Fadl Corp
Fadl
Shariah-Compliant Real Estate Tokenization Platform
TERMS OF USE
Effective Date: 13 March 2026 | Last Revised: 13 March 2026 | Version 1.0 | Shariah Board Certification: Under Review
Introduction and Acceptance of Terms
Welcome to Fadl (the "Platform"), a Shariah-compliant digital investment platform operated by Fadl Corp, a
corporation incorporated under the laws of Delaware, United States with company registration number 10409653 and
registered office at 300 Creek View Road, Suite 209, Newark, County of New Castle, Delaware, 19711 (hereinafter
referred to as "we," "us," "our," or the "Company").
Fadl enables eligible users to invest in fractional ownership interests in real estate assets through blockchain-based
digital tokens, in accordance with the principles of Islamic finance. All products and services offered through the
Platform have been, or will upon launch be, reviewed and certified by our independent Shariah Supervisory Board
(currently under review).
These Terms of Use (the "Terms"), together with our Privacy Policy, Risk Disclosure Statement, and any other policies
or documents incorporated herein by reference, constitute the entire legal agreement between you ("User," "you," or
"your") and Fadl Corp governing your access to and use of the Platform and Services.
By completing the registration process, clicking "I Agree," accessing any part of the Platform, or making any
investment through the Platform, you:
Confirm that you have read, understood, and agree to be bound by these Terms in full;
Confirm that you meet all eligibility requirements set out in Section 3;
Acknowledge that investing in tokenized real estate assets involves significant risk and that you may lose part or
all of your invested capital;
Acknowledge that returns on investments are not guaranteed and may fluctuate;
Confirm that your participation is consistent with the laws of your country of residence.
If you do not agree to these Terms, you must immediately cease accessing or using the Platform and close your
account if you have already registered.
Definitions
For the purposes of this Privacy Policy, the following terms shall have the meanings ascribed to them below:
Unless the context otherwise requires, the following terms shall have the meanings set out below.
"AML" means Anti-Money Laundering, the legal and regulatory framework designed to prevent the generation of income through illegal activities.
"Applicable Law" means all laws, statutes, regulations, rules, orders, decrees, judgments, directives, guidelines,
and codes of practice applicable to Fadl Corp, the Platform, the Services, or the User in any relevant jurisdiction.
"Blockchain" means the distributed, decentralized digital ledger technology used to record Token transactions
and smart contract executions on the Platform.
"CTF" means Counter-Terrorist Financing, the legal and regulatory framework designed to prevent the financing of terrorist activities.
"Digital Token or Token" means a blockchain-based digital asset issued through the Platform representing a
fractional ownership interest or economic participation right in a specific real estate asset or pool of real estate assets, as further described in Section 6.
"EDD" means Enhanced Due Diligence, the additional scrutiny applied to higher-risk users or transactions as part of our KYC/AML compliance framework.
"Eligible Investor" means a User who has successfully completed the KYC/AML verification process, meets the
eligibility criteria set out in Section 3, and has been approved by Fadl Corp to invest through the Platform.
"Fiat Currency" means government-issued currency not backed by a physical commodity, including but not
limited to USD, EUR, GBP, and AED.
"Gharar" means excessive uncertainty, ambiguity, or speculation in a transaction, which is prohibited under
Islamic finance principles.
"Haram" means activities, products, or investments that are prohibited under Islamic law, including
interest-bearing instruments, alcohol, tobacco, gambling, adult entertainment, weapons, and pork-related products.
"Halal" means activities, products, or investments that are permissible under Islamic law.
"Ijara" means an Islamic finance structure equivalent to a lease agreement, whereby the lessor retains ownership of the asset while granting the lessee the right to use it in exchange for rental payments.
"Intellectual Property Rights" means all patents, trademarks, service marks, trade names, copyrights, design
rights, database rights, trade secrets, know-how, domain names, and any other intellectual property rights of any nature, whether registered or unregistered, anywhere in the world.
"KYC" means Know Your Customer, the process of verifying the identity and eligibility of a User in accordance
with Applicable Law and Fadl Corp's compliance policies.
"Musharakah" means an Islamic finance equity partnership structure in which two or more parties contribute
capital to a venture and share profits and losses in agreed proportions.
"Net Asset Value or NAV" means the estimated fair market value of the underlying real estate asset(s)
attributable to a Token, as determined by an independent professional valuation, less applicable liabilities and
expenses.
"PEP" means a Politically Exposed Person, being a natural person who is or has been entrusted with a prominent public function, and persons closely associated with such individuals.
"Platform" means the Fadl digital investment platform, including the website at www.fadl.ai, mobile application(s), API interfaces, and all associated Services.
"Riba" means interest or usury, which is strictly prohibited under Islamic finance principles. Fadl Corp does not
offer, charge, or facilitate any interest-bearing products or transactions.
