Investment Management Agreement

Version : 20 January 2022

You (“Client”) and Wahed Technologies Sdn Bhd (formerly known as Wahed Robo Advisor Sdn Bhd), a Malaysian private limited company and a licensed capital markets and services licence holder for portfolio management under digital investment management (“Wahed”) regulated by the Securities Commission (“SC”) under Capital Markets Services Act 2007, agree to enter into a fund management relationship which Wahed will manage your account with Pacific Trustees Berhad as your custodian or any other custodian which Wahed may further designate (“Custodian”).

This Agreement is effective as of the first day an account is opened with such Custodian and is ready to receive trading instructions from Wahed (the “Effective Date”) based upon the investment plan recommended by Wahed to Client (the “Plan”). In consideration of the mutual covenants herein, Client and Wahed agree as follows:

Scope of Services. Client hereby appoints Wahed as fund manager for all assets that shall be designated by deposit or transfer into one or more account or accounts to be established in the name of Client at a designated Custodian (hereinafter “Accounts”). Client authorizes Wahed to perform the services indicated below in accordance with the financial circumstances, investment objectives, and risk tolerance of Client. Wahed accepts the appointment described herein below. Client hereby grants Wahed discretionary authority in connection with Accounts to be established in the name of Client and in such Accounts to purchase or sell securities or other investment products, to sell, manage, and reinvest the amount or type of assets or investments, whether employing margin or otherwise, to instruct the dealer, trustee, or custodian of assets to receive, accept and deliver securities or other assets, and to implement any investment decisions for the Accounts, all without prior consultation with Client. This discretionary authority includes the authority to hire or retain other fund manager to exercise any authority granted to Wahed under this Agreement, to remove, terminate or replace any such other fund manager, and to allocate assets belonging to Client and subject to this agreement between or among any other such advisers assets and Accounts that are subject to this agreement. This discretionary authority is subject to such other reasonable written limitations that Client may request upon written notice to Wahed and which are agreed to by Wahed. Client may revoke the authority granted hereby at any time by submitting a written notice to Wahed. Except as otherwise provided herein, Wahed shall have no authority under this Agreement to take or have possession of any assets in the Accounts nor to direct delivery of any securities or payment of funds to itself or direct disposition of such securities or funds to any person other than Client. This Agreement shall terminate only on termination of this Agreement or on receipt by Wahed of written notice of the death, incapacity or dissolution of Client. Client acknowledges and understands that the services to be provided by Wahed under this Agreement are limited to the management of the assets in Client’s Accounts.
Investment Objective; Client Responsibilities. Wahed will obtain from Client, and Client agrees to provide, information to determine Client’s financial situation and investment objective. At or around the time of execution of this Agreement, Client will be requested to complete an online suitability profile. Unless otherwise directed in writing, Wahed will recommend investment strategies and investments based on profile information specified by Client (“Investment Profile”) on www.wahedinvest.com or our related mobile application (the “Site” or “App”) and consistent with Client’s financial circumstances and other information derived from analysis of the client suitability profile. Wahed will abide by any reasonable limitations, special instructions, or requests of Client and will advise clients if it deems any such requests unreasonable. Client may change any such limitations or instructions from time to time by notifying Wahed in Client’s Investment Profile. Client is responsible for informing Wahed of updates or changes to financial status or circumstances (including restrictions on Client’s accounts) so that Wahed can make any necessary changes to the management of or advice provided with respect to the Account(s). Client agrees to maintain a valid e-mail address on file under the Client Profile. If Client fails to maintain a valid e-mail address, Wahed may terminate this Agreement at Wahed’s discretion.

