Last revised on August 18, 2019
Please read this document carefully. It contains important information about Your rights and obligations. It also contains a disclaimer of Our Currenge Israel Ltd. warranty and a limitation of liability clauses.
CURRENGE ISRAEL LTD is a company incorporated in Israel with company number 515455376 and registered with the office of the registrant of companies and/or its successors and/or any person and/or entity to whom it has assigned in writing its rights under this Terms of Business (hereinafter referred to as “Currenge” or “We” or “Our” or “Us“).
Currenge provides some currency/ies conversion service/s with no limitation focusing on providing currency transfer service and/or additional services that may be related to executing International payments, such as electronic currency conversion service/s, to its clients, for the purchase and/or sale and/or conversion, and/or onward delivery of certain currency/ies (hereinafter referred to as “A Service” or “Service” or “Services” or “The Services“). Currenge only provides its Services related to such currency/ies, that their electronic trade is provided by Bank HaPoalim, Israel.
You are aware Currenge might not offer its Services relating to currency/ies and/or payor and/or beneficiary domicile or having bank accounts in some countries among them the following countries and/or authorities: Afghanistan, Algeria, Bosnia and Herzegovina, Democratic People’s Republic of Korea, Ethiopia, Honduras, Iran, Iraq, Kuwait, Lao PDR, Lebanon, Libya, Malaysia, Morocco, Pakistan, Saadia Arabia, Somalia, South Sudan, Sudan, Syria, The Gaza Strip, The Palestinian Authority, Tunisia, United Arab Emirates, Vanuatu, Yemen, and additional countries not served by Currenge on its sole discretion (hereinafter referred to as “Restricted Countries“).
Currenge may offer and/or provide The Services also by any website/s, among them with no limitation a website owned and maintained by it including without limitation the website on the Internet domain www.currenge.com or currenge.com or any other Internet suffix following the prefix www.currenge. , such as www.currenge.co.il, or any of such subdomains and/or associated currenge.com third-party services or any website with any prefix before the currenge.com Internet domain (together hereinafter referred to as “Website” or “The Website” or “A Website“). Such A Website, or parts of it, may be possibly hosted on any location on the globe, with no limitation also by a third-party/ies.
Any additional-service/s and/or website-content, that Currenge initially presented after the last revision date as mentioned on the top of this page, should be deemed to be part of The Services or The Website respectively, beginning of the moment of it/them being initially offered by Currenge, with no limitation the moment of their initially being mentioned on The Website.
Currenge offered services regulated by the Israel Capital Market, Insurance and Saving Authority and if applicable by the Israel Money Laundering and Terror Financing Prohibition Authority in respect of Services it provides.
You or any person or any other legal entity, including also that or those acting on the behalf of such other legal entity or You, requesting to engage in a Contract with Currenge and/or filling out information on The Website and/or contacting Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents by any communication method, and/or requesting to transact with Currenge, is/are defined to be A Client (hereinafter referred to as “Client” or “A Client” or “The Client” or “Clients” or “You” or “Your“).
You agree to use Currenge’s Services and/or The Website as provided by Us.
These terms (hereinafter referred to as “Terms of Business“) constitute the terms upon which Currenge provides The Services to anyone, including You and/or its Clients.
Anyone, with no limitation including You and/or Currenge Clients, agrees his/her/its having any relationship with Currenge and/or that any of his/her/its usage of The Website and/or inquiries with Currenge regarding The Services and/or actual usage/purchase of A Service serve as his/her/its consent to this Terms of Business and to be fully binding himself/herself/itself by this Terms of Business agreement.
You are deemed to accept and agree to be bound by this Terms of Business also with no limitation by any of the following:
a) selecting “I Agree” to this Terms of Business, possibly also with no limitation by marking a check mark, on any Currenge Website and/or form and/or contract;
b) filling out any information within the Currenge registration form;
c)using The Website in any way;
d) using The Services; and/or
e) browsing The Website;
and thereby enter into a legal and binding agreement with Currenge.
Anyone, including You or A Client, is asked to review this Terms of Business carefully and make sure that it fully understands them before using Currenge’s Services and/or Website. If anyone, including You or A Client, do/es not agree to this Terms of Business, it must immediately cease any use of The Services and/or The Website and/or any other Currenge Services.
Certain parts of Our Website and/or Your ability to use certain Currenge Services, may be subject to different and/or additional terms and conditions (hereinafter referred to as “Different Terms and Conditions“). Such possible Different Terms and Conditions may require you to agree with and to accept in writing and/or by approving them on The Website, possibly with no limitation by a check mark and/or behavior. In any case of conflict between such Different Terms and Conditions and this Terms of Business, the Different Terms and Conditions shall take precedence over this Terms of Business regarding Your usage of such certain parts of The Website and/or Your usage of such certain Currenge Services.
CURRENGE RESERVE THE RIGHT NOT TO SERVE AND/OR TO REFUSE TO ACCEPT ANY CLIENT/S AND/OR PERSON AND/OR ENTITY ASKING TO BE A CLIENT, POSSIBLY WITH NO LIMITATION OF CERTAIN CHARCTERISTICS, ON ITS SOLE DISCETION (hereinafter referred to as “Refused Client“). Any such Refused Client has no right for any compensation due to being a Refused Client and/or as a consequence of being so.
Each contract entered into between Currenge and A Client, after Currenge has decided to accept A Trade according to conditions as defined on paragraph 7.6 of this Terms of Business, for any of Currenge Services, including The Services (hereinafter referred to as “Contract” or “A Contract” or “The Contract“) shall be governed by this Terms of Business.
Currenge may at any time modify this Terms of Business. We will make an effort to notify Our registered known Clients of any change/s to this Terms of Business either by emailing our registered Clients using an email address provided by such Client to Us, possibly with no limitation via The Website, or by posting a notice on the Website. By continuing to use The Services and/or The Website after any change to this Terms of Business was made, You agree to be bound by such a change/s. You may review the most current version of Our Terms of Business located on the Currenge.com Website at:
https://currenge.com/information/legal/terms_of_business/ or on any other location on the Website. The most current version number 1.01, as of August 18 2019, displayed on the such page will supersede all previous versions.
Any amendment, including also the full termination, to this Terms of Business shall take effect from the date of its publication on Our Website or any later date as specified by Currenge but shall not affect any rights or obligations that have already arisen. Otherwise, this Terms of Business may only be varied by the written agreement of both Currenge and The Client. This Terms of business supersede all previous oral and written communications on the same subject matter.
1.1 Currenge MAY, in its discretion make available, at some or all times, to The Client an electronic trading system, with no limitation possibly as part of The Website, for entering into Contracts (hereinafter referred to as “System” or ” The System“). For these purposes, Currenge may from time to time issue The Client with one or more user identification codes, passwords, authentication codes or such other information (hereinafter referred to as “Security Information“). The Client shall at all times maintain the confidentiality, and prevent the unauthorized use of, the Security Information. The Client accepts full responsibility for the use and protection of the Security Information. Should The Client become aware and/or has even a minor suspicion of any deliberate or inadvertent disclosure, loss, theft or unauthorized use of The Client’s Security Information, The Client shall notify Currenge immediately, of such an event and its full circumstances. Currenge shall not be liable for any loss, liability or cost whatsoever arising from any unauthorized use of the Security Information.
1.2 You acknowledge and agree that Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents is/are not responsible and would not be held responsible in any manner to conforming The System and/or The Website and/or The Services to a purpose and/or need/s of Yours.
1.3 Currenge has the full right, unilaterally and with immediate effect, to suspend or permanently withdraw The Client’s access to The System and/or The Website, and/or any part of it/them thereof, without prior notice, where Currenge consider it necessary or advisable to do so, for example with no limitation due to breach of any provisions of this Terms of Business Agreement, network problems, for maintenance, or to protect any Client when there has been a breach of security, or a suspicion such an event occurred.
1.4 Currenge reserves a right to refuse duplicated System and/or Website accounts by A Client. If such duplicated accounts were created, You agree for Currenge to either merge them or cancel any of them, on its sole discretion.
1.5 Information available on The System and/or The Website is produced by Currenge or by various independent third-party sources (hereinafter referred to as “Information Providers“) and may be protected by copyright. The Client agrees not to reproduce, retransmit, disseminate, sell or distribute such information in any manner without the express written consent of Currenge and the relevant Information Providers, if existing.
