Terms & Conditions
KFX Services Limited (“KFX”) is a Partner of The Currency Cloud Limited (“TCC”) / The Currency Cloud Services Limited (“TCCS”). KFX uses the platform services of TCC and TCCS to execute the payment transactions undertaken by you (“End User”).
2. USE OF THE PAYMENT ENGINE AND THE SERVICES
2.1 Ownership and use. TCC/TCCS:
(i) own all right, title and interest in and to the Payment Engine and their proprietary technology, including their software (in source and object forms), algorithms, user interface designs, architecture, and documentation (both printed and electronic), network designs, know-how, and trade secrets, and including any modifications, improvements, and derivative work thereof (the ‘TCC Technology’) and
disrupt, or cause damage to other users of the Services, the Payment Engine or any of TCC/TCCS equipment.
2.2 Security. It is your responsibility to ensure that Account is only accessed by you and that you keep your login details, password or other security features associated with your access safe and secure. If you have any knowledge or any suspicion that any of these security features have been stolen or misappropriated or used without authorisation or otherwise compromised, you must contact either your KFX Customer Support or the Client Support team at TCC without delay. Any undue delay in notifying us may affect the security of your Account and /or result in you being liable for any losses as a result.
2.3 Suspension of Access. TCC/TCCS may suspend your Account and/or your access to the Payment Engine and/or otherwise restrict functionality on reasonable grounds relating to:
(i) the unauthorised or fraudulent or illegal or disruptive use or security of the Account or the Payment Engine;
(ii) full or partial Payment Engine failure, including failure of the technology constituting the Payment Engine;
(iv) in order to comply with applicable law.
KFX or TCC/TCCS will notify you of any suspension or restriction and their reasons for doing this (if possible in advance) and unless notifying you would be unlawful which suspension or restriction shall continue for such time as either KFX or TCC/TCCS shall reasonably determine this to be necessary.
2.4 Equipment. You must provide and/or obtain any equipment or telecommunications lines and links that may be necessary for you to use the Website and access the Payment Engine and you acknowledge that certain software and equipment used by you may not be capable of supporting certain features of the Payment Engine.
2.5 Principal only. You hereby
(i) confirm, represent and warrant to us at all times that that you are acting on your own account and not on behalf of any other person and
(ii) acknowledge that neither KFX or TCC/TCCS shall be a principal to any transaction or be responsible for or otherwise guarantee the performance of any transaction entered into by you.
2.6 End Customers Responsibilities. KFX will be solely responsible for all services provided to End Customers including without limitation
(i) all dealing services provided to End Customers, the correct inputting of trade details including trades executed via another liquidity partner
(ii) End Customer limits default, spreads and permissions and the setting of trading limits, products, default spreads and user permissions for End Customers
(iii) all Know Your Customer (KYC) requirements relating to End Customers and on-boarding of End Customers
(iv) all operational matters relating to End Customers including inputting any manual End Customers payment details, chasing End Customers for payment details, any late arrival of funds arrival, settlement with End Customers and monitoring the open positions of End Customers
(v) all sales, marketing and account management in relation to End Customers including the promotion and marketing of FX deliverable services and/or international payments services to End Customers, End Customer account management and execution of trades over the phone to End Customers and training End Customers on the use of the Branded Payment Engine Services.
3. DATA PROTECTION LEGISLATION
3.1 Personal data. By using the services of KFX you will be providing TCC/TCCS with information which includes information that may be personal data within the meaning of the Data Protection Legislation which KFX and TCC/TCCS as a data controller, collect, store and process in accordance with the Data Protection Legislation. Both KFX or TCC/TCCS will only use personal information to allow them to provide you with the Services and to assess their risks in doing so. TCC/TCCS may send your personal data outside the European Economic Area but only to their Group Companies.
3.2 Identity. KFX and TCC/TCCS may conduct searches through an identity-referencing agency and through other sources of information and use scoring methods both to allow them to provide you with the Services and to assess their risks in doing so including credit standing and compliance with all Know Your Customer (KYC) requirements. A record of this process will be kept and may be used to allow TCC/TCCS other Group Companies to similarly provide you with services and to assess their risks in doing so. Information may also be passed to other organisations or persons to prevent fraud.
