Effective date: 28 May 2026
Last updated: 28 May 2026
These Terms of Service (the "Terms") form a binding agreement between Fogel CFO and Management Services LTD, an Israeli private company, company number 515189637, registered office at Derech Hebron 93, Jerusalem 9345006 ("Fogel CFO", "we", "us", "our"), and the legal entity identified in the account registration or engagement letter (the "Client", "you", "your") that accesses or uses our online platform (the "Platform") and/or receives our fractional CFO, accounting, bookkeeping and related advisory services (the "Services").
By clicking "I accept", signing an Engagement Letter that references these Terms, or otherwise accessing the Platform or receiving the Services, you confirm that (a) you have read, understood and agree to be bound by these Terms; (b) you are duly authorised to bind the Client; and (c) the Client is a business / legal entity (not a consumer) and is engaging us for business purposes. If you do not agree to these Terms, do not access the Platform and do not engage Fogel CFO.
1.1 "AI Tools" means automated, machine-learning, large-language-model or rule-based systems (whether owned, licensed or operated by third parties) that we use to extract, classify, summarise, reconcile, draft or otherwise process financial and related data.
1.2 "Authorised User" means an individual employee, officer, director, contractor or professional advisor of the Client whom the Client permits to access the Platform on its behalf.
1.3 "Client Data" means all data, documents, files, records, financial information, transactional data, account credentials (where shared with us) and personal data that the Client (or any Authorised User, or a third party at the Client's direction such as QuickBooks Online, an Israeli bookkeeping system, Plaid or a financial institution) submits to, uploads to, or causes to be transmitted to or accessed through the Platform.
1.4 "Engagement Letter" means the separately signed letter, statement of work, order form or proposal between Fogel CFO and the Client that describes the specific Services, scope, fees, key personnel, term and any deviations from these Terms.
1.5 "Output" means reports, dashboards, schedules, journal entries, reconciliations, financial statements, forecasts, models, memos and other materials produced by the Platform and/or by Fogel CFO personnel and made available to the Client.
1.6 "Third-Party Services" means software, APIs, systems and data sources operated by third parties that the Platform integrates with or relies on, including without limitation Intuit QuickBooks Online, Israeli bookkeeping and ERP systems (such as Rivhit, Hashavshevet, Priority, Hashavonit, Green Invoice/Morning, Sumit, iCount and similar accredited Israeli systems), Plaid Inc. (bank-account data aggregation), n8n (workflow automation), AI-model providers (such as OpenAI, Anthropic, Google), cloud hosting providers (such as Vercel and Supabase), email and communications providers, and payment processors.
2.1 Platform. Fogel CFO operates a proprietary, hosted software Platform that allows the Client and its Authorised Users to (a) connect their accounting, bookkeeping and banking systems; (b) view dashboards, reports and other Output; (c) upload documents and exchange information with Fogel CFO; and (d) collaborate with Fogel CFO personnel on the Services.
2.2 Services. Subject to a signed Engagement Letter, Fogel CFO provides outsourced/fractional CFO services and accounting, bookkeeping, financial-reporting, controllership, budgeting, forecasting, cash-flow management, management-reporting and related advisory services to business clients in Israel and the United States. The specific scope is set out in the Engagement Letter.
2.3 Services we do not provide unless expressly stated in the Engagement Letter. Unless an Engagement Letter expressly says otherwise, the Services do not include: (a) statutory audit, review or attest services; (b) signing of tax returns or representation before tax or regulatory authorities; (c) legal advice; (d) US-tax or Israeli-tax filings, certifications or opinions; (e) investment, brokerage, securities, lending or fundraising advice within the meaning of the Israeli Regulation of Investment Advice, Investment Marketing and Investment Portfolio Management Law, 5755-1995, or comparable US laws; (f) verification or audit of the underlying accuracy of data supplied by the Client or its third-party systems; or (g) fraud detection or forensic accounting.
2.4 No accountant-attest engagement. Where Services are provided by individuals who are licensed Israeli Certified Public Accountants, they act in a non-attest professional services capacity (consulting, bookkeeping and CFO services). Nothing in these Terms creates an audit or attest engagement within the meaning of the Israeli Auditors Law, 5715-1955 or the standards of the Institute of Certified Public Accountants in Israel (ICPAI). Where attest or audit services are required, the Client must engage a separate independent CPA firm.
3.1 The Client must designate an account administrator with authority to invite, manage and remove Authorised Users.
3.2 The Client is responsible for (a) maintaining the confidentiality of all credentials; (b) all activity occurring under its account and those of its Authorised Users; (c) using strong passwords and enabling multi-factor authentication where offered; and (d) promptly notifying us of any actual or suspected unauthorised access.
