OFX GENERAL TERMS AND CONDITIONS (Business)

Revised as at: 5 September 2025

These OFX General Terms and Conditions v2.4 govern the relationship between OFX and its business Clients.

KEY TERMS AND CONDITIONS FOR YOUR ATTENTION FOR ALL CLIENTS

This coversheet is not legal advice and should not be construed as such. Furthermore, this coversheet
in no way forms any kind of agreement or obligation on behalf of OFX. It does not set out every change
to the terms and conditions, and it does not provide a complete description of all terms and conditions.

Reading this summary does not replace reading the actual OFX General Terms and Conditions v2.4 in full.

All terms capitalised in this coversheet have the meaning given to them in the OFX General Terms and Conditions (Business) v2.4

Clause	Effect
Limits your rights
5.1 B. and D.	Once you give an Instruction to us, you cannot cancel, withdraw or change such Instruction thereafter. When an Instruction is received, the Payment and Currency Conversion becomes legally binding, and unless we have made a mistake and you inform us of such within a reasonable amount of time, it will be valid.
Circumstances in which we will not be liable to you
6.9 and 6.10	If you fail to provide us with information that is complete, accurate and truthful, send your funds to wrong recipient or fail to notify us that we have sent funds to the wrong bank account as soon as possible, we will not be liable to you for any associated loss you may suffer.
5.2, C. 7.	If you experience a loss associated with fluctuations in the exchange rate, we will not be liable for such loss.
8.1	If we refuse to accept an Instruction, we will not be liable to you for any associated loss you may suffer.
11.5 and 17.4	If we freeze or block an account we believe is being or has been used in connection to actual or suspected Illegal Activities, we will not be liable to you for any associated loss you may suffer.
12.2, B.	If you fail to take immediate action to assist us in recovering funds mistakenly sent to a person or company with whom you have a personal or pre-existing business relationship, to the extent that your failure to take such reasonable steps impacts our ability to recover the funds or causes you further loss, we will not be liable to you.
13.1, 13.2	We will not, in any circumstances, be liable to you in excess of the amount of money you have actually paid us in relation to any particular Payment. Except where we have acted fraudulently, with gross negligence or are at fault and the law does not allow us to exclude our liability, we will not be liable to you for indirect or consequential loss. If performance of the Services is delayed as a result of failures or malfunctions attributable to your equipment, any internet service or payment service, we will not be liable to you for any associated loss you may suffer.
14.1, C.	If you fall victim to a scam but we have met our obligations under the terms and conditions, we will not be liable to you for any associated loss you may suffer.
15.8	If someone obtains unauthorised access to your Personal Information or Secure Details as a result of your failure to keep your personal information or Secure Details safe, we will not be liable to you for any associated loss or losses you may suffer.
18.1	If we are required to comply with a legal order affecting you, we will not be liable to you for any associated loss or losses you may suffer.
Use of your Personal Information
15.9	For the purposes of meeting our regulatory requirements, we may retain your Personal Information beyond the Termination of our Agreement. See our Privacy Policy for more details.
Miscellaneous
14.2, C.	We do not guarantee that the Services will meet your requirements including that the Services will be available at a particular time or location or without defect.
22.9	If a Market Disruption occurs after we have provided you with a quote, we may revise any quote until we determine the Market Disruption has ended.

OFX GENERAL TERMS AND CONDITIONS (Business)

For Business Clients

Version 2.4

You should read these OFX General Terms and Conditions (Business) carefully and ensure you understand them. You should also read the Additional Terms and Supplemental Terms that are relevant to the Services you wish to use and ensure you also understand them. Please obtain independent advice or contact us if you have any questions.

1. About This Agreement

1.1 About

These OFX General Terms and Conditions is a legal agreement between you and us and governs your access to and use of our Services (the “Agreement”). By accessing and using our Services, you agree to be bound by this Agreement. We use some words which start with capital letters in this Agreement. These are called Defined Terms and you can see what each of these words means in the Glossary at the end of this Agreement.

1.2 How This Agreement Works

1.3 Copies

You can obtain a copy of this Agreement, or any other document referred to in this Agreement, at any time, from our Website at www.ofx.com, by calling the telephone numbers in the Contact Us section below, or by emailing us at business@ofx.com.

2. Who This Agreement Affects

3. E-Signatures

By expressly confirming your acceptance online or typing your name on any form we may ask you to sign, you agree that your electronic signature is your consent to be bound by this Agreement and any transaction terms and conditions. You further agree that we may accept your electronic signature as the legal equivalent of your manual/handwritten signature and that no third-party verification is necessary to validate your signature in any way.

4. About Our Services

4.1 What we Provide

We provide Services including technology products and services available via the Secure Website as well as financial services.

4.2 Not for Investment Purposes

We do not offer any form of investment or speculative trading facilities.

4.3 Exchange Rates

4.4 No Financial Advice

We do not provide you with personal financial advice. We do not take into account your specific financial circumstances or needs when we enter into a Currency Conversion or Payment with you or open an OFX Global Account for you. Any advice we do provide will relate only to information that is already publicly available and/or to the mechanics of the Services. You must obtain your own financial advice and make your own assessment as to whether our Services are appropriate for your requirements and financial circumstances. Selection of the type and timing of each Service you request and enter into is for you to decide.

4.5 Fees

5. Using our Services

5.1 General Obligations

A.    Instructions

To give us an Instruction, we require that you provide us with the value of the Payment or Currency Conversion (or in the case of a Payment via Pay By Card, the details of the Eligible Credit Card), the payment date, the Recipient Account you want to pay (if applicable) and any other information we request. When we receive an Instruction from you, we shall provide you, as applicable, with information on the maximum time it will take for the Recipient Account to receive the money, any Fees or charges payable by you and a breakdown of such charges. Where the Payment involves a Currency Conversion, you will be provided with the applicable exchange rate.

B.    When the Payment or Currency Conversion is Legally Binding

Payments and Currency Conversions become legally binding once the booking process has been completed online regardless of the payment date. If email or telephone instructions are permitted, Payments and Currency Conversions become legally binding when the Instruction is received via email and has been processed or when the telephone call, in which you place an Instruction, has concluded. A Service Confirmation is available in your Business Account which is a written record of the Instruction you have given us. If you do not contact us within 24 hours of receipt of the Service Confirmation, which is immediately available within your Business Account transaction history, the details will be deemed to be correct. Even if no Service Confirmation is received, the Payment or Currency Conversion is still legally binding, unless we have made a mistake, and this can be evidenced by the emails we have exchanged with you, the data available on our Secure Website or the transcript of the telephone conversation during which it was booked.

