1. Introduction
   
1.1. This User Agreement ("Agreement") is a legally binding contract between You and Procurrex Company ("Provider"). This Agreement constitutes the entire agreement of the parties and supersedes all prior communications, understandings and agreements relating to the subject matter hereof, whether oral or written.
   
1.2. The parties of this Agreement and participants in each transaction are You - an individual person or legal entity and Provider.
   
1.2.1. You agree, that if You are an entity other than an individual, You have the legal capacity to enter into this Agreement and perform the obligations represented within it.
   
1.2.2. You agree, that if You are an individual, then You are at least 18 years of age and do not require the consent, approbation or approval of any other person or entity to conclude a contractual obligation of the type represented in this Agreement
   
1.2.3. It is Provider’s assumption that You are using Provider’s Services only after determining that offered Services violate no laws or regulations in Your respective country and jurisdiction. You warrant that You are not violating any law or regulation by Your use of Provider’s Services.
   
1.3. This Agreement sets out the terms and conditions under which Procurrex Company will provide its Services to You. User must read this Agreement carefully and understand terms and conditions of this Agreement prior to any use of the Services. You acknowledge that by accessing the System and/or creation of an Account, You accept and are bound by the terms and conditions of this Agreement without exception.
   
1.4. Provider reserves the right to amend, update and/or modify this Agreement as needed or as required without prior notice (unless prior notice is required by law). Any amendment, update or modification of this Agreement at any time will be advised through Provider’s Services. Any such amendment or update to this Agreement supersedes and nullifies the previous Agreement in effect. You agree, that use of Provider’s Services after such notice of changes in this Agreement, indicates that You agree and are bound by all such changes. Rejection of changes in Agreement results in termination of provided Services according to Paragraph 10.2.
   
1.5. User agrees to release, indemnify and hold harmless Provider (and its directors, affiliates, officers, employees and agents), from and against any and all claims, losses, liabilities, damages, proceedings, demands, costs and expenses (including legal fees and costs) arising out of or relating to Your use of the Services. You agree that Provider shall under no circumstances be liable to You for any damages of whatever nature, kind or description in any location of the world.
   
1.6. Provider is not a bank and the System does not operate as a bank. Provider does not provide any banking services, and therefore neither the Provider nor the System are in any way subject to any type of banking regulations or oversight bodies in any jurisdiction. Nevertheless Provider adheres and has implemented anti- money laundering precautions. Accounts are not insured by any government agency and Provider does not pay interest on any balances in Your Account.
   