3.3 Each Authorised User must be a natural person, must use a unique login, and must comply with these Terms. The Client warrants that it has the authority and lawful basis (under the PPL, the GDPR and other applicable laws) to provide each Authorised User's personal data to Fogel CFO and to permit their access to Client Data.
4.1 The Client shall: (a) provide accurate, complete and timely information and supporting documentation as reasonably requested; (b) maintain its own accounting records in accordance with applicable law (in Israel: the Income Tax Ordinance [New Version] 5721-1961, the Value Added Tax Law, 5736-1975, Bookkeeping Directives issued by the Israeli Tax Authority, and, where applicable, the Companies Law, 5759-1999; in the US: applicable federal and state laws); (c) be solely responsible for management decisions, regulatory filings, tax positions, payments and the operation of its business; (d) review all Output before relying on or filing it; (e) obtain all necessary consents and notices (including under the PPL, GDPR or US privacy laws) for the personal data of employees, contractors, customers, vendors and other individuals it shares with us; and (f) comply with all applicable laws (including sanctions, anti-money-laundering and export-control laws) in connection with use of the Platform and Services.
4.2 Prohibited uses. The Client and its Authorised Users shall not: (a) use the Platform or Services in violation of any applicable law (including Israeli sanctions and US OFAC / sanctions programmes); (b) attempt to access, probe, scan, reverse-engineer, decompile, disassemble or interfere with the Platform, its security mechanisms or its underlying source code (except to the limited extent such restrictions are prohibited under mandatory law); (c) introduce viruses, malware or other harmful code; (d) upload data that is illegal, infringing, defamatory, harassing or that the Client does not have the right to upload; (e) use the Platform to develop, train or improve a competing service or AI model; (f) impersonate any person, misrepresent affiliation, or share login credentials; (g) use the Platform or Services to send spam or unsolicited commercial communications in violation of the Israeli Communications Law (Telecommunications and Broadcasting), 5742-1982 or the US CAN-SPAM Act / TCPA; or (h) sell, lease, sublicense or transfer access to the Platform to any third party.
5.1 General. The Platform integrates with Third-Party Services at the Client's request. The Client authorises Fogel CFO and the Platform to access, retrieve, transmit and process data from those Third-Party Services on the Client's behalf.
5.2 QuickBooks Online (Intuit). Where the Client connects QuickBooks Online via OAuth 2.0, the Client (a) represents that it has authority to grant such access for each connected QuickBooks company; (b) acknowledges that its use of QuickBooks Online is governed by Intuit's own terms and privacy notice; and (c) authorises Fogel CFO to access QuickBooks data solely to provide the Services and to operate the Platform. We will not use QuickBooks-sourced data for marketing, sale, or to train general-purpose AI models, and will limit our use to providing products and services to the Client (consistent with the Intuit Developer Terms of Service and Intuit App Partner Program requirements). The Client may disconnect QuickBooks at any time; following disconnection, our access ceases and retention is governed by Section 11 and the Privacy Policy.
5.3 Israeli bookkeeping / ERP systems. Where the Client provides credentials, API tokens or read-only access to systems such as Rivhit, Hashavshevet, Priority, Green Invoice/Morning, Sumit, iCount or comparable Israeli Tax Authority-approved systems, the Client warrants that it is permitted to grant such access. The Client remains solely responsible for tax-authority-compliant bookkeeping under Israeli law, including the Bookkeeping Directives and the e-invoicing (allocation-number) regime. Fogel CFO does not certify or guarantee that any third-party system is compliant with such requirements.
5.4 Plaid. Where bank-account data aggregation is enabled, the Client and any individual user acknowledges and agrees that: (a) Plaid Inc. acts as our service provider to access financial account information from the Client's financial institutions and deliver such information to the Platform; (b) by linking a financial account via Plaid, the user authorises Plaid to collect, use, store and share financial account information in accordance with Plaid's End User Privacy Policy, available at https://plaid.com/legal/#end-user-privacy-policy, which is incorporated here by reference; (c) Plaid's processing of personal information is governed by Plaid's End User Privacy Policy and is independent of these Terms; and (d) the user may revoke Plaid's access at any time via Plaid Portal (https://my.plaid.com) or by disconnecting the bank link in the Platform.
5.5 n8n and workflow automation. The Platform uses n8n (whether self-hosted by us or via licensed cloud instances) to orchestrate workflows. The Client acknowledges that data may pass through n8n in-memory and in transient storage as part of automation.