"Services" means all products, features, tools, and services made available through the Platform, including real
estate tokenization, Token investment, secondary market trading (if available), and account management.
"Shariah" means the body of Islamic law derived from the Quran, the Sunnah, and scholarly consensus, as
interpreted and applied by Fadl Corp's Shariah Supervisory Board.
"Shariah Supervisory Board or SSB" means the independent committee of qualified Islamic scholars appointed
by Fadl Corp to review, advise on, and certify the Shariah compliance of the Platform's products, structures, and operations. Note: SSB appointment is currently under review.
"Smart Contract" means a self-executing programmable code deployed on the Blockchain that automatically
enforces the terms of a Transaction when predefined conditions are met.
"Special Purpose Vehicle or SPV" means a legal entity established for the purpose of holding a specific real
estate asset or portfolio, through which Tokens representing fractional interests are issued to investors.
"Transaction" means any investment, Token purchase, Token transfer, redemption request, or other financial
action executed through the Platform.
"User" means any natural person or legal entity that registers for, accesses, or uses Fadl or Services.
"Wallet" means a cryptographic digital wallet address used to hold, send, or receive Tokens on the Blockchain
integrated with the Platform.
Eligibility and User Requirements
Access to and use of the Platform and Services is subject to strict eligibility criteria. Fadl Corp reserves the right to
deny access to any person who does not satisfy these requirements.
3.1 Age and Legal Capacity
To use the Platform, you must:
Be at least 18 years of age, or the age of legal majority in your jurisdiction of residence, whichever is higher;
Have full legal capacity to enter into binding contracts under the laws of your jurisdiction;
Not be acting under any legal disability, guardianship order, or restriction that would impair your ability to enter
into legally binding agreements.
3.2 Jurisdiction and Regulatory Status
The Platform is not available to persons resident in, or accessing the Platform from, jurisdictions where the Services
are prohibited, restricted, or require regulatory authorisation that Fadl Corp does not hold. It is your sole responsibility
to determine whether your use of the Platform complies with the laws of your jurisdiction.
Without limiting the foregoing, the Platform is currently not available to residents of:
Jurisdictions subject to comprehensive international sanctions designated by OFAC, the United Nations Security
Council, the EU, or equivalent bodies;
Jurisdictions classified as High-Risk or Subject to Increased Monitoring by the Financial Action Task Force
(FATF);
Any jurisdiction where the offer or sale of digital tokens or fractional real estate interests is prohibited without a
licence that the Company does not hold.
The list of restricted jurisdictions is subject to change. The current list is available at www.fadl.ai.
3.3 Investor Classification
Depending on your jurisdiction and the nature of investments available, you may be required to qualify as an
accredited investor, sophisticated investor, professional investor, or high-net-worth individual under applicable
securities or financial services law. Fadl Corp will notify you of applicable investor classification requirements during
the registration or KYC process.
3.4 Entity Users
Legal entities (including corporations, partnerships, trusts, and foundations) may register on the Platform subject to
satisfactory completion of entity-level KYC/AML verification, including verification of beneficial ownership, authorised
signatories, and constitutional documents. Entities must appoint an authorised representative who accepts these
Terms on behalf of the entity.
3.5 Shariah Eligibility
While the Platform is designed to serve Muslim and non-Muslim investors alike, all users acknowledge that the
Platform operates exclusively on Shariah-compliant principles. No user may request, facilitate, or engage in
transactions on the Platform that would violate Shariah principles as certified by the SSB.
Shariah Principle: The Platform is open to all investors who respect its Shariah-compliant framework - regardless of
faith
Account Registration and Security
4.1 Registration Process
To access investment features on the Platform, you must complete the account registration process, which includes:
Providing accurate, complete, and current personal information as requested;
Creating a secure password meeting the Platform's minimum security requirements;
Completing the KYC/AML verification process as described in Section 5;
Accepting these Terms and the Privacy Policy;
Providing any additional information required by the Company or by Applicable Law.
4.2 Accuracy of Information
You represent and warrant that all information provided during registration and at any time thereafter is accurate,
truthful, complete, and not misleading. You undertake to promptly update your account information if any information
changes. Providing false, misleading, or inaccurate information constitutes a material breach of these Terms and may
result in immediate account suspension or termination.
4.3 One Account Per User
Each individual or entity may maintain only one active account on the Platform. The creation of multiple accounts to
circumvent restrictions, eligibility requirements, or investment limits is strictly prohibited and constitutes a material
breach of these Terms.
4.4 Account Security
You are solely responsible for:
Maintaining the confidentiality of your account credentials, including your password and any two-factor
authentication (2FA) codes;
All activity that occurs under your account, whether or not authorised by you;
Securing your blockchain Wallet private keys. Fadl Corp does not store or have access to your private keys and
cannot recover them if lost;
Notifying Fadl Corp immediately at info@fadl.ai if you suspect any unauthorised access to or use of your account.