2. Definition of Terms
   
  In the User Agreement the following terms will have the following meanings, unless expressly specified otherwise.
  "Account" means the System Payment tool in electronic form intended for keeping record of the User’s funds in the System. Funds in the Account are recorded in USD or EURO national currency units and do not bear any interest. Each Account is identifiable by a unique number.
"Acceptable Jurisdiction" is jurisdiction of British Virgin Islands.
"Available Balance" means the total amount of digital units on User’s Account minus any accrued fees.
"Exchange Provider" is independent external subject providing exchange services (i.a. exchanging national currencies to Procurrex and vice versa). Provider is no way and under no circumstances responsible for Exchange Providers services. To become a User is for Exchange Provider not excluded.
"Exchange Providers list" is a list of Exchange Providers published on Web Site. The sense of Exchange Providers List is to mention trustworthy Exchangers, which means, that Provider didn’t encounter any grounds for complaint about listed Exchange Providers.
"Procurrex" is a digital unit used for Payments in System and is fully backed by US Dollar or Euro national currency.
"Procurrex company", "Provider" is the legal entity operating the System and assisting Users to make and receive Payments by means of the System.
"Procurrex Support" is the communication service offered by Provider designated to solve difficulties with the System and to reply to questions regarding the System, available from Web Site.
"Operation" means any single action made within the System in accordance with this Agreement, i.a. Payments.
"Password" means the protective element for the User’s access to the System to be determined by the User.
"Personal Data" means any information or document about an individual or legal entity by means of which this subject may be directly or indirectly identified, e.g. name and surname, passport, driving license, e-mail address, correspondence address, telephone number and financial information etc.
"Verified" is the User who passed the process of physical identification in accordance with Paragraph 8 of this Agreement.
"Payment"; means special Operation, which is the act of transferring digital unit value between Provider’s Accounts. Payments are accounted in US Dollar or Euro currency. Payments are final and non-reversible.
"Restricted Activities" are activities or to such activities related Operations that are or may be reasonably expected to be: fraudulent or violate any law, statute, ordinance, contract or regulation; unlawfully threatening or unlawfully harassing; morally abusive, infringing copyright and intellectual property rights, hateful, or racially, ethnically, sexually, socially or otherwise objectionable; propagation and production of child pornography; money laundering, terrorist financing, financial fraud; sale and distribution of illegal goods or services that are harmful.
"Service", Services" means possibility (offered by Provider) for User to create an Account, perform Operations in the System, access information on Web Site and communicate with Provider through the System in accordance with this Agreement.
"System" means the Provider’s standalone distributed system, which uses the services and applications of third party systems for its own operation, carrying out Operations and communication with Users. This System allows i.a. Payments.
"Third Party Links" Procurrex Company provides links to other web sites that may be of interest or of use to You solely for Your convenience. Any such linked site does not constitute part of the Web Site unless expressly stated. Provider is not responsible for the privacy practices, or the content of any such web sites an therefore User acknowledges and agrees that Provider (and its directors, affiliates, officers, employees and agents) gives no warranties or representations in connection with any links to other web sites or the operations of those web sites and in no way guarantees the use of such web sites or the services offered, included but not limited to the services of any Exchange Provider.
"User", "You", is the person (individual or legal entity) for whom an Account has been established.
"Web Site" are the sites allowing System access over the internet on address http://www.procurrex.com. Provider is not responsible for Third Party Links placed on Provider’s Web Site.
   
3. Provider’s Duties and Liabilities
   
3.1. All funds in circulation shall be backed from 100% at all times with unencumbered US Dollar or Euro.
   
3.2. Under no circumstances will Provider abrogate its obligation to back all electronic funds with (at least) 100% reserve of US Dollar or Euro.
   
3.3. Provider will ensure that System Users interface is made available. Provider shall make reasonable efforts to ensure that System and its interface work properly and error-free and are continuously accessible.
   
3.4. Provider may set Operations limits according to Paragraph 7 of the Agreement.*)
   
3.5. Under no circumstances will Provider be liable for any lost, profits, special, incidental or consequential damages arising out of or in connection to the Web Site, Services or this Agreement and Privacy Policy. Under no circumstances shall Provider’s liability to You exceed the Active Balance current to the moment of Acceptable Judicial or ruling body decision.
   
3.6. If You have a dispute with one or more Users, you release Provider (and its directors, affiliates, officers, employees and agents) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
   
3.7. Provider shall respect Privacy Policy terms and conditions.
   
4. User’s Duties and Liabilities
   
4.1. You agree that this Agreement documents the contractual relationship between You and Provider and that a printed copy of this Agreement shall constitute proof and/or evidence in a court of law of the commercial and other terms applicable to this contractual relationship and is like any written negotiated agreement signed by You.
   
4.2. You agree that in the event of a conflict between the terms of this Agreement and the Privacy Policy and/or contents of the Web Site, the provisions of the Agreement will take precedence.
   
4.3. You confirm that You have read and completely understand all provisions of this Agreement.
   
4.4. You agree to be bound by the provisions of this Agreement, and by the rights and obligations created in terms of this Agreement.
   
4.5. You may make and receive Payments through Your Account and perform Operations within the System.
   
4.6. You will have generally access to the System interface on Web Site, from where You may make or receive Payments through Your Account and/or perform Operations.
   
4.7. You acknowledge that any Operations - including Payments - You initiate from Your Account in the System are at Your sole responsibility, even if instructions You provided were incorrect.
   
4.8. You may be asked to (and in such case You are obliged to) submit Personal Data as determined from time to time by Provider as described in Paragraph 8.3 of the Agreement.
   
