Research Analyst – Terms & Conditions

Research Analyst (hereinafter “RA,” “We,” “Our,” or “Us”)

• Registered with the Securities and Exchange Board of India (“SEBI”) under Registration No. INH0000007094 and Name Rajendra Vitthal Suryawanshi.

Client or User (“You,” “Your,” or “Client”)

• The individual or entity subscribing to or availing research services.
• Must meet the eligibility requirements set forth herein and under Indian law.

2.2. Compliance with SEBI Circular

• This document incorporates the minimum mandatory provisions contained in the SEBI circular SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2025/004 dated January 08, 2025 (“the Circular”) and relevant amendments to the SEBI (Research Analysts) Regulations, 2014 (“RA Regulations”).
• In case of conflict between these T&C and any applicable regulations/guidelines issued by SEBI, the SEBI regulations/guidelines shall prevail.

4.1. Research-Only / No Execution

You hereby agree and acknowledge that the RA provides research and analysis only and we do not execute trades on behalf of Clients, hold Clients’ funds, or provide any assured returns.

4.2. Model Portfolios

• Where offered, our model portfolios are recommendations for basket(s) of securities with weightages. You hereby agree and acknowledge that such recommendations are for informational purposes only and do not guarantee performance or returns.
• We shall ensure compliance with SEBI’s model portfolio guidelines, as outlined in Annexure-A of the Circular.

4.3. Use of Artificial Intelligence (AI)

• In an event we use AI tools (in whole or part) to generate or support research outputs, we shall remain solely responsible for the quality, accuracy, security, and confidentiality of data.
• We shall disclose the extent of AI usage to the Client when providing Services (or whenever material changes occur).

4.4. No Guarantee of Returns

You hereby agree and acknowledge that all investments carry market risk. Any past performance is not indicative of future returns, and the RA does not assure or promise any specific gain or outcome.

5.1. Legal Capacity

• Only individuals aged 18 years or older (and otherwise competent to contract) or legally incorporated entities may register.
• If you are a minor or otherwise incapacitated to enter into a contract, you are not permitted to use or subscribe to the Services.

5.2. KYC Compliance

• You hereby agree and acknowledge that you shall provide accurate and complete information for the purpose of KYC.
• RA shall verify and/or store such KYC in accordance with SEBI regulations.
• The RA may terminate or suspend Services if KYC requirements are not met as per applicable regulations or if the information provided is incomplete, false, or misleading.

6.1. Registration Process

• To access our paid Services, Clients shall complete the registration form, provide all mandatory details, and accept these T&C.
• The RA reserves the right to reject or cancel registration if any of the information provided by you is incorrect or if the Client is ineligible to avail the Services under applicable law.

6.2. Security of Credentials

• You agree and acknowledge that you shall keep your login information (including but not limited to username, password) confidential. You shall be liable for any unauthorized use of your account resulting from negligence or sharing of your credentials.
• You shall notify us immediately if you suspect any breach of your account security.

6.3. Use of Services

• You shall not reproduce, distribute, copy, sell, or otherwise exploit our research content without express written consent from the RA.
• Any unauthorized use of our Services shall constitute grounds for termination of Services and may lead to legal action against you.

7.1. Maximum Fee for Individual/HUF Clients

• As per Regulation 15A of the RA Regulations and the Circular, we may charge fees up to INR 1,51,000 (Rupees One Lakh Fifty-One Thousand) per annum per “family of client” (for individual and HUF clients).
• You hereby agree that this amount excludes any statutory taxes and charges.
• We may revise fees in line with the Cost Inflation Index or as specified by SEBI and/or Research Analyst Administration and Supervisory Body (“RAASB”) every three years.

7.2. Fees for Non-Individual or Accredited Investors

For corporates, institutions, or accredited investors, fees may be negotiated bilaterally without the above limit, subject to fairness and reasonableness.