Client recognizes that the value and usefulness of the investment advisory services of Wahed will depend upon the accuracy and completeness of the information that Client provides and upon the active participation by Client in the relationship with Wahed. Client therefore agrees to provide complete and accurate information and documents that Wahed requires, in Wahed’s sole judgment, in order to provide the services hereunder. Client’s circumstances or objectives may change in the future and can only be communicated to Wahed via changing the Investment Profile, which sends an automated message to Wahed.
Custody. Wahed will not maintain physical custody of Client’s funds and securities held in Client’s Accounts. Client’s funds and securities shall be held for safekeeping by a custodian meeting the requirements of “custodian,” as defined as an institution within the meaning of section 121 of the Capital Markets Services Act 2007 (hereinafter, “Custodian”), which may be required to be a particular custodian selected by Wahed in its sole discretion. All checks for investment purposes shall be made payable to the Custodian and sent directly to Custodian via directions shown on the Site. Client will not transfer to Wahed, funds intended for investment in other means save as shown on the Site, wire or otherwise. Client’s funds may be held in an omnibus trust account where the Client’s funds will be pooled with funds received from other clients. Funds held under an omnibus trust account are exposed to risks and are not subjected to the same protection as funds held under a segregated account. Under an omnibus trust account, Clients’ investments will be registered collectively under Wahed and the Custodian’s name instead of the individual Clients’ name. Wahed shall not act as custodian for the assets in the Accounts and shall not be liable to Client for any act, conduct, or omission by Custodian. Wahed will not by virtue of this Agreement have the ability to transfer Client funds or assets, except to the extent that may be provided herein. If Wahed is granted authority to deduct fees it will be deemed to have limited custody for certain regulatory purposes.
Custodian Relationship; Account Transactions. Wahed is authorized to give instructions to the Custodian with respect to all investment decisions regarding the assets held in Client’s Accounts and the Custodian is hereby authorized and directed to effect transactions, deliver securities, and otherwise take such actions as Wahed shall direct in connection with the performance of Wahed obligations in respect of such assets, including, without limitation, securities brokerage transaction. In recommending custodians, Wahed will generally take into account such factors as (a) price; (b) the dealer’s facilities, reliability and financial responsibility; (c) the ability of the dealer or custodian to effect transactions, particularly with regard to such aspects as timing, order size and execution of order, notwithstanding that the Accounts may not be the direct or exclusive beneficiary of such services; and (e) any other factors Wahed considers to be relevant.
Expenses and Other Fees. Mutual funds and similar investment vehicles pay managers to manage the assets and the expenses of the fund, including said management fees, are deducted from all of the fund assets, are chargeable against the net asset value of fund shares owned by Client, and are therefore borne separately by Client and are in addition to any fees charged by Wahed. There may be other fees and expenses as applicable that the Client may pay outside of this Agreement, such as other transaction/ ancillary expenses and charges or additional fees related to inter portfolio fund transfers. A description of the types of fees and expenses actually charged by a particular investment are described in the Client contract, as applicable, of the particular investment.
Foreign Currency Exchange Service Fee

All deposits, withdrawals and transfer of funds between portfolios to foreign currency denominated funds within a Thematic Portfolio (as defined below) will be subjected to a one percent (1.0%) fee charge on the invested amount into the fund.

“Thematic Portfolio” is a portfolio that invests in long-term trends that are expected to benefit from macroeconomic changes. The portfolio may invest in a single asset class and may not have diversification benefits.
Confirmation of Trades. The executing dealer or other Wahed shall forward and deliver to Client a confirmation of transaction with respect to its participation in such transaction(s). Except to the extent Client directs otherwise, through sub-custodial agreements or as required by law, Wahed will not be otherwise responsible for forwarding confirmations of any transactions effected for Client.
Confirmation and Account Statements. Client agrees to (i) carefully review upon receipt all confirmations, statements, and reports that are sent by the Custodian to Client, and (ii) to compare the Account confirmations, statements, and reports received from the Custodian to those received from Wahed. Client shall notify Wahed and/or the Custodian of any discrepancy or unauthorized activity. Wahed may consider all confirmations, statements, and reports to have been fully accepted by Client as correct and conclusive unless otherwise notified within seven (7) calendar days of receipt. Client understands and acknowledges that due to the volatile nature of the financial markets, Client is solely responsible for any loss that results from Client’s failure to notify Wahed of any discrepancy or unauthorized activity within the seven (7) calendar day time period stated in this paragraph.
Third Party Fund Manager. Wahed may recommend that all or a portion of the assets in the Account(s) be managed by a third-party fund manager (“Third-Party Advisor”). Fees charged by any such Third Party Advisor will be fully disclosed to Client on a separate disclosure document or agreement between Client and the Third-Party Advisor. In some instances, the advisory fees to be paid to Wahed pursuant to the paragraph titled “Wahed’s Wrap Advisory Fee” below may be paid out of the total fee charged by the Third-Party Advisor, thus reducing the amount of the total fee retained by the Third-Party Advisor. If that is the case, it will be described in the separate disclosure document or agreement between Client and the Third-Party Advisor.