4.9. You are responsible for the protection of Your Password that enables access to Your Account. You agree that, in the event of the loss or misuse of Your Password, Provider disclaims all liability for such loss.
   
4.10. You acknowledge and accept that in the case of a claim of unauthorized Operations and/or Payments, the presumption shall be that all Operations and/or Payments are authorized by You and are Your liability.
   
4.11. You agree that any action taken by any person using Your Password shall be binding on You and all other parties with an interest in that account.
   
4.12. You declare Your understanding that Provider Service is not an escrow service or billing agent, and that the Procurrex Company provides no guarantee that vendors using the System fulfil any purchase or supply orders.
   
4.13. You agree that all Payments initiated by You, and completed through the System are final and irrevocable, and that the corresponding deductions and additions will be made to the respective User's Account. Using Procurrex at various merchant sites, especially merchants such as gaming or gambling or "HYIP - High Yield Investment Program" and other types of investment or chance games or matrixes or Ponzis (pyramid schemes), which are identifiable by their promises of extremely high rates of return, is at Your own risk, should You wish to deal with such merchants.
   
4.14. You understand that You will not receive interest or other earnings on the funds that Provider handles as Your agent.
   
4.15. You agree that if You have a dispute with one or more Users, who act as Exchange Provider listed on Exchange Providers List, upon Your request shall Provider act as arbitrator in this dispute. Your dispute may concern SOLELY exchanging, buying or selling of Procurrex, EXCEPTING ALL OTHER BUSSINESS OBLIGATIONS AND RELATIONS between You and that Exchange Provider. Should Provider find the Exchange Provider in fault, Provider will perform all necessary steps in Provider’s competence to satisfy the other party rights (among others Provider may refund aggrieved User from Your Available Balance without Your preceding permission) and will remove that Exchange Provider from Exchange Providers List. Provider’s decision of the dispute is final and binding for all parties concerned. All parties will be informed about arbitrator’s decision through the System. Provider is no way and under no circumstances responsible for Exchange Providers services.
   
4.16. Provisions of Paragraph 4.15 of the Agreement shall be inapplicable if User had decided to close Account according to Paragraph 10.6 of the Agreement and had notified Provider about his will via System before the dispute originated.
   
4.17. You understand and agree with Privacy Policy terms and conditions, which is integral part of this Agreement.
   
5. Fees
   
  You agree that fees are charged directly and without preceding permission of Your Account. You grant Your permission for Provider to charge fees with acceptance of this Agreement. See actual fees listed here
   
6. Exchange and Rates
   
6.1. Strictly for Your convenience, Provider may allow Payment in terms of national currency (US Dollar or Euro) units using an exchange rate specified by Provider. Posted exchange rates are only for convenience of the User. Provider does not make a market for exchange and Provider does not represent that anyone will make a market honouring the specified exchange rates.
   
6.2. User may decide to change backing national currency from US Dollar to Euro and vice versa. The User relies on information contained on System Web Site at his own risk. The User acknowledges that exchange rate fluctuations between US Dollar and Euro as backing currency are inherent to, and are a normal part of, the global currency exchange market, and that the rate of Euro and US Dollar national currencies is subject to wide, and at times, volatile fluctuations. Consequently, Procurrex may be worth more or less in terms of national currencies at the time of spending than at the time of acquisition, and the User may gain or lose purchasing power by backing Procurrex with US Dollar instead of Euro currency and vice versa. The User understands, acknowledges and is willing to accept the risks and consequences of these fluctuations. Changing of backing national currency underlies to a fee as mentioned in Paragraph 5 of the Agreement.
   
7. Limits
   
7.1. Provider may set Operations limits on an Account based on the sufficiency of the identifying information provided by User according to Paragraph 8 of the Agreement or by order of a court or arbitration body in Acceptable Jurisdiction or respective jurisdiction. Provider may restrict User’s ability to use more than one Account in an attempt to circumvent eventual value limits.
   
7.2. Provider will block any transactions that increment or decrement the Available Balance in User’s Account ("Hold Up"), with following cause:
   
7.2.1. Provider will Hold Up Your Account if You use, or attempts to use the Provider’s Services in connection with Restricted Activities, tampering, cracking, modifying or otherwise corrupting the security or functionality of the System. Additionally, User will be subject to damages and other penalties, including criminal prosecution where available and the notification of the general public of User’s actions, at the sole discretion of Provider.
   