The Company will not be liable for any loss or damage arising from your failure to comply with your account security
obligations. We strongly recommend enabling multi-factor authentication (MFA) for your account.
4.5 Account Suspension for Inactivity
Accounts that remain inactive for a period of 24 consecutive months may be suspended pending re-verification. You
will be notified prior to any such suspension and given a reasonable opportunity to reactivate your account.
KYC / AML Verification Requirements
5.1 Mandatory Verification
In compliance with Applicable Law and our internal compliance policies, all Users must complete a mandatory Know Your Customer (KYC) and Anti-Money Laundering (AML) verification process before accessing any investment features. Access to investment services will be restricted until verification is successfully completed and approved.
5.2 Required Documentation
The KYC/AML verification process may require you to provide, without limitation:
Government-issued photographic identification (passport, national identity card, or equivalent);
Proof of residential address dated within the previous three months;
Selfie or biometric verification photograph for liveness detection;
Source of funds and source of wealth declarations and supporting documentation;
Tax identification number and tax residency declaration;
Politically Exposed Person (PEP) status declaration;
For entity users: certificate of incorporation, constitutional documents, beneficial ownership register, and
authorised signatory documentation.
5.3 Third-Party Verification Providers
Fadl Corp engages reputable, regulated third-party identity verification and AML screening providers to assist in the verification process. Your information will be processed by these providers as Data Processors acting under our instructions and subject to appropriate data processing agreements. Please refer to our Privacy Policy at www.fadl.ai for further details.
5.4 Ongoing Monitoring and Periodic Re-Verification
KYC/AML compliance is an ongoing obligation. The Company conducts:
Continuous transaction monitoring against risk thresholds and regulatory typologies;
Periodic re-verification of user identity and documentation, as required by Applicable Law or internal risk policy;
Ongoing screening against international sanctions lists, PEP databases, and adverse media sources;
Enhanced Due Diligence (EDD) for higher-risk users, high-value transactions, or transactions involving
higher-risk jurisdictions.
5.5 Regulatory Reporting Obligations
Fadl Corp is required by law to report suspicious transactions to the relevant Financial Intelligence Unit (FIU) or equivalent authority. Such reporting may be made without your prior notice, consistent with the legal tipping-off prohibition.
5.6 Right to Refuse or Suspend
Fadl Corp reserves the absolute right to refuse, suspend, or terminate any account where KYC/AML verification cannot be completed to our satisfaction, where information provided is found to be false or misleading, or where continued engagement would create regulatory or legal risk.
Description of Services
Fadl provides a digital investment platform enabling eligible investors to participate in Shariah-compliant real estate investment opportunities.
6.1 Real Estate Tokenization
Fadl Corp, through its legal and Shariah-compliant structuring process, identifies, evaluates, and acquires (or
facilitates the acquisition of) real estate assets for the purpose of tokenization. Each tokenized asset is:
Held through an SPV or equivalent legal structure;
Independently valued by a qualified professional valuer prior to offering;
Reviewed and certified as Shariah-compliant by the SSB (currently under review);
Subject to a comprehensive legal, financial, and Shariah due diligence process.
6.2 Fractional Property Ownership
By purchasing Tokens, eligible investors acquire a fractional economic participation right in the relevant real estate asset or SPV, entitling the holder to:
A proportionate share of net rental income or other permissible income generated by the property, distributed in accordance with the applicable investment structure (e.g., Ijara, Musharakah, or other Shariah-compliant structures);
A proportionate share of net proceeds upon the sale or disposition of the underlying property, subject to
applicable fees and expenses;
Participation in investor consultations as provided in the relevant offering documentation, where applicable.
Token ownership does NOT constitute direct legal title or registered freehold or leasehold ownership of real
estate. Token holders hold an economic participation interest through an SPV or equivalent structure. The
nature of your rights is governed by the offering documentation for each specific investment. Read the offering documentation carefully before investing.
6.3 Blockchain-Based Digital Tokens
Tokens are issued, recorded, and transferred on the Ethereum (ERC-20) blockchain network. Key features of Tokens include:
Each Token is uniquely identified and recorded on the Blockchain, providing an immutable and transparent record of issuance, ownership, and transfer;
Token transfers are governed by Smart Contracts and are subject to the transfer restrictions set out in Section 10;
Token values are linked to the Net Asset Value of the underlying real estate asset and are not pegged to any fixed price;
The Platform may, subject to regulatory approval and Shariah certification, offer a secondary market or peer-to-peer transfer facility for Tokens. The availability of such a facility is not guaranteed.
6.4 Income Distribution
Permissible income derived from underlying real estate assets (such as rental income under an ljara structure) will be distributed to Token holders on a periodic basis, proportionate to their Token holdings, after deduction of applicable fees and expenses. Income distributions are not guaranteed and are subject to the performance of the underlying asset.