1.6 Without prejudice to any other terms of this Terms of Business agreement, relating to the limitation of liability and provision of indemnities, You acknowledge and agree that Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents is not liable and will not be liable and will not be held liable for any loss, cost, expense or damage whatsoever which may arise directly or indirectly as a result of any:
a) technical difficulties, possibly with no limitation as a result of installing, attempting to access, accessing, using, maintaining, modifying or deactivating the System or otherwise arising out of the negligence of Currenge, which The Client may experience in connection with The System and/or The Website and which may lead to, but not limited to, transmission errors, malfunctions, failures, delays, hardware damage or software erosion that with no limitation may lead to economic and/or data loss.
b) introduction, with no limitation including such introduction results, of any computer virus, worm, software bomb or similar items into The Client’s computer hardware or software as a result of connection to The System and/or The Website on the provision that Currenge has taken reasonable actions to prevent any such introduction.
c) disclosure, with no limitation to any third-party/ies, of any information provided by A Client to Currenge and/or The System and/or The Website in the event of an unauthorized breach of Currenge’s premises and/or The System and/or The Website. For the removal of any doubt, You declare You are aware of Internet related limitations related to information security, and You exempt Currenge form any responsibility regarding this matter.
2.1 Currenge provides, directly via its Website and/or indirectly via any other-website/s or platform, a presumably potential saving calculator indicator (hereinafter referred to as “Calculator Indicator“). The Calculator Indicator’s sole aim should be regarded as presenting the mere presumably possible to-be achieved scale of savings by a non-beneficiary Israeli-bank customer, by electronically converting currencies with Currenge in comparison to doing so electronically via a local Israeli bank branch or via a local Israeli bank Internet website.
Assumptions, to-be confirmed in real-time by The Client, underlying the above presumably potential saving are among others with no limitation that the regular as known-to-Currenge foreign currencies trading bid-ask spread/s for major currencies against the Israeli New Shekel is about 1.8%, and that a non-beneficiary Israeli-bank such customer is paying a 0.2% conversion fee. The calculator Indicator which does NOT provide accurate information and should not be seen as providing accurate information has no other aim, and should NOT be interoperated by any user/s of Currenge’s Website and/or Clients of Currenge’s and/or users of third-party website/s containing the Calculator Indicator and/or its derivatives as having any other aim then the aim mentioned above.
While Currenge has considered many possible uses or misuses of the Calculator Indicator, it is unable to foresee all possible uses. Currenge cannot and does not warrant any of the Calculator Indicator’s results. The Calculator Indicator presents results that are provided solely to serve as preliminary informational, while comparing alternative electronic (not being of bank paper notes) currencies conversion cost to a conversion to-be executed in bank accounts held within Israel.
The Calculator Indicator’s user/s and/or Client/s is/are expected to thoroughly review and completely understand the full costs, by any relevant financial service provider including Currenge, associated with currency/ies conversion and/or purchase and/or sale and/or transfer and/or delivery and/or acceptance of transferred funds when using the Calculator Indicator, including with no limitation rates of currency/ies offered, bid-ask spreads offered by relevant financial institutes, and also professional terms related to such costs.
Should someone and/or an entity that may be a user of Currenge’s Calculator Indicator and/or A Client and/or A Client’s employee and/or representing A Client not fully understand, or suspect it may not fully understand, any of the information presented on/by the Calculator Indicator and/or its presented results, he/she/it should contact Currenge, and must not rely on the Calculator Indicator and/or any of its presented results. Currenge contact information is available on The Website and/or The System.
2.2 Therefore, by use of this Calculator Indicator, the User or Client also agrees to the following terms and conditions accompanying the use of the Calculator Indicator:
a) Copyright and Trademarks: The Currenge Calculator Indicator is to be considered as copyrighted. All Calculator Indicator content included on The Website or on third-party website/s, such as text, graphics, logos, button icons, images, audio clips, video clips, presentations, articles, compilation (meaning arrangement, assembly), as well as, software, is the property of Currenge and protected by Israeli and/or international copyright laws. This Calculator Indicator is designated solely to provide only indicative information.
b) Limited Warranties and Disclaimer of Liability: CURRENGE ASSUMES NO LIABILITY FOR ANY DECISION MADE OR ACTION TAKEN IN RELIANCE UPON INFORMATION CONTAINED ON THE CALCULATOR INDICATOR, NOR DOES CURRENGE ASSUME ANY RESPONSIBILITY AND/OR RISK ATTENDANT TO THE USE OF THE CALCULATOR INDICATOR.
FURTHERMORE, THE CALCULATOR INDICATOR IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, AND EXCEPT AS PROVIDED BELOW, CURRENGE EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, OR ENDORSEMENTS WHATSOEVER IN CONNECTION WITH THE CALCULATOR INDICATOR, WHETHER EXPRESS OR IMPLIED, (INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT).
WITHOUT LIMITING THE FOREGOING, CURRENGE MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED: (I) AS TO THE OPERATION OF THE CALCULATOR INDICATOR OR THE INFORMATION, CONTENT, OR MATERIALS INCLUDED OR PRODUCED THEREON; (II) THAT THE CALCULATOR INDICATOR WILL BE UNINTERRUPTED OR ERROR-FREE; (III) AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION, CONTENT, OR A SERVICE PROVIDED THROUGH THE CALCULATOR INDICATOR;
IN NO EVENT WILL CURRENGE BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, OR OTHER CONSEQUENTIAL DAMAGES FROM ANY USE OF THIS CALCULATOR INDICATOR, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS, OR OTHER DATA ON YOUR INFORMATION-HANDLING-SYSTEM OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
c) A CURRENCY RATE YOU (THE CLIENT) WOULD PRESEUMBALY ACTUALLY BE ENTITLED TO, IS THE ONE USED AT THE MOMENT OF THE ACTUAL CONVERSION, AFTER WE (CURRENGE) RECEIVE YOUR (CLIENT) TRANSFERRED FUNDS. SUCH A RATE MAY REFLECT A DIFFERENT ACTUAL REAL-TIME SAVING THAN THAT OF A/THOSE THEORETICAL SAVING REFLECTED IN THE THEORETICAL CALCULATOR INDICATOR A WHILE BEFORE THE ACTUAL TRANSACTION TOOK PLACE.
d) A MAJOR ASSUMPTION UNDERLINING THE CALCULATOR INDICATOR IS THAT FOREIGN CURRENCY RATE/S AGAINST THE ISRAELI SHEKEL AVAILABLE TO YOU ON YOUR BANK BRANCH REFLECTS A SPREAD OF ABOUT 1.8%, WHILE CURRENGE MAY ALLOW YOU TO CONVERT FUNDS ON A SPREAD AS LOW AS 0.1%. IN ADDITION, IT IS ASSUMED ON THE CALCULATOR INDICATOR THAT YOUR TRANSACTION TAKES PLACE IN ISRAEL, IT MAY COSTS YOU ABOUT 0.2% TO RECEIVE FOREIGN CURRENCIES IN AN ISRAELI BANK ACCOUNT, AND IT MAY COSTS YOU ABOUT A 0.2% FEE TO CONVERT CURRENCIES, AND THAT YOU ARE AN ISRAELI ENTITY.
3.1 The Website contains a section frequently asked questions along with their Currenge answer (hereinafter referred to as “FAQ“).
3.2 Answers to the FAQ should be seen only as general initial preliminary guidance, and not as an answer to a specific question a certain Client may have. Any certain Client having a specific question, is invited to contact Currenge directly, so he/she/it can receive a specific answer for his/her/its specific question.
4.1 Currenge may operate, from time to time, a referral program that may enable visitors to Our Website and/or Clients to register to the referral program, and/or to refer Our Services to whoever they choose.
4.2 The whole responsibility for sending such referral notes lies on the referring party, and none of it lies on Currenge.
4.3 The referral program terms and conditions may change from time to time, and if applicable appear on the Website.
5.1 The Client represents to Currenge that on the moment/s upon Client’s Currenge registration and that in which he/she/it entered into each Contract and that A Client’s Contract is performed and/or settled:
a) The Client is acting as principal on its own account, possibly represented by an authorized signatory person allowed to act on the behalf of a The Client that may be an organization, as a company or a firm, such a representative serve;
b) The Client has fully filled out, and uploaded if anything on it changed an up-to-date Currenge Registration Form, including with no limitation by providing and presenting for authentication of required by Us and/or by law documents, as well as allowing and assisting for Us to authenticate The Client’s identity and authentication of presented documents in a face-to-face meeting, and/or a video conference call, as requested by Currenge. The Client also updated Currenge prior to asking for any Currenge Services and/or Trade on any change of information provided on its latest registration form and/or provided new complementary information if required by Currenge prior to Currenge providing The Client A Service.
c) if The Client is a person, The Client is at least 18 years old, and has the legal right, power, and ability to enter into and perform under this Terms of Business and engage in A Contract and/or use The Services and/or use Currenge’s Website;
d) if The Client is an organization, the person serving as its authorized signatory acting on the behalf of such organization asking for Currenge to provide it A Service, is at least 18 years old, and has on its own the legal right, power, and ability to enter into and perform under this Terms of Business and engage in A Contract and use The Services and use Currenge’s Website, and had fully filled out and submitted to Currenge an authorized by the Client Signatory Authorization Approval Form;
e) The Client has full power and authority and has taken all necessary steps to enable itself to lawfully enter into and perform under A Contract. If You do not qualify, please do not use The Services or The Website or The System;
f) The Client is and will be the sole full responsible for compliance with local non-Israeli laws if and to the extent such local non-Israeli laws are applicable, should such A Client choose to access Currenge’s Website when The Client being at any location outside the State of Israel and/or when The Client does so through any location outside of the State of Israel even if the Client itself is within Israel;
g) all sums paid or to be paid by The Client, to Currenge, legally belonged or should belong solely to The Client prior to, and/or upon, such payment and are not subject to any charge, encumbrance, restriction or other security;
h) all information provided to Currenge by The Client is true and full and accurate in all material respects and The Client will not omit or withhold any Information which would render such Information so provided false or inaccurate in any material respect; and
i) A Client, asking to register as a Currenge Client and/or for a Currenge Service, will provide Currenge on request all requested information regarding its financial and business affairs and identity as Currenge may reasonably require, including without prejudice to the foregoing, all client due diligence information requested in relation to obligations imposed on Currenge under all relevant Anti Money Laundering and/or Anti-Terror Financing Regulations and/or compliance regulations or any other relevant legislation, all as may be amended from time to time. The Client acknowledges he/she/it is aware that failing to provide such requested information may bring Currenge not so serve him/her/it with no liability what-so-ever arising to Currenge as a result.