7.3. Billing & Mode of Payment

• Fees may be charged yearly in advance or in another mutually agreed schedule, subject to the one-year advance limit mandated by SEBI.
• We may offer or guide you regarding the Centralised Fee Collection Mechanism (CeFCoM) as an optional method of fee payment if made available by SEBI.

7.4. Refund Policy

Cases Where Refund Will NOT Be Provided

• Services Rendered as Described: If the Research Analyst (RA) has delivered the services as per the agreed terms and the client is dissatisfied without any breach or deficiency in service, a refund may not be warranted.
• Inability of the RA to Provide Services for reasons beyond his control: If the RA fails to provide research reports, updates, or services as agreed in the terms of service or if technical issues, operational failures, or any other reasons prevent the RA from delivering research reports, no refund shall be provided. However, the service period may be extended at the sole discretion of the Research Analyst, if disruption exceeds xxxx days.
• Force Majeure Events: Refunds will not be applicable if services are disrupted due to events beyond the control of the RA, such as natural disasters, pandemics, or other force majeure events, provided such exclusions are included in the service agreement.
• Completion of Subscription Period: If the client has used the research services for the full subscription period, no refund will be granted.
• Partially Utilized Services Without Formal Termination: If the client stops using the research services but does not formally request termination in writing along with reason for termination, the RA is not obligated to process a refund. Written notice with reasons for termination must be given minimum 10 days before the termination, so that client deboarding process can be completed smoothly.
• No Refund in case of partial month: The refund shall be provided only in case of full unutilised month and not partially utilised months. For e.g. if a client has paid on 1st Feb 25 for 3 months and if he terminates on 10th March, then no refund shall be provided for unexpired month of Mar 25. Refund will only be provided for full unutilized month i.e. Apr 25.
• Adverse Market Conditions or Losses Incurred: If the client incurs financial losses based on recommendations provided by the RA, the refund cannot be claimed. The RA does not guarantee returns or profits, and investments are subject to market risks.
• Client’s Breach of Terms & Conditions: If the client engages in fraudulent activity, misuse of research reports, or violates the agreed terms & conditions, the RA reserves the right to deny a refund. Including, if any of the KYC documents provided are found to be fraudulent at any stage of the service period, there shall be no refund.
• Unsubscribed or Free Trial Services: If the client is availing free trial or promotional research reports, no refund is applicable.
• Termination Due to Regulatory Non-Compliance by the Client: If the client is found to be in violation of SEBI regulations, such as sharing reports illegally, the RA is not liable to provide a refund.
• Voluntary Opt-Out from RA Services Without Justification: If the client discontinues the services without any valid reason or documentation, no refund will be granted.
• Non-Refundable Fees: Certain fees, such as administrative or onboarding charges, may be designated as non-refundable in the service agreement. In such cases, clients are not entitled to a refund of these specific fees.

Cases Where Refund Will Be Provided

In above cases the refund shall not be applicable. However, in other cases prorate refund for balance period of service shall be processed if the client intimates the RA via email on registered email of Research Analyst by giving at least 7-day notice for termination of service.

7.5. Renewal Price

The fee mentioned under Annexure A of this T&C (along with the details of your chosen plan and RA details) is the maximum price for renewal. The RA may reduce the renewal fee at its sole discretion without prior notice to the Client.

8.1. Availing the Services

• By subscribing to or otherwise using our Services, you hereby acknowledge and confirm that you do so at your sole discretion.
• Our Services are rendered in accordance with the applicable SEBI (Research Analysts) Regulations, 2014 as well as all other applicable laws.

8.2. Obligations on RA

Both RA and Client agree to be bound by the SEBI Act, SEBI (RA) Regulations, and all rules/regulations/circulars in force from time to time.

8.3. Client Information & KYC

• You shall furnish all required details for KYC in the form mandated by SEBI/RAASB.
• We will collect, store, verify, and update KYC records as per SEBI norms.