6.5 Services Not Offered
The Platform expressly does not offer:
Interest-bearing accounts, deposits, or savings products;
Loans, credit facilities, or any form of Riba-based financing;
Investment in assets or sectors prohibited under Shariah (Haram industries);
Speculative derivatives, margin trading, or leveraged investment products.
Shariah Compliance Statement
7.1 Commitment to Islamic Finance Principles
Fadl is founded on a sincere and binding commitment to the principles of Islamic finance. All products, structures, contracts, fees, and operational practices offered through the Platform are designed to comply with Shariah requirements, as determined by our independent Shariah Supervisory Board.
7.2 Shariah Supervisory Board
Fadl Corp is in the process of appointing an independent SSB comprising qualified Islamic scholars with expertise in Islamic jurisprudence and contemporary financial practice. Upon appointment, the SSB will be responsible for:
• Reviewing and approving investment structures, offering documents, and contract templates prior to launch;
• Issuing Shariah certifications (Fatwas) in respect of each investment offering;
• Conducting periodic Shariah audits of the Company's operations and products;
• Advising on Shariah matters arising in connection with new products, structures, or operational issues.
Shariah certifications will be published in summary form on the Platform at www.fadl.ai upon issuance. The names and qualifications of SSB members will be disclosed upon appointment.
7.3 Prohibition of Riba (Interest)
Fadl Corp strictly prohibits the charging, paying, or facilitation of interest (Riba) in any form. No interest shall accrue on invested capital, cash balances held on the Platform, delayed payments, or any other aspect of the Services. Profit-sharing and rental income models are used in place of interest-based returns.
7.4 Prohibition of Gharar (Excessive Uncertainty)
Fadl Corp endeavours to eliminate or minimise Gharar in all transactions by providing comprehensive and transparent offering documentation, ensuring that the terms, rights, obligations, and risk factors of each investment are clearly defined and disclosed, and avoiding speculative instruments.
7.5 Prohibition of Haram Investments
The Platform will not offer, facilitate, or permit investment in real estate assets that are primarily used for, or derive material income from, activities prohibited under Shariah, including:
Premises leased to businesses dealing in alcohol, tobacco, or narcotics;
Gambling establishments or adult entertainment venues;
Conventional financial institutions deriving income primarily from Riba;
Arms manufacturing or weapons dealing;
Pork processing or distribution facilities.
7.6 Zakat Guidance
Fadl Corp does not calculate or manage Zakat obligations on behalf of investors. Investors are solely responsible for calculating and fulfilling their own Zakat obligations in respect of their Token holdings and investment returns.
7.7 Limitation of Shariah Compliance Representation
Whilst Fadl Corp takes all reasonable steps to ensure Shariah compliance, no representation or warranty is made that the Platform's operations or products will be considered Shariah-compliant by all scholars, regulatory bodies, or jurisdictions. Different schools of Islamic jurisprudence may reach different conclusions. Investors are encouraged to conduct their own religious due diligence.
Investment Risks Disclosure
IMPORTANT RISK WARNING: Investing in tokenized real estate assets involves significant risks, including the
risk of loss of your entire invested capital. Past performance is not an indicator of future results. Returns are
not guaranteed. You should not invest money that you cannot afford to lose. Seek independent financial, legal,
and tax advice before investing.
8.1 Real Estate Market Risk
The value of real estate assets can fall as well as rise. Property values are affected by numerous factors outside the Company's control, including macroeconomic conditions, supply and demand dynamics, local planning activity, environmental factors, and changes in taxation or regulation.
8.2 Liquidity Risk
Tokens representing fractional interests in real estate are illiquid investments. Real estate assets cannot be quickly sold, and the availability of a secondary market for Token transfers is not guaranteed. You may be unable to sell or transfer your Tokens at a time of your choosing.
8.3 Rental Income Risk
Rental income distributions depend on the occupancy, rental performance, and operating costs of the underlying property. Properties may experience vacancy periods, tenant defaults, rental value reductions, or increases in operating expenses that reduce or eliminate income available for distribution.
8.4 Regulatory and Legal Risk
The regulatory environment governing digital tokens, blockchain technology, fractional real estate ownership, and Islamic finance products is evolving and varies across jurisdictions. Changes in law or regulation may adversely affect the legality, structure, or value of your investment.
8.5 Technology and Cybersecurity Risk
The Platform relies on blockchain technology, Smart Contracts, and digital infrastructure, each of which carries inherent risks including software bugs, coding errors, cyberattacks, protocol failures, and network congestion. While Fadl Corp implements robust security measures, no digital system is immune from technical failure or malicious attack.
8.6 Smart Contract Risk
Smart Contracts governing Token transactions are self-executing code. Once deployed on the Blockchain, Smart Contract code may be immutable. Vulnerabilities in Smart Contract code may be exploited, and the Company cannot guarantee that all Smart Contracts are free from errors or vulnerabilities.