3.4 Data lawfully obtained. You confirm to us that any personal data which you or any of your officers, employees, agents or sub-contractors, supply to us at any time, has been lawfully obtained and will be lawfully supplied to us in accordance with the Data Protection Legislation.
3.4 Responsibility for Data. You as End User are responsible for
(i) the content, quality, accuracy and completeness of the data provided and
(ii) any other data transmitted by you in connection with the use of the Payment Engine and the Services.
4. FEES AND AMOUNTS TO BE PAID
4.1 Fees. All transaction fees and service fees for the Services shall be as set out in the relevant Fees and Charges Schedules to be found on the KFX website and may be increased by KFX.
Pre-paid transaction and service fees are non-refundable.
4.2 Taxes. All Fees are stated exclusive of all taxes and similar fiscal charges now in force or enacted in the future, all of which you will be responsible for and must pay in full, except for taxes based on our net income.
5. CLIENT HELP CENTRE AND SERVICE LEVELS
5.1 Client Help Centre. Currencies available for conversion, settlement schedule, payment cut-off times, and failed payment procedures are set out in the KFX Support Centre and the Services will be provided subject to and in accordance with the terms set out in the KFX Support Centre. KFX or TCC/TCCS will also in accordance with the Regulations communicate to you the maximum execution time for a payment, the charges payable by you in respect of a payment, the cut-off time for the payment system we use to transmit your payment and (where applicable) a breakdown of the amounts of any charges.
5.2 Telephone Conversations. Any telephone conversations KFX or TCC/TCCS have with you may be monitored and recorded and they may also maintain records of emails sent by or to you and your Authorised Person. You agree that they may use these telephone recordings and any transcripts or email records for training and quality control purposes or to resolve any disputes and also in the prevention and detection of crime. However, neither KFX or TCC/TCCS may make or maintain such recordings or records or be able to make them available to you.
6. CONFIDENTIAL INFORMATION
6.1 Nondisclosure of Confidential Information. Each party agrees
7. OUR AGREEMENT WITH YOU
7.2 Your Representations and Warranties. You hereby represent and warrant to us at all times that
(ii) you will use the Payment Engine and the Services only for lawful purposes
(v) you are compliant with all applicable laws in all jurisdictions in which you operate
(vi) you are not buying currency for the purposes of investment or speculation and
(vii) all information supplied to us by you is complete, accurate, up to date and truthful in all material respects.
8.1 Instructions and Agreed Orders. Neither KFX or TCC/TCCS are entitled to act on instructions and rely on agreed Orders which are received from or made with you or an Authorised Person or appear so to be. You agree to indemnify KFX and TCC/TCCS for all losses arising from their doing so and from any losses they may incur resulting from any errors made by you or an Authorised Person in providing instructions to them or concluding Orders with them (whether verbally or in writing) unless these arise due to their negligence, wilful default or fraud. Neither KFX or TCC/TCCS shall be liable to you for the nonexecution of a payment or for the defective execution of the payment if the information you provide is
(i) receipt of written notice of the same,
(ii) the other party becomes the subject of a voluntary or involuntary petition in bankruptcy or any proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors if such petition or proceeding is not dismissed within sixty (60) days of filing.
9.3 Additional Grounds for Termination. KFX or TCC/TCCS may suspend Services and terminate your Agreement at any time without prior notice if:
(i) a financial regulator, regulatory agency, or law enforcement agency posts a warning with regard to you:
(ii) any governmental, regulatory, or judicial authority directs us to suspend or terminate your Agreement;
(iii) a banking partner of KFX or TCC/TCCS requests that we terminate your Agreement; or
(iv) KFX or TCC/TCCS have reason to believe that you are engaged in fraud, money laundering, or terrorist financing.
9.4 Effect of Termination. Upon the effective date of termination:
10.2 Changes to the Payment Engine. TCC/TCCS reserve the right to modify the Payment Engine at any time as it deems necessary to comply with applicable laws and regulations or business needs, provided that such modification shall not thereby substantially degrade the functionality of the Payment Engine.
