These Standard Terms and Conditions ("Terms") govern the relationship between Celion Nexus and the Client ("Sender", "You") regarding the access to and use of Celion Nexus’s services ("Services").
By engaging our Services, signing a Deal Note, or initiating a transaction via our digital channels, you acknowledge that you have read, understood, and agreed to be bound by these Terms.
1.1. Statutory Override
Celion Nexus is a reporting entity regulated by AUSTRAC. You acknowledge that our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), as amended (including by the Anti-Money Laundering and Counter-Terrorism Financing Amendment Act 2024 (Cth)) (the AML/CTF Act), override any conflicting term of these Terms.
1.2. Right to Request Information (KYC/KYB)
You agree to provide all information we reasonably require to comply with the AML/CTF Act, including:
(a) Source of Wealth: Source of wealth is captured via self-declaration at onboarding, satisfying the AML/CTF Act obligation for remittance dealers. Where a risk indicator is identified by the Compliance Officer or a non satisfactory screening result is returned, enhanced verification may be requested, including documentary evidence of the origin of funds.
(b) Corporate Transparency: For corporate clients, full details of Ultimate Beneficial Owners (UBOs) and control structures.
(c) Identification: For the purposes of KYC, KYB, AML/CTF, Sanctions checks and or any other due diligence purposes, Celion Nexus reserves the right to share any identification or other required documentation with third parties as deemed necessary.
1.3. Prohibited Illegal Activities
Celion Nexus strictly prohibits the use of its Services for any activity that is illegal in Australia or the jurisdiction of origin. You warrant that your funds are not derived from:
(a) Illegal Cryptocurrency Activities: Use of funds for darknet markets, ransomware, or unlicensed crypto exchanges;
(b) Unlicensed Gambling: Proceeds from gambling operators that are not licensed in their jurisdiction of operation;
(c) Sanctions: Any individual, entity, or jurisdiction subject to sanctions by the UN, OFAC, or the Australian Government;
(d) Restricted Goods: Illegal arms dealing, narcotics, or unregulated pharmaceuticals; or
(e) Proceeds of Crime: Any funds derived from criminal activity, fraud, or tax evasion.
Celion Nexus reserves the right to prohibit any sector, industry, or activity deemed high-risk under AUSTRAC or international AML/CTF standards.
Violation of this clause constitutes a material breach of these Terms, resulting in immediate account termination.
1.4. Prohibition on Downstream Remittance Providers (Nested MSBs)
Celion Nexus strictly prohibits the use of its Services by downstream remittance providers, money service businesses (MSBs), payment intermediaries, or any entity acting on behalf of undisclosed principals. Clients must not route third party transactions, pooled transactions, or aggregated flows through Celion Nexus. Any breach of this clause constitutes a material breach of these Terms and will result in immediate termination of Services.
1.5. Right to Freeze
We may delay, block, or freeze any Transaction without prior notice if we reasonably suspect a breach of AML/CTF Laws, Sanctions lists, or the Prohibited Activities listed above.
(a) No Liability: Celion Nexus incurs no liability to you for any loss (including currency fluctuation, loss of opportunity, or delayed settlement penalties) resulting from compliance actions.
(b) Disclosure: You acknowledge that we are prohibited by law from disclosing certain information where that disclosure would or could reasonably be expected to prejudice an investigation under the AML/CTF Act, including disclosures to AUSTRAC.
1.6. Enhanced Due Diligence, Senior Management Oversight, and Banking Partner Cooperation
(a) Enhanced Due Diligence (EDD):
Celion Nexus may, at its sole discretion, conduct Enhanced Due Diligence on any Client or Transaction. This may include requesting additional documentation, independent verification, bank statements, tax records, transaction rationale, or other information reasonably required to satisfy AML/CTF obligations. You agree to provide all requested information promptly. Celion Nexus may refuse to process a transaction, or may suspend Services, until the EDD process is complete.
(b) Senior Management Approval:
Celion Nexus reserves the right to require senior management approval before onboarding a Client or processing a Transaction that presents heightened AML/CTF, sanctions, jurisdictional, operational, or reputational risk. Celion Nexus may decline to proceed with any such Client or Transaction without further explanation where elevated risk is identified.
(c) Cooperation With Banking Partners:
You acknowledge that Celion Nexus may be required to provide information to its banking partners, correspondent banks, payment processors, or regulators for the purpose of compliance reviews, transaction verification, or account monitoring. Where such information relates to your Transactions, you agree to provide any additional documentation or clarification reasonably requested by Celion Nexus to satisfy these requirements. Failure to provide such information may result in delays, suspension, or cancellation of Services.
