Regulatory Status

Dhabi Ltd. (“we”, “us”, “Dhabi”) is an Authorised Person holding financial services permission number 200020 from ADGM Financial Services Regulatory Authority (“FSRA”), incorporated as a private company limited by shares, having registered number 000008347, with its registered office at floor 9, Al Sarab Tower, ADGM Square, Al Maryah Island, Abu Dhabi, United Arab Emirates.

We are a wholly owned subsidiary of Finance House – PJSC, incorporated as a public joint stock company under the federal laws of the United Arab Emirates and laws of the Emirate of Abu Dhabi with commercial license number CN-1002115, having its principal address at P.O. Box 7878, Abu Dhabi, United Arab Emirates.

Introduction

This document, as amended or supplemented, from time to time (the “Terms”) contains general terms, conditions, disclosures, for Accounts and Services selected by you as customers of Dhabi Ltd. (“you”, “Customer”) and constitutes an agreement between Dhabi and the Customer and supersedes all previous drafts, discussions and negotiations, whether oral or written, between them in connection with the opening of Accounts and receipt of Services.

Definitions:

Account (s)

means the account(s) whether personal or business in which you hold with us that are subject to these Terms and any Additional Terms that we may agree from time to time.

Additional Terms 

has the meaning given to it under clause 1.2 below.

ADGM

means the Abu Dhabi Global Market.

Applicable Law

Means: (a) the laws, regulations and rules of the ADGM (including but not limited to any rules and regulations issued by the FSRA and any ordinance, rule, decree, voluntary code, directive, sanction regime applicable in the ADGM); (b) published and gazette laws of the United Arab Emirates (including the Federal laws and the laws of Emirate of Abu Dhabi), as may be applicable in the ADGM, from time to time; and (c) any other laws, statutes, legislations, regulations and rules that may apply to the Services, from time to time.

Approved Third Party Platform

means any electronic channel, which: (i) is provided by a party other than us; (ii) is designed to deliver certain services to its users; and (iii) has been approved by us as a digital platform.

Authorised User

means any user authorised by you to manage, in whole or in part, your relationship with us.

Business Day

means Monday to Friday from 8 AM to 5 PM excluding any day in the UAE that is officially declared as a bank holiday, unless otherwise stipulated.

Minimum qualification criteria

Shall mean the minimum qualifications which you must meet and continue to meet in order to open and maintain an account with, or receive any services from, Dhabi. Information regarding the current qualification criteria will be made available during your onboarding process. Dhabi reserves the right to amend these criteria at its sole discretion, including as deemed necessary to comply with Applicable Laws, subject to providing prior notice to the customer.

Channels

means all the channels through which the Services and Third-Party Services will be offered to customers including but not limited to Digital Platform.

Digital Platforms

Any platform employed by Dhabi to deliver the Services, including but not limited to the Mobile Banking App and any other digital medium. These platforms serve as Channels through which Dhabi conducts Services, enabling customers to access and engage with the provided functionalities and offerings.

IBAN

means the International Bank Account Number allocated to your Account.

Liability

means any claims, demands, losses, damages, liabilities, actions, suits, proceedings, costs and expenses (including legal and any other professional advisers’ fees) and any other liability of whatever nature or description howsoever arising.

Mobile Banking

means the facility provided by us which allows you to access Account information, make funds transfers and access services we may provide on your mobile device via our Mobile Banking App as well as Third Party Services.

Mobile Banking App (App)

means our mobile application, as may be introduced, replaced, updated, upgraded or modified from time to time, which allows you to access Account information and services using your mobile device.

State

Means the UAE excluding Dubai International Financial Centre (DIFC) and ADGM.

Schedule of Fees

means the details of interest, fees, costs and other charges which may apply to your Account or the Services, we may provide you from time to time. Our Schedule of Fees is published on our website www.dhabi.com or you can request a copy from us at any time.

Services

means the suite of banking services provided by Dhabi, including and not limited to the financial products, features, functionalities, and offerings made available through the Channels.

Telephone Banking

means the facility provided by us which allows you to access Account information, make funds transfers and access any other services that we may provide via the telephone.

Third Party Services

means any services provided by a third party whether directly or indirectly, in connection with the Accounts or the Services in relation thereto.

Third Party Provider

means any third-party provider providing Third Party Services.

UAE

means the United Arab Emirates, and “Emirate” means any one of the seven emirates.

USD

means US Dollars.

Website

means www.dhabi.com

1. Introduction:

1.1. Who are we

We are an innovative digital bank incorporated in ADGM and licensed / authorised and regulated by the FSRA to undertake the regulated activity of, amongst others, Accepting Deposits and Providing Credit (each as defined in the FSRA), pursuant to our financial services permission number 200020. Details of our regulatory status, including our licenses / authorisations are available on the public register of the FSRA available at https://www.adgm.com/public-registers/fsra.

As part of our Services and Account offering, we offer a diverse range of services including USD current and savings accounts, fixed deposit accounts.

1.2. Applicability of these Terms

The terms are effective: (a) on the date on which you receive the Terms; and / or (b) when we communicate with you by email or written notice that we have accepted your application, in relation to the Accounts you wish to open with us and Services you wish to avail from us; and/or (c) when you use, or agree to use, any of the Services provided under this Agreement.

These Terms shall apply throughout your banking relationship with Dhabi. We may, from time to time enter into additional terms regarding specific types of Accounts and Services that are subject to the Terms (“Additional Terms”).  Use of an Account or Service constitutes an acceptance of the relevant Additional Terms.  In addition to Terms and Additional Terms, the Accounts and Services are subject to other Account and / or Service-related documentation, including classification notices, account mandates and application forms (together the “Account Documents”).

It is important that you read and understand these Terms and any applicable Additional Terms.

Dhabi will use electronic means to contract with you. This means you will accept Terms and any Additional Terms and provide instructions through electronic means that are acceptable to us. Such electronic means will be binding on both of us as if such contract, terms, or instructions were executed, agreed upon, and accepted in hard copy and signed in wet ink.

You have to meet the Minimum Qualification Criteria in order to open an Account with Dhabi. To the extent Dhabi is required to classify you under the provisions of FSRA Conduct of Business Rulebook (“COBS”), Dhabi will issue customer classification notices separately, and in such cases the classification notice would form part of the Account Documents, to which the Accounts and Services shall be subject to.

You may be required to complete additional steps to use our Services or access the Accounts and to provide consent electronically of any Additional Terms. You understand that such consent will be binding on you. Please read and acquaint yourself with section 2 which further sets out how we will contract with you.

By applying to open an Account, use the Digital Platform or effecting a transaction on an Account, or requesting or using a Service, you will be deemed to have accepted these Terms and the applicable Additional Terms and you agree to be bound by them.

To the extent there is any conflict between these Terms and any Additional Terms, the relevant Additional Terms will prevail.

If you fail to comply with any of the Account Documents or fail to meet the Minimum Qualification Criteria, we have the right to disable your Account and block your access to our Services.