Wahed’s Wrap Fee. All assets in the Accounts are managed through a “Wrap Fee Program” for which Wahed is the sole portfolio manager. Client agrees to pay a single fee (“Wrap Fee”), which varies from 0.39% to 0.79% per annum of the net value of Client’s Accounts or a minimum fee of RM 2.50 per month for Client with 2 or more portfolios that are active and funded, based on the Standard Investment Management Fee Schedule provided in this Agreement.

All fees will be fully disclosed to Client. The Wrap Fee will be used in part to pay the following expenses: brokerage commissions, transaction charges and handling fees as provided in custodian’s pricing guide. The remaining portion of the Wrap Fee after payment of said expenses is payable to Wahed for management of the Accounts. Client acknowledges that it may be required to enter into a separate agreement with the custodian regarding the Wrap Fee arrangement, and any discrepancy between said separate agreement and this Agreement shall be resolved in favor of said separate agreement.

Wrap Fees shall be calculated and due on each day the custodian is open for business and remitted to Wahed monthly in arrears. Wrap Fees shall be calculated by dividing the total number of Business Days in a calendar year, the product of the Current Portfolio Value (as defined below) and the Annual Rate (on a blended basis determined on Wahed’s Standard Investment Management Fee Schedule) that corresponds to the Asset Billing Range (as defined below) for the Account as shown on the chart below. The Asset Billing Range shall be the lesser of the Current Portfolio Value and the Net Deposit Value (as defined below) as of the date of calculation.

“Business Days” means a day (other than a Saturday, Sunday or public holidays) on which financial institutions licensed under the Financial Services Act 2013 and Capital Markets Services Act 2007 are open for business in Kuala Lumpur, Malaysia.

“Current Portfolio Value” means the value of the account as reflected on the record of the custodian as of the close of trading of the date calculation.

“Net Deposit Value” means the value of all cash and securities deposited, transferred, or journaled into the Account, less the value of all cash and securities withdrawn, transferred or journaled out of the Account.

Standard Investment Management Fee Schedule

For a Client with 1 portfolio that is active & funded*:

Assets Billing Range	Annual Rate
RM100 - RM499,999.99	0.79%
RM500,000 and above	0.39%

*No minimum monthly fee.

For a Client with 2 or more portfolios that are active & funded^:

Assets Billing Range	Annual Rate
RM100 - RM499,999.99	0.79%
RM500,000 and above	0.39%

A minimum monthly fee of RM 2.50 per month

^ For a Client who has 2 or more portfolios which are active and funded, the applicable Wrap Fees are 0.79% or 0.39% per annum of the net value of Client’s Accounts, or RM2.50 per month, whichever is higher. For the purpose of fee calculation, inactive portfolios will not be taken into account when determining if the Client will be charged the minimum fee.

“Active & funded Portfolio” means a portfolio value of RM 100 or more.

“Inactive Portfolio” means a portfolio value of RM 99.99 or less.

Wahed will promptly notify Client of any increase or decrease in the Wrap Fee. An increase in the Wrap Fee will be effective for the Account starting in the next month that begins at least 30 days after Wahed sends or posts such notice. A reduction in the Wrap Fee will be effective for the Account starting in the next month following its reduction.