C.    Third Party Liability

D.    Changing or Cancelling an Instruction

An Instruction from you cannot be cancelled, withdrawn or changed once you have given it unless we have made a mistake, and you inform us as such immediately. In exceptional circumstances, we may agree to cancel or change an Instruction after it has been received. If you think that such circumstances exist, you should contact us immediately by telephone.

E.     Service Confirmation

Once we have carried out a Service for you, a record of the Service provided will be available in your Business Account. We may also send you a Service Confirmation via email including any applicable reference, amount of the payment and currency used, any charges and the date the order was received. If you decide to turn off e-mail notifications, it is your responsibility to check your emails or your Business Account regularly to review your Service Confirmations and print or save a copy of this information for your records. You are responsible for ensuring that emails from us are not directed to junk or spam folders.

Where the Service includes a Currency Conversion, the Service Confirmation will include the following details:

5.2 Types of Payments

A.    Immediate Payments

Payments for when you have a need to send or transfer money to a Recipient Account at the time you provide the Instructions. The Payment Date will be the date the Instructions are received, and the applicable funds are available to settle the Payment. The Immediate Payment may include a Currency Conversion which means a foreign exchange contract under which we agree to exchange money at an agreed rate within two Business Days of the contract commencing.

Payments made via an OFX Card are immediate payments whereby you authorise a third party to pull the applicable value from the available Balance in your OFX Global Account. 

B.    Scheduled Payments

Payments for when you have a need to send or transfer money to a Recipient Account at a date in the future. The Payment Date is chosen by you when booking the Payment and on that date, we will fulfil the Instructions, as long as the applicable funds are available to settle the Payment. Where the Scheduled Payment includes a Currency Conversion, you acknowledge that you are not locking in an exchange rate at the time of providing the Instructions and that exchange rates may vary between the time when the Instruction is provided and the Payment Date. By instructing us to provide a Scheduled Payment, you are instructing us to execute an Automatic Conversion on the Payment Date (see clause 5.3, C for more details on Automatic Conversions). The applicable exchange rate will be the Spot Rate on the date that is the same as the Payment Date.

C.    Forward Contracts

D. Limit Orders

You may give us an Instruction for a Limit Order by telephone, through our Secure Website or by email, only with prior written approval from us.

5.3 Currency Conversions

To book a Currency Conversion you must log into your Business Account and provide us Instructions including as a minimum the value to be converted and the currencies involved. We may accept instructions by telephone, or by email, only if we agree this with you in advance.

A.    Quotes Made in Error

If we quote you an exchange rate that is clearly a mistake on our part, as the result of a technical or human error, it is not binding on us and we reserve our right not to process the Instruction. You must notify us by telephone or email as soon as the mistake comes to your attention and we will send a revised quote as soon as possible.

B.    You Agree to Act Quickly

By entering into this Agreement, you acknowledge that exchange rates can fluctuate rapidly, so being able to access the exchange rate we quote you depends on you promptly performing your agreed actions. We reserve the right to cancel or suspend the Services if you do not provide us with any requested information or funds promptly. The agreed exchange rate is presented to you at the time of booking the Currency Conversion. The exchange rate is not guaranteed until the Currency Conversion becomes legally binding. You must have cleared and available funds to satisfy the Currency Conversion within two Business Days otherwise your Currency Conversion will expire and will be cancelled and a late settlement fee will be incurred. This late settlement fee is the equivalent of the Reversal Loss, see clauses 10.2 and 17.2.

C.    Automatic Conversion

A. If you elect to use Automatic Conversion and when you book a Scheduled Payment involving a Currency Conversion, we will convert your funds immediately upon receipt of cleared funds by us or on the Payment Date if provided as part of the Instructions, and we will make a Payment to your designated Recipient Account. If you instruct us to undertake Automatic Conversion, either for a single Currency Conversion or as a standing instruction, you acknowledge and agree that:

B. It is your responsibility to ensure that you give us accurate and complete details. We rely solely on the account number you give us and will not check that the details of the Recipient Account, including whether the name you provide matches the account number you have given us.

C. You may cancel an Automatic Conversion instruction at any time by giving us at least 24 hours’ written notice either via email or by updating your Instruction within your Business Account, which will apply to any funds received by us after this time. Otherwise, a Currency Conversion, Payment or Instruction cannot generally be withdrawn or changed once it has been received.

5.4 OFX Global Account

The OFX Global Account is a multi-currency account that allows you to receive, hold and transfer funds in and out of it in accordance with this Agreement. You may have multiple currency accounts, either in the same currency or different currencies, provided we consider, in our sole discretion, there is a reasonable business need. The OFX Global Account is not a bank account and is subject to certain limitations and restrictions, as described in this Agreement.

To receive funds OFX supports currency accounts with local Account Credentials as well as SWIFT account credentials. All currencies are supported to receive via SWIFT account credentials unless specified otherwise.

To make payments from your OFX Global Account, OFX supports payments using local payment rails as well as SWIFT. All currencies are supported to make payments via SWIFT rails.

As at the date of this Agreement OFX allows you to receive, hold, complete a Currency Conversion and make Payments out of the currencies listed on our OFX Available Currencies page, unless specified otherwise in any other communication to you.

B. Account Credentials

When we issue you with an OFX Global Account, you will be provided with a unique account number and account information (collectively the “Account Credentials”) to be used to pay into your OFX Global Account, receive funds from third parties or from your own bank account and to enable us to credit your OFX Global Account. Account Credentials are not bank account details that relate to a bank account held by you. Account Credentials must be protected and kept secure and may only be disclosed to third parties for the sole purpose of receiving payments. You will also be provided a unique Client Reference number for receipt of BPAY payments (“BPAY Client Reference Number”). You may only receive payments via BPAY from your own bank account.  You must not disclose your BPAY Client Reference Number to any third party. You may not sell, transfer, or sublicense your Account Credentials or BPAY Client Reference Number to any third party. You must not disclose your Account Credentials to any third party other than a genuine payor. You agree to notify us immediately if you know of or suspect unauthorised use of your Account Credentials or BPAY Client Reference Number. OFX may terminate or revoke your Account Credentials or BPAY Client Reference Number for any reason in our sole discretion.