1.3. Changes to Terms and Additional Terms

Dhabi may at any time, without your consent, vary or replace the Terms, the Additional Terms or any other Account Document. Any such variation or amendments will be published on our Website and we will notify you electronically, fourteen (14) days ahead of effecting any such variation.

Any amendment or replacement will be effective from the date specified by Dhabi, subject to the fourteen (14) days referred to in the preceding paragraph.

By continuing to access or operate an Account or use a Service, you will be deemed to have accepted the Terms and any Additional Terms applicable to that Account or Service as in force at the relevant time.

If Dhabi vary these Terms or any Additional Terms and you (a) do not agree to such changes and (b) notify us within thirty 14 days of notice of such change being given to you, you may request the closure of the affected Account or termination of the affected Service provided no outstanding Liabilities are due to us, such request may be made without charge.

1.4. Availability of Services

Access to Accounts and provision of Services will be provided through the Channels, which we may be able to offer from time to time at our sole discretion. Such Channels will be subject to Additional Terms. You agree and acknowledge that these Channels may be subject to maintenance and technical issues, at which time you may not be able to access your Accounts or utilize Services. Where the potential disruption is because of scheduled maintenance, you will get an SMS notification prior to any maintenance occurring.

The availability of the Services through the Channels or otherwise will be at our sole discretion subject to satisfaction of certain eligibility criteria and provisions of any other information we require in accordance with the Applicable Laws. You must complete, submit, sign and/or accept all forms, mandates, schedules, documents and agreements required by us in relation to a Service. We may refuse to provide a Service or suspend or withdraw the availability of a Service. We will endeavor to provide our reasons for any such refusal or discontinuation where permitted under Applicable Law.

When issuing Instructions, you are required to follow the Dhabi’s security procedures as communicated to you by Dhabi from time to time, including the procedures set forth herein, and shall be bound by such security procedures for use of the Service. Upon receipt of an Instruction, Dhabi will use the security procedures to verify that the Instruction is effective as that of the Customer. A security procedure may require the use of algorithms or other codes, identifying words or numbers, encryption, or similar security devices.  It is understood that the purpose of the security procedure is to verify the authenticity of, and not to detect errors in, Instructions. You shall safeguard the security procedure and make it available only to persons that it has authorized.  Any Instruction, the authenticity of which has been verified through such a security procedure, shall be effective as that of the Customer, whether or not authorized.

Unless agreed in writing to an alternate security procedure, Dhabi may verify the authenticity of verbal or written (including those transmitted by facsimile) funds transfer Instructions by telephonic call-back to an Authorised User. The Customer agrees that this security procedure is commercially reasonable for such Instructions.

If Dhabi receives an Instruction in the name of the Customer by means of any of the Channels, then Dhabi may rely on authentication procedures established by such Channel as the security procedure.  Any such Instruction shall be deemed to have been given by an Authorised User and shall be effective as that of the Customer, whether or not authorized.  By using a Channel to provide Instructions to Dhabi, you agree that this security procedure is commercially reasonable for such Instructions.

1.5. Dhabi Charges and Fees

All information with respect to interest rates, fees, costs and charges will be stipulated in our Schedule of Fees (made available on our Website at (www.dhabi.com) which apply at the time that you accept these Terms and throughout your banking relationship with us.

2. Methods of Communication

2.1. Contacting Dhabi

You can contact Dhabi using any of the methods set out below:

• by email to support@dhabi.com;
• by telephone on (+971) 619 4444;

2.2.    Communications and Instructions

Dhabi will contact you using the contact details you provide to us. This may involve reaching out to you via mail, email, SMS, or telephone. It is of utmost importance that you verify the accuracy of your contact details. In the event of any changes to your contact information, it is imperative that you promptly inform us. Failure to do so will absolve us of responsibility in case you fail to receive crucial information, notices, or other important communications from our end.

Please note that Dhabi will record telephone conversations between Dhabi and you (and any of your authorised, connected or affiliated persons) for the purposes of evidencing instructions, quality of service, ascertaining compliance with regulatory practices or procedures, where obliged by applicable regulations or otherwise for Dhabi’s internal records. Such recordings may take place without the use of a warning tone or any other further notice. They will be Dhabi’s sole property and accepted by you as evidence of instructions given. You warrant that you have made all reasonable efforts to inform every person who may use your telephone system as set out in this paragraph that such telephone conversations will be recorded.

You may submit instructions to us via any Digital Platform acceptable to us (“Instructions”). Instructions are irrevocably and unconditionally binding and are made at your sole risk and responsibility.

Dhabi is entitled (but not obliged) to act upon or rely on any Instructions even if made fraudulently and even if they conflict with the terms of any other instructions or mandates given by you at any time. We may delay or refuse to carry out an instruction if we have any concerns about the content, validity or authenticity unless this is resolved to our satisfaction.

You agree that Instructions may be recorded, replicated and/or stored for the purposes of evidencing such instructions, quality of service, ascertaining compliance with regulatory practices or procedures, where obliged by applicable regulations or otherwise for Dhabi’s internal records. Such recordings may take place without any other further notice. They will be Dhabi’s sole property and accepted by you as evidence of Instructions given.  

Dhabi is authorized to accept, act and rely upon, and treat as valid and accurate all Instructions and are under no obligation to:

• verify the authenticity or validity of any Instructions;
• verify the identity or authority of any person giving an Instruction;
• verify the authenticity of any signature(s) on any Instruction; or
• seek your prior approval before acting on any Instruction.

Dhabi may, in its absolute discretion, take steps to ascertain the validity, authenticity and origin of any instruction.

You are solely responsible for the accuracy and completeness of all of your Instructions (including those sent by your Authorized Users) to us. We are not liable for any error, omissions, mutilation, interruption or delay occurring in the transmission of such instructions.

After an Instruction has been submitted, we may not be able to process a request for the cancellation, reversal or amendment of a prior Instruction. In the event that you request us to cancel or modify any Instruction for whatever reason, we will make all reasonable efforts to comply with your request. However, we are not liable for any failure to cancel or modify the Instruction if such a request is received at a time or under circumstances that render us unable to comply with your request.

All Instructions received by us will be subject to cut-off times and daily limits prescribed by us from time to time and disclosed to you in accordance with Applicable Law. We may change such cut-off times and daily limits in accordance with Applicable Law. We accept no responsibility for any delay in effecting a transaction due to time constraints, time differences between regions or regional holidays.

You may issue an Instruction requesting us to forward certain information to third parties on your behalf. If we agree to act on such a request, this will be subject to ADGM Data Protection Regulations 2021. We will use reasonable efforts to forward any such information to the recipient and address specified in the relevant Instruction within a reasonable time of receipt of such Instruction. You must ensure the information you ask us to forward is complete, accurate and will not give rise to any claim against us (including without limitation any claim in defamation, in relation to privacy or for infringement of any other third-party rights).

