoining starts fresh. You do not go back to earning on people you referred before you cancelled. Anyone you refer after rejoining earns you rewards as normal.
• Refunds reverse the reward. If a payment we paid you a reward on is later refunded, we reverse that reward. We will not reduce your balance below zero, and we will not reclaim cash already paid out to you.
• Rewards are applied as credit against your next renewal by default.
• You can instead take rewards as cash, once your balance reaches $50, by connecting a payout account through Stripe. Stripe’s own terms apply to that account, and payouts are subject to their identity verification.
• Credit has no cash value except through that payout path, expires when your membership ends, and cannot be transferred.

What is not allowed. Referring yourself, creating accounts to refer yourself, using someone else’s payment details, buying or spamming referrals, or any other scheme to generate rewards that do not correspond to a genuine new member. We use automated checks to detect this.

If we believe rewards were earned improperly, we may withhold or reverse them, remove the credit, and suspend or end the accounts involved. We will tell you why, and you can contest it by writing to support@thefiveforty.com.

We may change or end the referral program at any time. Rewards you have already properly earned will be honoured.

We do not cut you off the moment a card declines. The sequence is:

Fixing your payment method at any stage before closure restores your membership without a new sign-up.

Deals are offered by independent businesses and are subject to whatever the business says: the offer’s own terms, its expiry, its availability, and any limits it states.

When you use a deal, you agree to:

• show your membership honestly, and only for yourself;
• follow the business’s rules and the offer’s stated conditions; and
• pay for what you buy, including tax and tip, which the discount does not cover unless the offer says otherwise.

Deals change. A business can change or withdraw an offer, and can leave The Five Forty entirely. Businesses come and go. Your fee buys access to the membership as it exists over time — not to any particular business, deal, or discount, and the loss of any specific offer is not a breach of this agreement and does not entitle you to a refund.

We try to keep listings accurate, but we do not guarantee that any listing, price, or discount is correct or current. If a business refuses to honour a deal listed on the Service, tell us — that is useful to us, and we act on it.

You can leave feedback about businesses. When you do:

• Be truthful. Do not post anything unlawful, threatening, harassing, defamatory, obscene, or discriminatory, anything that infringes someone else’s rights, or anything you were paid to post.
• Feedback you leave for a business is shown to that business without your name attached. Do not include information in the text that identifies you unless you intend the business to have it.
• You keep ownership of what you write. You give us a non-exclusive, worldwide, royalty-free licence to host, display, reproduce, and adapt it in connection with operating and promoting the Service. This licence survives the end of your membership for content you have already posted.
• We may remove feedback, and businesses may flag it. Repeated abuse of the feedback system can cost you the ability to leave it, and can end your membership.

More broadly, do not misuse the Service: no scraping, no bulk automated access, no attempting to break or bypass security, no reselling access, and nothing that places an unreasonable load on our systems.

The Service is provided “as is” and “as available”. To the fullest extent the law allows, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement.

We specifically make no promises about the businesses. We do not warrant the quality, safety, legality, or accuracy of anything a business sells, says, or does. We are not their agent, partner, or employer, and they are not ours. We are not liable for their acts or omissions, including any injury, illness, loss, or damage arising from what you buy from them or from being on their premises.

We do not promise the Service will be uninterrupted or error-free, or that listings are free of mistakes, including pricing mistakes, which we may correct.

Some states do not allow certain warranty exclusions, so parts of this section may not apply to you.

To the fullest extent the law allows:

• We are not liable for indirect, incidental, special, consequential, punitive, or exemplary damages, or for lost profits, revenue, data, or goodwill, even if we were told such damages were possible.
• Our total liability to you for any and all claims is limited to the greater of (a) the membership fees you paid us in the 12 months before the event giving rise to the claim, or (b) $100.

Nothing in these Terms limits liability that cannot be limited by law — including liability for our own fraud, or for death or personal injury caused by our negligence.

This limit reflects how we have agreed to share risk at a $50 annual price, and it survives even if a remedy in these Terms is found to have failed its essential purpose.

You agree to indemnify and hold harmless The Five Forty and its officers, members, employees, and agents from claims, losses, and reasonable legal costs arising from your breach of these Terms, your misuse of the Service, your violation of the law or of anyone’s rights, or your dealings with a business.

The Five Forty name, logo, site, app, and content are owned by us or our licensors and protected by intellectual property law. We grant you a limited, personal, revocable, non-transferable licence to use the Service as a member. You may not copy, scrape, resell, reverse-engineer, or make derivative works from it, or use our name or logo without written permission.

Business names, logos, and images shown on the Service belong to those businesses.

You may end it by cancelling your membership (§6).

We may suspend or end your membership if you break these Terms, if we believe your use harms the Service, other members, or a business, or if we are required to by law. Where it is reasonable to do so, we will tell you why.

Sections that by their nature should survive — §§7 (already-paid rewards), 10 (content licence), 11, 12, 13, 14, 17, and 18 — survive termination.

We may update these Terms. If a change is material, we will give you notice by email or a prominent notice on the site before it takes effect, and we will update the “Last updated” date.

Continuing to use the Service after a change takes effect means you accept it. If you do not accept it, cancel your membership; the change will not apply retroactively to the term you have already paid for.

You agree we may communicate with you electronically, and that emails and notices posted in the Service satisfy any legal requirement that communication be in writing.

We send you service messages you cannot opt out of while you are a member — billing notices, renewal reminders, security alerts, and changes to these Terms. Marketing messages are separate and you can turn them off in your notification preferences.

Notices to us: support@thefiveforty.com, or P.O. Box 161, Linville, VA 22834.

These Terms are governed by the laws of the Commonwealth of Virginia, without regard to its conflict-of-laws rules.

Any dispute must be brought in the state or federal courts located in Rockingham County, Virginia, and both of us consent to the jurisdiction of those courts. Either of us may still bring a qualifying claim in small claims court.

Nothing here takes away any consumer-protection right you have under the law of the state where you live that cannot be waived by agreement.

Before suing, please talk to us. Write to support@thefiveforty.com describing the problem and what you want. Most things are fixable that way, and we would rather fix them.

• Entire agreement. These Terms and the Privacy Policy are the whole agreement between us about the Service.
• Severability. If a provision is unenforceable, the rest stays in force.
• No waiver. If we do not enforce something immediately, we have not given up the right to enforce it later.
• Assignment. You may not assign these Terms. We may assign them to an affiliate or in connection with a sale of the business.
• Force majeure. Neither of us is liable for failures caused by events beyond reasonable control.
• Relationship. Nothing here creates a partnership, joint venture, agency, or employment relationship.

support@thefiveforty.com · 540, LLC dba The Five Forty, P.O. Box 161, Linville, VA 22834