8.7 Concentration Risk
Fadl Corp encourages portfolio diversification but does not provide financial advice. Investors who allocate a
significant proportion of their capital to a single tokenized property are exposed to concentration risk.
8.8 Shariah Compliance Risk
Despite the certification of the SSB, there is a risk that a product, structure, or transaction may subsequently be determined by other scholars or authorities to be non-compliant with Shariah. In such an event, the SSB will advise on remedial measures, which may include restructuring or distribution of any non-permissible income to charity (Sadaqa).
8.9 Foreign Exchange Risk
Where the underlying real estate asset generates income or is valued in a currency different from your reference currency, fluctuations in foreign exchange rates may affect the value of your distributions and capital returns in your local currency.
8.10 Platform and Operational Risk
Fadl Corp may face operational challenges including system downtime, regulatory sanctions, financial difficulties, or management changes that affect the Platform's ability to provide Services. In the event of Fadl Corp's insolvency, recovery of your assets would depend on the legal structure of the relevant SPV and applicable insolvency law.
8.11 No Guarantee of Returns
Nothing in these Terms, the offering documentation, or any communication from the Company constitutes a
guarantee, promise, or representation of any investment return, income distribution, or capital appreciation. All projections and estimates are illustrative only and are not binding on the Company.
User Obligations and Prohibited Activities
9.1 General Obligations
By using the Platform, you agree to:
Use the Platform and Services solely for lawful purposes and in accordance with these Terms;
Provide accurate, complete, and up-to-date information at all times;
Comply with all Applicable Laws, including those of your country of residence;
Conduct your own due diligence and seek independent professional advice before making investment decisions;
Cooperate fully with any KYC/AML review or compliance investigation initiated by the Company.
9.2 Prohibited Activities
You must not, directly or indirectly:
Use the Platform for any unlawful, fraudulent, deceptive, or criminal purpose;
Engage in, facilitate, or attempt money laundering, terrorist financing, tax evasion, or any other financial crime;
Provide false, forged, altered, or misleading identification, financial, or KYC documentation;
Attempt to gain unauthorised access to any part of the Platform, another user's account, or the Company's
systems or data;
Introduce malware, viruses, trojans, ransomware, or any other malicious code to the Platform;
Conduct, facilitate, or participate in market manipulation, wash trading, front-running, or any other form of market abuse in relation to Tokens;
Use automated scripts, bots, crawlers, or data harvesting tools on the Platform without prior written authorisation;
Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Platform or any Smart Contract;
Impersonate any person, entity, or the Company, or misrepresent your affiliation with any person or entity;
Engage in any transaction that violates Shariah principles as determined by the SSB;
Use the Platform to invest in or otherwise support Haram industries or activities;
Transfer Tokens to any person or entity listed on applicable sanctions lists or located in a restricted jurisdiction.
9.3 Consequences of Breach
Any breach of your obligations under this Section may result in immediate suspension or termination of your account, reversal or freezing of Transactions, reporting to regulatory or law enforcement authorities, civil or criminal legal proceedings, and a claim for damages by the Company.
Token Ownership and Rights
10.1 Nature of Token Rights
Token ownership:
Does not confer direct legal title to, or registered ownership of, any real estate property;
Does not constitute shares, securities, or units in a collective investment scheme unless expressly stated in the relevant offering documentation;
Does not entitle the holder to occupy, use, manage, or make decisions regarding the underlying property, except as expressly provided in the offering documentation;
Is subject to the terms and conditions set out in the relevant Smart Contract and offering documentation.
10.2 Token Transfer Restrictions
Transfers of Tokens are subject to the following restrictions:
Transfers may only be made to persons who have successfully completed KYC/AML verification on the Platform or an approved partner platform;
Transfers to persons resident in restricted jurisdictions are prohibited;
Transfers must not result in a violation of applicable securities laws in any jurisdiction;
The Smart Contract governing each Token issuance may encode programmatic transfer restrictions that are enforced automatically on the Blockchain.
10.3 Token Valuation
The value of Tokens is linked to the Net Asset Value of the underlying real estate asset, as periodically determined by independent professional valuations. Valuations are estimates and do not guarantee the price achievable upon transfer or redemption.
10.4 No Secondary Market Guarantee
Fadl Corp may, subject to regulatory approval and SSB certification, offer a secondary market facility or peer-to-peer transfer mechanism. The availability of such a facility is not guaranteed and may be suspended or discontinued at any time.
10.5 Redemption
Tokens may be redeemed in accordance with the redemption terms set out in the relevant offering documentation. Redemptions are typically available upon the sale or refinancing of the underlying asset or at the end of the stated investment term. Early redemption may not be available and, where available, may be subject to fees or penalties as specified in the offering documentation.