C. Default Automatic Conversion 

Prior to your use of the OFX Global Account Service, you must provide your Australian Dollar nominated beneficiary bank account for the purposes of transferring or returning funds to you in accordance with applicable Additional Terms or as notified to you in writing by us. You acknowledge and agree that the funds will be returned in Australian Dollars and we will convert the funds, if needed, at our then current Spot Rate. The transfer will be processed as an Automatic Conversion as per (clause 5.3, C Automatic Conversions) above. You may update these instructions by notice to us in writing.

D. Payments in and adding funds to your OFX Global Account:

Depending on the method of the payment into your account, Fees and charges may apply. See the PDS and OFX Subscription Agreement (Business) for more information. We reserve the right to change or limit the ways in which you can pay in or add money to your OFX Global Account at any time without notice to you.

Any attempted payments to an OFX Global Account through an unsupported payment method or currency will be rejected and returned to the payor. We do not accept cash; cheque; or other forms of payment into your OFX Global Account.

Funds will be credited to your Balance when we are in receipt of the cleared funds. Log in to your Business Account via the Secure Website to track your Balance.

E. Payments out and withdrawing funds from your OFX Global Account

F. Rejected Payments

OFX reviews all payments received and may in its sole discretion reject any payment. If an inbound payment is rejected or declined, a bank or other third-party provider may assess a fee in relation to the rejection. In addition, OFX may, in its discretion, assess a fee on you to cover the investigation costs and expenses. You acknowledge and agree that any fees, costs or expenses associated with a declined or rejected payment will be borne by you or the payor. In no event will we be responsible for any costs, fees or expenses assessed by a third party in relation to a rejected or declined payment.

C. Delivery Issues

The payment and delivery of receivables from third parties, including the timing of receipt of the receivables and the amount of funds delivered, is controlled solely by the third party payor and may be subject to the third party payor’s terms and conditions or the terms of any applicable agreement between you and the third party payor. Any issues or disputes with the delivery, non-delivery or timing of the delivery must be resolved directly with the third party payor and are not the responsibility of OFX. OFX will not be a party to any such dispute.

H. Funds Held by Us

You acknowledge and agree that any funds paid to us and held by us are funds that have been paid to acquire, or to acquire an increased interest in, a financial product. These funds represent stored value and are reflected in the balance shown within your Business Account (“Balance”). OFX may comingle and hold your Balance with the balances or funds of other OFX Clients (“Pooled Account”). Any funds held in an OFX Global Account represent an unsecured claim against OFX and are not insured by any applicable deposit protection scheme including the Australian Government’s Financial Claims Scheme or the Federal Deposit Insurance Corporation in the United States of America. We will have sole discretion as to the maintenance and establishment of the Pooled Account and you will not have any right to or be entitled to draw funds from any Pooled Account. You will not receive any interest or other earnings accrued on your Balance or any other funds held by us. In consideration of your using our Services, you irrevocably assign to us all rights and legal interest to any interest or earnings attributable to holding your Balance.

I. Transaction History

You can access your transaction history including Currency Conversions, exchange rates, Payments, amounts received, Fees charged and other applicable information within your Business Account via the Secure Website.

You can request a statement by contacting us, please contact us in any of the ways set out in the ‘Contact Us’ section.

J. Additional Obligations

5.5 Restrictions on Use of Services

A. You have no right (and will not permit any third party) to copy, adapt, reverse engineer, decompile, disassemble, modify, adapt or make error corrections to the Services in whole or in part.

B. You must not:

C. Not a Bank Account – Our Services and the corresponding OFX Global Account is not a banking product or bank account, does not take deposits and cannot be used by you as a bank account. You are not permitted to authorise withdrawals using Account Credentials or otherwise initiate an outbound funds transfer using your Account Credentials other than by initiating a Payment in accordance with this Agreement.

D. No Personal Use – The Services are intended for business-related and commercial activities only. You are not permitted to use the Services for personal, family or household purposes. The Services cannot be used in conjunction with an OFX Personal Account. OFX will block funds from any individual or for suspected or actual use for personal, family or household purposes.

E. Unsupported Business Activities – in addition to any other restrictions contained in this Agreement, you may not use the Services, make or accept payments in connection with the following business activities, products or services. This is a non-exhaustive list:

Money Services, Virtual Currency or stored value	Money transmitter, FX broker, payday lenders, collection agencies, bill payment services, check/cheque cashing, correspondent banking. Cryptoassets/Cryptocurrencies. Crypto Miners /Virtual Currency administrators.
Counterfeit goods	Unauthorized sale of or resale of brand name or designer products or services.
Gambling	Betting, sports forecasting, lotteries, online gaming, off-track betting.
High-Risk Regulated Products or Services	Marijuana dispensaries and related businesses, tobacco, e-cigarettes, e-liquids, online pharmaceuticals, weapons and munitions. Wildlife products, mining and extraction, migration agents, political organisations, adult entertainment, pawnbrokers
Intellectual property or proprietary rights infringement	Sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder; any product or service that directly infringes or facilitates infringement upon the trademark, patent, copyright, trade secrets, or proprietary or privacy rights of any third party; use of OFX intellectual property without express consent from OFX; use of the OFX name that is inconsistent with this Agreement or in a manner that otherwise harms OFX or the OFX brand; any action that implies an untrue endorsement by or affiliation with OFX.
Illegal Activities	Firms involved in servicing human trafficking, child labour, prostitution
	Any other category of product or service that OFX decides to prohibit in its sole discretion. Additional restrictions apply to Clients located in the US. See US terms and conditions for details.

Without limiting any of its other rights, a breach of this clause will result in immediate suspension and or termination of the Agreement at OFX’s sole discretion.

6. Payment for Services

6.1 Your Account Details

6.2 Payments

You must have the full amount payable (plus any applicable fees) available in your OFX Global Account. For immediate Payments the funds are required within two Business Days of when the Payment becomes legally binding. For Forward Contracts and Scheduled Payments the funds are required before the Maturity Date. If we have not received the funds by the applicable date, we will not be able to process the Payment and reserve the right to cancel the Payment. Where you have the full amount payable as available Balance in your OFX Global Account, the funds will be pulled from your Balance and used to satisfy the Payment as soon as the Payment becomes legally binding.