Each such third party is authorized by you to receive the requested information in relation to your Account or Services that you may avail. For clarification, we will not act on the instructions of such third-parties, including any instructions to initiate payments and transfers against an Account, and to access and receive balance and transaction information (including account statements, information reporting and transaction advices) unless agreed in writing between you and us.

You acknowledge and accept the risk that Instructions may be intercepted, monitored, amended, corrupted, contain viruses or be otherwise interfered with by third parties and acknowledge and agree that we are not liable for damages or losses caused by any of these factors, except to the extent such losses or damages are the direct result of the Dhabi’s gross negligence or willful misconduct. You waive any and all claims in respect of any losses arising from the same.

2.3. Language

English is the language of communication used by Dhabi. We will exclusively send all communications in English and make every effort to engage with you in this language.

3. Accounts

3.1. Opening an Account with Dhabi

Dhabi may offer different types of Accounts, each with different features as further described in section 3.4 below and any applicable Additional Terms relating to such Account. You may open one or more Accounts, subject to our completion of customer due diligence, to our satisfaction, in accordance with the Applicable Laws.

To open an Account, you must satisfy the Minimum Qualification Criteria together with the applicable eligibility criteria for that type of Account and submit to Dhabi all required forms, information, and documents reasonably requested by us and in a form acceptable to us.

You must be 18 or over to open an Account with Dhabi. When you ask us to open an Account, we will ask you for some information to comply with: (a) customer due diligence requirements applicable to us under Applicable Laws, including FSRA’s Anti-Money Laundering and Sanctions Rules and Guidance; and (b) our internal policies and procedures. Such information may include information about the source of funds that will be held by us. We do this for a number of reasons, including checking your identity, and to meet our legal and regulatory requirements. When we have the information we need, to our satisfaction we will open your account.

You cannot:

• Use Dhabi account to receive funds in AED or funds from within the State;
• Use Dhabi personal account for business purposes;
• Use Dhabi business account for personal purposes;
• Join personal and business accounts.

If you want to use Dhabi Account for business purposes, you will need to apply for a Dhabi business Account or vice-versa.

3.2. Information on payments into and out of your Account

3.2.1. You can check all payments into and out of your Account through the Mobile Banking App. We will not make any changes to your Account information. It will be available to you through the App while you are a customer. If you need to keep a copy of the information after your Account is closed, you will need to download it while your Account is still active. You can download this information from the App at any time.

3.2.2. We will send a push notification to your mobile device each time a payment goes into or out of your Account. You can turn off these notifications, but if you do, you should regularly check

your payments through the Mobile Banking App. It’s important that you know what payments into and out of your Account, so we recommend that you do not turn off notifications.

3.3. Types of Payments

3.3.1. Transfer instructions

You may issue funds transfer Instructions against Accounts, subject to our acceptance.  Funds transfer Instructions will be received, processed and transmitted only on the Dhabi’s funds transfer business days, and within Dhabi’s established cut-off hours on such days. Instructions requesting cancellation or amendment of funds transfer Instructions must be clearly marked as such and received at a time and in a manner affording Dhabi a reasonable opportunity to act on the cancellation or amendment Instruction. You may reverse, amend, cancel or revoke any Instructions only with the consent of Dhabi and, if applicable, the beneficiary’s bank. Dhabi will debit the Account for the amount of each funds transfer Instruction accepted by Dhabi, and you authorize Dhabi to debit the Account for, or deduct from the amount of the funds transfer, all associated fees, including debit and credit processing charges.  In processing a funds transfer, other banks may deduct fees from the funds transfer. No restrictions upon the acceptance of funds transfer Instructions by Dhabi or upon the Accounts that Dhabi may debit shall be binding unless agreed to by Dhabi in writing.  Dhabi shall not be required to inquire into the circumstances of any transaction.

3.3.2. Instructions

Notwithstanding any Instructions by you to the contrary, Dhabi reserves the right to use any funds transfer system and any intermediary bank in the execution of any funds transfer Instruction and may otherwise use any means of executing the funds transfer Instruction that Dhabi deems reasonable in the circumstances.

3.3.3. Inconsistency

Dhabi and other financial institutions, including the beneficiary’s bank, may rely upon the identifying number of the beneficiary, the beneficiary’s bank or any intermediary bank included in a funds transfer Instruction, even if it identifies a person different from the beneficiary, the beneficiary’s bank or intermediary bank identified by name.

3.3.4. Foreign Exchange

If Dhabi accepts a funds transfer Instruction issued in your name for payment in a currency (the “Foreign Currency”) other than the currency of the Account (the “Account Currency”), Dhabi is authorized to enter into a foreign exchange transaction to sell to you the amount of Foreign Currency required to complete the funds transfer and debit the Account for the purchase price of the Foreign Currency. If Dhabi receives a payment to the Account in a Foreign Currency, Dhabi is authorized to purchase the Foreign Currency from you and to credit the purchase price to your Account in lieu of the Foreign Currency.

The applicable foreign exchange rate and spread for any of the foregoing transactions shall be determined by Dhabi in its sole discretion and may differ from foreign exchange rates and spreads at which comparable transactions are entered into with other customers or the range of foreign exchange rates or spreads at which Dhabi otherwise enters into foreign exchange transactions on the relevant date. Dhabi may generate additional profit or loss in connection with Dhabi’s execution of a foreign exchange transaction or management of its risk related thereto in addition to the applicable spread. Further, (i) Dhabi may execute such foreign exchange transactions in such manner as Dhabi determines in its sole discretion; and (ii) Dhabi may manage the associated risks of Dhabi’s own position in the market in a manner it deems appropriate without regard to the impact of such activities on you. Any such foreign exchange transaction will be between Dhabi and the Customer as principals, and Dhabi will not be acting as agent or fiduciary for the Customer.

Notwithstanding any prior action or course of dealing, subject to Applicable Law, Dhabi has no obligation to cancel, reverse or otherwise buy back foreign currencies purchased by you under a Service and Dhabi makes no commitment to buy back currencies. You acknowledge that it may not be able to sell back certain foreign currencies once purchased.

3.3.5. Transferring money between Accounts in Dhabi

Instant transfers: You can send money to, and receive money from, other Dhabi’s accounts. We call these sorts of payments Instant Transfers. All Instant Transfers are received immediately. You can make an Instant Transfer to another Dhabi user’s account by entering the account number details, or by using any other method we provide to identify them and following the prompts.

3.3.6. Transferring money to other Bank accounts

It’s easy to transfer funds to your or someone else’s bank account. Just enter the sort code and account number (or, for international payments, the IBAN) of the account you are sending money to in the App and follow the prompts. We may need to ask for other information as well.

3.3.7. Transferring Money from a State Account

Please note that Dhabi cannot accept inward funds originating from within the State. Any attempts to transfer money from an account located in the State to your Dhabi Account will be rejected.