5.6 AI Tools. See Section 7.
5.7 No responsibility for Third-Party Services. Fogel CFO is not responsible for the availability, accuracy, security, terms or acts/omissions of Third-Party Services. If a Third-Party Service changes, suspends or terminates access, or changes its fees, Fogel CFO is not liable for any resulting inability to provide the Services or any consequences. The Client's relationship with each Third-Party Service is independent of these Terms.
6.1 Client Data ownership. As between the parties, the Client owns and retains all right, title and interest in and to Client Data. We claim no ownership of Client Data.
6.2 Licence to Fogel CFO. The Client grants Fogel CFO a non-exclusive, worldwide, royalty-free licence to access, host, store, copy, transmit, display, process and use Client Data for the purposes of (a) providing and operating the Platform and Services; (b) producing Output; (c) ensuring security and preventing fraud or abuse; (d) complying with legal obligations; and (e) creating Aggregated Data.
6.3 Platform IP. The Platform, the Output formats and templates, all software, models, prompts, know-how, processes, methodologies, documentation, branding and improvements (collectively "Fogel CFO IP") are and shall remain the exclusive property of Fogel CFO and its licensors. Subject to payment of fees and compliance with these Terms, Fogel CFO grants the Client a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence during the term to access and use the Platform and Output solely for the Client's internal business purposes.
6.4 Output use. The Client may use the Output internally and may share it with its own professional advisors, lenders, investors and tax/audit firms on a need-to-know basis, provided that those recipients are bound by confidentiality obligations and that Fogel CFO is not made liable to such recipients. The Client may not publicly publish, sell, syndicate or productise Output without our written consent.
6.5 Aggregated/anonymised data. Fogel CFO may compile aggregated, de-identified and statistical data derived from use of the Platform and from Client Data, provided that such data does not identify the Client or any individual ("Aggregated Data"). Fogel CFO owns Aggregated Data and may use it for any lawful business purpose, including benchmarking, analytics, service improvement and the development of new features.
6.6 Feedback. Any feedback, suggestions or ideas the Client submits about the Platform may be used by Fogel CFO without restriction or compensation.
7.1 Use of AI. The Platform and the Services use AI Tools (including third-party large-language-model services) to assist in tasks such as document classification, invoice and receipt data extraction, transaction categorisation, drafting commentary, anomaly detection and report generation.
7.2 No guarantee of accuracy. AI Tools are probabilistic. Output generated or assisted by AI Tools may contain errors, omissions, misclassifications or "hallucinations". The Client must review and verify all Output before relying on it, filing it with any authority, distributing it to third parties or making any business or financial decision based on it. Fogel CFO does not warrant that AI-assisted Output is accurate, complete, current or fit for any particular purpose.
7.3 Human review. Where the Engagement Letter so provides, Fogel CFO personnel will review key AI-assisted Output before delivery. Even where reviewed, professional judgement is required.
7.4 No training on Client Data without consent. Fogel CFO will not submit Client Data to AI Tools that train their general models on customer content, unless: (a) the third-party AI provider has been configured to a "no-training" mode (the default for our enterprise/API instances of providers such as OpenAI, Anthropic and Google); or (b) the Client has separately and expressly consented in writing.
7.5 Automated decisions. The Platform does not make solely automated decisions producing legal effects on individuals. Where AI Tools generate insights about individuals, they are decision-support only; final decisions are made by humans. Where data subjects interact with an AI/chatbot feature, we will clearly disclose that the interaction is with an automated system.
8.1 Mutual confidentiality. Each party shall treat the Confidential Information of the other as confidential and shall not disclose it to any third party except (a) to its personnel and professional advisors with a need to know who are bound by confidentiality obligations; (b) as required by law or competent regulator/court order (with prompt notice to the other party, to the extent legally permitted); or (c) as expressly permitted under these Terms.
8.2 Professional confidentiality of accountants. Fogel CFO personnel who are licensed Israeli CPAs are also bound by the ethical and confidentiality obligations of the Auditors Law, 5715-1955, the Auditors Regulations (Auditors' Mode of Performance), 5733-1973, the rules of conduct of the ICPAI and applicable professional standards. To the extent these professional obligations are stricter than these Terms, the stricter rules apply to those personnel.
8.3 Survival. Confidentiality obligations survive termination for five (5) years; trade secrets are protected for as long as they remain trade secrets.
9.1 Fees. Fees, billing frequency, currency, payment terms and any milestones are set out in the Engagement Letter. Unless otherwise stated, fees are exclusive of Israeli VAT (currently 18%) and any applicable withholding tax, and are payable within 30 days of invoice.