6.3 Currency Conversions

You must have the full amount of the currency you want to exchange in your OFX Global Account. If we have not received the funds by the applicable date, we will not be able to process the Payment and we will cancel the Currency Conversion.

Where we do not receive the applicable funds within two Business Days for your Currency Conversion, your Currency Conversion will be cancelled and you will be required to get a new quote and book in a new Currency Conversion. You will be charged a late settlement fee equal to the Reversal Loss in accordance with clauses 10.2 and 17.2.

 To the extent that you have available Balance in your AUD OFX Global Account, you acknowledge that the Reversal Loss will be deducted immediately upon becoming a debt due and payable to us. If you have insufficient funds available in your AUD OFX Global Account, the Reversal Loss will be included in your next Currency Conversion or Payment and will show as a Fee payable. Where you have the full amount payable as available Balance in your OFX Global Account, the funds will be pulled from your Balance and used to satisfy the Currency Conversion as soon as the Currency Conversion becomes legally binding.

6.4 Payment from Another’s Account

If you want to make the payment from someone else’s bank account, we may require evidence that you are entitled to do this and you must bring it to our attention as early as possible to avoid delays to your Payment. You must be the beneficial owner of the applicable funds (see 7.2 Owner of the Money you Are Transferring). We only accept receipt of funds by BPAY from your bank account;

6.5 Providing the Correct Details

6.6 Full Amount of Funds Must Be Received

6.7 Failure to Make Payment

If you do not have sufficient funds available in your Balance, or you fail to make full payment for any Payment or Currency Conversion when due (including where a payment method fails or is dishonoured), we will not be able to process your Instructions and we may take other action such as invoking our cancellation rights (see clause 10 Cancellation), closing your account or pursuing you for any losses we may have suffered as a result.

6.8 Unauthorised Payments

A. If you believe that you did not authorise a Payment or Currency Conversion, please notify us without undue delay. If we determine that you did not authorise a Payment in accordance with this Agreement, we will refund you the value of the Payment as soon as practicable unless:

B. If we investigate further and find that you authorised the Payment(s), you must return any refund(s) we provided to you as soon as possible.

6.9 Errors on Our Part

D. We are liable to you for any charges incurred by you where we have incorrectly executed a Payment.

6.10 Errors on Your Part

7. Business Account

7.1 Identity Verification

7.2 Owner of the Money You are Transferring

7.3 Appointing Someone to Act on Your Behalf (Authorised Users)

7.4 Keeping Your Account Safe

7.5 Keeping Our People Safe

7.6 Communicating With You

8. We Are Under No Obligation to Accept Your Instruction

8.1 No Obligation

We are under no obligation to accept an Instruction from you and we do not accept any liability for any loss you may incur as a result.

8.2 Security Breach

We will prevent the use of your Secure Details if we reasonably believe that:

We will tell you if we need to stop or suspend the use of your Secure Details, using the contact details you have provided to us, unless that would break the law.

8.3 Secure Details

Unless we have terminated the Agreement due to a security breach or a suspected security breach, we will allow you to use your Secure Details again once the reasons for suspending the use of your Secure Details no longer apply.

8.4 Transaction Limits

We may apply limits to the number of Payments and or Currency Conversions that you can make each day. We may also apply limits to the amount of money that you can transfer each day. Where this is the case, we will notify you separately and let you know if there is another way you can give us an Instruction.

9. When We Can Close Your Account

We have the right to close your Business Account, at our sole discretion, if we reasonably believe the information you have provided to us is false or misleading or that a proposed Payment or Currency Conversion may be connected in some way with Illegal Activities or may result in reputational harm or any other unacceptable business risk to us. If we do this, any monies we may owe to you will be returned to you if permitted in accordance with and subject to applicable laws. Likewise, any monies you owe to us must be paid.

10. Cancellation of Transactions

10.1 When We May Cancel a Transaction

A. We reserve the right to cancel any transaction, without prior notice to you, if we believe there is a valid reason for us to do so including, but not limited to, any of the following:

B. There may be a delay in the Services we provide while we check that none of the above reasons apply. We will notify you if we are or have been unable to process your Instruction and the steps you may need to take to correct any errors in your Instruction.

C. You must notify us immediately if you become aware of any event referred to above happening or being possible or likely to happen.

10.2 Consequences of Cancelling a Currency Conversion

When we cancel a Currency Conversion, we buy back the currency that we have bought for your Currency Conversion at the prevailing market rate. If the value of the currency you have asked us to exchange has strengthened, a loss will be incurred on the Currency Conversion and you will be liable to pay us the amount of that loss, together with any reasonable expenses or other costs we incur as a result. This is called a “Reversal Loss”.

10.3 No Payment of Profit

We will not pay you any profit arising from us cancelling a Currency Conversion, or for any other reason, under any circumstances.

10.4 Right to Deduct Money Owed

The amount of any Reversal Loss is a debt payable by you and you agree that we may immediately, without notifying you, deduct the total amount of any Reversal Loss (together with any other costs we may have incurred) from any funds we may hold for you including your Balance, whether related to the cancelled Currency Conversion or not. If the amount we are seeking to recover exceeds the amount of your Balance, you agree to pay us the balance.

10.5 Additional Costs You May Be Liable For

10.6 Notice of Monies Due

If we cancel a Currency Conversion, you will be notified within the Secure Website explaining the amount of any sums that are payable to us and the amount of any sums being withheld by us.

10.7 Set Off

11. Anti-Money Laundering and Countering Financing of Terrorism (“AML/CFT”)

11.1 AML/CFT Compliance

Please read our Money Laundering Statement within the Legal section of our website at ofx.com.

By entering into this Agreement, you agree that you will not knowingly do anything to put us in breach of the Anti-Money Laundering and Counter-Terrorism Financing laws in any jurisdiction in which we operate. You undertake to notify us if you become aware of anything that would put us in breach of any AML/CFT law.