2.1. High Value Capital Settlement Use Only
Celion Nexus provides remittance processing services exclusively for high value capital settlements with valid reason. This service is not a retail consumer remittance service. By engaging us, you warrant that you are acquiring these services for a valid reason.
2.2. Client Suitability & Minimums
To mitigate risk and ensure suitability, Celion Nexus deals exclusively with clients who meet the following internal risk criteria:
(a) Minimum Transaction Value: The value of any single transaction must equal or exceed AUD $100,000 (or foreign currency equivalent); AND
(b) Sophisticated Status: You confirm that you are a High Net Worth Individual, Body Corporate, or Institutional Client engaging in capital transfer, for a valid reason.
2.3. No Financial Product Advice
Celion Nexus provides processing only remittance services. We are not a financial planner, advisor, or wealth manager.
(a) Nothing in these Terms or our marketing constitutes "financial product advice" under the Corporations Act 2001 (Cth).
(b) We do not take into account your financial objectives, situation, or needs. You acknowledge that you have sought your own independent financial, legal, and tax advice before engaging our Services.
3.1. Scope
Celion Nexus operates a service that facilitates the cross border transmission of funds from a Sender to a designated Recipient’s ("Beneficiary") bank account.
3.2. No Escrow or Custody
Celion Nexus is a remittance provider, not a bank or custodial service.
(a) Transient Holding: Funds received from you are held only for the transient purpose of processing the remittance to the Beneficiary.
(b) No Interest: You acknowledge you are not entitled to any interest on funds held transiently in our accounts.
3.3. Timing
While we aim for prompt settlement, we do not guarantee specific arrival times. Timelines are subject to the processing speeds of intermediary banks, liquidity providers, and regulatory clearance in the destination country.
4.1. Indicative vs. Final Rates
Exchange rates displayed on our website or discussed via any channel are indicative only.
(a) Rate Fixing: The binding Exchange Rate is fixed only when both of the following have occurred: (i) Celion Nexus has received clear, cleared funds; AND (ii) Celion Nexus has received a signed Deal Note/Instruction.
(b) Gap Risk: If you sign a Deal Note but funds arrive later, the rate may be adjusted to the prevailing market rate at the time funds are cleared.
4.2. Market Volatility
The Client accepts the risk of currency fluctuation between the time of instruction and the time of settlement. Celion Nexus is not liable for "slippage" caused by delays in the banking system or liquidity networks.
5.1. Authorised Payment Methods
The Client acknowledges that Celion Nexus accepts payments strictly via the following methods: (a) Electronic Funds Transfer (EFT) into our nominated bank account; or (b) Debit Cards, subject to onboarding requirements Celion Nexus.
We strictly do not accept cash, cheques, third-party payments, or unverified credit card payments. All payments must originate from an account held in the same name as the verified Client account. Celion Nexus reserves the right to request additional evidence of ownership (such as a bank statement) prior to processing any settlement.
5.2. Payment Finality & Indemnity
The Client acknowledges that all instructions are binding. If a payment funded by any method is subsequently reversed, disputed, or "charged back" by the financial institution after Celion Nexus has executed the transaction:
(a) Debt Due: The reversed amount shall be immediately due and payable by the Client to Celion Nexus; and
(b) Indemnity: The Client indemnifies Celion Nexus against all costs, losses, and expenses (including legal fees and FX losses) arising from such reversal.
5.3. Set Off
The Client authorises us to set off any amount arising under this clause against any other funds we hold on their behalf.
7.1. Service Fees
The Client agrees to pay the service fee charged by Celion Nexus for the provision of the Services, and any applicable FX margin, as detailed in the Deal Note (the Service Fee).
7.2. Unclaimed Funds
Funds remaining uncollected for 12 months will be handled in accordance with the Unclaimed Money Act 1995 (NSW). We reserve the right to deduct reasonable administrative costs before remitting funds to the revenue authority.
8.1. Limitations
Celion Nexus operates a pre-authorised mandate model. Every transaction is explicitly authorised by the client before funds are initiated. The service provided by Celion Nexus is the transfer of funds from an originating account to a verified beneficiary account. Once funds have been disbursed to the verified beneficiary account, the transaction is complete and final.
Because Celion Nexus’s service is the execution of a transfer — and not the delivery of goods or a subscription service — the concept of a refund in the conventional consumer sense does not apply to transactions that have been successfully completed in accordance with the client’s instruction.