9.2 Late payment. Overdue amounts accrue interest at the higher of (a) 1.5% per month and (b) the maximum rate permitted by Israeli law. Fogel CFO may, after written notice, suspend Platform access and Services for non-payment.
9.3 Out-of-scope work. Work outside the scope set out in the Engagement Letter requires a written change order and may be billed at our then-current hourly rates.
9.4 Taxes. Each party is responsible for its own taxes. Israeli VAT will be added where applicable. US-based Clients are responsible for any US sales/use taxes and any US withholding required by their tax position; the parties will cooperate on tax-treaty/withholding documentation (e.g. W-8BEN-E, US-Israel tax treaty positions).
10.1 Term. Unless the Engagement Letter says otherwise, the Services run on a month-to-month basis and either party may terminate for convenience on 30 days' written notice.
10.2 Termination for cause. Either party may terminate immediately upon written notice if the other party (a) materially breaches these Terms and fails to cure within 15 days of written notice; (b) becomes insolvent, files for or has filed against it any insolvency proceeding, or appoints a receiver/trustee; or (c) violates Section 4.2 (prohibited uses).
10.3 Effect of termination. On termination: (a) the Client's access to the Platform ceases; (b) outstanding fees and any non-cancellable expenses become immediately due; (c) each party returns or destroys the other's Confidential Information, subject to legal-retention obligations and routine backup retention; (d) Fogel CFO will, for 30 days after termination, on the Client's written request, make a copy of Client Data available for export in a commonly readable format; thereafter, Client Data may be deleted in accordance with the Privacy Policy and our records-retention policy.
10.4 Survival. Sections that by their nature should survive termination (including Sections 1, 4.2, 6, 7.2, 8, 9, 10.3, 11 to 17) survive.
11.1 Fogel CFO is required, and the Client requires Fogel CFO, to retain certain Client Data and working papers to comply with Israeli legal-retention obligations applicable to accountants and bookkeepers, including: (a) the seven-year retention required under the VAT Law and Tax Authority Bookkeeping Directives; (b) any longer period required by ICPAI professional standards (for working papers); and (c) retention for purposes of defending professional-liability claims or in response to subpoenas or regulatory inquiries.
11.2 Working papers created by Fogel CFO remain Fogel CFO's property, subject to the Client's right to copies of records belonging to the Client.
12.1 Fogel CFO warrants that it will perform the Services with reasonable professional skill and care consistent with industry practice for fractional CFO and bookkeeping services.
12.2 Except as expressly set out in Section 12.1, and to the fullest extent permitted by applicable law, the Platform, the Services and the Output are provided "as is" and "as available", without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, accuracy, non-infringement, completeness, timeliness, reliability or uninterrupted operation.
12.3 No SLA unless agreed. Unless an SLA is expressly set out in the Engagement Letter, Fogel CFO makes no commitment regarding Platform uptime or availability. Scheduled and emergency maintenance, third-party service outages, and force-majeure events may cause downtime.
12.4 No regulatory or tax-opinion warranty. Output is provided for management-information purposes. It does not constitute legal advice, tax advice, audit assurance, regulatory filings or investment advice.
13.1 No indirect damages. To the maximum extent permitted by law, neither party shall be liable for any indirect, incidental, consequential, special, exemplary or punitive damages, or for loss of profits, revenue, business, goodwill, data, anticipated savings or business interruption, even if advised of the possibility.
13.2 Cap. Subject to Section 13.3, each party's aggregate liability arising out of or related to these Terms, whether in contract, tort (including negligence), statute or otherwise, shall not exceed the total fees paid or payable by the Client to Fogel CFO under the relevant Engagement Letter in the twelve (12) months immediately preceding the event giving rise to the claim, or NIS 50,000, whichever is greater.
13.3 Carve-outs. The exclusions and limitations in Sections 13.1 and 13.2 do not apply to: (a) the Client's payment obligations; (b) either party's indemnification obligations under Section 14; (c) breach by either party of the other's intellectual-property rights; (d) breach of confidentiality (other than relating to Client Data, which is capped); (e) gross negligence or wilful misconduct; or (f) liability that cannot be excluded or limited under mandatory Israeli law (including liability for personal injury or death caused by negligence).
13.4 The parties expressly acknowledge that the fees reflect the allocation of risk set out in this Section 13, and that without these limitations Fogel CFO would charge materially higher fees.