If Client closes the Account, withdraws the entire balance of the Account, or otherwise terminates this Agreement on any date other than the last business day of the month (except under the circumstances covered by Section 9(b)), in each case in accordance with this section herein, Client shall pay any outstanding aggregate daily fees for the period from the day immediately following the last day of the last calendar month for which Client has paid, through the effective date of such withdrawal or termination, as of such effective date.
If, for any reason, Wahed shall close and liquidate all the positions held in the Account, Client may receive the proceeds of the liquidated portion of the Account, and this Agreement shall terminate, subject to Section 19 herein.
If for any reason there is insufficient cash available in the Account to cover Wahed’s fees at the time they are charged and deducted from the Account, Wahed, in its sole discretion, may cause securities in the Account to be liquidated to cover its fees.
Wahed reserves the right, in its sole discretion, to reduce or waive the Wrap Fee for certain Client Accounts for any period of time determined by Wahed. In addition, Client agrees that Wahed may waive its fees for the Accounts of Clients other than Client, without notice to Client and without waiving its fees for Client.

Wahed’s compensation is not based on shares of capital gain or capital appreciation of any portion of Client’s assets or funds.

Client acknowledges that Client will be responsible for paying any expenses or fees of the types enumerated in paragraph 8 above, and that said expenses and fees are separate from the Wrap Fees charged under this Agreement.

Valuation. The Clients’ portfolios in the Account(s) will be valued using the latest market information obtained from third-party data providers. The Clients’ account balance for any particular day is valued using the latest prevailing closing price of the underlying securities and/or funds and will be reported in Malaysian Ringgit rounded to the nearest two decimal places, where applicable, based on the latest prevailing closing market exchange rate, as applicable. Wahed does not assume responsibility for the accuracy, timeliness and completeness of the information as reported by the third-party data providers and Wahed shall not be liable for any losses arising from the Clients’ use of, or reliance on, such information in any form or manner.
Methods of Payment. Client hereby acknowledges and agrees that fees assessed pursuant to this Agreement will, unless otherwise arranged, be deducted directly from Client’s Accounts by Custodian and automatically remitted to Wahed. Client hereby consents and agrees to pay Wrap Fees due hereunder by direct debit from the Accounts. Client and Wahed agree that in order to pay such fees, if cash is not available at time payment is due, Wahed may liquidate any Client assets held in Client’s Account as reasonably determined by Wahed. Client is responsible for verifying fees. Notification to Client will be through Client’s user account on the Site or by e-mail at the address (es) provided by Client to Wahed.
Reports of Account. Wahed shall issue separate written reports on monthly basis regarding the Accounts to Client stating the client’s actual portfolio position; and fees and charges payable by the Client where applicable. These reports may include a list of current holdings, performance data, statement of gains and losses, or a financial markets summary as required under the Guidelines.
Proxies, Legal Proceedings, and Class Action Lawsuits. Client understands and agrees that Client retains the right to vote all proxies that are solicited for securities held in the Accounts. Wahed will not be required to take any action or render any advice with respect to the voting of proxies solicited by or with respect to the issuers of securities in which assets of the Accounts may be invested from time to time. In addition, Wahed will not take any action or render any advice with respect to any securities held in any Accounts that are named in or subject to class action lawsuits, bankruptcies or other legal proceedings. Wahed will, however, forward to Client any information received by Wahed regarding class action legal matters involving any security held in the Accounts.
Solicitation. Wahed may, from time to time, provide economic benefits, such as a reduction or waiver of Wahed investment management fees to clients for their referral of family and friends who become clients of Wahed. If Client engages in any referral activities and/or receives any economic benefits from Wahed for such referral activities, Client covenants, represents and warrants: (i) he or she is not subject to any criminal actions of any applicable state law, and (ii) it will abide by such reasonable instructions or directions that Wahed may provide from time to time. If Client were referred by a friend, family member or any other person engaging in referral activities for Wahed, Client hereby acknowledges that it has received a document detailing the disclosure required
Communications. Client updates or changes to financial circumstances with respect to Accounts may be communicated to Wahed via the Site and, where deemed necessary, may be confirmed via Client Account Profile exclusively in writing as soon as practicable thereafter.
Client Data. Except as provided herein or in Wahed’s Privacy Policy, as amended from time to time (which is hereby incorporated by reference), or otherwise agreed to in writing by Client or as required by law, Wahed will not share information regarding Client’s personal and financial affairs (“Client Data”) with any third party, and Wahed will use commercially reasonable measures designed to protect Client Data from unauthorized access or disclosure.