3.4. Know your customer (“KYC”)

Dhabi is required under FSRA Anti-Money Laundering and Sanctions Rules and Guidance to undertake customer due diligence, as is required under its provisions. Accordingly, we may ask you to provide ‘know your customer’ or ‘KYC’ information and documents for this purpose, from time to time both when you open your Account and throughout your relationship with us.

You agree to provide us with all information and documents that we may request for the purpose of complying with our customer due diligence obligations under the AML or as we may require pursuant to our internal policies and procedures. You also agree to inform us of any changes in your KYC information or documents provided to us when you opened your Account and to provide any updated information or documents that we may request.

This information may include, amongst other things, information on your identity, your place of domicile, residence, citizenship and your source of wealth. We may also request certain other documents, including for example, your passport, your Emirates ID, your Resident ID, Tax Identification document or other identification documents. Additionally, body corporates may be required to provide their constitutional documents, as well as details of their shareholding, ultimate beneficiary ownership and authorised signatories. The nature of the information that may be requested, as provided for in this paragraph is indicative (and for reference purposes only). This does not limit our rights to request any further information.

You acknowledge that if you do not provide the information requested in a timely manner, or if you do not provide or withdraw any consents that we may need to process, transfer or disclose your information for the purposes of enabling us to meet our obligations, or if we have suspicions of financial crime or an associated risk, we may be unable to provide, or continue to provide, your Account and reserve the right to end our relationship with you and we may transfer or close your Account where permitted under the law. Additionally, you agree and acknowledge that Dhabi may need to share / disclose information in relation to you and your Account (including Services that may be made available to you) to the relevant regulations and judicial authorities, as may be required under Applicable Laws. You consent to such sharing and disclosure of information.

Currency

Accounts are opened only in USD. 

Any instructions or transactions on an Account other than in the currency of the Account may incur a charge which will be disclosed to you in accordance with Applicable Law.

Where an Account provides an ability to interest, such interest earned or charged on a balance in an Account will be payable in the currency of that Account. Interest rates may be positive (in which case interest will be earned on that Account) or negative (in which case, interest will be charged to the Account). You understand that not all accounts will have the ability to provide interest.

We will, at all times, be entitled to convert any amount in a currency other than the currency of an Account into the currency of that Account.

Subject to clause 3.3.4, all foreign currency exchange rates will be at our exchange rates prevailing at the time the relevant foreign currency transaction is affected by us as disclosed to you in accordance with the Applicable Law. We reserve the right to charge fees and/or commission on any such conversions, details of which fees and charges shall be referred to in our Schedule of Fees.

3.5. Types of Accounts

3.5.1. Current Account

General Overview

A Current Account (the “Current Account”) exclusively facilitates online transfers for daily transactions. Credit balances on a Current Account will not bear any interest unless expressly specified in the applicable Additional Terms.

Eligibility and Requirements

You can apply to open a Current Account if you meet the Minimum Qualification Criteria and relating to Current Accounts available on our Mobile Banking App. You are required to maintain a minimum balance in your Current Account to remain active, as specified in the relevant KFS.

Account Management

You can manage your Current Account using the Mobile Banking App, noting that any transfer of funds to and from your Current Accounts shall be subject to Clause 3 above.

Account Limit

You can have up to four (4) Current Accounts.

Specific Terms

If there are any Additional Terms that apply to your Current Account, in addition to these Terms, you should read such Additional Terms carefully and contact us if you need help in understanding anything.

3.5.2. Savings Account

General Overview

A Savings Account (the “Savings Account”) is an interest-bearing account allowing transfers solely through online transfers, suitable for day-to-day transactions.

Availability and Currency

Savings Accounts are currently available only in USD. You can have up to four (4) Savings Accounts.

Eligibility and Requirements

You can apply to open a Savings Account if you meet the Minimum Qualification Criteria. You are required to maintain a minimum balance in your Account to remain active, as specified in the relevant KFS.

Account Management

You can manage your Savings Account using Mobile Banking noting that any transfer of funds to and from your Savings Accounts shall be subject to Clause 3 above. Any fees or charges applicable to the use of Savings Account will be shown on the screen before you utilize such Services.

Fixed Deposit Certificates

You can issue a fixed deposit certificate through the Mobile Banking App. The numbers and volumes mentioned within the certificate will be as of the end of the previous day.

Account Closure and Restrictions

You understand and agree that we may, at our sole discretion, need to close or restrict your Account. This can happen if we are reasonably concerned about your Account security or if required by Applicable Law. To the extent we restrict your account with this provision, we are not liable to disclose the reasons for such disclosure. We will also notify you as soon as your account is unrestricted. If your Account is closed, your balance will immediately be moved to your Current Account. You will receive a document within 30 days of closure detailing any deposits, withdrawals, and interest earned on your Savings Account in the previous 12 months.

Fees and Charges

We will always display any applicable fees, charges and costs on the screen before you add money to your Savings Account. Such fees and charges shall be referred to in our Schedule of Fees as well.

Specific Terms

If there are any Additional Terms that apply to your Savings Account, in addition to these Terms, you should read such Additional Terms carefully and contact us if you need help in understanding anything.

3.5.3. Term/Fixed Deposit Account

General Overview

A Term Deposit Account (the “Term Deposit Account”) is a cash deposit account established for a duration agreed upon between Dhabi and you.

Interest Rate and Calculation

A Term Deposit Account will bear interest at the rate and be calculated in the manner specified in the Schedule of Fees.

Fixed Deposit Certificates

You can issue a fixed deposit certificate through the Mobile Banking App. The numbers and volumes mentioned within the certificate will be as of the end of the previous day.

Early Withdrawals

Withdrawals of all or any part of a term deposit prior to the agreed maturity date are subject to conditions determined by us. You acknowledge and accept that any early withdrawal of a term deposit may result in the application of penalties, as specified in the Schedule of Fees.

3.6. Using an Account

The Account must be used in accordance with the Account Documents and Applicable Laws.

You must satisfy any applicable minimum balance requirements as determined by Dhabi and notified to you from time to time. You understand that Dhabi may impose fees if such a minimum balance is not maintained. Details of any such fees shall be reflected in the Schedule of Fees.

To use an Account, you must designate Authorised Users:

• If you are a legal entity, you must designate Authorized Users to manage your relationship with us, including operating and maintaining Accounts, using Services and giving instructions on your behalf. You must complete all forms and submit all other documentation required (from time to time) by us for this purpose.
• If you are a natural person, you may designate Authorized Users with authority to operate and maintain Accounts, use Services and give instructions on your behalf. You must complete all forms and submit all other documentation required (from time to time) by us for this purpose.

You must inform us, without delay, on an ongoing basis, of any changes in authority or status with respect to the Authorized Users you have designated to operate the Account and/or use Services on your behalf.

You are responsible for verifying the identity of each Authorised User. You will ensure the Authorised Users only use the Services in accordance with Account Documents and Applicable Laws.