5.2 For security reason, The Client is obliged to keep its usage of A Currenge Services confidential from anyone except itself and possibly its employees, Currenge, and sides to the payment transaction related to The Contract till five Business Days, as Business Days are defined in paragraph 7.1 of this Terms of Business, after the final completion of facilitating its Contract relevant to such A Service, with the beneficiary fully receiving monies and/or other financial assets transferred by Currenge.
5.3 In cases such as The Client’s request and/or inability of Currenge to electronically transfer monies to The Client, The Client also agrees to accept physical delivery of currency/ies and/or financial asset, as a check, to be delivered under A Contract, if applicable;
5.4 The Client will not treat any information provided by Currenge as advice. The Client is solely relying on its own judgment and/or any other third-party, not being Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents, as its Client source of independent advice possibly taken by The Client in entering into A Contract.
5.5 The Client fully understands the content of this Terms of Business being written in English.
5.6 The Client undertakes the obligation to immediately inform Currenge that it shall promptly (and, also in any event prior to entering into any Contract) inform Currenge if any of the information provided to Currenge by it and/or on its behalf becomes incorrect and/or out of date.
5.7 If The Client has/had the aim of any kind of manipulation to be achieved by submitting any kind of information to Currenge, possibly via The Website, or by asking for A Contract, The Client obliges not to do so and not to submit any manipulating information and not to ask to engage in A Contract with Currenge.
5.8 The Client declares that he/she/it informed Currenge upon filling A Contract and/or a registration form if he/she/it is a “US Person” for United States of America federal income tax purposes.
A Client that becomes a US Person must notify Currenge no later than the earlier of: 30 days from the date he/she/it became a US Person for US federal income tax purposes, or the moment just before he/she/it ask to enter into a new Contract with Currenge Israel. Currenge may terminate A Client’s Contract upon such a notice. It is The Client’s responsibility to determine whether he/she/it is a US Person. Failure to provide such information to Currenge will be considered a fundamental breach of A Contract and/or a fundamental breach of any agreement between The Client and Currenge.
If Currenge becomes aware that A Client is a US Person, Currenge has the right to terminate The Client’s Contract or any other agreement between The Client and Currenge, or the full right not to enter any such Contract with such A Client.
5.9 Currenge reserves the right to access various government and/or private databases and/or other sources of information so as to verify Your information, and/or Your identity and/or payor and/or beneficiary identity. You declare You agree to such action/s by Currenge.
5.10 Before being able to use A Service, Currenge may perform customer verification and Know Your Customer procedures, possibly some of whom are procedures required by and/or by law/s. For this purpose, We may ask to see and/or to receive copy/ies of photographic evidence of Your claimed identity, such as a copy of Your government ID and/or passport and/or driving license and/or additional supporting documentation. You may be able to provide such evidence through a various method that may include, uploading of computer files on The Website registration form, email, fax, hand-delivery and/or snail mail at our Currenge discretion.
5.11 We may require You, at Our discretion and before You may use any Service, to attend a face-to-face, and/or a video conference call, authenticating meeting with Us and/or to present Your original identifying documents presented to Us and/or to sign Your signature, possibly if requested on a copy of one of Your registration documents, among them with no limitation the registration form.
5.12 You declare the intended usage You ask to be achieved via A Currenge Contract and/or Services is/are legal, and is in accordance to the custom and is permitted by law/s.
6.1 By using The Website and/or The Services, You agree not to upload, post, e-mail and/or otherwise send and/or transmit any material that might contains viruses, Trojan horses, electronic worms and/or any other computer code, files and/or programs designed to interrupt, destroy and/or limit the functionality of any computer software and/or hardware and/or telecommunications equipment associated with The Services and/or The Website, including with no limitation any computer hosting server, hosting it.
6.2 You agree and undertake to keep Your Currenge user login details, User Login ID’s and any Application Programming Interface (API) Keys confidential, not to disclose Your login details to any other person and not to permit any other person to log in to The Website and/or using Your login details, given such information was provided to You, by Currenge and/or it behalf.
6.3 You also agree not to:
a) interfere with computer server/s and/or network/s connected to The Website or to violate any of the procedures, policies or regulations of networks connected to The Website and/or The System, including with no limitation this Terms of Business;
b) attempt and/or succeed to reverse engineer or sell, export, license, modify, copy, distribute or transmit The Website and/or The System for/to Yourself and/or yourself and/or any third-party, and/or jeopardize the correct functioning of The Website and/or The System, and/or otherwise attempt to derive the source code of software (including with no limitation tools, methods, processes and infrastructure) that enables and/or underlies The Website and/or The Services;
c) attempt to gain access to secured portions of The Website and/or The System to which you do not possess access rights;
d) impersonate any other person while using The Website and/or The System;
e) conduct yourself in a vulgar, offensive, harassing or objectionable manner while using The Website and/or The System and/or The Services;
f) resell or export the software associated with The Website and/or The System, given You were not granted a written permission to do so;
g) use The Website and/or The System to generate unsolicited advertisements or spam; or
h) take part in such a conduct which, in Our sole discretion, is considered unauthorized, inappropriate, and/or objectionable
i) use any automatic or manual process to search or harvest information from The Website and/or The System, and
j) to interfere in any way with the proper functioning of The Website and/or The Services.
6.4 You agree, as a condition to use The Website and/or The System and/or The Services to do so:
a) in fully good faith;
b) in accordance with this Terms of Business;
c) in accordance with all applicable law/s, regulation/s, and ordinance/s; and
d) allowing Us to monitor Your using The System and/or The Website.
6.5 You agree not to access and/or not to attempt to access The System and/or The Website by any interface and/or means different than the interface provided by Currenge or circumvent any access interface provided by Currenge and/or restrictions set by Currenge in-order to prevent specific usage of The System and/or The Website.
6.6 You further agree to use the Website and/or The System only for lawful purpose/s.
7.1 “Business Day/s” in this Terms of Business is determined as a Georgian calendar certain day/s in which bank/s in all the hereby country/ies are open for business:
a) currency-issuing-countries of Sold And/Or to-be Transferred Currency
b) currency-issuing-countries of Purchased And/Or Transferred Currency
Where “Sold And/Or to-be Transferred Currency” and “Purchased And/Or Transferred Currency” have the meaning as defined in paragraph 8.1 of this Terms of Business.
7.2 A Contract will typically include, but shall not be limited to at least one of the following:
a) “Payment Contract” where currency is transferred from payor to beneficiary, by Us according to a request of A Client.
b) “TOD Contract” where currency/ies is/are bought and/or sold by Us for A Client for Us to receive converted currency for The Client where Currenge conversion rate/s are set according to rate’s prevailing at the certain moment/s of conversion of monies switching ownership at that same moment.
7.3 Currenge will only ever enter into A Contract with A Client as him/her/it being a principal dealing solely for itself (The Client). Such Contract of Currenge and A Client shall be only such one defined to be on an execution only basis, and to possibly be executed on best effort basis only, and not to-be considered as including any advice provided by Currenge or on its behalf.
7.4 Whilst Currenge may from time to time (whether on request or not) provide The Client with information relating to historical and/or current currency exchange rate/s data, Currenge will not and should not be considered as providing The Client with any kind of advice in relation to a transaction and/or currency rate/s and/or A Trade and/or A Contract and/or currency value fluctuations and/or direction of currency/ies rate/s. Any information provided by Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents, including with no limitation information related and/or not related to currency/ies movement/s and/or currency rate/s is not to be taken as advice.
7.5 You acknowledge knowing that foreign currency exchange rate/s is/are subject to fluctuation, which may be rapid and unpredictable, at any time and are not under the control of Currenge.