Client authorizes and empowers Wahed to give a copy of this Agreement to any Custodian or other party to transactions for the Accounts as evidence of Wahed’s authority to issue instructions, request information about the Accounts from Custodian and to act for Client. Client also authorizes Wahed to disclose any personal or financial information to service providers including without limitation custodians or other dealers and their affiliates, third party managers and their affiliates, account display, performance, or aggregation service providers, and parties maintaining or servicing customer relationship management software or websites. Client acknowledges that it has received and reviewed Wahed’s Privacy Policy and consents to the collection, use and disclosure of Client Data as set forth herein and in the Privacy Policy.
Tax Risks. Nothing in this Agreement or any other document received from Wahed shall be construed as providing any legal, accounting, estate, actuary, or tax advice. Client agrees to review publicly available information regarding the securities and the brokerage statements, transaction confirmations and tax reporting forms provided by Wahed for tax-related information. Each Client must rely upon its own representatives, including its own legal counsel and accountant, as to legal, tax and related matters concerning any assets in the Account or any Account transactions and for preparation of any legal, accounting or tax documents.

The taxation of securities transactions is extremely complex and no attempt is made herein to fully describe the various tax rules that apply to such transactions or to explain in complete detail the rules which are mentioned. However, some general points may be noted. Each Client should confer with their personal tax advisor regarding the tax consequences of investing with Wahed based on their particular circumstances. Client and Client’s tax advisors are responsible for how the transactions in Client’s Account are reported to the Internal Revenue Board or any other taxing authority. Wahed assumes no responsibility to Client for the tax consequences of any transaction.
Non-Exclusive Contract. Client acknowledges that Wahed provides advisory services to more than one client, and may give advice, and take action, with respect to any of its other clients which may differ from the advice given, or the timing or nature of action taken, with respect to Client’s Accounts, so long as it is Wahed’s policy, to the extent practicable, to allocate investment opportunities to Client’s Accounts over a period of time and on an equitable basis relative to other clients. Wahed has no obligation to disclose to Client the purchase or sale of any security which Wahed, its principals, affiliates, or employees may purchase or sell for its (their) own account or for the accounts of other clients. Client acknowledges that the Wrap Fee charged to Client may be higher or lower than that which Wahed charges other clients for the same or similar services, and that lower fees for similar services may be available from other sources.
Term and Termination. This Agreement shall commence on the date of acceptance by Wahed as shown below and shall continue until terminated in accordance with the provisions of this Section or any other provision of this Agreement. This Agreement may be terminated by either party with or without cause by notice to the other party, which notice shall be provided by Client to Wahed through the Site and by Wahed to Client through the primary e-mail address in Client’s Account Application as Client shall update from time to time. Client’s withdrawal of all of the Accounts under this Agreement will terminate this Agreement. Upon receipt of termination request, Wrap Fees will be calculated to the date of termination and assessed in accordance with the agreed upon rate. Unearned portions of prepaid fees will be refunded and any earned, unpaid fees will be assessed prior to the final disbursement of refunds, if any. Refund disbursements or fee invoices will be mailed to Client within thirty (30) business days of receipt of termination notice. Client understands that Wahed will not provide services in the event uncollected accounts-receivable from Client exceeds thirty (30) days. In addition, all custodial termination and transfer fees, if any, assessed by Custodian will be the responsibility of Client. Termination of this Agreement will not affect (a) the validity of any action previously taken by Wahed under this Agreement; (b) liabilities or obligations of the parties from transactions initiated before termination of this Agreement; or (c) Client’s obligation to pay advisory fees (pro-rated through the date of termination). Upon termination of this Agreement, Wahed shall perform no functions whatsoever with respect to the managing of the Accounts, and further management of those accounts shall be the sole responsibility of Client.
Mediation/Arbitration. This Agreement contains a mediation and arbitration clause. Excepting matters for injunctive relief, it is agreed that all controversies or disputes which may arise between Client and Wahed (and/or the Custodian, sub-advisors, or representatives), concerning any transaction or order, the construction, performance, or breach of Agreement or any other Agreement between Client and Wahed, whether entered into prior to, on, or subsequent to the date of this Agreement, including any controversy concerning whether an issue is an arbitration claim, shall be settled either by mediation instituted at the request of either party, or if not resolved by mediation, by arbitration, unless unenforceable under applicable state or federal law. Any mediation or arbitration will be held in Kuala Lumpur, Malaysia unless otherwise agreed to by both parties. Any arbitration shall be conducted in accordance with the applicable rules of Asian International Arbitration Centre (AIAC) Arbitration Rules and the laws of Malaysia. Judgment on any arbitration award may be entered in any court having jurisdiction over the subject matter of the controversy.