(i) one of TCC/TCCS’s Group Companies and/or
10.11 Complaints. If you feel that KFX or TCC/TCCS have not met your expectations in the delivery of the services or if you think KFX or TCC/TCCS have made a mistake, please let us know. We have internal procedures for handling complaints fairly and promptly in accordance with the FCA requirements. A copy of the KFX complaint’s procedure is available upon request and on the KFX Website. If you are an eligible claimant, you can take your complaint to the Financial Ombudsman Service should you not be satisfied with our final response. Eligibility criteria and the procedures involved, are available from the Financial Ombudsman Service, Exchange Tower London E14 9SR.
PAYMENT SERVICES AND E MONEY ACCOUNT OPERATION
The following provisions will apply to the Account Services and the Payment Services
3. Account Status. Your Account is an electronic money account (denominated in a currency of your choice as selected by you from the available currencies) which enables you to send and receive electronic payments. The electronic money on your Account is issued in accordance with the Regulations and other applicable law. You cannot change the currency of your Account once you have attempted to process a payment and subject to closing your Account as described below the electronic money held on your Account does not expire but it will not earn any interest.
You have the right to withdraw funds from your account at any time. However, you may be required to confirm your identity beforehand. There is no minimum withdrawal amount but the funds on your Account must be sufficient to cover any applicable withdrawal fee.
You acknowledge that electronic money accounts are not bank accounts and accordingly the UK’s Financial Services Compensation Scheme (FSCS) does not apply to your Account. We strictly adhere to the legal requirements under the Regulations which are designed to ensure the safety and liquidity of funds deposited in electronic money accounts however in the unlikely event that we become insolvent; you may lose the electronic money held in your Account. For further information on how we safeguard client funds, please contact Client Support.
The electronic money on an Account belongs to the person registered with TCC/TCCS as the holder and no person other than the holder has any rights in relation to the funds held in an account and you may not assign or transfer your Account to a third party or otherwise grant any third party a legal or equitable interest over it.
Your Account may be subject to upload, payment and withdrawal limits due to security and legal requirements as determined by TCC/TCCS from time to time at their sole discretion and you may be asked to answer security questions or to complete other activities that we may reasonably require in relation to any upload, payment or withdrawal transaction.
TCC/TCCS reserve the right in their sole discretion to carry out all and any necessary money laundering, terrorism financing, fraud or other illegal activity checks before processing any upload, payment or withdrawal transaction. Upload, payment and withdrawal transactions may be subject to fees and currency conversion fees.
4. Opening an Account. In order to use Payment Services, you must first open an account with us.
By opening an account with us, you are also confirming that you
(i) have regular access to the internet and email and
(ii) are able to store information sent to you by email and other electronic means including the Portal in a Durable Medium by printing out or otherwise retaining for future reference all electronic communications sent and information made available to you by us (via the Portal or by email or telephone). It is for you to ensure that your contact details are up to date and that you are able to access any such communications and information at all times
5. Maintaining an Account. You must ensure that the information recorded on your Account is always complete, accurate and up to date and neither KFX or TCC/TCCS shall be liable for any loss arising out of your failure to do so. KFX or TCC/TCCS may ask you at any time to confirm and/or provide documents or other evidence as to the accuracy of this information.
KFX or TCC/TTCS may contact you via the Portal or by email with information or notices regarding your Account and Payment Services. It is your responsibility to regularly check the proper functionality of your e-mail account or other methods of communication that you have registered with your Account and to retrieve and read messages relating to your Account and Payment Services promptly. Neither KFX or TCC/TCCS shall be liable for any loss arising out of your failure to do so.
