Legal Documents/ Referral Agreement

Effective as of March 01, 2022 (the “Effective Date”)

The Refer-a-Friend program (the “Program”) is a promotional referral program offered by TenjinAI LLC (“TenjinAI”) where existing TenjinAI customers may be rewarded for referring their friends to TenjinAI. The Program is subject to the terms and conditions stated herein (the “Program Terms”) as well as the specific terms that correspond with the invitation and referral code you use to invite your friends to participate hereunder. As described in more detail below, in order to qualify for a cash bonus for a referral (“Bonus”), your referee Friend must open an advisory account (as defined below) with TenjinAI in accordance with these Program Terms. By choosing to participate in the Program, you are accepting and agreeing to these Program Terms. These Program Terms form an agreement between you and TenjinAI with respect to the Program. You should read these Program Terms carefully.

To receive a Bonus under the Program, each eligible referrer (“Referrer”) must send their unique referral code (“Code”) to the people whom they intend to refer to TenjinAI (“Friends”). In order for a Referrer and Friend to each receive a Bonus under the Program, each Friend must use the Referrer’s Code to first register for an active account with TenjinAI (“Account”), and TenjinAI must then approve the Account.

Our refer a friend program consist of only current clients and is a paid testimonial of our advisory services. The client that provided the referral can be compensated, which creates a material conflict of interest that would affect the given testimony. The testimony may not be representative of the experience of other current clients and does not provide a guarantee of future performance success or similar services.

Eligibility

To be eligible to participate in this Program and receive Bonuses, you must satisfy the following requirements:

You must have an Account advised by TenjinAI that is in good standing;
You must send a designated Code to a Friend in accordance with these Program Terms; and
You must send a designated Code to a Friend in accordance with these Program Terms; and
Your Friend must complete the designated registration process for opening an Account by interacting with the link included in your referral invitation.

To constitute an “Account” hereunder, your Friend must have completed the designated registration process for opening an Account by using the special designated Code included in your invitation, and TenjinAI must have approved your Friend for an Account.

TenjinAI reserves the right to determine in its sole discretion whether an Account is closed and/or in good standing. An Account in good standing for purposes of this Program if an Account for which all required account opening documentation has been completed and verified, and is not locked, or restricted, or otherwise flagged in any way. If an Account is closed or not in good standing for any reason at any time, any Bonus awarded hereunder will be forfeited.

Only one Bonus will be awarded for each referred Friend. A Referrer will not earn a Bonus if their Friend has an existing Account or if their Friend does not use the correct Code when first creating his Account. Referrers cannot refer to themselves. Friends must be able to personally identify their Referrer.

TenjinAI reserves the right to disqualify anyone from the Program at any time. Anyone who violates these Program Terms is ineligible for payment of any Bonus. TenjinAI reserves the right to change or cancel the Program at any time, and to change the eligibility for the Program at any time.

Bonuses

Subject to these Program Terms, after your Friend opens an Account, TenjinAI will compensate you and your Friend in the form of a cash Bonus. At the time you send a designated referral Code to any Friend, you and your Friend will receive a unique offer message directly from TenjinAI that will include the amount of such Bonus that you and your Friend will

be eligible to receive. There is no cap on referral amount in this program.Only one Bonus will be rewarded per Referrer and Friend.

If you and your referee Friend are offered a Bonus from TenjinAI, then upon your Friend open an Account and successfully making a deposit of at least $100 U.S. dollars in total amount TenjinAI will give referral bonus of $25 in the form of gift voucher.

The initial investment must remain in your Account for six (6) months beginning from the date the reward is being given for that account and for the entirety of the six-month period, which shall be determined by TenjinAI in its sole discretion.

Any Bonus deposited by TenjinAI hereunder is a fixed cash value and does not constitute stock or any other security, nor is it a recommendation to buy any specific stock or other security. The value of any Bonus awarded hereunder may be taxable income to you. You are responsible for any federal or state taxes resulting from receipt of a Bonus. Please consult your tax advisor if you have questions about the tax treatment of a Bonus.

Referral Invitations

By participating in the Program, you agree to only send referral invitations and Codes to interested people you know personally, such as friends, family and known acquaintances, by utilizing the referral Code and sharing tools provided by TenjinAI. You may send one invite in your name to each Friend you invite, and you may not share referrals with yourself.