Dhabi is authorized to rely on any document or designation that identifies a person authorized to act on behalf of you as Authorised User with respect to the Accounts and Services, until the authority for such Authorised User is withdrawn by you upon written notice to us, and we have had a reasonable opportunity to act on such notice. You will provide a specimen signature for Authorised Users in the manner requested by us.

Each Authorised User is independent of us and, subject to any written limitation provided by you and received and accepted by us, is authorized on your behalf to: open, operate and close Accounts; as permitted by Dhabi; appoint and remove Authorised Users; execute or otherwise agree to any form of agreement relating to the Accounts or Services, including Account Documents; execute guarantees, indemnities or other undertakings to Dhabi in relation to guarantees, letters of credit or other financial transactions, or in relation to missing documents; draw, accept, endorse or discount checks, drafts, bills of exchange, notes and other financial instruments (“Instruments”); receive materials related to security procedures; and give Instructions, including requests and payment orders, by means other than the signing of an Instrument, with respect to any Account transaction.  Without limitation, such Instructions may direct: (i) the payment, transfer or withdrawal of funds; (ii) the disposition of money, credits, items or property at any time held by Dhabi for account of the Customer; (iii) the provision of information regarding the Accounts; (v) any other transaction of the Customer with Dhabi; or (vi) the amendment or cancellation of any prior Instruction.

3.6.1. Dormant Account

If there have been no financial or non-financial transactions on your Account or Accounts other than transactions initiated by us, and we have not heard from you, for a period of 360 days, we will write to you at your registered address. If you respond indicating you wish your Account or Accounts to remain open, we will continue to treat your Account or Accounts as open.

We will notify you of our decision to consider an Account as dormant. If no response is received from you and/or no transactions are initiated by you on the Account, we may take all steps we deem necessary in accordance with our policies, OECD Common Reporting Standard (CRS), FSRA instructions and Applicable Law, (including to notify the competent authorities (including the FSRA of our decision to consider the Account as dormant, transfer amounts standing to the credit of a dormant Account or other unclaimed balances to a dormant account ledger maintained by us or the FSRA and to stop the frequency of any account statements in respect of such dormant Account). In such circumstances, amounts and balances transferred will not generate interest payments by Dhabi or the FSRA. The FSRA assumes no responsibility to you as a result of such transfer (including in relation to any claims for interest, returns or profits).

You may re-activate a dormant Account by submitting a request to us, noting that any such re-activation may be subject to Applicable Laws, including approvals and consents that may be required thereunder. Until the re-activation of a dormant Account, we may impose precautionary measures such as rejecting transactions and/or restricting access to the Account. All charges and fees due to us will continue to accrue and will remain payable by you. The details of such fees and charges shall be referred to in the Schedule of Fees.

You may make a claim for the credit balance held in a dormant account or other unclaimed balances held by us by contacting us. We may request certain documentation from you to verify your identity in order to pay such amounts to you. You understand and agree that any such payment shall be subject to Applicable Laws, including approvals and consents that may be required thereunder and payment of applicable fees and charges, as may be levied by us under the Schedule of Fees.

3.6.2. Account overdraft

Dhabi may permit overdrafts on Accounts or allow the Accounts to be overdrawn at our sole discretion, subject to these Terms and any Additional Terms applicable to such Accounts , and provided that you are qualified as a professional client Overdrafts are payable on demand so you should ensure you have sufficient funds to be able to repay when required by Dhabi.

We are not obliged to permit an overdraft on an Account to occur or continue. If we allow any overdraft to occur or an overdraft to be increased, for any reason, the amount overdrawn, together with interest, costs and other charges, will be repayable immediately upon demand by us.

Overdrafts are subject to fees and charges, as referred to in our Schedule of Fees or agreed as part of Additional Terms. We will be entitled to charge interest on any overdrawn amount at such rate as we may from time to time determine and will be calculated in accordance with the Schedule of Fees and will be debited from the Account at such intervals as we may determine. Any payment by you from an overdrawn Account will be applied by us first in settlement of interest and other charges on the overdraft and thereafter towards settlement of the principal amount of the overdraft.

We are entitled to debit your Account with the amount of any fees, charges, costs or expenses due to us, transactions accepted or made by you and to carry out any instructions relating to the Account even if doing so may cause the Account to be overdrawn or any overdraft to be increased.

3.7. Monitoring the Accounts

You must be vigilant and monitor your use of the Account. We will send an account statement for each Account to you at fixed intervals in accordance with our policies, which if you are a Retail Client will be at least monthly. You are responsible for keeping all your correspondence with us secure for future reference.

Any account statement delivered electronically will be deemed to constitute an account statement as required by Applicable Law and will, for all purposes, satisfy our obligations to deliver to you an account statement. You can view and request account statements on our Banking Mobile App.

You must review each account statement and notify us of any discrepancy within thirty (30) days of the statement date (and where you do not receive or are unable to access the account statement, such period will begin from the date you receive and are able to access the account statement after providing notice to us, failing which the account statement will be deemed to be correct (subject to our right to rectify any error) and accepted by you. You may not thereafter raise any objections to the account statement and the account statements maintained by us as to the status of your Accounts will be conclusive and binding on you.

Dhabi shall not be responsible for the reliance on balance, transaction or related information that is subsequently updated or corrected or for the accuracy or timeliness of information supplied by any third party to the bank.

It is your responsibility to notify us if you do not receive an account statement within one (1) month of the date on which the account statement should have been received or is otherwise unable to access an account statement within twenty-four hours of the date on which the account statement was received by or made available to you. Upon expiry of such period, you shall be deemed to have received and accessed the account statement. We will not be liable for your non-receipt or late receipt of account statements.

3.8. Adding money to your Account

You can add money to your Account through bank transfer. When you add money by bank transfer, you must use the account details stated in the App. When we receive the money, we will add the equivalent value to your Account.

Make sure you follow the prompts from the App carefully to avoid any delays. If the bank account that is in currency other than USD to add money to your account in another currency, your bank may charge a fee, as referred to in Clause 3.3 above.

Sometimes we might limit how much you can receive into or pay from your account. These limits can change from time to time. We will always keep you informed of any change in these limits.

3.9. Account restrictions

Please act reasonably and responsibly when using your Account, or any service we provide to you under it. You cannot use your Account or Services in the following ways, either directly or indirectly:

• in contravention with the Applicable Laws;
• for illegal purposes (for example, committing fraud);
• in a way that we reasonably believe might harm our ability to provide our Services;
• to control or use an Account that’s not yours;
• to allow anyone else to have access to or use your Account or the App; or
• to receive funds in AED or from within the State.

Please also act in a respectful way towards us and our support staff – we’re here to help you.

3.10. Termination and Close your Account

You can close your Account, and so end this Agreement, at any time by letting us know. You can do this through the App, by writing to us at our head office or by emailing us at support@dhabi.com.

You will still have to pay any charges you’ve run up. We may also charge you any cancellation fees that apply to other Agreements you have entered into with us. Please refer to Schedule of Fees.