Notwithstanding the foregoing, this binding arbitration clause in no way limits or affects Client’s rights under the Capital Markets Services Act or related securities laws. With respect to controversies or disputes which may arise between Client and Wahed concerning matters involving alleged violations of applicable securities laws, breach of common law or statutory duty, this mediation and arbitration process does not constitute a waiver of any legal rights provided under the aforementioned laws, including the right to choose a forum, whether by arbitration or adjudication, in which to seek the resolution of disputes.
Risk Acknowledgement. Wahed will use its best judgment and good faith efforts in rendering services to Client. Wahed’s investment selections on behalf of Client shall not constitute legal or tax advice, analysis or opinion. Wahed does not guarantee future performance or any specific performance, success of any investment decision or strategy that Wahed may use, or success of Wahed’s overall management of the Accounts. Client understands that investment decisions by Wahed are subject to various markets, currency, economic, political, and business risks, and investment decisions will not always be profitable. Wahed will provide advice only with respect to the securities, cash, and other investments held in the Accounts and, in making recommendations for Accounts, Wahed will not consider any other securities, cash or other investments owned by Client.
Liability of Wahed. Except as otherwise provided by applicable law, Wahed will not be liable to Client for (a) any loss that Client may suffer by reason of any investment decisions made or other action taken or omitted in good faith by Wahed with a degree of care, skill, prudence, and diligence under the circumstances that a prudent person acting in a fiduciary capacity would use; (b) any loss arising from Wahed’s adherence to Client’s written or oral instructions or restrictions; (c) any act or failure to act by Custodian to which Wahed directs transactions for Accounts, or by any other third party;(d) the loss or failure or delay in performance of any obligation under this Agreement arising out of or caused, directly or indirectly, by circumstances beyond Wahed’s reasonable control, including, without limitation, acts of God, earthquakes, fires, floods, wars, terrorism, civil or military disturbances, sabotage, epidemics, riots, interruptions, loss or malfunctions of utility, telecommunications, computer software or hardware, transportation or communication service, accidents, labor disputes, acts of civil or military authority, governmental, regulatory authority or securities exchanges actions, the inability to obtain labor, material, equipment, or transportation and a custodian refusing to act on Wahed’s instructions; or (e) any indirect, special, incidental, or consequential damages. Client shall indemnify and defend Wahed and Wahed’s directors, officers, shareholders, employees and affiliates and hold them harmless from and against any and all claims, losses, damages, liabilities and expenses, as they are incurred, by reason of any act or omission of Client or dealer or any custodian, dealer, agent or other third party selected by Wahed in a commercially reasonable manner or selected by Client. Under certain circumstances, federal and state securities statutes impose liabilities on persons who act in good faith, and therefore, nothing in this Agreement will waive or limit any rights that Client may have under those statutes.
Legal Proceedings. Client agrees that Wahed will not advise or act for Client in any legal proceedings, including bankruptcies or class actions, involving securities held or previously held by Client in the Accounts or by issuers of securities.
Wahed’s Registration Status. Wahed is a licensed as Capital Markets Services Licence with the Securities Commission and may also, from time to time, become registered in other jurisdictions as required by law. Registration does not imply a certain level of skill or training.
Independent Contractor. Wahed is and will hereafter act as an independent contractor and not as an employee of Client, and nothing in this Agreement may be interpreted or construed to create any employment, partnership, joint venture or other relationship between Wahed and Client.
Client Representations and Warranties.
1. Client represents and warrants to Wahed and agrees with Wahed as follows:
  1. Client has the requisite legal capacity, authority and power to execute, deliver and perform his or her obligations under this Agreement. This Agreement has been duly authorized, executed and delivered by Client and is the legal, valid and binding agreement of Client, enforceable against Client in accordance with its terms. Client’s execution of this Agreement and the performance of his or her obligations hereunder do not conflict with or violate any obligations by which Client is bound, whether arising by contract, operation of law or otherwise.
  2. Client is the owner or co-owner of all cash and securities in the Account, and there are no restrictions on the pledge, hypothecation, transfer, sale or public distribution of such cash or securities.