11.2 Means of Payment

11.3 You Have No Grounds for Suspicion

By giving us an Instruction, you confirm that you are not aware and have no reason to suspect that: (i) the money you are transferring comes from or is related to Illegal Activities; or (ii) the money you are transferring will be used to finance, or used in connection with, Illegal Activities.

11.4 Consent to Use of Information by Us

11.5 Freezing or Blocking the Transfer of Funds

In certain circumstances, we may freeze or block an account where we believe or are told that it is being, or has been used, in connection with actual or suspected Illegal Activities without giving any prior notice or reason for doing so. Freezing or blocking can arise as a result of the account monitoring that is required by AML/CFT laws and or at the direction of a court, regulator or government authority. If this occurs, we are not liable to you for any consequences you may suffer or losses you may incur whatsoever and you agree to indemnify us for all losses, costs, expenses, claims and damages that we may suffer or be found liable for, in connection with the freezing or blocking of your account.

11.6 Right to Refuse to Provide a Service

We reserve the right to refuse to accept you as a Client or to refuse to process any Service at any stage of our relationship if we reasonably believe the information you have provided to us is false or misleading or that a proposed Payment or Currency Conversion may be connected in any way with Illegal Activities or may result in reputational harm or any other unacceptable business risk to us.

11.7 Reporting Obligations

We are obligated to report all suspicious activities and transactions to the relevant authorities. In almost all instances we are not permitted by law to inform you of any such reporting.

12. Indemnities

12.1 Your Liability to Us

12.2 Our Liability to You

13. Limitation of Our Liability

13.1 Liability Cap

13.2 Where Our Liability to You is Excluded or Reduced

A. We will not be liable to you for loss incurred by you under this Agreement that is:

B. Our liability to you will be proportionately reduced to the extent that:

C. These exceptions will not apply to the extent that we acted fraudulently, with gross negligence or the law does not allow us to exclude or limit liability.

14. Warranties

14.1 Your Warranties

A. You agree that the following statements are true and accurate, and you acknowledge that we may refuse to process, or cancel, any or all Services and transactions, if we find at any stage that they are not true and accurate:

B. If you are acting as a trustee of a trust, this Agreement binds you in your personal capacity and in your capacity as trustee of the trust.

C. By entering into this Agreement, you assume responsibility for carrying out your own due diligence on the identity of the holder of your intended Recipient Account. Whilst we reserve the right to cancel Payments, Currency Conversions or close an OFX Global Account where we suspect there may be Illegal Activities or where our compliance requirements are not met, it remains ultimately your responsibility to ensure that the Recipient Account is legitimate. We will not be liable where you fall victim to a scam and where we have met our obligations under this Agreement.

D. By entering into this Agreement, you acknowledge that there may be delays in the transfer and receipt of payments and whilst we will do everything in our power to ensure the transfer of funds, you accept that we cannot guarantee that transfers of funds will always be made on time.

14.2 Our Warranties

A. We represent and warrant that:

B. We will make every effort to process transactions in a timely manner, but we make no guarantees or warranties regarding the time it takes to complete a particular transaction because our Services are dependent upon many factors outside of our control. Additionally, we do not have any control of, or liability for, any acts or omissions of the bank where the Recipient Account is held or any goods or services that are paid for using our Services.

C. Whilst we make every effort to provide our Services to you with the utmost care and diligence, we do not warrant or guarantee that the Services will meet your requirements; that the Services will be available at a particular time or location; that the Services will be uninterrupted, error-free, without defect; that any defects or errors will be corrected; or that the services are free of viruses. OFX excludes all rights, representations, conditions, warranties, guarantees, undertakings, remedies or other terms in relation to the Services to the maximum extent permitted by law.

15. Important Privacy Information

By registering with us to use our Services, you consent to us collecting, using and disclosing personal information about you in the ways set out in this clause 15, the Privacy Policy and as permitted by Privacy Law.

We cannot register you for use of our Services without your personal information. Once you become a Client, we may also be unable to administer your Business Account or continue to provide our Services.

15.1 Collection of personal information

15.2 Purpose of collection

We collect, use and disclose personal information about you to:

15.3 Disclosure of personal information

We may disclose personal information about you with other companies in the OFX group.  Personal information may also be disclosed to other third parties where you consent, we consider it necessary to provide our Services, we have a duty to disclose or an applicable law allows us to do so for legitimate interests or business reasons. Examples of the types of third parties include:

Some of these recipients may be overseas.  While is it not practical to list every country where such recipients are located, countries where we are likely to disclose your information include the United States of America, Canada, United Kingdom, countries in the European Economic Area, New Zealand, Hong Kong and Singapore.

15.4 Access and correction of personal information

Our Privacy Policy explains how you can access and correct the personal information we hold about you. It also contains information on how to complain if we breach a Privacy Law and how we deal with your complaint. Our contact details can be found in the Schedule of this Agreement.

15.5 Authorised Users and other Relevant Third Parties

To provide our Services to you, we may need personal information about your Authorised Users, your Recipient Account holders and other people involved in your business including but not limited to ultimate beneficial owners of your business (“Relevant Third Parties”). You agree to provide us with the information that we request and you agree that, prior to providing us any information on Relevant Third Parties, you have disclosed to the individual(s) concerned that we will collect, use and disclose their information in accordance with this Agreement. You acknowledge, we may not be able to provide our Services if you refuse or do not provide any requested information relating to Relevant Third Parties.

15.6 Biometric information

When you register to use our Services, you will provide certain biometric data for the purposes of identifying you. OFX uses a third-party service provider to collect and store your biometric data. You may decline to provide your biometric data. However, if you decline, we may not be able to provide our Services to you. For more information see our Biometric Information Retention Schedule and permanent Destruction Guideline.

15.7 Consent to credit reference reports

You agree that we may access any electronic databases to assist us to identify you and to assess your creditworthiness. You agree that we may obtain, use and retain information about you that we have obtained from any business that provides information about the creditworthiness of individuals, including a consumer credit report from a credit reporting agency. In doing so, we may give information about you to a credit reporting agency for the purpose of obtaining a consumer credit report about you and allowing the credit reporting agency to create or maintain a credit information file containing information about you and you accept and agree that this may create a credit “footprint” on your file with any such credit reference agency.

15.8 Protecting your personal information

We take all reasonable steps to protect information from unauthorised access, but we cannot accept liability for unauthorised access or use of your personal information or Secure Details where you have failed to keep your personal information or Secure Details safe.