Fund uploads, payments received, payments sent, and fund withdrawals are displayed in your Account laundering procedures) on the payment details to be sent to the beneficiary’s bank or payment service provider to comply with anti-money laundering regulations
If you instruct KFX and TCC/TCCS to make payment to a new or an existing beneficiary, and your beneficiary account details are provided via an oral Instruction (such as by telephone, video conferencing or other similar means) or otherwise by a communication that is not in writing then KFX and TCC/TCCS we will send you an email containing the beneficiary account details you have provided. If you provide incorrect beneficiary details or you confirm incorrect beneficiary details contained in this email neither KFX or TCC/TCCS will be liable for any loss you incur, although we will use reasonable efforts to assist you in the recovery of your payment; KFX and TCC/TCCS reserve the right to charge you a fee to cover our reasonable costs for doing this.
promptly notify you using your supplied contact details, stating wherever possible the reasons for the refusal, and the procedure for rectifying any payment detail errors that led to the refusal, but they reserve the right to charge you a fee to cover their reasonable costs for doing this. Neither KFX or TCC/TCCS are obliged to notify you of the refusal to execute the proposed transaction where they reasonably believe that such a notification would be unlawful.
If we receive a payment Instruction by 4.30pm on a Business Day, your payment Instruction will be deemed to have been received by us on that Business Day. If your payment Instruction is received after by 4.30pm or on a day that is not a Business Day, your payment instruction will be deemed to have been received on the next Business Day. Your payment instruction will be acted on the earliest possible payment date available once the Contract has been performed unless you have requested a specific future date.
9. Receiving Payments. If you receive funds into your Account, KFX or TCC/TCCS will send you a notification e-mail and display the payment in your transaction’s history. You should regularly reconcile incoming payments with your own records.
You should be aware that receipt of funds to your Account does not necessarily mean that these transactions cannot be reversed. KFX and TCC/TCCS reserve the right to reverse a payment in case the payer or the payer’s bank or payment service provider has reversed (or is reasonably likely to reverse) an upload or other payment which was used to fund the payment to you.
10. Prohibited Payments. KFX and TCC/TCCS reserve the right, at their sole discretion to impose ‘acceptable use’ terms in relation to the operation of your Account and the provision of any payment service including the prohibition of certain categories of payment transactions for example payments in relation to the gaming, bitcoins and virtual currencies sectors by specifying these on the Website.
You must not use your Account for any illegal purposes including without limitation fraud and money laundering. KFX and or TCC/TCCS will report any suspicious activity to the relevant law enforcement agency.
If you conduct or attempt to conduct any transaction in violation of the prohibitions contained in this section both KFX and TCC/TCCS reserve the right to reverse the transaction, and/or close or suspend your Account and/or report the transaction to the relevant law enforcement agency and/or claim damages from you.
11. Withdrawing Funds. You can request a withdrawal of all or part of the funds held in your Account at any time by logging into your Account and following the relevant instructions. We do not guarantee the use of any particular withdrawal method and may make changes to or discontinue the acceptance of any particular withdrawal method at any time as long as there is at least one withdrawal method available to you. You may only make a withdrawal to a bank account and where you are the named holder of such bank account. For the purposes of a withdrawal transaction, TCC/TCCS are a payer and not a payment service provider. You must ensure that the payment details you enter when withdrawing funds are correct and complete. Neither KFX or TCC/TCCS will be liable for funds being sent to the wrong payment instrument where this is due to you providing incorrect payment details.
If you have withdrawn funds to the wrong payment details payment instrument, you may request that KFX or TCC/TCCS assist you in reclaiming the funds, however, we will charge you an administration fee and we cannot guarantee that the reclaim efforts will be successful.
12. Safeguarding Funds received in accordance with a payment instruction will be subject to the segregation requirements as set out in the Regulations and are referred to as ‘Relevant Funds’.
For the purposes of this clause ‘Relevant Funds’ means sums received from you or for your benefit from a payment service provider such as a bank for the execution of Payment Services on your behalf. Relevant Funds are held in segregated bank accounts which are independent of both KFX and TCC/TCCS business bank accounts. The purpose for so holding funds is to ensure that in the event of the insolvency of either KFX or TCC/TCCS, or if a financial claim is made against us, no creditor or claimant should be able to claim funds held in these accounts. This is because no other person or institution may have any rights or interest over the funds held in these accounts such as a lien over funds in these accounts. Relevant Funds are not covered under the Financial Services Compensation Scheme.