7.6 A Client request to engage in a contract with Currenge hereinafter defined as “Trade” or “A Trade” or “Trades“. All Trades, however made, are irrevocable by The Client and constitute a legally binding and enforceable contract between The Client and Currenge for A Client’s requested order, unless Currenge confirms in writing it agrees to A Trade to be revoked.
7.7 You may ask to cancel Your requested Trade at any time before monies related to such Trade are sent to Currenge, including with no limitation its Currenge bank account, by contacting Us in writing and/or if applicable, canceling such A Trade on Our Website.
Such requested Trade cancellation will be considered to be non-binding You, only once You receive a Currenge written consent for such Your Trade to be canceled.
7.8 Trade is usually received by Us over the Internet or over the telephone, for example via a form and/or an e-mail, or via a fax document or manually in any format of writing.
You acknowledge that You are aware Your asked Trade would not be executed by Currenge in real-time, unless said otherwise on The Website and/or The System.
7.9 Currenge’s right to refuse to provide Our Service:
a) If You and/or A Client fail to provide to Us upon request any information that We ask for, possibly as being required under any Anti Money Laundering (AML) and/or Anti-Terror Financing and/or Know Your Customer (KYC) Laws and/or regulations to obtain and/or collect from You or A Client, We retain the right, at any time, to refuse, in Our sole discretion, to provide any of Our Services provided to You and/or to A Client;
b) Currenge reserves the right to refuse to execute A Trade to certain and/or group of beneficiary/ies at its sole discretion; and
c) Currenge reserves the right to refuse to execute A Trade to certain and/or group of payor/s at its sole discretion
7.10 What happens next? Given Currenge accepts Your Trade, You have entered into a legally binding Contract with Currenge. After A Contract, has been entered into and/or executed and/or requested by A Client; Currenge may provide to The Client, possibly by email, SMS text or in writing, or any other way including an oral message, one or few notice/s or other confirmation in English and/or Hebrew and/or possibly also in Another Language, confirming entering into that Contract, and if relevant possibly also including a transaction confirmation with details of an executed Contract (hereinafter referred to as a “Contract Note“). Any failure of Currenge to issue a Contract Note or to issue a notice confirming entering into a Contract will not invalidate any rights and/or obligations of either party under A Contract.
7.11 Save the Contract Note: In the case of manifest error the Contract Note constitutes conclusive evidence that:
a) a binding contractual relationship exists between The Client and Currenge; and/or
b) Currenge has received an irrevocable and unconditional instruction and/or request from The Client to execute A Service, among it/them possible executing a payment and/or deal in a currency on the terms of A Contract.
7.12 A Client is required to notify Currenge within three Business Days from Currenge’s sending him/her/it a transaction execution note, including with no limitation a Contract Note, if the information in such note is correct or wrong. The Client is aware that if it does not do so, Currenge might suffer substantial damages, and therefore Currenge will see an absence of such comments regarding the transaction execution note being correct or wrong, as an approval of such note’s content by The Client.
7.13 If A Client and/or any Client employee becomes aware of any unauthorized and/or incorrectly and/or error transaction executed and/or to-be executed by Currenge, possibly with no limitation being a payment transaction, it must without delay and immediately notify Currenge about it at the e-mail email@example.com and also by calling Currenge at the phone number: +972-3-600-5433.
If You become aware that You and/or a Contract beneficiary have received a payment over and above what was expected, You must immediately notify Currenge of such event, so that arrangements can be made for You and/or A Contract beneficiary to immediately return any over-payment.
7.14 Currenge is not liable and should not be held liable for any unauthorized Contract.
7.15 Upon A Contract being entered into and fully paid by A Client, if needed Currenge will do its best effort to reach appropriate arrangements in-order to fulfill such A Contract, possibly with a third-part and/or counterparties and/or any bank and/or itself, in accordance with standard foreign exchange procedures for fulfilling such A Contract, which may be possibly related, with no limitation to a payment and/or currency conversion.
8.1 The Client shall ensure that the full amount/s of the currency/ies The Client has agreed to sell in exchange for another currency/ies and/or transfer to a beneficiary of its discretion (hereinafter referred to as “Sold And/Or to-be Transferred Currency“) is paid, to the bank account stated on Currenge’s Website at the last computer screen, without limitation including a mobile phone screen) of a Trade request form (Also known as “Transaction Form“), in cleared funds, and in proper time. In the event that The Client fails to do so:
a) Currenge shall be relieved of any obligation to settle such Trade or to pay The Client the currency The Client asked to purchase in exchange for The Sold And/Or to-be Transferred Currency due under A Trade (hereinafter referred to as “Purchased And/Or Transferred Currency“) or to deliver any monies to any requested beneficiary/ies; and
b) The Client shall indemnify Currenge in respect of all charges, losses and associated costs incurred, on the terms of this Terms of Business, including with no limitation the terms of paragraph 11.3 of this Terms and Business agreement regarding the maintaining force and/or survival of termination of specific clauses of this Terms of Business.
c) Currenge may close any open financial position related to such A Client. We will not pay You any profit arising from Closing Out a Transaction and/or financial position in any such circumstances.
8.2 The Client agrees to provide beneficiary full and accurate information relevant to a requested Trade. Failing to provide so, will release Currenge from any obligation and/or liability related to such requested Trade and possibly with no limitation may also bring to Currenge not fulfill that such requested Trade.
8.3 When A Client and/or a payor relevant to The Client’s Trade transfers monies to Currenge to fulfill an obligation under A Contract, Currenge may hold such monies in a company financial account (with other funds), as a bank account, on behalf of such Currenge’s client.
8.4 The Client must make and/or arrange for all monies transfers under A Contract to-be done in full without any deduction, set-off, counterclaim or withholding of any kind.
8.5 Currenge will not be required to make any monies transfer under any Contract without first having received satisfactory confirmation from a bank serving Currenge that cleared funds for all sum/s due and payable by The Client and/or on behalf of A Client to Currenge have in fact been received, and fully cleared.
8.6 Currenge may deduct from any monies transfer to be made to A Client or on behalf of A Client any amount The Client may owe Currenge or any fees, costs, taxation liabilities, or charges incurred by Currenge in respect of any transaction of the Client and/or Contract with The Client, however arising.
8.7 Currenge may withhold any tax amounts relevant to A Clients Trade and/or Contract, possibly required by law. It’s agreed between A Client and Currenge, that Currenge and/or a bank involved in any possible way in serving The Client’s Contract may transfer such tax amount/s to the relevant tax authority, transferred to it possibly via a bank that may initially withhold such tax amount/s.
8.8 All monies transfers to Currenge should be made by bank transfer from a recognized, also by its beneficiary and bank account owner’s full name, account. Currenge retains the right to reject funds from non-recognized and/or suspicious in its eyes, account/s.
8.9 In the event that A Client fails to transfer monies at the sums due as specified in A Contract, The Client agrees to pay Currenge an amount equal to all charges, losses and associated costs incurred by Currenge, as a consequence of such an event/s of monies transfer failure, if existing.
8.10 In the event that any monies transfer made by or on behalf of A Client is not honored, or returned, or not met on first presentation or stopped for whatever reason, The Client shall pay Currenge’s the full administrative costs incurred in respect to each such event.
8.11 Currenge assumes no responsibility whatsoever for any delay in monies transfer caused to or by The Client and/or a beneficiary/s related to such Contract and/or any other third-party including, but not confined to, bank delay, postal delay, delay caused by accident, emergency, act of war or terror, civil disorder, natural or man-made disaster, natural or man-made weather-related damages, or act of God or and Force Major as defined in paragraph 12.7 of this Terms of Business.
The Client accepts that it is solely responsible to ensure that all monies transfers from it and/or on its behalf by a third-party payor required under any transaction between The Client and Currenge are made on time.
8.12 For safety reasons, The Client and/or a payor paying in accordance to a Client’s Trade and/or Contract must accompany any bank monies transfer request order form of effectuating a monies transfer to Currenge by specific information object in the Details or Comments or Instruction field/s of such bank monies transfer form, or any other field of the like, given the absence of such fields. This specific information object is the following: The beneficiary full International Bank Account Number (IBAN). If there is not enough space on such a field for the entire International Bank Account Number, please fill out the lengthiest part of such number ending.
Failing to accompany a monies transfer bank form with this required information object may lead to consequences as The Trade or The Contract not being processed or completed, and also for annulation of any Currenge possible responsibility towards The Client.
9.1 All instructions received by Currenge, possibly with no limitation related to requested orders’ and/or Trades’ and/or Contracts’, from A Client/s will be filled and/or fulfilled and/or acted upon on a best effort basis only. There is no guarantee by Currenge or any certainty that A Trade and/or a requested order or A Contract can or will be filled or that instructions provided can or will be acted upon.