If you, or we, close your Account, we will give you at least 60 days to withdraw the money we hold for you (unless there are reasons preventing the transfer). This means any ordinary payment limits, and fees, will also still apply. For example, any limits on the minimum value of payments that apply while your account is open will also apply when your account is closed.

If you want us to send you money in a different currency than the currency we’re holding for you, we will convert the currency using the rate that applies at the time and take our usual fee before sending the money to you, in accordance with Clause 3.3 above. If your Account has been temporarily restricted, we may not be able to close your account until we have completed our enquiries.

After the Account closure, we will hold back enough money to cover any payments that you approved before your Account was closed. You will also still owe us any money that you owed us while your Account was open.

For six years after your account has closed, you’ll be able to contact customer services at support@dhabi.com and ask them to send you the money we still hold for you. Once your account is closed you can withdraw your money in the currency you hold in your account at that point by transferring it to another bank account.

Notwithstanding the foregoing, either Dhabi or the Customer may close an Account and/or terminate a Service immediately upon written notice to the other party in the event of: (i) a breach of the Account Terms, Additional Terms or other Account Documents by the other party; (ii) the other party’s inability to meet its debts as they become due, receivership, administration, liquidation, or voluntary or involuntary bankruptcy; or the institution of any proceeding therefor, any assignment for the benefit of the other party’s creditors, or anything analogous to the foregoing in any applicable jurisdiction, or a determination in good faith by the terminating party that the financial or business condition of the other party has become impaired; (iii) a determination by the terminating party, in its sole opinion, that termination is necessary or required by applicable legal, tax or regulatory requirements, or as a result of a court or regulatory agency order or proceeding; or (iv) a good faith belief by the terminating party that the other party is engaged in activities that are inconsistent with the terminating party’s policies, provided however, that any closure and/or termination will be effective only after Dhabi has had reasonable time to act on such notice.

Dhabi shall only be required to process requests or Instructions for transactions that Dhabi reasonably estimates will be completed prior to the date of closure of the Account or termination of the relevant Service but shall not be precluded from completing a request or Instruction received by it prior to the date of the closure or termination. Any such closing or termination shall not affect the Customer’s liabilities to Dhabi arising prior to, or on, such closing or termination, all of which shall continue in full force and effect. Notwithstanding anything to the contrary in any Account Document, upon the closing of an Account, all Services linked to such Account are simultaneously terminated (unless otherwise specifically agreed to by the parties).

3.11. Insolvency Protection

In the event of our insolvency, eligible depositors of Dhabi will have priority over, and shall be paid in priority to, all other unsecured creditors of Dhabi. Safeguarding measures are in place to protect you, you (and all our other customers) would be paid out your money balances from our client money bank accounts. This process would be handled by an insolvency practitioner not by us, through the appointment of a provisional liquidator, liquidator, receiver, administrator, or trustee that is an ADGM Firm.

4.   Third Party Services

Dhabi may refer to you, make available certain Third-Party Services through our Digital Platform or otherwise provide information on Third Party Services. You agree to receive such information and acknowledge that we may receive fees from the Third-Party Providers in return for our marketing or making available to the Third Party Services on their behalf through our Digital Platform.

Third Party Services on our Digital Platform are provided subject to additional terms and conditions of the Third Party Providers and may be subject to additional fees which we will disclose to you by Third Party Providers, in accordance with Applicable Law. You agree to comply with all such additional terms and conditions. All Third-Party Services will be accepted by you “as is” at your own risk. We make no representations and provide no warranties whatsoever, expressed or implied, and we will not have any Liability whatsoever, in respect of: (i) the scope, quality, merchantability, suitability or fitness for any use or purpose of any Third-Party Services; or (ii) any offers, representations or commitments made to you by any Third Party Providers.

You agree that our role is limited to marketing or making a referral and we will not be responsible for the provision of Third Party Services or any Liability arising out of your relationship with the Third Party Providers of the Third Party Services, including for any negligence, breach of any statutory or other duty, or failure to comply with the terms and conditions of such Third Party Services, by the Third Party Provider and/or any other party associated in any way, directly or indirectly, with such Third Party Services.

You expressly acknowledge that you will only have recourse against the Third-Party Providers and you will have no right of set-off or any other recourse against us. If there is any dispute between you and the Third-Party Provider of any Third-Party Service, your obligations to us will not in any way be affected by such dispute or any opposing claim or right of set-off that you may have against such Third-Party Provider. You must raise any claims, complaints and/or disputes in relation to any Third-Party Services directly with the relevant Third-Party Providers. We will not, at any time, be deemed to be the supplier or issuer of any Third-Party Services and unless otherwise expressly stated by us, we will not be deemed to be the agent or representative of any third party providing the Third-Party Services.

You understand that Third Party Services are offered by third parties and outside of our control.

We make no promises about any Third-Party Service, including without limitation its reliability, availability or ability to meet your needs. We provide Third Party Services “as is” We cannot and do not ensure continuous availability of Third-Party Services. You understand and agree that a Third-Party Service can change or be discontinued at any time without notice to you.

5.   Additional services

Dhabi may offer you additional services at its sole discretion from time to time. Such additional services will be subject to terms and conditions and fees notified or made available to you.

6.   Administrative matters:

6.1.    Account restrictions

Subject to Applicable Law, we are entitled in our sole discretion to freeze, block transactions or put a hold on an Account or monies in an Account at any time if:

• there is any breach of Applicable Law;
• you have breached these Terms, the Additional Terms or any other Account document;
• the Account has a debit balance and in such case you will be obliged to pay us the amount of any debit balance with interest and other applicable charges as per the Schedule of Fees;
• we receive written confirmation or reasonably believe: (i) the death of the Account holder’s or legal disability (or, if you are a legal entity, confirmation of dissolution) until the relevant court appoints the legal successor; or (ii) in the case of a minor, the legal guardian’s death or legal disability;
• we receive an order from a court or other regulatory authority, having jurisdiction over us, to suspend, freeze, block or put a hold on the Account;
• we believe that funds in your Account have been obtained through unlawful means or that your Account is being used to effect suspicious transactions. Noting that in such a case, we may require you to provide any necessary documentation to verify the legality of the transactions in question;
• you do not comply with any of our requests;
• required to do so due to our policies or Applicable Law; or
• there are any other valid reasons why we consider it is necessary to do so.

We are not responsible for any loss to you arising out of any Account or transactions, as applicable, being suspended, frozen, blocked or put on hold.

We are entitled to, and you authorize us to, debit the Account (in case of insufficient balance to overdraw the Account) if we have credited any funds to the Account in error without any Liability on us. You hereby waive any right to file any claim or lawsuit against us as a result of exercising our right under this clause.

6.2. Records

As a Digital Platform, we may not maintain paper records and our records may only be in electronic form. Our records (howsoever retained) of your dealings with us, including without limitation communications, statements and transactions, will be conclusive evidence of such dealing and will be binding on you.

Any certificate issued, or decision made, by us about a matter or an amount payable in connection with these Terms or any Additional Terms will be conclusive and binding on you.