Relevant Funds do not include funds received from or to you or on your behalf in settlement of a Contract. When you transfer funds to KFX or TCC/TCCS to pay Margin Call(s) full ownership and title to these funds’ transfers to TCC/TCCS absolutely and such funds are considered as the funds of TCC/TCCS. They will not be Relevant Funds and so they will be placed into a TCC/TCCS business bank account and will not be afforded protection under the segregation rules of the Regulations.
Pursuant to the Regulations, neither KFX or TCC/TCCS will pay interest on funds paid to KFX or TCC/TCCS including balances held in segregated or client bank accounts and KFX or TCC/TCCS may retain, for their benefit, any interest which accrues from funds held in any accounts
FOREIGN EXCHANGE SERVICES AND BRANDED PAYMENT ENGINE SERVICES –CONTRACTS
The following provisions will apply to the Foreign Exchange Services and Branded Payment Engine Services and to all Contracts
1. Individual contracts. Each Contract shall be an individual contract and KFX or TCC/TCCS may at any time and at their sole discretion refuse to offer terms for any Contract.
3. Purpose. TCC/TCCS buy and sell currency to support personal and/or commercial purposes including, but not limited to, the buying of goods and services or property and therefore you should not use any Contract or the Services for investment or speculative purposes such as by trying to profit from fluctuations in foreign exchange rates and you should tell KFX and TCC/TCCS if that is your intention. KFX and/or TCC/TCCS may decline to deal with you if they have reason to believe that you are using any Contract or the Services for investment or speculative purposes and they shall not be liable to account to you any gains following any Close Out of a Contract or further Contract entered into by either KFX or TCC/TCCS pursuant to paragraph 6 below.
4. Instructions and Orders. You may give KFX or TCC/TCCS electronic or verbal instructions relating to a transaction for the purchase or sale and delivery of currency and they will at their sole discretion offer the commercial terms of a proposed contract. Once you accept the commercial terms of the Contract (by electronic or verbal or by any other means), you will become legally bound to perform the contract in accordance with the terms of the Order.
Following receipt of an Order, KFX or TCC/TCCS shall subsequently transmit electronically to you a contract note, which will confirm the details of the Order. Once TCC/TCCS has agreed an Order, you may not amend or cancel the Contract if they expressly agree (and any such amendment or cancellation shall be on the conditions specified by TCC/TCCS). KFX or TCC/TCCS may require further confirmation or information from you or an Authorised Person of any Order.
5. Limit order. KFX or TCC/TCCS may accept your instructions which include a limit order and they will use their reasonable endeavours to execute such an Order but if market conditions prevent TCC/TCCS from executing your instruction(s) in full or at all, then neither KFX or TCC/TCCS have no liability in respect thereof.
6. No Cancellation. Each Contract constitutes an irrevocable and legally binding agreement by you to purchase or buy (as the case may be) the relevant currency and as such you will have no right to cancel a Contract.
However, you may prior to the Maturity Date request that TCC/TCCS Close Out a Contract or enter into a further Contract to (as the case may be), sell the currency you agreed to buy or purchase the currency you agreed to sell but TCC/TCCS shall have sole discretion as to whether they enter into such further Contract or Close Out the Contract.
Please see the daily cut-off times available at http://kfxservices.com for settlement times. If funds do not arrive KFX and/or TCC/TCCS may at their discretion roll the trade to the next settlement day and apply a charge in accordance with the provisions of the Commercial Agreement.
8. Disputes. If a dispute arises between you and KFX or TCC/TCCS relating to the existence or terms of any Contract (a ‘Disputed Contract’), they may at their sole discretion Close Out the Disputed Contract pending settlement of the dispute. They will notify you (orally or in writing) of such action as soon as practical but if they do not the validity of any action by them shall not be affected.