14.1 By the Client. The Client shall defend, indemnify and hold harmless Fogel CFO, its officers, directors, employees, contractors, agents and licensors from and against any and all third-party claims, losses, damages, costs and expenses (including reasonable legal fees) arising out of or related to: (a) Client Data, including any claim that Fogel CFO's authorised processing of Client Data violated any law (including the PPL, GDPR, CCPA/CPRA, FCRA, GLBA) or any third-party right; (b) the Client's or Authorised User's breach of these Terms; (c) the Client's use of Output or business decisions made in reliance on Output; (d) the Client's violation of any law (including tax, sanctions, AML, employment and securities laws); or (e) any dispute between the Client and a Third-Party Service.
14.2 By Fogel CFO. Fogel CFO shall defend the Client from any third-party claim that the Platform, as supplied by us and used in accordance with these Terms, infringes the third party's Israeli/US copyright, trademark or trade-secret rights, and shall pay damages finally awarded or settlement amounts agreed by Fogel CFO. This obligation does not apply to claims arising from (i) Client Data, (ii) modifications not made by Fogel CFO, (iii) combinations with non-Fogel-CFO software, or (iv) use after notice to stop. As the sole and exclusive remedy, Fogel CFO may at its option modify the Platform to be non-infringing, obtain a licence, or terminate the Services and refund pre-paid unused fees.
15.1 Fogel CFO shall maintain professional indemnity (errors-and-omissions) and cyber-liability insurance with reputable insurers in customary amounts for similar Israeli accounting and CFO-services firms throughout the term. Certificates available on reasonable request.
16.1 Governing law. These Terms, and any non-contractual obligations arising out of or in connection with them, are governed exclusively by the laws of the State of Israel, without giving effect to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
16.2 Exclusive jurisdiction. The competent courts of Tel Aviv-Yafo, Israel shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, the Platform or the Services, and each party irrevocably submits to the personal jurisdiction of such courts.
16.3 Equitable relief. Notwithstanding Section 16.2, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.
16.4 Good-faith negotiation. Before initiating litigation, the parties will use good-faith efforts to resolve disputes through escalation to senior management for 30 days.
17.1 Notices. Notices must be in writing and sent to the contact address in the Engagement Letter; for Fogel CFO, to [LEGAL NOTICES EMAIL] with a copy to the registered address. Email delivery is acceptable if read-receipted or acknowledged.
17.2 Assignment. The Client may not assign these Terms without our prior written consent (except to a successor in connection with a merger, sale of assets or reorganisation, provided that the assignee is not a competitor of Fogel CFO and assumes all obligations). Fogel CFO may assign freely.
17.3 Subcontractors. Fogel CFO may use subcontractors and subprocessors (including the Third-Party Services in Section 5) to perform the Services, provided Fogel CFO remains responsible for their compliance.
17.4 Force majeure. Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control (including war, terrorism, cyber-attack, pandemic, government action, internet/utility outages and Third-Party Service failures).
17.5 Entire agreement. These Terms together with the Engagement Letter and the Privacy Policy constitute the entire agreement between the parties and supersede all prior agreements. In case of conflict: Engagement Letter, then these Terms, then Privacy Policy.
17.6 Amendments. Fogel CFO may update these Terms from time to time by posting the updated version on the Platform and notifying the Client at least 30 days before the changes take effect. Continued use after the effective date constitutes acceptance.
17.7 Independent contractor; no signing authority. Fogel CFO is an independent contractor. Nothing creates an employment, agency, partnership or joint venture. Without express written authority in the Engagement Letter, Fogel CFO personnel have no authority to sign documents on the Client's behalf, operate the Client's bank accounts, or bind the Client to third parties.
17.8 Severability; waiver; counterparts. Standard provisions apply.
17.9 Language. These Terms are drafted in English. A Hebrew translation may be provided for convenience; in the event of conflict, the English version prevails.
For each new client, Fogel CFO signs a short Engagement Letter / Statement of Work that incorporates these Terms and customises: the parties and addresses; effective date and term; the specific scope of Services (with an explicit list of excluded services); deliverables and cadence; named key personnel and response times; fees and expenses; the initial list of Authorised Users and the administrator; the connected Third-Party Services authorised on day one; confidentiality / NDA specifics; a Data Processing Addendum where required; the termination notice period and transition assistance; and signatures. Where the Engagement Letter conflicts with these Terms, the Engagement Letter prevails.
Full-time, English-speaking support from seasoned professionals with deep expertise in Israeli & U.S. bureaucracy: Taxes, social security, and beyond. We craft a flexible package tailored to your business, from everyday logistics to executive strategy, with add-on services on demand.