9.2 Only after Currenge receives in its bank account monies, to be converted and/or transferred, Currenge will make it best efforts to effectuate a transaction.
9.3 Currenge may effectuate a conversion and/or money transfer as asked in A Trade and/or A Contract up to THREE Business Days from the Business Day it first received the entire FULLY CLEARED TO USE monies under A Contract, and given that relevant bank/s serving Currenge is/are normally operating and given there is foreign exchange trade in this/these bank/s’s trading room, in such days and given no suspicious for any wrongdoing arose regarding such conversion and/money transfer and/or Contract. Such THREE Business Days, are at least the THREE local Israeli-business-days, however may also include waiting for a Business Day on monies destination (or routing through) country/ies, in case it’s an Israeli-business-day, however not a business-day in the monies destination or routing country/ies.
9.4 Regardless of whether A Contract was entered into by email, or an Internet form, or SMS text, or telephone call, or fax message, or in writing, or in a form, or in any other format, Currenge may only release funds, purchased and/or bought and/or sold and/or to-be transferred pursuant to A Contract, to any non-Currenge bank account with no limitation a bank account nominated by A Client (hereinafter referred to as “Recipient Account“) where Currenge:
a) Has received a duly completed Trade (Contract request) with the Recipient Account number in it; and
b) Has received the details of the same exact Recipient Account number within a bank money transfer form and/or field of information in such a form associated with The Client’s Trade (Contract request);
c) Is satisfied that the Trade request for a payment of monies by Currenge to any certain Recipient Account is legitimate under the Israel Anti-Money Laundering and/or Terror Financing Prohibition Laws and/or Regulations and any other relevant legislation, and/or regulation in any of the country/ies relevant to the payment in any manner (all as may be amended from time to time).
9.5 The Client is aware that due to Currenge’s risk management procedures, if The Client asks Currenge to send on his/her/its behalf funds to a Recipient Account that does not fully belong to The Client itself, Currenge is allowed to delay such transfer for additional three Business Days, or even not effectuate it at all. Currenge will let The Client know of such circumstances by four local Israeli-business-days after it’s (Currenge) receives the original funds from and/or on behalf of The Client.
9.6 If for any reason, Currenge can not and/or would not facilitate a payment to a beneficiary according to A Trade and/or A Contract, and if legal and possible, Currenge will make its best efforts to transfer the Net Received by Currenge Amount less the Currenge-Income and less Costs Paid by Currenge on-behalf of You to an alternative beneficiary according to a new beneficiary as requested by You, with no limitation also according to this clause in paragraph 9.6, and if that is also not possible, to the payor that initially transferred Currenge the funds associated with such Trade and/or Contract if possible, with no limitation also according to this clause in paragraph 9.6.
9.7 Currenge is hereby authorized by You to accept and/or rely on all requested orders and/or all Trades and/or instructions, whether oral and/or written, whether received in physical and/or electronic format, possibly from a registered or recognized email address, and from any person Currenge reasonably believes to be You or Your authorized representative.
The person signing a requested order and/or a Trade on behalf of You, The Client, is expressly authorized by You to do so for and on behalf of You, The Client.
9.8 You acknowledge and agree that in facilitating Your Client Trade and/or Contract, Currenge may be assisted by third-party financial provider/s, with no limitation such as banks providing banking service/s and/or correspondent banking service/s. By asking for A Trade and/or engaging in A Contract You agree to be bounded, in addition to being bound by this Terms of Business, by any user agreement of such third-party financial provider/s. You also acknowledge and agree that Currenge is only an agent of such third-party providers and should not be held liable for any of the third-party financial providers actions and/or omissions.
9.9 Where A Client has delivered to Currenge its payment instruction required and the total funds due to, Currenge will arrange for completion of The Contract through its contractual arrangements with counterparty/ies (hereinafter referred to as “Settlement Counterparty“).
9.10 In the event that a Settlement Counterparty makes an error in its performance of any Contract referred to in paragraphs 9.1 and/or 9.7, Currenge will make immediate efforts to trace the payment transaction and request, directly and/or indirectly, relevant Settlement Counterparty to refund the relevant monies to the originating Currenge Account without undue delay. Currenge will inform The Client of the outcome, of such Currenge request.
9.11 If, as a result of a mistake made by You, Your funds are sent by Currenge to such a bank account and/or such a beneficiary as requested by You, We will be under no obligation either to recover such sent funds and/or to resend the funds to the correct Recipient Account.
9.12 If for any reason Your requested Trade is not going to be executed by Currenge, monies in accordance to such requested Trade were deposited in a Currenge bank account, then if legal Currenge will return such monies, after deducting its direct costs for doing so, to the bank account from which such monies were transferred to Currenge.
10.1 Currenge is not responsible and/or liable for any charge/s, possibly with no limitation of fee/s and/or commission/s, charged by Your and/or payor to Currenge bank and/or any correspondent bank such charge/s relevant to facilitating Currenge receiving Your monies, and/or any charges related to a bank receiving monies for or on-behalf of Currenge. An amount received by Currenge after all such above charges is to be defined in this Terms of Business as “Net Received by Currenge Amount“.
10.2 Currenge will charge You for its Services fee/s and/or commission/s (hereinafter referred to as “Currenge Income“), out of the Net Received by Currenge Amount. Such Currenge Income would be specified on its charge list, to appear on The Currenge Website (hereinafter referred to as “Charge List“). Any failure of Currenge to publish such a Charge List as described, will not invalidate any of Our rights to charge a reasonable Currenge Income or constitute a waiver for You from being obliged to pay Currenge a reasonable Currenge Income.
10.3 You acknowledge and agree that Currenge has the right to establish and change charges, with no limitation including fee/s and/or commission/s and/or foreign currency rate/s, and/or other terms of its Services, and to impose different terms on different categories of clients, with no limitation being corporate or private consumers, in its sole and absolute discretion.
10.4 In addition, Currenge will charge You, and pay/bear on Your behalf the possible following bank charge/s and/or cost/s (hereinafter referred to as “Costs Paid by Currenge on-behalf of You“):
a) Cost/s for a bank facilitating a conversion as requested by You. Such cost/s may include with no limitation a conversion fee, and a cost associated with foreign currencies rate/s themselves.
b) Cost/s paid to a bank directly serving Currenge by facilitating monies transfer to a beneficiary/ies Recipient Account as requested by You. Such cost/s may include with no limitation a money transfer fee/s and/or commission/s, of the bank directly serving Currenge.
10.5 You acknowledge and agree that unless specifically otherwise agreed in writing between A Client and Currenge:
a) Currenge will transfer to a beneficiary/ies as requested by You the converted proceedings of the amount left from the Net Received by Currenge Amount after deducting from it the Currenge-Income and also deducting the Costs Paid by Currenge on-behalf of You.
b) Currenge is NOT liable for any charge/s, that may be with no limitation fee/s and/or commission/s, by correspondent/s bank/s involved in facilitating a Currenge payment on Your behalf to a Recipient Account, possibly with no limitation to include the beneficiary’s own bank, charging for their involvement in facilitating monies transfer to a beneficiary/ies according to Your Contract (hereinafter referred to as “Correspondent/s Charges“). You agree that Correspondent/s Charges are Your responsibility and not Currenge responsibility.
10.6 Relevant foreign exchange currency/ies rate/s made available to You as part of executing Your Contract may be different on various portions of Your Contract total amount settled via conversion/s with possibly different parties and/or on different moments, all as available to Currenge under the best effort assumption according to Currenge, if transacting, operates.
10.7 Currenge will make its best effort to convert as much monies relevant to Your Contract at a mid-market foreign exchange currency/ies rate/s and/or on such rates the closest to it available to Currenge, where mid-market foreign exchange currency/ies rate/s is defined to be the average rate of available to Currenge bid and ask prices of a currency-pair at a certain moment, OR any such rate which is up to 0.1% different from such average bid and ask prices.
10.8 If mid-market rates are not available to Currenge, Currenge may convert as much monies relevant to Your Contract with a bank trading room, or even assist and facilitate Your conversion under A Contract using its own funds, possibly with no limitation as a back-up resource.
11.1 This/These Terms of Business and any document referred to in-it and any Contract entered into pursuant to this Terms of Business set out the entire agreement and understanding between The Client and Currenge, and supersede any previous discussion, correspondence, arrangements, or understandings between Currenge and The Client.