6.3. Severance

You agree that invalidity, illegality or unenforceability of any provision in these Terms will not affect or prejudice the other provisions of these Terms.

6.4. No Waiver & Assignment

A waiver by us of any provision of these Terms, the Additional Terms or other Account Documents will only be effective if given in writing, and only to the extent that it is expressly given. If we fail to exercise or delay exercising any power or right, that failure or delay will not operate as a waiver, and we can choose to exercise that power or right at a later time.

We can transfer any of our rights or obligations (in whole or in part) in relation to any Service, these Terms, any Additional Terms or other Account Documents to any third party at any time without obtaining your consent. You agree to sign or enter into any agreement or acknowledgment required by us to give effect to any such transfer, assignment or novation.

You cannot transfer any of your rights and/or obligations under an Account or in connection with any Service, these Terms, any Additional Terms or other Account Documents to any party without our prior consent.

6.5. Effectiveness and Termination

These Terms will take effect once you sign up for any of our Services and complete the onboarding process successfully. Our offering of any Service under these Terms is at our sole and absolute discretion and may be closed, suspended or discontinued, in whole or in part, temporarily or permanently at any time, for any reason. We will give you reasonable notice of any such closure, suspension or termination in accordance with Applicable Law except for Third Party Services. Please also see section 4. Where permitted by Applicable Law, we will endeavor to provide the reasons for any such closure or discontinuation.

6.6. Survival of Terms

The closure of an Account or cancellation, expiry or termination of any Service will not affect any rights or obligations which have accrued prior to such cancellation or termination, or any provisions of these Terms which are intended (whether expressly or implicitly) to survive cancellation, expiry or termination.

6.7. Liability

6.7.1. Your Liability

You will indemnify us for any losses, damages, liabilities, actions, suits, proceedings, costs and expenses (including legal and any other professional advisers’ fees) and any other Liability of whatever nature or description howsoever arising that we suffer as a result of any claims or demands brought against us in connection with: (i) your use of the Services and/or any Digital Platform use of Third Party Services; or ii) us acting on or refraining from acting on your instructions; (iii) your or Authorised Users’ actions which are inconsistent with or in breach of these Terms, Additional Terms, Account Documents or Applicable Laws and (iv) any of the Accounts or transactions (as applicable) being suspended, frozen, blocked or put on hold unless such losses or damages are a direct consequence of our gross negligence or willful misconduct.

6.7.2. Dhabi Liability

You agree that we shall not be liable for any Liability arising out of or in connection with any event outside our control including (without limitation) acts of God, war, riots, hostilities, terrorist activity, pandemic, epidemic, local or national emergency, fire, natural calamities, explosions, strikes, court orders, legal restraints, any change in any law, failure of equipment or software, technical, power, communication or network malfunction or breakdown.

You agree that we shall only be liable to you for direct loss which has been finally judicially determined to have been caused by any fraud, gross negligence or willful misconduct on our part. You also agree that we are not liable for any indirect, incidental, or consequential loss or damage, including loss of profit, howsoever caused, whether foreseeable or not and regardless of whether we have received actual or constructive notice.

We expressly exclude any liability for loss or damage which may be caused when we are acting in good faith and in compliance with these Terms and any applicable laws or where you are not acting in compliance with these Terms.

6.7.3.  Complaints

During your relationship with Dhabi, you may wish to make a complaint in respect of Dhabi Services.  We have procedures for handling your complaints fairly and promptly, and a copy of such complaint handling procedures is available, free of charge, upon request.

If you have a complaint, you may inform us through the Mobile Banking App on the service request section. Alternatively, you may use the email or telephone details available below for making any complaint or request our complaint handling procedure:

o email: support@dhabi.com
o Telephone: (+971) 619 4444

You’ll need to tell us:

• your name;
• the phone number and email address associated with your Account; and
• when the problem arose

We will look into your complaint and respond to you by email. We will communicate with you in English.

6.8. Taxes

Your tax matters are your sole responsibility.

Unless expressly provided to the contrary, all amounts expressed to be payable by you are exclusive of any applicable taxes (including but not limited to value added tax (or any equivalent tax)). We are authorised to debit any Account with, or otherwise withhold, the amount of any applicable taxes required to be charged or withheld by us. If any applicable taxes are paid by us on your behalf, we will be entitled to debit your Account for any such amount and/or you must promptly reimburse us for such payment.

You understand that we may be required by law or by agreement with applicable tax authorities, to report certain information about you including but not limited to for the purpose of compliance with Foreign Account Tax Compliance Act (FATCA) and the Common Reporting Standards (CRS) requirements (or, in the case of legal persons, your direct and indirect owners or your trustees and beneficiaries) and your relationship with us, including information about the Accounts and other Services provided by us to you: (i) to the tax authorities in the country where we maintain Accounts for you, which may then pass that information to the tax authorities in another country where you may be subject to tax; or (ii) directly to the tax authorities in your country of nationality or residence or other countries where we reasonably determines or is required to presume you are subject to tax.

6.9. Set off

We may at our sole discretion at any time and without notice to you apply any:

• sum standing to the credit of your Accounts whether held by us or any other entity of Dhabi, on any of your Accounts or otherwise (of whatsoever description, whether held singly or jointly, wherever located such Account is denominated); and/or
• of your other funds in our custody or control including but not limited to securities, bonds, collateral, shares, shipping documents, banknotes, coins, gold or other valuables and property of whatsoever nature, in or towards the discharge of any of the Liabilities due to us (whether such obligations are actual or contingent, primary or collateral and joint or several).

To the extent that we exercise our right of set-off pursuant to this clause against any term deposit, you authorise us to, in our sole discretion, withdraw such amounts before the end of the agreed term of such term deposit. You understand that you may be liable for early withdrawal penalties or charges as a result of such early withdrawal.

7.   Legal matters

7.1    Data protection and confidentiality

Your consent to the collection, storage, use, and transfer (in electronic or other form) of your personal data by Dhabi and its affiliates (inside or outside of the ADGM to the extent permitted by Applicable Law) for the purpose of making available the Services, as otherwise permitted under Applicable Law and as set out in our Privacy Policy. You understand that we may hold certain personal data about you, including, but not limited to your, name, home address, and telephone number, date of birth, identification number, salary, nationality, and job title for the purpose of implementing, managing and administering your accounts. Additionally, we may send you marketing information (e.g. newsletters, product information or event invitations) concerning products and services of interest to you, and your personal data may be used by us to submit offers to you and to provide you with the best possible service. We may use your personal data for market research, analysis and developing statistics. You can withdraw your consent at any time by notifying us as set out under section 2 except to the extent where withdrawal is not permitted under Applicable Law. Any such withdrawal may have an impact on our ability to provide Services under the Account Documents.