Celion Nexus does not offer refunds on completed transactions. Cancellation may be requested prior to disbursement, subject to clause 8.3 below.
8.2. General no-Refund Position
COMPANY POSITION — NO REFUNDS ON COMPLETED TRANSACTIONS
Celion Nexus does not offer refunds on transactions that have been completed and disbursed in accordance with a valid client instruction and mandate. Celion Nexus’s compliance framework requires that every client instruction is verified, documented, and approved by the AML/CTF Compliance Officer before any funds are moved. Once a transaction has been executed in accordance with those instructions, the transfer is final.
The following circumstances do not constitute grounds for a refund: a change of mind by the client after funds have been disbursed; a dispute between the client and the beneficiary regarding the purpose or use of the transferred funds; fluctuation in foreign exchange rates between instruction and settlement; and delays caused by correspondent banking processes, public holidays, or processing cut-off times outside Celion Nexus’s control.
8.3. Pre-Disbursement Cancellation
Where a Client requests cancellation after funds have been received by Celion Nexus but before disbursement to the beneficiary account, Celion Nexus will use reasonable endeavours to halt the transaction. Any return of funds is subject to the recovery of all fees, costs, and charges incurred to the point of cancellation, and is at Celion Nexus’s discretion having regard to the stage of processing reached. Celion Nexus is under no obligation to cancel a transaction once the disbursement instruction has been submitted to the receiving institution. No return of funds can be made until all AML/CTF compliance reviews are complete or any regulatory freeze is lifted.
8.4. Operational Error
In the event that a transaction is executed incorrectly as a direct result of an operational error on the part of Celion Nexus, the Company will investigate the matter promptly and, where liability is established, take all reasonable steps to remedy the error in accordance with applicable law and our Refund Policy, as updated from time to time. Any claim of operational error must be submitted in writing to the AML/CTF Compliance Officer within 24 hours of the transaction settlement date. Where any return of value is warranted, it will be calculated at the prevailing rate at the time of remedy. The Client acknowledges that currency fluctuation between original transfer and any remedy date is not the liability of Celion Nexus except to the extent caused by Celion Nexus’s own error.
9.1. You warrant that:
(a) You are the lawful owner of all funds transmitted;
(b) The Source of Wealth declared is true and accurate;
(c) You are not using the Services for prohibited illegal activities; and
(d) You have the power and authority to enter into this Agreement.
(e) You agree that the purpose of the transaction is lawful and accurately described to all financial institutions involved.
10.1. Force Majeure
Celion Nexus is not liable for delay or non-payment caused by events beyond our control, including banking system failures, war, pandemics, or acts of God.
10.2. Foreign Regulatory Risk
Celion Nexus has no control over foreign jurisdictions. We are not liable for the intervention, seizure, freezing, or delay of funds by any foreign government authority, central bank, correspondent bank, or intermediary financial institution.
(a) If funds are blocked by a foreign regulator, our obligation is limited to assisting the Client in their inquiries where permitted by law.
11.1. Exclusion of Consequential Loss
To the maximum extent permissible by law (and subject to the Non-Excludable Guarantees under the Australian Consumer Law), Celion Nexus shall not be liable for any indirect, special, incidental, or consequential damages, including loss of profit, loss of business opportunity, or forfeiture of deposits.
11.2. Liability Cap
To the extent that liability cannot be excluded, our total liability in respect of any specific transaction shall be limited to the greater of:
(a) The supply of the Services again; or
(b) The reimbursement of the Service Fee paid by the Client for that specific transaction.
12.1. International Disclosure
Your personal information is collected, held, used, and disclosed in accordance with our Privacy Policy, which forms part of these Terms. By engaging our Services you consent to the disclosure of your personal information and transaction data to overseas financial institutions and intermediaries where necessary to execute your transaction, and acknowledge that such recipients may be
subject to privacy laws that differ from the Privacy Act 1988 (Cth).
13.1 Changes to Terms
We may update these Terms and Conditions at any time. We will notify you of any material changes by posting the updated terms on our website. Your continued use of our services after such changes take effect constitutes your acceptance of the new terms, subject to your rights under the Australian Consumer Law.
13.2. Severability
If any clause is found to be illegal or unenforceable, it will be severed from these Terms without affecting the validity of the remaining clauses.
13.3. Governing Law
These Terms are governed by the laws of New South Wales, Australia. The parties submit to the exclusive jurisdiction of the courts of New South Wales.