11.2 You agree and acknowledge that Currenge has the right to change or amend or discontinue or terminate this Terms of Business and/or The Services and/or Website at any time, in its absolute and exclusive discretion, without prior notice:
a) prior to the change/s coming into effect Currenge will notify You, possibly with no limitation via sending an e-mail or posting a note on The Website, and NOT as defined in paragraph 11.12 to this Terms of Business regarding other notifications, of any such action as described above, with no limitation including the termination of this Terms of Business. Your failure to confirm such change/s will prevent You from continuing to use The Website and/or The Service/s. If You do NOT want to be bound by such change/s You must stop using The System and/or The Website and/or The Services and not engage in any new Trade and/or Contract.
b) Currenge reserves its right to terminate this Terms of Business for any reason, without notice. Such termination will NOT relate to any Trade/s which Currenge has received funds according to, prior to such termination, and/or also NOT to the terms of paragraph 12.10 of this Terms of Business;
c) this Terms of Business future applicability regarding to You shall automatically terminate in the event that You violate any of the Terms of Business set forth herein, with prejudice to Our accumulated rights against You; and
d) in an event of any termination, You will immediately cease use of The Services and/or Website.
11.3 This Terms of Business, and any subsequent modified and/or updated Terms of Business, shall remain in force until such time as they are terminated by either party, with the exception that such termination will NOT relate to any Trade/s which Currenge has received funds according to, prior to such termination, and/or to the terms of paragraph 12.10 of this Terms of Business. If having the right to do so, The Client’s terminating of this Terms of Business will come into effect by a notice in writing received by Currenge.
11.4 If at any time any provision of this Terms of Business or a Contract is or becomes illegal, invalid or unenforceable in any respect under the laws of any relevant jurisdiction, including with no limitation the State of Israel, this shall not affect the legality, validity or enforce-ability of such provision under the laws of The State of Israel and/or any other jurisdiction.
11.5 If a party fails to exercise or delays in exercising any right under this Terms of Business, by doing so it does not waive such right. The rights provided in this Terms of Business do not excuse other rights provided by law, where it remains legal.
11.6 The parties for this Terms of Business agreement agree and consent to:
a) the electronic recording by either party of telephone conversations between the parties with or without an automatic tone warning device; and
b) the use of such recordings as evidence by either party in any dispute or anticipated dispute between the parties or relating to dealings between the parties.
11.7 Any recordings or transcripts referred to in paragraph 11.6 made by Currenge may be retained or destroyed by Currenge in accordance with its procedures from time to time.
11.8 This Terms of Business should Not be interoperated as if there is any relationship other than of a supplier and customer between Currenge and The Client. In particular the relationship between Currenge and The Client is Not of the following: a partnership, a joint venture, an employer-employee relationship, emissary relationship, or provider and recipient of a full and/or extended license of a franchise between Currenge and The Client.
11.9 You are not permitted to assign, transfer, charge, sub-contract or deal in any other manner with all or any of your rights and/or benefits under this Terms of Business and/or A Trade and/or A Contract without Our Currenge prior written Consent.
11.10 This Terms of Business agreement is agreed between You and Currenge. No third-party person and/or any other entity shall have any right/s under and/or with connection with this Terms of Business agreement and/or A Contract, unless is it in accordance to a specific determined otherwise clause in this Terms of Business.
11.11 The benefit/s of this Agreement may be assigned and/or transferred by Currenge to a third-party, possibly with no limitation such a third-party purchasing Currenge activity/s and/or operation/s and/or equity, with no need for A Client consent. Such third-party will be assuming upon itself the full conditions of this agreement.
11.12 Any notice and/or document, unless specifically said otherwise, to be given by either party to the other under this Terms of Business agreement shall be in writing and shall be deemed to have been duly given, unless provided otherwise, if sent by registered delivery official post or handed in person. Any notice or document shall be deemed to have been received by the recipient five working days after the date of dispatch by the hands of the local Israeli official post, or where this notice or document is sent by hand with the delivery. To prove the giving of notice it shall be sufficient to show the date it was dispatched by registered Israeli official post or delivered by hand.
11.13 You explicitly allow Currenge by manner of Opt-In to send You messages, including with no limitation operational note/s, and/or marketing publications and/or advertisements, including with no limitation among other formats electronic messages as e-mail, SMS, fax, WhatsApp message, Skype message and/or call, and/or an automated telephone call.
11.14 If you have any questions about this Terms of Business and/or The Website and/or The Services and/or The System and/or the Calculator Indicator, please contact us at: firstname.lastname@example.org or by telephone at: +972-3-600-5433.
11.15 We are obliged to provide You certain information in writing. You agree that such written information be received by You in an electronic format, either by an e-mail and/or by an electronic document, possibly with no limitation being of the PDF computer format, as generated on The Website and/or The System and with no limitation possibly being available for Your downloading it.
12.1 The maximum aggregate total liability of Currenge under A Contract and/or Trade shall be determined also according to considering if Currenge is in possession of monies transferred to Currenge by You and/or Your behalf and/or proceedings received from Currenge converting such transferred monies, but still not transferred to a beneficiary in association to such Your Trade and/or A Contract OR it is that Currenge does not hold such monies in its possession:
a) If so, Currenge such aggregate total liability under The Contract and/or A Trade shall not exceed the relevant to the Net Received by Currenge Amount relevant to such specific Contract and/or Trade, which WAS NOT YET TRANSFERED to any beneficiary according to such Contract and/or Trade, with no limitation such a beneficiary being You, AND that is legally free of any constraints to being transferred by Currenge to any third party.
b) If not so, Currenge such aggregate total liability under The Contract and/or A Trade shall not exceed the relevant to such Contract and/or Trade Currenge Income, as defined in this Terms of Business.
12.2 In any case, the maximum aggregate total liability of Currenge to certain client in all prevailing class action/s, with no limitation being You, will NOT EXCEED $1,000.
12.3 In any case, the maximum aggregate total liability of Currenge to all relevant Clients in all prevailing class action/s, will NOT EXCEED THE LESSER OF $100,000 OR 30% of its Currenge up-to-date equity.
12.4 In any case, the maximum aggregate total liability of Currenge arising from a relationship with a certain client, with no limitation being You, in relation to Your claims relating to either Your and/or Your employee/s’ privacy being breached and/or Your computer system being damaged will NOT EXCEED THE LESSER OF $1,000 OR 1% of its Currenge up-to-date equity.
12.5 If Currenge fails to perform its duties and/or obligations under A Contract and/or Trade, Currenge shall in no way be liable to The Client and/or a side such Contract and/or Trade as with no limitation a beneficiary, for any consequential and/or indirect loss The Client and/or any third-party involved in such A Contract and/or Trade may incur, possibly with no limitation as a result.
12.6 TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER BASED IN EQUITY, CONTRACT, NEGLIGENCE, OTHER TORTIOUS ACTION, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY) CURRENGE, ITS OFFICERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, OR AFFILIATED COMPANIES, IS NOT LIABLE AND WILL NOT BE LIABLE IN ANY MANNER, INCLUDING WITH NO LIMITATION A CONTRACT AND/OR TORT WHICH MAY INCLUDE NEGLIGENCE AND/OR BREACH OF STATORY DUTY AND/OR OTHERWISE, FOR ANY INDIRECT, AND/OR UNIQUE, AND/OR SPECIAL AND/OR INCIDENTAL AND/OR CONSEQUENTIAL DAMAGE AND/OR LOSS OF ANY KIND INCLUDING WITH NO LIMITATION PUNITIVE AND/OR EXEMPLARY DAMAGE/S AND/OR FOR ANY LOSS OF PROFIT AND/OR GOODWILL AND/OR CONTRACT AND/OR REPUTATION AND/OR OPPORTUNITY AND/OR REVENUE AND/OR OTHER THIRD PARTY LOSS, WHEATHER FORSEEABLE OR NOT, OF ANYONE, INCLUDING WITH NO LIMITATION YOU THE CLIENT AND/OR ANY OF YOUR CLIENT EMPLOYEES AND/OR ANY OF YOUR CLIENT SHAREHOLDERS AND/OR ANY ENTITY REQUESTING TO HAVE A TRADE WITH CURRENGE, AND/OR BEING IN A CONTRACT WITH CURRENGE AND/OR THAT COMMUNICATED AND/OR REQUESTED TO COMMUNICATE WITH CURRENGE, CAUSED BY ANYTHING, OR RESULTING IN ANY WAY FROM ANYTHING, WITH NO LIMITATION INCLUDING:
a) THE USE OF THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR;
b) THE INABILITY TO USE THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR;
c) MODIFICATION OF OR REMOVAL OF ANY PORTION OF THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR, OR THE CONTENT OFFERED THEREIN;
d) THIS TERMS OF BUSINESS;
e) THE ACCURACY, TIMELINESS, PERFORMANCE, COMPLETENESS, OR SUITABILITY OF ANY CONTENT OR THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR AND FOR ANY PARTICULAR PURPOSE;
f) DEFECTS IN THE CONTENT OR THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR;
g) ERRORS, INACCURACIES, OR OMISSIONS IN THE CONTENT OR THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR;
h) DAMAGE FROM ANY SECURITY BREACH OR ANY OTHER SECURITY INTRUSION, OR ANY VIRUS, BUGS, OTHER MALICIOUS SOFTWARE OR HARMFUL COMPONENTS, TAMPERING, INTERRUPTION, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE, OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION;
i) TERMINATION OF YOUR SUBSCRIPTION AND/OR TRADE AND/OR CONTRACT, OR, IF YOU ARE AN ENTITY, TERMINATION OF THE SUBSCRIPTIONS OF YOUR EMPLOYEES WHO ARE AUTHORIZED USERS; OR
j) THE USE OF ANY THIRD-PARTY WEBSITE REFERENCED OR LINKED FROM THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR. FURTHERMORE, NEITHER CURRENGE, NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, OR AFFILIATED COMPANIES SHALL BE LIABLE IN ANY WAY FOR THIRD-PARTY PRODUCTS AND SERVICES OFFERED THROUGH THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR. MOREOVER, CURRENGE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, OR AFFILIATED COMPANIES SHALL NOT BE LIABLE FOR ANY DAMAGE TO YOUR COMPUTER/S, DEVICE, HARDWARE SOFTWARE, OR OTHER PROPERTY ARISING OUT OF, RELATED TO, CAUSED BY, OR RESULTING IN ANY WAY FROM ACCESS TO OR USE OF THE SERVICES AND/OR THE SYSTEM AND/OR THE WEBSITE AND/OR THE CALCULATOR INDICATOR.