You understand and agree that we are required to retain Account / Service records and data for a minimum period of 6 years from the date of termination of our business relationship with you. You understand that you may, at any time, view data, request additional information about the storage and processing of the data, require any necessary amendments to the data or refuse or withdraw the consents, in any case without cost, by notifying us as set out under section 2 except to the extent where withdrawal is not permitted under Applicable Law. Any such withdrawal may have an impact on our ability to provide Services under the Account Documents.

You authorize us and our representatives to contact you in relation to your product application(s). You understand that this authorisation overrides any prior communication from you requesting us not to contact you (by any means) in relation to those products.

Further details in respect of the collection, processing, transfer and disclosure of personal data are outlined in the Privacy Policy.

Subject to Applicable Laws, we will monitor and record your calls, emails, text messages, social media messages and other communications noting that such records would be retained for a minimum of two (2) years in relation to your dealings with us. We do this for regulatory compliance, self-regulatory practices, crime prevention and detection, to protect the security of our communications systems and procedures, to check for obscene or profane content, for quality control and staff training, and when we need to see a record of what has been said. If you take out an Account or use a Service, we may also monitor related activities where necessary for these reasons.

You understand and agree that we may disclose confidential information and your personal data:

• to our regulators and governing bodies;
• to any member of Dhabi (including their employees, directors and shareholders);
• to our professional advisors who are under a duty of confidentiality to us including market research organizations who help to improve our products or services;
• to any one that is our actual or potential assignee or transferee (or any agent or adviser of any of the foregoing);
• to the FSRA, the ADGM Registration Authority, ADGM Courts or any UAE court, tribunal or regulatory, supervisory, tax or other governmental or quasi-governmental authority having jurisdiction over us or any other members of the Dhabi’s entity, or any other court, tribunal or authority;
• to any credit reference agencies (including Al Etihad Credit Bureau), rating agency, insurer or insurance broker or direct or indirect provider of credit protection to us in connection with the Services fully acknowledging the consequences of such disclosure to your ability to access future financial products or services, whether from us or any other party;
• to any party that provides services to you through us as an intermediary;
• to any party that we reasonably believe to be acting on your behalf, payment recipients, beneficiaries of your Account, nominees, intermediaries, correspondent and agent banks, clearing houses, clearing or settlement systems, market counterparties, swap or trade repositories, stock exchanges or companies in which you have an interest in securities (where such securities are held by us for you);
• to any Third Party Provider of Third Party Services and/or Investment services;
• as may be required or permitted by Applicable Law;
• as otherwise specified in these Terms; and
• as may be required in order to preserve or enforce any of our rights or remedies against you, in all cases, in compliance with the Applicable Law and as specified in our Privacy Policy.

You authorise us to obtain information, on an ongoing basis, from the Etihad Credit Bureau, banks and other financial institutions, your employer or any other body as we deem appropriate, about your financial and non-financial affairs which includes but is not limited to the details of your banking facilities, financial position, income and any other information relating to you which we deem appropriate without any further authorisation from you.

You agree to provide any information or documents that we may require and waive any confidentiality rights applicable under data protection, bank secrecy or similar laws in respect of all such information which we may disclose in accordance with this clause.

7.2. Intellectual property

You understand and accept that any information, publications, marketing materials, software or other materials contained in or relating to any Account or Service (“IP Material”) are our property. You agree that you will not reproduce, adapt, reverse engineer, decompile, modify, distribute, display, transmit or otherwise exploit any IP Material in whole or in part or permit any other party to do so, or allow access to any other party without our prior written permission.

7.3. Sanctions and regulatory requirements

We are subject to strict legal and regulatory requirements. We are not obliged to take any action that may in our opinion amount to a breach of any: (i) Applicable Law; (ii) order of any competent court or other authority having jurisdiction over us, any member of the Dhabi or you; (iii) duty of care; or (iv) economic, financial or trade sanction or embargo. To comply with Applicable Law, we may take any measures we find necessary, including without limitation:

• Closing, suspending or freezing your Account, blocking your transactions and/or putting your Account and/or transactions on hold;
• suspending or terminating your use of any Service;
• investigating and intercepting payments into and out of any Account;
• investigating the source of or intended recipient of any funds; and
• reporting any suspicious or illegal activities or transactions to the competent authorities whether in the UAE or elsewhere.

You agree to comply with all applicable legal and regulatory requirements, including without limitation those relating to the prevention of bribery, corruption, fraud, money laundering and terrorist activity and the provision of financial and other services to persons or entities which may be subject to sanctions.

We will not be responsible for, and you agree to indemnify and hold us harmless from, any loss, claim, demand, expense, damage, cost, penalties, charges or legal costs: (a) arising out of our compliance with any Applicable Laws or agreements with tax authorities; (b) arising out of any failure or shortfall by us to comply with our obligations; (c) caused by your breach or non-compliance with these Terms and/or Applicable Laws; and (d) for any delays, suspensions, attachments, holds and/or any unavailability of funds due to our obligations under Applicable Law.

7.4. Disclosures

Dhabi may return or refuse to accept all or any part of a deposit or credit to an Account, at any time, and will not be liable to you for doing so, even if such action causes outstanding Instruments to be dishonored and returned, or payment orders to be rejected.

Dhabi may reverse any transactions posted to the Account if it determines such posting was made in error and that you not entitled to the funds posted.

Dhabi may refuse to allow withdrawals from Accounts, may block or suspend an Account, or perform any other function in certain circumstances, including where: (i) there appears to be a dispute relating to an Account, including disputes regarding the persons authorized to issue Instructions; (ii) as required by applicable law, legal process affecting the Account, or order of any relevant government regulatory, judicial or tax authority, including a levy or restraining notice; (iii) the Account is being used as collateral to secure indebtedness to Dhabi or its affiliates; (iv) documentation requested by Dhabi has not been presented; or (v) you fail to pay its indebtedness to Dhabi or its affiliates when due.

You acknowledge that deposits held with Dhabi are not protected by any Government deposit protection scheme and that Dhabi operates in a jurisdiction that does not have a lender of last resort facility.

In connection with the provision of any Service by Dhabi to you, Dhabi may from time to time receive commission, rebate or similar payments from other banks or third parties.

7.5. Governing law and jurisdiction

These Terms including any non-contractual obligations arising out of or in connection with them, will be governed by the laws of the ADGM.

We and you agree to the exclusive jurisdiction of the courts of ADGM (including the Small Claim Division) to settle any dispute arising out of or in connection with these Terms provided that we may bring proceedings in any other jurisdiction (inside or outside ADGM) if you deem appropriate.

You irrevocably waive all immunity (whether on the grounds of sovereignty or otherwise) that you or any of your funds or revenue may otherwise have in any jurisdiction from:

• the service of any process against you or your funds;
• any proceedings (whether for an injunction, specific performance, damages or otherwise) that we may bring against you or your funds;
• any attachment of your funds (whether before or after judgment); and
• any execution of a judgment against you, and, in each case, will ensure that neither you nor any person acting on your behalf will raise, claim or cause to be pleaded any such immunity at or in respect of any such action or proceeding.