  3. Client acknowledges that a Plan may include only a single ETF for each asset class within the Plan, with each ETF playing a necessary role in the overall investment strategy and, therefore, Client understands and acknowledges that there can be no exclusions or restrictions of ETFs recommended as part of the Plan.
  4. Client will provide Wahed with complete and accurate information about Client’s identity, background, net worth, investing timeframe, other risk considerations, any securities from which Client may be or become legally restricted from buying or selling, as requested, and other investment accounts, as requested, in the Investment Profile and will promptly update that information as Client’s circumstances change.
  5. Client agrees to use Wahed solely for Client’s personal, non-commercial use, and not in connection with any competitive analysis (as determined by Wahed).
2. Client will deliver to Wahed evidence of Client’s authority on Wahed’s request and will promptly notify Wahed of any change in such authority, including but not limited to an amendment to Client’s organizational, delegation or formation documents that changes the information Client provides to Wahed on opening the Account. Clients shall inform Wahed of any event that might affect this authority or the propriety of this Agreement. Wahed shall not be responsible for any claims or damages resulting from such reliance or from any change in the status of the relationship between Clients who have entered into this Agreement.
3. Client covenants that it will abide by all present and future applicable anti-money laundering and anti-terrorist financing laws, regulations and related securities commissions or regulators’ rules and governmental guidance (the “AML Rules”). Client further covenants that it will, upon request, provide to Wahed any documents and information that Wahed may require to comply with the requirements of the AML Rules.
Death or Disability. This Agreement shall terminate only as expressly provided herein or on receipt by Wahed of written notice of the death, incapacity or dissolution of Client.
Assignment. This Agreement is binding and for the benefit of the parties to Agreement, their successors, and permitted assigns, except that this Agreement may not be assigned by either party without the consent of the other party. Client shall be deemed to have provided prior written consent to an assignment of this Agreement if Client does not object to the assignment in writing within thirty (30) days of receiving notice of such assignment.
Amendment. This Agreement may not be amended by either Client or Wahed without the prior written consent of the other party. Client shall be deemed to have provided prior written consent to an amendment of this Agreement (including the Schedules hereto) if Client does not object to the amendment in writing within thirty (30) days of receiving notice of such amendment. In the event that Client does not consent to any amendment to this Agreement proposed by Wahed in accordance with this Section 29, Wahed shall have the right, but not the obligation, to terminate this Agreement immediately in accordance with Section 19 of this Agreement.
Captions. The captions in this Agreement are included for convenience of reference only and in no way define or limit any of the provisions hereof or otherwise affect their construction or effect.
Governing Law. This Agreement is governed by and construed in accordance with the laws of Malaysia.
Notices; Electronic Consent.
1. Client hereby agrees and consents to have Wahed deliver or make available electronically all current and future account statements, notices (including privacy notices), letters to Client, regulatory communications and other information, documents, data and records related to the Account (collectively, “Account Communications”). Client acknowledges and agrees that electronic communication from Wahed will include, among other things, email delivery, and/or the electronic communication of Account Communications pertaining to Client via Wahed’s website and Client acknowledges and agrees that such email delivery and electronic provision shall be deemed delivery. Client acknowledges and agrees that is Client’s affirmative obligation to notify Wahed in writing of any changes to Client’s email address. With respect to e-mail delivery of Account Communication, Client understands that e-mail messages may sometimes fail to transmit properly, including being delivered to SPAM folders. Client further understand that it is responsible for ensuring that any emails from Wahed are not marked as SPAM and that Wahed is responsible only to the extent that it sends e-mail messages to Client’s e-mail address of record. Regardless of whether or not Client receives an e-mail notification, Client agrees to check Wahed’s website on a regular basis for current information and to avoid missing any information that is time- sensitive.