By choosing to participate in this Program, you expressly acknowledge and accept that the Friends you refer will be able to tell that you sent them an invitation to participate in this Program and that you have a TenjinAI Account. Unless explicitly approved and authorized in writing by TenjinAI, you may not make any statements to the friends you refer about TenjinAI’s investment advisory products or services, or about your experiences as a TenjinAI customer. You also agree not to make any statements that are untruthful, factually inaccurate, or misleading. You hereby acknowledge that any modification or efforts to bypass, manipulate, obscure or otherwise modify the delivery and accurate presentation of the referral Code, sharing tools, content, disclosures or other materials and instructions we provide will be considered a violation of these Program Terms and may render you ineligible to participate in the Program. Separate program terms will apply to your Friend’s invitation.

To the extent you decide to share your referral link using a third party’s service, such as a messaging application, you must also comply with that third party’s terms of use. You should also be aware that by engaging in such activity via a third party service, you will be at your own risk subjecting yourself to that third party’s privacy, security and consumer practices and policies, which TenjinAI does not endorse or control, and that those third party services may be able to tell, based on your activity, that you are a TenjinAI customer.

Any referral Codes for this Program that either (i) were sent prior to the Effective Date where the Friend has not as of the Effective Date created unique login credentials with TenjinAI (e.g. username and password), or (ii) are sent on or after the Effective Date, will expire one-hundred and thirty (30) calendar days from the date that such Friend creates their unique login credentials with TenjinAI (e.g. username and password). If your referral Code expires and your Friend has not already created unique login credentials with TenjinAI (e.g. username and password), then you will be eligible to send future Codes to your Friend under this Program. If your referral Code expires after your Friend has already created unique login credentials with TenjinAI (e.g. username and password), then you will not be eligible to send any future invitations to that Friend (or earn a Bonus) under this Program.

Legal Representation

In connection with referring Friends to open a TenjinAI Account, you represent and agree that:

You are acting on behalf of TenjinAI and under the supervision and control of TenjinAI, and hereby agree to perform duties under these Program Terms in a manner consistent with the instructions of TenjinAI, and to follow the instructions of TenjinAI at all times;
You will only send invites to friends, family and people you know, and you will invite people only via the interface on the TenjinAI mobile or web apps;
If you provide information about TenjinAI to your Friend, you will limit that to the information on the TenjinAI App and content provided by TenjinAI;
You will not give your Friend investment advice or recommendations regarding their investment needs;
You will not compensate, or accept any compensation from, any Friend;
Your activities will be limited to informing your contacts about TenjinAI so that they may independently decide whether or not to apply for an Account.
You will not collect information from your Friends or assist with filling out an Account application;
You will not post your Code on public forums, websites or social media sites where you may not know the recipients,including but not limited to Reddit, Facebook, Twitter, etc.;
You will only participate in the Program in accordance with these Program Terms and the following provisions of the Investment Advisers Act of 1940, as amended, and its rules (“Advisers Act”);
You are not an “ineligible person” who is subject to a disqualifying Commission action or any disqualifying event, as described in Rule 206(4)-1 of the Advisers Act;
You are not currently the subject of any investigation or proceeding which could result in statutory disqualification as an ineligible person as described in Rule 206(4)-1 of the Advisers Act; and
You do not have a “place of business” at which you regularly provide investment advisory services, solicit, meet with, or otherwise communicate with clients, or any other location that is held out to the general public as a location at which you provide investment advisory services, solicit, meet with, or otherwise communicate with clients in any U.S. state.

If you cannot accurately make the preceding representations, you may not participate in the Program. If you are currently participating in the Program and the preceding representations become inaccurate, you agree to immediately inform TenjinAI at support@tenjin-ai.com

TenjinAI reserves the right to refuse to offer or pay any Bonus to you if it determines that you have failed to comply with any of the preceding representations.