10.6 Risk of Token Loss
Loss of your Wallet private keys, your Wallet being compromised, or other technical failures may result in the
permanent loss of your Tokens. Fadl Corp cannot recover Tokens lost as a result of your own actions or omissions. You are solely responsible for the security of your Wallet.
Platform Fees
11.1 Fee Transparency
In accordance with our commitment to transparency and Shariah principles, all fees charged by Fadl Corp are clearly disclosed in the offering documentation and the Platform's Fee Schedule, available at www.fadl.ai. Fadl Corp does not charge hidden fees and does not earn interest on any funds held on the Platform.
11.2 Types of Fees
The Company may charge the following categories of fees:
Subscription or issuance fee: a one-time fee charged upon the purchase of Tokens in a primary offering;
Asset management fee: a periodic fee charged for the management, administration, and maintenance of the
underlying real estate asset and SPV;
Transaction fee: a fee charged on secondary market transfers or peer-to-peer Token trades, where such a facility is available;
Redemption fee: a fee charged upon the redemption or disposal of Tokens;
Other fees: as disclosed in the relevant offering documentation.
11.3 Shariah Compliance of Fees
All fees charged by the Company are structured as service charges (Ujrah) or management fees, and have been reviewed and approved by the SSB as Shariah-permissible. Fees are not contingent on guaranteed returns and are not structured as Riba in any form.
11.4 Fee Changes
Fadl Corp reserves the right to amend its Fee Schedule with reasonable prior notice to users. Notice of fee changes will be provided via email and a Platform notification at least 30 days prior to the effective date of any change. Continued use of the Platform following a fee change constitutes your acceptance of the revised fees.
11.5 Third-Party Costs
In addition to the Company's fees, Transactions on the Blockchain may incur network transaction fees (commonly referred to as "gas fees"). These fees are determined by the relevant blockchain network and are beyond the Company's control. You are responsible for all such third-party costs.
Smart Contract and Blockchain Risks
12.1 Smart Contract Dependency
Core functions of the Platform, including Token issuance, transfer, and income distribution, are governed by Smart Contracts deployed on the Blockchain. While Fadl Corp conducts rigorous Smart Contract audits by qualified third-party security firms prior to deployment, Smart Contracts are software and may contain bugs, vulnerabilities, or unforeseen interactions that could be exploited.
12.2 Immutability
Once deployed on the Blockchain, Smart Contract code may be immutable and cannot be amended without deploying a replacement contract. In the event a critical vulnerability is identified, Fadl Corp will endeavour to migrate to a new contract as quickly as possible. Users will be notified of any material Smart Contract changes.
12.4 Irreversibility of Blockchain Transactions
Transactions recorded on the Blockchain are generally irreversible. In the event of an erroneous transaction (including sending Tokens to an incorrect address), Fadl Corp cannot reverse, cancel, or recover the relevant Tokens. You bear sole responsibility for the accuracy of all Wallet addresses and Transaction details.
12.5 Regulatory Treatment of Blockchain Data
Data recorded on the Blockchain is permanent and publicly accessible. Fadl Corp is unable to delete on-chain
transaction records in response to data erasure requests. Please review our Privacy Policy at www.fadl.ai for further information on the treatment of blockchain data.
12.3 Blockchain Network Risks
Users acknowledge the following network-level risks:
Network congestion may cause Transaction delays or increased network fees;
A consensus mechanism failure could affect the integrity of transaction records;
Hard forks or protocol upgrades may result in changes to Token behaviour or require user action;
The Blockchain network may be discontinued or significantly altered by its developers.
Third-Party Services and Integrations
13.1 Third-Party Providers
The Platform integrates with or relies upon third-party service providers, including identity verification providers, payment processors, blockchain infrastructure providers, property valuers, legal counsel, custodians, and asset managers. Fadl Corp selects third-party providers with reasonable care but does not guarantee their performance, reliability, or compliance with Applicable Law.
13.2 No Endorsement
References to third-party products, services, or platforms on the Platform do not constitute an endorsement,
recommendation, or warranty of those products or services. Fadl Corp is not responsible for the content, accuracy, privacy practices, or availability of third-party websites or services linked to or from the Platform.
13.3 Third-Party Terms
Your use of third-party services integrated with the Platform is subject to the terms and conditions of those third parties. You are responsible for reviewing and complying with applicable third-party terms. Fadl Corp is not liable for any loss or damage arising from your use of third-party services.
13.4 Shariah Compliance of Third Parties
Fadl Corp endeavours to engage only third-party service providers whose practices are compatible with Shariah principles. The SSB reviews and approves the engagement of third-party providers where their role is integral to the Shariah-compliant structure of the Platform.