15.9 Retaining your personal information after termination

There are legal requirements and other legitimate reasons that require us to retain your personal information following termination of this Agreement. For example, under relevant AML/CTF laws we need to keep your personal information and information about your transactions for a number of years from the end of your relationship with us.  Subject to any legal requirements and other legitimate business purposes, we will destroy, erase or anonymise your personal information when it is no longer needed.

16. Changes to this Agreement

16.1 Making Changes to this Agreement

A. We may make changes to this Agreement for a number of reasons including, but not limited to,
changes in:

B. We will notify you of any changes electronically and post an updated version of this Agreement on our Website. However, we will not send a notification if we only make immaterial changes such as a minor changes to presentation, correcting errors or changing terms that only apply to clients in other jurisdictions.

C. The amount of notice we provide will depend on the type of changes we are making and the country you reside in.

D. This will not affect any rights or obligations you already have, but you will be bound by the new terms when you enter into any transactions after the changes have been made to this Agreement.

16.2 Accepting Changes to this Agreement

If you do not tell us that you want to terminate this Agreement before the change happens, we will treat you as having accepted the change.

17. Termination of this Agreement

17.1 When We Can Each Terminate

A. This Agreement will remain in effect until it is terminated by you or us.

B. By You
You may terminate this Agreement at any time without charge by notifying us in writing or telling us (we may ask you to confirm this in writing), providing all monies owed to us have been paid. Any Services that have been requested, prior to termination, will be completed prior to termination taking place.

C. By Us
We may terminate this Agreement, by providing notice to you of our intention to do so, at any time. We may also suspend or limit your access to our Services or we may terminate this Agreement on shorter notice, or immediately, if we reasonably believe that:

D. In the event of any of the above, you must still pay us any monies owed to us in relation to any transactions and / or Services in accordance with clause 17.2 (Final Settlement) below.

17.2 Final Settlement

A. For the purposes of this clause 17.2 the following defined terms apply;

“ Reversal Loss” means the losses we would incur or gains we would realise on the Termination Date in replacing the material terms and option rights of the parties under a Currency Conversion. We may consider any of the following in determining the Reversal Loss:

We may determine the Reversal Loss for groups of Currency Conversions if they are all accounted for. Unpaid Amounts and Expenses in respect of terminated Currency Conversions are excluded from the Reversal Loss calculation.

“Expenses” means any amounts incurred by you or us in enforcing and protecting the rights under
this Agreement.

“Termination Amount” means the sum of:

“Termination Date” means the date on which a Currency Conversion is cancelled.

“Unpaid Amounts” means all amounts (excluding the Termination Amount) that have become payable by one party to the other under this Agreement and which remain unpaid as at the Termination Date.

B. When a Currency Conversion is cancelled or this Agreement is terminated, for any reason, we will calculate the Termination Amount on the date of such cancellation/termination.

C. Where the Termination Amount is an amount owing to us, it will be immediately due and payable to us. You agree to pay the Termination Amount within 7 days of being notified by us of the total amount due.

17.3 Dormant OFX Global Accounts

If your OFX Global Account remains inactive for three (3) months without a Payment or Currency Conversion, upon notice to you we may close your OFX Global Account at our sole discretion. If funds are in your OFX Global Account at the time of closure, we will attempt to return them to you in accordance with your Default Automatic Conversion instructions. We may provide you with a copy of your transaction history upon request and we will retain your records in accordance with applicable laws.

17.4 Suspension

In addition to and notwithstanding any other rights in this Agreement, we may suspend or terminate your Business Account and or your access to any Service at any time for any reason where we have a legitimate business reason to do so. We may add, remove, suspend, discontinue, or modify all or some of the Services. We may at any time impose additional conditions upon use of a Service or any feature or aspect of a Service. We have full discretion to add, waive or increase fees in relation to the Services at any time. We will take reasonable steps to notify you of such changes or termination. In no event, will we be liable to you or any third party for any compensation, reimbursement of damages of any kind that arise out of termination or suspension of the Services. You may terminate this Agreement or any other supplemental Services at any time by closing your account. To close your account, please contact us in any of the ways set out in the ‘Contact Us’ section.

18. Legal Disputes

18.1 Legal Action

We may be required to respond to and comply with valid legal orders affecting you. As a result, we may take certain actions such as suspending payments, freezing accounts, releasing your funds, or disclosing data or information about you or your Business Account (including details relating to your OFX Global Account, Payments and Currency Conversions), to the extent we are required to do so, to a court, a regulatory body, government agencies or other enforcement authorities. Unless prohibited by applicable law or regulatory requirements, we will make reasonable efforts to notify you of any such action. You acknowledge that we do not have any obligation to contest or appeal any legal requirement which may involve you. We are not liable for any losses, whether direct or indirect, that you may incur in relation to our response to, or compliance with, a legal requirement.

18.2 Recovery of Money Payable by You

You acknowledge that nothing in this Agreement shall prevent us from taking immediate legal action for monetary damages, interim or permanent relief, approaching a court for an urgent injunction or to appeal the decision of an arbitrator or to recover any monies you may owe us as a result of the cancellation of a Payment, Currency Conversion or termination of this Agreement. You hereby expressly submit to the exclusive jurisdiction of any such court of law.

19. How to Make a Complaint

For details of our internal complaint handling procedures, as well as details on how to make an external complaint, please refer to the Schedule or to our Complaints Policy which can be found on our Website. Alternatively, you can ask us to send you a copy using the Contact Us details below.

20. Electronic Communications Consent

21. Intellectual Property

Our Secure Website, mobile app and Services may be used only for the purposes permitted by this Agreement. Unless you have our express written consent, you are only authorised to view and retain a copy of the pages of our Secure Website and mobile app for your own personal, non-commercial use only. Other products, services and company names appearing on our websites or mobile application may be trademarks of their respective owners. You must not use any of the Services in any way that would infringe on our or any third party’s intellectual property rights, or otherwise be in breach of any applicable laws.

22. Other Important Terms

22.1 Which Laws Apply?

For information on which country’s laws apply to this Agreement and where you may bring legal proceedings, please see the Schedule below.