The Client acknowledges and agrees to these limitations of liability as described in this sections 12 in general and in paragraphs 12.1-12.6 in particular are an essential condition in an engagement and/or un-reached engagement between the parties, possibly including with no limitation Currenge and/or The Client and/or any third-party that is being part of A Trade and/or A Contract and/or a party considering a transacting with Currenge and/or a party considering being bounded by this Terms of Business.
12.7 Occasions or events or causes including, but not limited to, the following: an act of God, war whether declared or not, hostile activities, sabotage, riot, insurrection, an uprising, civil commotion, any national emergency event, martial law imposed, a fire, a flood, a cyclone, an earthquake, a landslide, an explosion, a power or water shortage and/or outage, failure of a transmission or communication network, failure of computer systems, epidemic, a quarantine, a strike or other labor difficulty or expropriation, restriction, prohibition, law, regulation, decree or other legally enforceable order of a government agency, breakage or accident, change of International or State law and/or regulation and/or any damage of Currenge’s property and/or machinery and/or system/s or technical and other malfunctions (such as, but not limited to, computer viruses, computer worms, computer Trojan horses, problems and/or disruptions in the operation of telecommunications lines and/or systems and of remote control equipment, and the alike), which might have and/or actually has an impact on the operation of The Website and/or The System and/or the providing and/or effectuating of Services, are defined as “Force Majeure” (hereinafter referred to as “Force Majeure “).
12.8 Currenge will not have any liability to You and/or to a beneficiary under Your Trade and/or Contract related to events out of Currenge’s control. “Events out of Currenge control” that are defined to be events making Currenge unable to perform Our obligations under this Terms of Business, because of causes beyond Currenge’s control. Causes beyond Currenge’s control are such that may include a change of law, and/or an event of Force Majeure, and/or withdrawal of a currency and/or the imposition of sanctions over a country and/or payor and/or beneficiary and/or involved bank account and/or bank/s. Currenge will notify You the Client as soon as is reasonably practicable and will use reasonable endeavors to secure the return of monies paid by A Client and/or You and/or on Your behalf in respect of which Currenge has been unable to discharge its Currenge obligations under this Terms of Business.
12.9 The Client shall keep Currenge indemnified from and against all liabilities, damages, losses and costs, duties, taxes, charges, commissions and/or other expenses incurred by Currenge in the proper performance of Services and the enforcement of its rights under this Terms of Business and any Contract and, in particular but without limiting the generality of this indemnity, against all amounts necessary to compensate Currenge for all liabilities, damages, losses and costs, duties, taxes, charges, commission or other expenses incurred by Currenge as a result of:
a) The Client breaching any term of this Terms of Business and/or A Contract; and/or
b) The Client usage of Currenge Service/s was illegal and/or funding an illegal activity, and/or not in accordance to custom, and/or was not permitted by law; and/or
c) Currenge acting on any written, oral, telephone, fax or electronic order which appears to Currenge to be received from The Client or an authorized person of The Client; and/or
d) Currenge exercising its rights under this Terms of Business to close out all or any part of any Contract before its applicable Maturity Date.
12.10 The indemnities set out in this section 12 shall survive termination of any agreement under this Terms of Business.
12.11 You agree to indemnify and hold harmless Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents and/or Currenge shareholders, and/or Currenge’s Companies Group Member and/or a Currenge’s Companies Group Member employee, and/or a Currenge’s Companies Group Member director and/or share-holder/s from any claim and/or demand, including reasonable attorney’s fees, due to or arising out of Your use and/or connection and/or Your dealing with any third-party and/or Your violating this Terms of Business and/or any other right whatsoever, including intellectual property thereof using The Website and/or The System and/or The Services.
12.12 If A Client becomes aware that A Contract of his/her/it and/or other action of Currenge related to him/her/it, and/or Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents constitutes an unauthorized and/or incorrectly executed payment transaction, possibly with no limitation as a result of fraud, and/or negligence and/or willful default of Currenge, including with no limitation its representatives, employees, directors, managers, shareholders, and/or agents, The Client must immediately notify Currenge (and in any event within 1 week from the date of the Contract Note).
12.13 Currenge may hold Client funds in its general business bank account/s, as an unpaid custodian, and will not be held liable for unforeseen or accidental losses or damages, in part or whole, resulting from bank failure, seizures by any government authority and/or any other similar circumstances.
12.15 You acknowledge, that in-spite of possibly provided to Currenge any information, Currenge is not responsible and would not be held as being aware of the nature of the underlying transaction regarding to Currenge may had facilitate its Service, that may include any payment and/or conversion and/or any other financial service.
12.16 You acknowledge being aware that any electronic-system and/or computer-system and/or communication-system and/or electric-power systems, including without limitation The System and/or The Website and/or the Calculator Indicator, may often suffer from faults and problems, and that any usage and/or request to use of The Services and/or The System and/or The Website and/or the Calculator Indicator is exposed to risks inherent to electronic-systems and/or computer-systems and/or communication-systems and/or electric-power systems.
Currenge may make an effort to minimize such faults, with the aim of enabling The Client uninterrupted as possible usage of it System and/or Service/s. In spite of the above, Currenge has no ability to entirely prevent such electronic and/computer and/or communication and/or electric-power and/or of the kind faults and the above mentioned and/or related risk/s. Therefore, The Client releases Currenge from any liability to faults as described above.
12.17 You declares and acknowledge that You have checked all possible tax related issue, relevant to any country/ies and/or jurisdiction/s, in conjunction with Your Trade and/or Contract with Currenge, and that You are the sole responsible to the full payment/s related to facilitating The Contract, and that You are obliged to pay all required taxes in accordance to any law, related to A Contract.
12.18 In case, of any tax liability not paid or taken care of with any tax authority with direct and/or indirect respect to A Trade and/or A Contract, The Client will keep Currenge indemnified for any tax liability imposed on Currenge by any tax authority and/or on its possible behalf, and/or by a bank on behalf of any tax authority, and will incur any expense, tax, fine, or any other payment and/or liability arising from such a tax liability imposed on and/or endured by Currenge.
12.19 You acknowledge and agree You are NOT entitled and/or to be entitles for any interest relating to monies transferred to Currenge and/or held by Currenge relating to A Trade and/or A Contract related to You.
13.1 Currenge may decline to perform or close out all or any part of any Contract at any time, without further liability for losses that may be sustained as a result and without giving prior notice to or obtaining further instructions from The Client, in the event of any of the following:
a) The Client failing to make any payment as it falls due;
b) The Client, if The Client is a company or other incorporated entity, being in liquidation or administration, unable to pay its debts, suspending or delaying payment of debts, making any composition with its creditors, having a receiver appointed over some or all assets, subject of a petition to a Court for winding up (other than for the purposes of a solvent amalgamation or reconstruction approved in advance in writing by Currenge) or any other similar or analogous event that occurs in the state of Israel and territories controlled by the State of Israel or elsewhere;
c) The Client being bankrupt or otherwise insolvent, unable to pay its debts, suspending or delaying payment of debts, making any composition with its creditors, having security enforced against some or all assets, subject of a petition to a Court for bankruptcy or any other similar or analogous event that occurs in the state of Israel and territories controlled by the State of Israel or elsewhere;
d) The Client failing in any respect to fully and promptly comply with any obligations to Currenge or, through Currenge, to any clearing house broker and/or bank;
e) The Client, if The Client is an individual, dies or is admitted to hospital in pursuance of an application for admission for treatment under any applicable Mental Health Act;
f) it becomes, or is known to become, unlawful for Currenge to maintain or give effect to all or any of the obligations under A Contract or if Currenge or The Client is/are requested or required to, and/or required not to, close out A Contact (or any part thereof) or to vary any terms of settlement by any Court or governmental, police or regulatory authority (whether or not that request is legally binding);
g) Currenge received an explicit requested order and/or request from a court located in a jurisdiction Currenge operates in, and/or a governmental agency of such jurisdiction;
h) anything relating to any of the events specified in this paragraph 13.1 occurs under the laws of any applicable jurisdiction or Currenge (acting reasonably) considers it necessary to do so for its own protection including but not limited to the following circumstances:
i) protection from fraud and/or compliance with anti-money laundering and/or Prohibition of Terror Financing legislation and/or regulation;
ii) market failure and/or other extreme market volatility;
iii) The Client fails to comply with its obligation under A Contract; and/or
iv) default by a supplier of Currenge (otherwise than as a result of Currenge breach of contract).