Intellectual Property Rights
14.1 Company Intellectual Property
All Intellectual Property Rights in and to the Platform, including its design, software, source code, algorithms,
databases, Smart Contract code, trademarks, logos, trade names, written content, and visual materials, are owned by or licensed to Fadl Corp. Nothing in these Terms grants you any rights in or to Fadl Corp's Intellectual Property except as expressly set out herein.
14.2 Limited Licence to Users
Subject to your compliance with these Terms, Fadl Corp grants you a limited, non-exclusive, non-transferable,
revocable licence to access and use the Platform solely for the purpose of using the Services in accordance with these Terms.
14.3 User Content
Where you submit content to the Platform, you grant Fadl Corp a non-exclusive, worldwide, royalty-free licence to use, store, and process such content for the purposes of providing the Services and improving the Platform.
14.4 Feedback
If you provide Fadl Corp with suggestions, ideas, or feedback regarding the Platform or Services, Fadl Corp may use such feedback without restriction or compensation, and all such feedback shall be deemed non-confidential.
Limitation of Liability
PLEASE READ THIS SECTION CAREFULLY. IT LIMITS THE COMPANY'S LIABILITY TO YOU IN CONNECTION
WITH YOUR USE OF THE PLATFORM AND SERVICES.
15.1 No Liability for Investment Losses
Fadl Corp is not liable for any loss of capital, loss of income, or other financial loss arising from your investment decisions, the performance of underlying real estate assets, or the value of Tokens. Investment decisions are made at your sole risk.
15.2 Exclusion of Indirect Losses
To the maximum extent permitted by Applicable Law, Fadl Corp (including its directors, officers, employees, agents, affiliates, and service providers) shall not be liable to you for:
Any indirect, incidental, special, consequential, or punitive loss or damage;
Loss of profit, revenue, business, data, goodwill, or opportunity;
Loss arising from reliance on information provided on the Platform that is subsequently found to be inaccurate;
Loss arising from the failure, delay, or interruption of the Platform or any third-party service;
Loss arising from any cyberattack, data breach, or security incident affecting the Platform or your account;
Loss arising from the immutability of blockchain records or the irreversibility of on-chain transactions;
Loss arising from a change in law, regulation, or government action affecting the Platform or your investment.
15.3 Cap on Liability
To the maximum extent permitted by Applicable Law, Fadl Corp's total aggregate liability to you for all claims arising under or in connection with these Terms shall not exceed the total amount of fees paid by you to Fadl Corp in the twelve (12) months immediately preceding the event giving rise to the claim.
15.4 Exceptions
Nothing in these Terms shall exclude or limit Fadl Corp's liability for: death or personal injury caused by Fadl Corp's gross negligence; fraud or fraudulent misrepresentation; or any other liability that cannot lawfully be excluded or limited under Applicable Law.
15.5 Platform Availability
Fadl Corp does not warrant that the Platform will be available continuously, without interruption, or free from error. The Platform is provided on an "as is" and "as available" basis.
Indemnification
To the fullest extent permitted by Applicable Law, you agree to indemnify, defend, and hold harmless Fadl Corp and its directors, officers, employees, agents, affiliates, licensors, and service providers from and against any and all claims, actions, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:
Your use of or access to the Platform or Services;
Your breach of any provision of these Terms;
Your breach of any Applicable Law or regulation;
Your violation of the rights of any third party, including Intellectual Property Rights;
Any false or misleading information or documentation provided by you;
Any unauthorised use of your account;
Any claim by a tax authority in relation to your use of the Platform or your investment returns.
Suspension or Termination of Accounts
17.1 Termination by User
You may close your account at any time by submitting a written request to info@fadl.ai. Account closure will be processed within 10 business days, subject to completion of any pending Transactions, resolution of any outstanding compliance matters, payment of any outstanding fees, and compliance with applicable record retention requirements.
17.2 Suspension or Termination by Company
Fadl Corp reserves the right to suspend, restrict, or terminate your account, with or without prior notice, in the following circumstances:
You have breached any provision of these Terms;
Fadl Corp is required to do so by Applicable Law, a regulatory authority, or a court order;
Fadl Corp has reasonable grounds to suspect fraudulent, unlawful, or prohibited activity in connection with your account;
You fail to complete or maintain KYC/AML verification to the Company's satisfaction;
Continued maintenance of your account would create legal, regulatory, reputational, or Shariah compliance risk for the Company;
The Platform or any part of the Services is discontinued.
17.3 Consequences of Termination
Upon termination or suspension of your account:
Your access to the Platform and Services will be immediately suspended;
Any open investment positions will remain subject to the terms of the relevant offering documentation until the applicable exit or redemption event;
Fadl Corp will retain your data in accordance with its data retention obligations under Applicable Law;
All accrued rights and obligations shall survive termination, including any outstanding Transactions, fee
obligations, and indemnification obligations.
17.4 Survival
The provisions of these Terms which by their nature should survive termination, including Sections 8, 14, 15, 16, 19, and 20, shall survive any termination or expiry of these Terms.