7.2.2. Provider will Hold Up or remove a Hold Up from an Account, if ordered to do so by an order from a court or arbitration body of Acceptable Jurisdiction, as determined by Provider.
   
7.3. Fees will continue to be assessed on an Account with Hold Up.
   
8. Physical Identification
   
8.1. Provider encourages User to become Verified for the security of our System. We may ask User at anytime to become Verified to comply with anti- money laundering and anti- terrorist financing legislation. You agree to submit the necessary Personal Data for the purpose of Account Verification if Provider requests it, otherwise provided Services may be limited and/or terminated according to Paragraphs 7.1 and 10.2 of this Agreement.
   
8.2. You authorize Provider, directly or through third parties, to make necessary inquiries to Verify Your identity. However, Provider cannot and does not guarantee any User's identity. Provider makes no representation or warranty to You regarding the identity of any given User.
   
8.3. At any time, Provider may ask You to submit Personal Data:
   
8.3.1. For an individual, Personal data is including but not limited to proof of address, photo ID, utility bill. We may ask You for authenticated documents.
   
8.3.2. For entity other than individual, Personal data is including but not limited to proof of ownership, such as an Article of Incorporation, General Business Registration, a Certificate of Good Standing, Doing Business As or a Tax Registration document. We may ask for authenticated documents.
   
8.4. "Verified" status does not constitute an endorsement of a User or a guarantee of User's business practices.
   
9. Electronic Messages
   
9.1. E-mail messages may be sent by Provider to the User's e-mail address from time to time. The User shall be deemed to have received the e-mail message on the day that it was posted.
   
9.2. The User agrees that in respect of any matter concerning the User's Account, the User may only contact Provider securely via the Procurrex Support. The User agrees to receive secure communications from Provider in the same way and warrants that he will not attempt to circumvent the receipt of any message.
   
10. Terminating Services
   
10.1. Provider reserves the right to refuse and/or limit access to System or terminate provided Services in respect of any particular individuals or entities, at its sole discretion, with or without cause.*)
   
10.2. Without limiting Paragraph 10.1 of the Agreement in the event of any breach of this Agreement by the User or a rejection of a modification in Agreement as mentioned in Paragraph 1.4 of the Agreement, Provider may in its entire and sole discretion cancel this Agreement and terminate provided Services but without prejudice to any rights Provider has against User in respect of any antecedent breaches of this Agreement and notwithstanding the termination of this Agreement, Paragraphs 1.5 and 12 of this Agreement shall remain in full force and effect and the User will remain bound by the terms of Paragraphs 1.5 and 12 of this Agreement forever.
   
10.3. On termination of an Account according to Paragraph 10.1 or 10.2 of the Agreement, Provider will limit further access to the System and/or to the User's terminating Account so that no further Payments can be made or received and Provider will allow a Payment of the Available Balance in the terminating Account to an Exchange Provider suggested by User. We may allow Payment to another Verified User’s Account. User may transfer Available Balance in time-limited period of thirty calendar days beginning on the day when notice of Services termination was sent. After this period provided Services are terminated and Account closed. Any remaining Available Balance will be forfeited absolutely and paid to Procurrex Company free from any claim by third parties.
   
10.4. If User continues to access his Account the Account will remain active. An Account is deemed inactive if after 2 years the Account has not been accessed either on a passive basis or to make or receive Payment.
   
10.5. If any Account is deemed to be inactive according to Paragraph 10.4 of Agreement and the Available Balance in an inactive User Account is greater than 1000 digital units, Provider will attempt to contact User through the provided Personal Data (but Provider is not required to take any further actions). If Provider is unable to establish contact within three calendar months through provided Personal Data, or the Available Balance in the inactive Account is less than 1000 digital units, the Account will be deemed to be abandoned, provided Services will be terminated and Account closed. Any remaining Available Balance will be forfeited absolutely and paid to Procurrex Company free from any claim by third parties.
   