9. Default & Refusal to Perform. KFX and/or TCC/TCCS may at their sole discretion refuse to perform or Close Out a Contract with or without giving prior notice to you, upon or at any time after any of the following events:
9.1 you fail to make any payment when due;
9.2 An Insolvency Event occurs, or you take a step to or suspend the payment of your debts;
9.3 you fail in any respect to fully and promptly comply with any obligations owed to KFX or TCC/TCCS, or if any information supplied by you or any representations made by you are or become materially inaccurate;
9.4 it becomes or may become unlawful for KFX or TCC/TCCS to maintain or to provide any of the Services or if you or KFX and/or TCC/TCCS are requested not to perform or to close out a Contract (or any part thereof) by the FCA and any governmental or regulatory authority whether or not that request is legally binding; or
9.5 KFX or TCC/TCCS consider it necessary to do so for their own protection including (without limitation) in the following circumstances: (i) protection from fraud; (ii) protection from your default; and (iii) protection from broad-based market failure.
If you become aware of the occurrence of any such event or any circumstances that mean that any such event is likely to occur, you must notify KFX and TCC/TCCS immediately.
If any event referred to above takes place, KFX or TCC/TCCS shall, at their discretion, be entitled to cancel any Contract then outstanding and charge you with all of the costs, expenses and losses that they may incur (including any action KFX and/of TCC/TCCS may take to cover or reduce their exposure). Any excess amount held by KFX and/or TCC/TCCS in respect of Contracts shall be returned to you after deducting all other sums due to them. Neither KFX or TCC/TCCS shall be responsible in any way for any delay in payment by them under this schedule 2 caused by you or any other third party.
11. Forward Contracts. For a Forward Contract, TCC/TCCS shall require immediate payment to them in cleared funds of Margin whether from the balance of the sold currency or otherwise funded by you and in all cases by payment into an account nominated by TCC/TCCS and in amount(s) specified by them from time to time. In addition, KFX and/or TCC/TCCS will be entitled to require you to provide additional Margin in such amount(s) as they shall specify in the event of exchange rate fluctuations at any time prior to the Maturity Date. Both KFX and TCC/TCCS reserve the right to change the Margin requirement from time to time upon notification to you. All requests for additional Margin and increased Margin must be paid within 1 Business Day of our request.
12. Payment of Margin. If the Margin requirements have not been met in full Services cannot commence or continue and the Trade will not be executed, and KFX and/or TCC/TCCS reserve the right to Close Out the Contract if any payment of Margin is not made by the due date. Full ownership and title to all funds sent to TCC/TCCS as Margin shall transfer to them absolutely and you shall have no interest in such funds which TCC/TCCS will be entitled to deal with in their own right. You will have the right to be repaid any Margin held by us in excess of the minimums specified below.
13. Drawdown. With the written consent, of TCC/TCCS you may draw down against a Forward Contract at any time prior to its Maturity Date. TCC/TCCS may agree at any time prior to the Maturity Date to roll forward all or part of a Forward Contract until a later date upon agreement as to the terms and amounts payable by you to them.
14. Beneficiary details. You will need to notify us not less than 24 hours before the earlier of the Maturity Date of any Forward Contract or the date of any agreed draw down prior the Maturity Date with the details of the beneficiary, the payment means, and delivery instructions.
15. End Customers. TCC/TCCS deal with KFX as Principal only and they assume no obligations to End Customers and full ownership and title to all funds sent to them as Margin shall transfer to TCC/TCCS absolutely. All and any part of Margin may be applied across all and any Contracts and TCC/TCCS reserve the right to select which Contracts are subject to Close Out irrespective of any End Customer including without limitation in circumstances where an End Customer has made a payment of Margin direct to them. However, KFX and TCC/TCCS will make reasonable efforts to contact you before Close Out of any Contract.
KFX Services Limited is a trading Partner of The Currency Cloud Limited. The Currency Cloud Limited. is registered with the UK Data Protection Act – Registration Number Z1550331
The Currency Cloud Limited is authorised by the UK Financial Conduct Authority under the Electronic Money Regulations 2011 and the Payment Services Regulations for the issuing of electronic money and the provision of payment services with FCA registration number 900199. In the US Currency Cloud operates in partnership with CFSB. CFSB fully owns the bank program and services are provided by The Currency Cloud Inc.