Regulatory Compliance
18.1 Regulatory Status of the Company
Fadl Corp is a Delaware corporation (File Number: 10409653) operating in compliance with applicable U.S. federal and state laws. The Company is in the process of obtaining applicable financial services, digital asset, and AML/CTF regulatory authorisations in its operating jurisdictions. A summary of our regulatory status is available at www.fadl.ai. Investors are responsible for ensuring their own compliance with the laws of their jurisdiction of residence.
18.2 Tax Obligations
Fadl Corp does not provide tax advice. You are solely responsible for determining the applicable tax treatment of your investments in your jurisdiction, filing all required tax returns, paying all applicable taxes on investment income and capital gains, and providing Fadl Corp with any tax documentation required for withholding tax or reporting purposes.
18.3 Regulatory Changes
The regulatory environment for digital assets, blockchain technology, and fractional real estate investment is evolving rapidly. Changes in applicable regulation may require the Company to modify the Platform, restrict access to certain users or jurisdictions, or discontinue certain Services.
18.4 Sanctions Compliance
Fadl Corp maintains a comprehensive sanctions compliance programme and screens all users against applicable international sanctions lists. Users must not use the Platform in violation of any applicable sanctions regime. Transactions involving sanctioned persons or entities will be blocked and reported to the relevant authorities.
Dispute Resolution
19.1 Informal Resolution
In the event of any dispute, claim, or controversy arising out of or in connection with these Terms, the Platform, or the Services (a "Dispute"), the parties agree to first attempt to resolve the Dispute informally. You may raise a complaint by contacting our Customer Support team at info@fadl.ai. Fadl Corp will acknowledge your complaint within 5 business days and endeavour to provide a substantive response within 30 business days.
19.2 Mandatory Arbitration
If a Dispute cannot be resolved informally within 60 days of the initial complaint, the Dispute shall be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its then-current arbitration rules. The arbitration shall be:
Conducted in the English language;
Seated in Delaware, United States;
Determined by a sole arbitrator, unless the value of the Dispute exceeds USD 500,000, in which case a panel of three arbitrators shall be appointed;
Conducted on a confidential basis.
The arbitral award shall be final and binding on both parties and may be enforced in any court of competent
jurisdiction.
19.3 Shariah Dispute Resolution
For disputes involving the Shariah compliance of a transaction, product, or the Company's practices, the matter shall first be referred to the SSB for a non-binding advisory opinion. The SSB's opinion shall be given due weight in any subsequent arbitration or court proceedings.
19.4 Class Action Waiver
To the fullest extent permitted by Applicable Law, you waive any right to participate in any class action, collective action, or representative proceeding against the Company. All Disputes must be brought on an individual basis.
19.5 Injunctive Relief
Notwithstanding the foregoing, either party may seek urgent injunctive or other equitable relief from a court of
competent jurisdiction where necessary to prevent irreparable harm, pending the outcome of arbitration.
Governing Law
These Terms, and any non-contractual obligations arising out of or in connection with them, shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws principles.
The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.
To the extent that any provision of these Terms is subject to Shariah principles, any conflict between the governing law and Shariah principles shall be resolved in the manner most consistent with Shariah as determined by the SSB, unless such resolution would require a breach of mandatory provisions of Applicable Law.
Amendments to the Terms
Fadl Corp reserves the right to amend, update, or replace these Terms at any time. When we make material changes, we will notify you by sending a notification to your registered email address, displaying a prominent notice on the Platform's homepage or login page, and providing an updated effective date and version number at the top of this document.
For material changes that adversely affect your rights, we will provide at least 30 days' advance notice before the changes take effect. Your continued use of the Platform after the effective date of any amended Terms constitutes your acceptance of the revised Terms. You will always be able to access the most recent version of these Terms at www.fadl.ai.
Contact Information
For all enquiries relating to these Terms, the Platform, or our Services, please contact us using the details below. We are committed to responding promptly and transparently.
22.1 General Enquiries & Customer Support
22.2 Registered Office
Fadl Corp
300 Creek View Road, Suite 209, Newark, County of New Castle, Delaware, 19711
Company Registration Number: 10409653
22.3 Compliance and Regulatory
Compliance Officer:
info@fadl.ai
AML/KYC Enquiries::
Regulatory and Legal Notices:
info@fadl.ai
22.4 Shariah Governance
Shariah Supervisory Board:
Under Review — updates will be published at www.fadl.ai
Shariah Compliance Queries:
22.5 Data Protection
Data Protection Officer:
info@fadl.ai
Privacy Policy:
— End of Terms of Use —
Fadl is operated by Fadl Corp | www.fadl.ai | info@fadl.ai
Effective Date: 13 March 2026 | Version 1.0 | Shariah Board Certification: Under Review
Registered in Delaware, United States | File Number: 10409653