2. Wahed shall not be liable for any interception by any third party of Account Communications. Client acknowledges and agrees that, although Wahed will not charge additional amounts for electronic delivery, Client may incur charges from its internet service provider or other third parties in connection with the delivery and receipt of Account Communications delivered electronically. In addition, Client understands that there are risks associated with electronic delivery of Account Communications, including the risk of system outages or interruptions, which risks may, among other things, inhibit or delay Client’s receipt of Account Communications.
3. Through Wahed’s website, Client will have access to an archive of all documents received via electronic delivery for a period of seven (7) years after the last transaction was executed.
4. Subject to the terms of this Agreement, Client may revoke or restrict consent to electronic delivery of Account Communication at any time by notifying Wahed in writing of Client’s intention to do so. Client understands that it has the right to request paper delivery of any Account Communication that the law requires Wahed to provide to Client in paper form. Client understands that if it revokes or restricts consent to electronic delivery of Account Communications or requests paper delivery of the same, Wahed, in its sole discretion, may: (i) charge Client a reasonable service fee for the delivery of any Account Communications that would otherwise be delivered to Client electronically, and/or (ii) restrict or close the Account. Client understands that neither the revocation or restriction of consent, request for paper delivery, nor Wahed’s delivery of paper copies of Account Communications will affect the legal effectiveness or validity of any electronic communication provided while Client’s consent is in effect.
5. Client’s consent to receive electronic delivery of Account Communications will be effective immediately and will remain in effect unless and until either Client or Wahed revokes consent per Section 32(d) above. Client understands that it may take up to three (3) business days to process a revocation of consent to electronic delivery. Client acknowledges that it may receive electronic notifications until such consent is processed.
6. Client understands and confirms that in order to access, view, and retain Account Communications from Wahed, Client must have: (i) access to an up-to- date internet browser in order to access the Account, or if accessing through a mobile application, one of the following mobile operating systems: Apple iOS 6.0 or later or Android OS 2.3 or later; (ii) local, electronic storage capacity to retain Account Communications and/or a printer to print them; (iii) a valid e-mail account and software to access it; (iv) an up-to-date device or devices including but not limited to a computer, tablet, or smartphone suitable for connecting to the internet and downloading or accessing websites; and (v) software that enables Client to view files in the Portable Document Format (“PDF”).
Miscellaneous. If any provision of this Agreement is or should become inconsistent with any law or rule of any governmental or regulatory body having jurisdiction over the subject matter, the provision will be deemed to be rescinded or modified in accordance with any such law or rule. In all other aspects, Agreement will continue and remain in full force and effect. No term or provision of Agreement may be waived or changed except in writing signed by the party against whom such waiver or change is sought to be enforced. Wahed’s failure to insist at any time on strict compliance with this Agreement or with any terms of this Agreement or any continued course of such conduct on its part will not constitute or be considered a waiver by Wahed of any of its rights or privileges.

This Agreement contains the entire understanding between Client and Wahed concerning the subject matter of this Agreement.
Electronic Signature. Client consents and agrees that his or her use of a key pad, mouse, or other device to select an item, button, icon, or similar act/action while accessing or making any transactions regarding any agreement, acknowledgment, consent, terms, disclosures, or conditions constitutes Client’s electronic signature, acceptance, and agreement under the Digital Signature Act 1997 including other applicable regulations and guidelines from time to time and that such electronic signature will meet the requirements of an original signature as if actually signed by Client in writing. Further, Client agrees that no certification authority or other third-party verification is necessary to the enforceability of his or her signature or any resulting contract between Client and Wahed. At the request of Wahed, any electronically signed document must be promptly re-executed in original form by Client who executed the electronically signed document. No party hereto may raise the use of an electronic signature as a defense to the enforcement of this Agreement or any amendment or other document executed in compliance with this section.

BY: Wahed Technologies Sdn Bhd (formerly known as Wahed Robo Advisor Sdn Bhd)