10.6. User may decide to close the Account. To close an Account, Available Balance on the Account to be closed must be zero. After User notifies Provider about his will to close User’s Account via System, Provider will perform Account termination according to Paragraph 10.3 of the Agreement.
   
11. Force Majeur
   
  User agrees not to hold Procurrex Company responsible for anything, including, but not limited to damages, delays, failures in the transmission or losses, resulting from situations beyond the control of Procurrex Company including but not limited to acts of God and nature, acts of terrorism, civil disobedience, lockouts, riots, social or economic upheaval, strikes, wars, or any breakdown in normal communications or utilities infrastructure services or any other cause beyond the reasonable control of Procurrex Company and to indemnify and hold harmless Procurrex Company against such damages, delays, failures in the transmission or losses. The obligations of this contract precede any government enactment.
   
12. Intellectual Property Rights
   
12.1. The User acknowledges that "Procurrex" and "Procurrex Company" are Registered Trademarks of Procurrex Company and all related intellectual property rights including but not limited to trademarks, service marks, trade names, copyright and other rights used or embodied in the System are protected by international law and do not constitute material in the public domain.
   
12.2. All information and material supplied by Procurrex Company or contained in the System and on the Web Site are copyright protected property of Procurrex Company, including but not limited to "Procurrex" and all titles, characters, names and graphics. The User may not copy, distribute, exploit, modify, post, publish, reproduce, redistribute, store, transmit or upload such information in any form without the express prior written consent of Procurrex Company.
   
12.3. Provider explicitly permits to use materials contained on Web Page in section Download (and marked as materials for personal and promotional use) for personal purposes, promotion and advertising of Procurrex and Procurrex Company. It is strictly forbidden any use that could negative affect goodwill of Provider.
   
13. Acceptable Use Policy
   
13.1. If You use or attempt to use Services for other purposes than mentioned in Paragraph 4.5 of Agreement, including but not limited to performing Restricted Activities, tampering, hacking, modifying or otherwise corrupting the security or functionality of System, Your account will be terminated according to Paragraph 10.2 of Agreement and You will be subject to damages and other penalties, including criminal prosecution where available.
   
13.2. Provider is not a bank and the System does not operate as a bank. Provider does not provide any banking services. Nevertheless due to compliance with certain requirements regarding anti-money laundering, anti-terrorist financing and anti-financial fraud prevention imposed by law of Acceptable Jurisdiction or respective jurisdiction, User agrees to be obliged to prevent direct or indirect aiding to money laundering, terrorist financing and financial fraud. User especially agrees not to perform Operations that do not comply, directly or indirectly, with anti-money laundering, anti-terrorist financing and anti-financial fraud legislative and recommendations.
   
13.3. Each User bears sole responsibility for Operations carried out using the System. Neither Provider nor other Users may be responsible for Operations of a particular User.
   
13.4. User hereby pronouncedly declares full understanding with Paragraph 13 of Agreement.
   
14. General
   
14.1. In the case any one or more of the provisions of this Agreement shall be for any reason held invalid, illegal and/or unenforceable by any court of competent jurisdiction or in conflict with the law of any jurisdiction, the remainder of this Agreement shall remain valid, legal and enforceable. The enforceability of any such provision shall otherwise be unaffected and remain in full force in all other jurisdictions.
   
14.2. Provider’s failure to exercise or enforce any right under this Agreement shall not be deemed to be a waiver of any such right or prevent Provider from exercise or enforcement thereof at any time.
   
14.3. You may not assign, directly or indirectly, all or part of rights or obligations You have under this Agreement. Procurrex Company reserves the right to transfer this Agreement and all rights and obligations under this Agreement without User’s consent.
   
14.4. This Agreement shall be governed by the laws of British Virgin Islands, and the parties agree to be subject to the exclusive jurisdiction of British Virgin Islands.
 
Explanation:
*) Provider declares not to abuse right to refuse and/or limit access to System or terminate provided Services. Provider will use this right strictly in accordance with this Agreement under exceptional conditions only to observe laws in force or when Provider’s or other User’s interests could be harmed.