Changes To These Program Terms

We may modify these Program Terms from time to time which will be indicated by changing the date at the top of this page. We will indicate that changes have been made by updating the “Effective Date” located above at the beginning of these Program Terms. If we make any material changes, we will notify you by email (sent to the email address specified in your Account), by means of a notice on the TenjinAI mobile app and website/email prior to the change becoming effective, or as otherwise required by law. Notwithstanding anything herein, we do not have to provide you with prior notice of any amendments to the Program that are beneficial to you. Your continued access to or use of the Program after we make any changes to these Program Terms will be subject to the revised Program Terms, and you will be deemed to be aware of and bound to the revised Program Terms by your continued access to or participation in the Program. If you do not accept any such revisions or changes, your sole and exclusive remedy is to cease participation in the Program. The Program may be canceled at any time without notice to you.

OTHER PROGRAM INFORMATION

The term “TenjinAI” refers to Tenjin AI Capital Advisory LLC, an investment adviser registered with the Securities and Exchange Commission. TenjinAI is not responsible for incorrect entry or other failure on the part of your Friends to meet the standards of an Account. You cannot earn a Joining/Referral Bonus for referring individuals who already have an Account or for individuals who have been referred by someone else. If two or more individuals invite the same Friend to open an Account, TenjinAI will credit the Bonus to the person whose specially designated referral Code was first used by that Friend to complete their designated registration process with TenjinAI.

TenjinAI reserves the right to limit the amount of Bonuses you are eligible to receive, and to refuse or recover any Bonus, or remove you from the Program, if TenjinAI determines that it was obtained under wrongful or fraudulent circumstances, or was awarded to you in error, or that inaccurate or incomplete information was provided in opening the account, or that any terms of the Advisory Agreement, Terms of Use, or these Program Terms have been violated.

TenjinAI reserves the right to suspend, cancel, terminate or modify this Program and/or these Program Terms at any time at its sole discretion.

Investing Involves Risk. Information shown is strictly for illustrative and educational purposes only and should not be considered a solicitation to buy, an offer to sell, or a recommendation for any security in any jurisdiction where such an offer, solicitation or recommendation would be unlawful or unauthorized. Any preliminary information provided by TenjinAI to prospective customers prior to TenjinAI agreeing to enter into an advisory relationship does not constitute investment advice and should not be relied on as such. Investment products, Bonuses and other services are offered by TenjinAI, are not FDIC Insured, and may lose value.

Your Advisory Agreement with TenjinAI governs our investment advisory relationship with you, and these Program Terms do not in any way amend, supersede, change or replace such agreement, which include important terms applicable to your use of TenjinAI that continue to apply here, except to the extent otherwise expressly prescribed hereunder. You may view our Form ADV Brochure, your Advisory Agreement, and other disclosures at tenjin-ai.com/legal. This Program is not valid with any other offers and is non-transferrable. The Program is currently available to U.S/Indian residents only. The Program is void where prohibited by law. Other restrictions may apply.

If, for any reason, this Program is not capable of running as planned, whether due to infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of TenjinAI which corrupts or affects the administration, security, fairness, integrity, or proper conduct of this Program, TenjinAI reserves the right in its sole discretion, to disqualify any individual who tampers with this Program, and to cancel, terminate, modify or suspend this Program. In the event of termination, TenjinAI may in its sole discretion award Bonuses to those who have satisfied the eligibility criteria set forth herein up until the time of termination. TenjinAI assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, this Program. TenjinAI is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers, or providers, computer equipment, software, failure of any e-mail or entry to be received by TenjinAI on account of technical problems, human error or traffic congestion on the Internet or at any web site, or any combination thereof, including any injury or damage to any person’s computer related to or resulting from participation in this Program.

Referral Rules

Tenjin automatically invests your money into a risk based portfolio of combinations of stocks, ETFs or stocks + ETFs based upon the recommendations you agree.

To get a $25 bonus, sign up through the link and fund your account with a minimum of $500 within 14 days.

Your deposits will be locked in for 6 months after you fund your new Tenjin account and cannot be liquidated.

You must send your referral link to someone who is currently not a Tenjin customer.
Your friend must sign up using your referral link for a new Tenjin account.
Your friend must be approved to open an online brokerage account
Your friend must invest atleast $500 or more into your Tenjin investment account within 14 days of opening the account
Then both of you’ll get a $25 amazon eGift Card