22.2 Notices

Where we are required to provide you notice in writing under this Agreement, we will do so electronically. See clause 20 (Electronic Communications Consent). We may still decide to send you paper documents in certain circumstances by post . Proof of posting will be proof of receipt 48 hours from the date of posting. Documents shall be sent to the last known postal address.

Where you are required to provide notice in writing under this Agreement you must do so via email to the email address specified in the applicable clause or if no email address is specified, to business@ofx.com . Emails will be deemed to be delivered, on the day of sending the notice, or if sent outside of usual business hours, at 9:00am the next Business Day.

22.3 Remedies and Waivers

Any failure by you or us to exercise any right or provision under this Agreement will not affect the right to enforce the same right or provision on a future date and will not affect any other rights under this Agreement, nor will it affect any right or remedy either of us may have under any applicable law or regulation, unless expressly stated otherwise.

22.4 Assignment

The rights and obligations under this Agreement may not be assigned by you to any another party. We may assign this Agreement to any of our Related Body Corporates (as defined under the Corporations Act 2001 (Cth)) without prior notification.   

22.5 Severability

If any term under this Agreement, whether in full or in part, is found to be illegal, invalid or unenforceable, under any law or enactment, it will no longer form part of this Agreement. That will not affect the legality, validity or enforceability of the rest of this Agreement which will otherwise remain in full force and effect.

22.6 Headings Used

The headings used to identify this Agreement’s provisions, do not have any substantive meaning or interpretative value.

22.7 Entire Agreement

Except where expressly stated otherwise, this Agreement will prevail and supersedes all prior agreements or understandings you may have with us.

22.8 Force Majeure

Where we are prevented from providing the Services because of telecommunications or utility failures, equipment failures, labour strife, riots, war, terrorist act, pandemics, unforeseen government-imposed restrictions, fire or other acts of nature or any other circumstances outside of our reasonable control, we will be relieved of our obligations under this Agreement.

22.9 Market Disruption

If, in our reasonable opinion, a Market Disruption occurs after we have provided you with a quote, we may revise any quote, or any rate or margin component of any of our Services, with immediate effect, until we reasonably determine the period of Market Disruption has ended.

22.10 No Partnership or Agency

Nothing in this agreement is intended to, or shall operate to create a partnership between the you and us, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of, or to otherwise bind the other, in any way including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power.

22.11 Survival: Clauses that Remain Valid

Upon termination of this Agreement for any reason, the following sections of this Agreement, shall remain in effect: clause 12 (Indemnities); 13 (Limitation of Our Liability); clause 14 (Warranties); clause 19 (How to Make a Complaint); clause 22.1 (Which Laws apply?); clause 22.4 (Assignment); clause 22.7 (Entire Agreement); and clause 22.11 (Survival: Clauses that Remain Valid).

GLOSSARY

In this Agreement:

Account Credentials means the unique account number and account information related to your OFX Global Account.

Additional Terms means the additional terms and or conditions, set out in the Additional Terms notice issued to you by OFX, which apply to you and vary or amend the terms of this Agreement. We may modify such Additional Terms by communicating the revisions to you and such modification will be effective upon notice to you.

Advance Payment means a payment of all or part of any sum that is due us on the Maturity Date.

Authorised Signatory Request means a request from you to appoint somebody else to request Services via your Business Account on your behalf. This person will then become an “Authorised User”.

Automatic Conversion is when you instruct us to convert funds from one currency to another and enter into a Payment immediately upon us receiving cleared funds into our account.

Balance means the balance shown in your Business Account.

BPAY Client Reference Number means the unique Client Reference number we provide to you to make payments by BPAY from your bank account/s to your Business Account. 

Business Account means an account within the Secure Website where you can access our Services.

Business Day means a day other than a Saturday, Sunday or public holiday on which banks are open for business in the jurisdiction of the company in the global OFX group with whom you have contracted.

Currency Conversion means the Service where we exchange the chosen currencies at an agreed exchange rate.

Client/s means as defined in clause 2 (Who This Agreement Affects).

Data Protection and Privacy Laws means all laws and regulations relating to the processing of your Personal Data under this Agreement.

Delivery Date means the date on which we have requested that you deliver your funds to our account.

Direct Debit Agreement means the direct debit agreement that is provided to you within the Secure Website and must be accurately completed by you prior to any direct debit transaction being implemented or completed by us or the applicable third party debiting organisation.

Eligible Credit Card has the meaning given in the OFX Pay By Card Agreement (Business).

Fees mean the applicable charge or fee associated with the Services as indicated at the time of requesting the particular Service, providing the Instruction or incurring the fee in accordance with this Agreement. See the PDS,  OFX Subscription Agreement (Business), the OFX Pay By Card Agreement (Business) and/or the OFX Card Agreement (Business) for more details.

Forward Contract means a foreign exchange contract under which we exchange money at an agreed exchange rate and at an agreed time which is between 48 hours and 12 months from the time of the contract commencing.

Immediate Payment has the meaning given in clause 5.2, A Immediate Payments.

Instruction means a request made by you or any of your Authorised Users to enter into a Payment or Currency Conversion. It shall be taken to include any information, communications or documents incidental to or relating to a Payment or Conversion whether we process it or not.

Intellectual Property Rights means patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs and unregistered designs, rights to use, and protect the confidentiality of, confidential information (including know-how, trade secrets, and datasets), technology and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist now or in the future, anywhere in the world.

Illegal Activities means any actual or alleged unlawful or criminal acts including but not limited to money laundering, terrorism financing or any similar activities.

Limit Order means an Instruction to enter into a Currency Conversion at an exchange rate you have nominated (“Target Rate”). If you instruct us to pay a Recipient Account, it will also include a Payment.

Margin means the difference between the retail exchange rate we quote to you and the wholesale exchange rate we obtain from our provider.

Market Disruption means a situation wherein markets cease to function in a regular manner, typically characterised by rapid and large market declines. Market disruptions can result from both physical threats to the stock exchange or unusual trading (as in a crash).

Maturity Date means, in relation to a Forward Contract, the date on which the currency exchange is to be made by the Company and includes any agreed variation to the original date, being either an earlier or a later date.

OFX means as defined in clause 2 (Who This Agreement Affects).

OFX Card means the Visa debit card and includes all associated services, features and products.

OFX Global Account means a multi-currency account allocated to you, that is not a bank account, that allows you to receive, hold and transfer funds in and out of.