13.2 The Client shall immediately notify Currenge if it becomes aware of the occurrence of any event referred to in this section 13 and/or in paragraph 12.9 (a) to (c).
14.1 If any dispute arises between Currenge and A Client, possibly with no limitation relating to the existence and/or terms of any Contract, including closing any open Trade (hereinafter referred to as “Disputed Contract“), Currenge reserves the right to take such action as it deems necessary in relation to such Disputed Contract without previously notifying and/or without having received instruction from The Client. Currenge may notify its Client in writing once it has taken such action but, in the event that it fails to do so, the validity of Currenge’s action shall not be affected.
14.2 This Terms of Business and any document expressly referred to in it set forth the entire understanding and agreement between You and Currenge with respect to a Disputed Contract hereof.
14.3 Any party found to be at fault in relation to a Disputed Contract will only be liable to the other party up to the entire direct loss incurred, which shall exclude consequential losses, administration costs, other exchange rate losses and any other related expenses (hereinafter referred to as “Loss Amount“). This term is subject to any other clause in this Terms of Business regarding liability, with no limitation the terms of section 12 in general and paragraph 12.1-12.6 in particular.
14.4 Any Disputed Contract shall be construed, performed, and enforced in accordance with, and governed by, the internal laws of The State of Israel as applied on residents of the State of Israel without applicability of default rules of private international law as they may be customary in the State of Israel, and without giving effect to the principles of conflicts of laws thereof.
14.5 Any Disputed Contract shall not be interpreted and/or construed with any presumption against the party causing any agreement or Terms of Business to be drafted and/or formulated.
14.6 If A Client fails to make any payment required under this Terms of Business by the required date, charges may accrue until the date of settlement.
14.7 The parties hereto hereby submit to the exclusive jurisdiction of the Haifa, Israel district court located in the city of Haifa, Israel with respect to any dispute between them, among them with no limitation a dispute regarding this Terms of Business and/or any Contract and/or a dispute arising under any Disputed Contract and/or transaction/s contemplated or not completed hereby and/or thereby.
14.8 If any court or competent authority decides that any term of this Terms of Business is held to be invalid, unlawful or unenforceable to any extent, such term shall, to that extent only, be severed from the remaining terms, which shall continue to be valid to the fullest extent permitted by law.
14.9 Headings, with no limitations in this Terms of Business, are for reference purposes only and in no way define, limit, construe or describe the extent or scope of any section text.
14.10 Our failure to enforce any provision of this Terms of Business shall not constitute a waiver from such provision and/or any other provision, and will not relieve You from the obligation to comply with such provision.
15.1 Currenge is the sole owner of The Website, which includes with no limitation any software, domains, and content made available through The Website and/or The Services and/or The System. The Website and/or The Services are protected by The State of Israel’s and International copyright and other intellectual property laws.
15.2 We permit You to use The Website for Your own personal and/or business use subject to this Terms of Business. Currenge grants You a limited-license (hereinafter to be referred to as “Limited License“) solely for that purpose.
Without limitation, this means that You may NOT sell, export, license, modify, copy, distribute or transmit The Website and/or The Services and/or The System (or any part of them) without Currenge’s prior express written and authorized signed consent.
15.3 You also acknowledge and agree you will not register any Internet domain name and/or Trademark and/or Firm name that includes the word “Currenge”, or infers that it is connected with Currenge or in any way could be deemed to have a negative impact on Our brand and/or reputation and/or business.
15.4 Any unauthorized use of The Website and/or The Services, by You, will result in the automatic termination of the Limited License granted to You by Us. Currenge reserves the right to terminate the Limited License without notice at any time following an unauthorized use by You of the Website and/or The System and/or The Services.
15.5 Currenge and its graphics designs, logos, icons and Services names, some of which with no limitation may be related to The Website, are registered and/or unregistered trademarks or trade-dress of Currenge. They may not be used without Currenge’s prior express written permission.
15.6 All other trademarks not owned by Currenge that appear in connection with The Website and/or The Services are the property of their respective owners, who may or may not be affiliated with, connected to or sponsored by Currenge.
15.7 You undertake and agree Not to:
a) use any automatic and/or manual process to collect, harvest, gather, or extract information about other visitors and/or users of The Website and/or The Services and/or The System, and/or currency/ies rate/s and/or potential saving being part of Our Website and/or System and/or The Calculator Indicator, or otherwise extract data and/or data fields, including without limitation any financial and/or currency data and/or e-mail addresses; and
b) present, archive, cache, frame, scrape, or mirror any information and/or content from any part of The Website and/or The Services and/or The System, except with the express prior written permission of Currenge. It is permitted by Currenge that it’s Clients do cache Website information as a byproduct of The Client using the Currenge Services for their own use and on good faith terms.
15.8 The foregoing prohibitions in paragraph 15.7 expressly include, but are not limited to, the practice of “screen scraping”, or any other practice or activity the purpose of which is to obtain data, lists of data, portions of a database, or other lists or information or design or process from The Website and/or The System and/or The Services, in any manner or in any quantities not authorized in writing by Currenge.
16.1 The Client agrees that Currenge may hold and/or process, by computer or otherwise, any information gained from The Client regarding The Client or any authorized person representing and/or acting on behalf of The Client (hereinafter referred to as “Personal Data“). Currenge holding of Personal Data may be subject to the Israeli Anti Money Laundering Law requiring Currenge to hold and possibly report, some or all, Personal Data related to its Services and/or Israeli Tax legislation and/or possibly regulations requiring Us to document some transactions and associated information and/or Israeli legislation that may require Us to document information related to US Person and possibly transfer it to the authorities of the United States of America. You (The Client) agree that Currenge, including its representatives, employees, directors, managers, shareholders, and/or agents and/or any Currenge’s Companies Group Member, to be defined as including Currenge and any company controlled by Currenge or a company Controlling Currenge or a company belonging to or controlled by the former, possibly with no limitation by such a Currenge’s Companies Group Member employees, may have access to Personal Data for the purposes of providing Services to The Client (including, but with no limitation, to carrying out credit references and/or confirming identity) and/or generally improving and/or checking the usage of The Services, or part of them, Currenge provides to its Client/s, and/or as part of directly and/or indirectly complying to any legal regulation.
16.2 The Client agrees that Currenge may use Personal Data to provide The Client with details of other Currenge products and/or services.
16.3 The Client agrees to allow Currenge to disclose any personal or transaction information, including with no limitation the Personal Data, to any government or state investigative body of Countries with legal authority of either Currenge and/or The Client and/or sides of The Client’s transaction, and/or corresponding banks facilitating Client’s transaction, including with no limitation such information deemed necessary by The Client for its ongoing compliance and/or business activity and also agrees to waive any claims of damages of any kind and/or breach of privacy related to such possible disclosure. Currenge will be under no obligation to notify The Client of such disclosure.
16.4 You agree to allow Currenge to disclose any related to You personal and/or transaction information, including with no limitation the Personal Data (hereinafter referred to as “Disclosed Data“), to any third-party consulting firm and/or a consulting firm employees and/or a consultant not being a firm and/or accounting firm and/or legal firm and/or such firms’ employees and/or lawyers and/or accountants, consulting Currenge and/or advising Currenge and/or assisting Currenge and/or performing a due diligence of the Currenge business (hereinafter regarded as “Third Party Consultants“, possibly related to a potential investor considering acquiring or investing in Currenge or merging with Currenge or a Currenge’s Companies Group Member company. Such Third Party Consultants, should agree to keep any Disclosed Data as confidential, in accordance to best practices of protecting confidential data by a consultant firm, as a pre-condition to Currenge proving it access to any such Disclosed Data.
16.5 The Client agrees to allow Currenge to disclose any Disclosed Data, to any third-party investor, investing and/or acquiring and/or purchasing equity related to Currenge and/or merging with Currenge, with no limitation including stocks of Currenge and/or a Currenge’s Companies Group Member company. Such third-party investor, should agree to keep any Disclosed Data as confidential, in accordance to best practices of protecting confidential data by an investor, as a pre-condition to Currenge proving it access to any such Disclosed Data.