OFX Pay By Card or Pay By Card means the business expense payment processing service offered by OFX to  its business Clients.  See the OFX Pay By Card Agreement (Business) for details.

Payment means the transfer or movement of your money by us as instructed by you, or remit a payment on your behalf via Pay By Card, to a designated Recipient Account. This includes both domestic payments and cross-border or remittances. Payments can be booked to be made immediately (to be settled within 48 hours) or scheduled for some time in the future (see Forward Contract and Scheduled Payment for more information).

Payment Date means the date on which the Payment or Currency Conversion (as applicable) is executed.

Payment Services means the Service where you book a Payment and we send your money, or make a Payment on your behalf via Pay By Card, to a designated Recipient Account.

Pooled Account means the separate account which holds commingled OFX client and OFX Global Account funds.

Privacy Law means any relevant privacy or data protection laws relevant to the country of the company in the OFX group you are dealing with in accordance with clause 1.2.

Recipient Account means the account to which you have instructed us  to send funds pursuant to an Instruction.

Scheduled Payment has the meaning given in clause 5.2, B.

Secure Details means the log in details for your account, or other passwords we may require you to provide to us any time you wish to access any of our Services.

Secure Website means the private login area for our Clients on www.ofx.com and the OFX Australia Business app and includes the products and features available to access or purchase within the Secure Website.

Services means all products and services provided by us or made available to use by us through our Secure Website, mobile applications, software, APIs or other access channels. Including features and technologies as updated from time to time, as well as Currency Conversion, Payment Services, the Business Account and the OFX Global Account.

Service Confirmation means the notification available within your Business Account, or sent to you if you choose this option, confirming the details of the Instruction you have given us.

Spot Rate means the rate that we receive from our bank service provider at the time that the Currency Conversion is initiated plus our Margin.

Subscription Plan means the nominated plan you select to access the Services. Each Subscription Plan has defined products, features, limits and capabilities. See the OFX Subscription Agreement (Business) for details of each Subscription Plan including fees.

Supplemental Terms has the meaning given in paragraph 1.2(c) of these OFX General Terms and Conditions.

Sustainable and Purchasable: means, in regard to foreign exchange market rates, the rate at which a Limit Order will be executed. The rate must be traded in the market with volume sufficient to sustain that rate level for a commercially reasonable timeframe.

Target Rate means the rate (calculated after we apply our margin) at which the Client has instructed us to carry out the transaction if and when the stipulated rate is Sustainable and Purchasable.

Website means any public-facing website owned by us including, www.ofx.com.

THE SCHEDULE

A. Contact Us

OzForex Limited (trading as OFX)

Address: Level 19, 60 Margaret Street, Sydney NSW 2000 Australia

Telephone: 1300 300 524 (Local call), +61 2 8667 8091 (International)

Email: business@ofx.com

B. Complaints

If you are not satisfied with any aspect of our service, please contact us in any of the ways set out in the ‘Contact Us’ section above. For details of our complaint handling procedures please refer to our Complaints Policy which can be found on our website. Alternatively, you can ask us to send you a copy.

C. Escalation of Complaints

If more than 30 days from the date of your complaint has passed and you have not received a final response, or you are dissatisfied with our final response, you may lodge a complaint with the Australian Financial Complaints Authority (AFCA). AFCA provides fair and independent financial services complaint resolution that is free to consumers.

For more information, please contact:

Australian Financial Complaints Authority

Address: GPO Box 3, Melbourne VIC 3001

Telephone: 1800 931 678 (Free call)
Email: info@afca.org.au
Website: www.afca.org.au

D. Governing Law

This Agreement shall be interpreted in accordance with the laws of New South Wales, Australia and you agree to submit to the jurisdiction of the courts of New South Wales, Australia.

E. Company Information

This Agreement is between you and OzForex Limited (trading as OFX). ABN 65 092 375 703. Our registered office is at Level 19, 60 Margaret Street, Sydney NSW 2000, Australia. We are authorised by ASIC (AFS Licence number 226 484). https://asic.gov.au

G. Interest on overdue Funds Owed to Us

You agree that we may charge you interest on any sum that remains payable to us after we cancel any or all of your transactions at a rate of 2% (or the highest rate permitted by law, whichever is higher) per annum over the cash rate target of the Reserve Bank of Australia (or of such monetary authority as may replace it). Interest will accrue and will be calculated daily and be compounded monthly from the date payment was due until the date full payment is made by you.

H. Disclosure Documents

In addition to the items brought to your attention in clause 1.2(d) of the Agreement, you should click on the documents’ named below and ensure that you have also read these carefully and make sure you understand them, before using our Services.

· Our Product Disclosure Statement (“PDS ”).

· Our Financial Services Guide (“FSG”).

You agree and consent to receive and access any applicable disclosure documents, or any updates to these documents, including the PDS and FSG, in an electronic format including via hyperlink. See clause 20 (Electronic Communications Consent) for more details.

I. Licensing

We hold an Australian Financial Services Licence and are regulated by ASIC, licence number 226284. You should read the PDS before entering into this Agreement, so that you understand exactly how our service operates. Funds Held by Us – You acknowledge and agree that we do not hold your funds in trust and will not transfer your funds into a separate bank account or pay you any interest on any funds held by us.

J. Arbitration

If your dispute does not fall within the rules of the AFCA, and cannot be escalated to them in accordance with this Agreement, you may submit the dispute to arbitration to be determined by the Arbitrators and Mediators of Australia Expedited Commercial Arbitration Rules, and to the extent permitted under those rules, the Arbitrator will be a person recommended by the New South Wales Chapter of the Institute of Arbitrators and Mediators of Australia. You agree to accept the determination of the arbitrator.

K. Account holder rights:

Global Loan Agency Services Australia Nominees Pty Ltd (ACN 608 945 008)

Email: apac@glas.agency , Attention: Transaction Management Group (OFX), Level 23, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000,

ph. +61 2 7202 4631

L. Survival

Upon termination of this Agreement for any reason, the following sections of this Schedule, in addition to any payment obligations and any other provision that in order to give proper effect to its intent, shall survive and remain in effect: Section D. (Governing Law); Section J. (Arbitration); K. (Account Holder Rights) and Section L. (Survival).