8.4. Standard Terms of Service

• By giving consent (online/offline) to these T&C, you hereby read and understood the terms and conditions applicable to RA as defined under regulation 2(1)(u) of SEBI (Research Analyst) Regulations, 2014, including the fee structure.
• You hereby agree and acknowledge that you are subscribing to the Services for your own benefits and consumption, and any reliance placed on the research report provided by us shall be as per your own judgement and assessment of the conclusions contained in the research report.
• You further agree and acknowledge that:
  • (a) Any investment made based on the recommendations in the research report are subject to market risk;
  • (b) Recommendations in the research report do not provide any assurance of returns; and
  • (c) There is no recourse to claim any losses incurred on the investments made based on the recommendations in the research report.
• We agree and acknowledge that:
  • (a) We are duly registered with SEBI as an RA pursuant to the SEBI (Research Analysts) Regulations, 2014 and our registration details are: SEBI Registration No: INH0000007094;
  • (b) We have the registration and qualifications required to render the Services contemplated under the RA Regulations, and the same are valid and subsisting;
  • (c) Our Services do not conflict with or violate any provision of law, rule or regulation, contract, or other instrument to which we are a party or to which any of our property is or may be subject; and
  • (d) We are not engaged in any additional professional or business activities, on a whole-time basis or in an executive capacity, which interfere with/influence or have the potential to interfere with/influence the independence of research report and/or recommendations contained therein.

8.5. Consideration & Mode of Payment

• You shall pay the agreed fees plus any statutory charges via permissible methods.
• We shall not render any research services until your consent is received and initial fees are paid (as applicable).

8.6. Risk Factors

You hereby acknowledge that investing in securities is subject to market risk, including but not limited to volatility and potential loss of principal and that any past performance is no indicator of future performance and no returns are guaranteed.

8.7. Conflict of Interest

• We shall disclose any conflicts of interest as mandated by SEBI and take steps to mitigate or avoid them.
• Full disclosures, if required, will be provided in each research report or at the time of giving a recommendation.

8.8. Termination of Service & Refund of Fees

• If our registration is suspended or canceled by SEBI, we shall refund any residual amount for the unexpired subscription period.
• We may also suspend/terminate services in an event you breach these T&C or as otherwise allowed by law.

8.9. Grievance Redressal & Dispute Resolution

• For any grievances (e.g., non-receipt of a research report, missing pages, or other deficiencies), please email to our designated Grievance Officer at [email protected] within 7 business days of the issue.
• We shall resolve the grievances within 7 (seven) business working days or such timelines as may be specified by SEBI under the RA Regulations from time to time.
• If unresolved, you may escalate the complaint to SEBI via the SCORES portal or use any other dispute resolution mechanism specified by SEBI (e.g., arbitration).

8.10. Additional Clauses

• Any additional voluntary clauses in this T&C shall not conflict with SEBI regulations/circulars.
• Any changes to such voluntary clauses shall be preceded by 15 days’ notice.

8.11. Mandatory Notice

Clients shall refer to the Do’s and Don’ts while dealing with the Services as specified in SEBI Master Circular No. SEBI/HO/MIRSD-POD-1/P/CIR/2024/49 dated May 21, 2024, or as may be specified by SEBI from time to time.

8.12. Most Important Terms & Conditions (MITC)

• We shall also disclose MITC (as standardized by the Industry Standards Forum, in consultation with SEBI/RAASB).
• The MITC explicitly informs Clients that the RA cannot execute trades on behalf of Clients.

8.13. Optional Centralised Fee Collection Mechanism (CeFCoM)

If and when available, we will inform you of the optional Centralised Fee Collection Mechanism for IA and RA (“CeFCoM”) to facilitate fee payment.

9.1. RA’s Declarations

• The RA declares that it is duly registered under the SEBI (Research Analysts) Regulations, 2014.
• The RA, including its Principal Officer (if applicable), meets or exceeds the qualification and certification requirements mandated by SEBI or National Institute of Securities Markets (“NISM”).
• The RA’s services do not conflict with or violate any law or regulation to which it is subject.

9.2. Client’s Declarations

• You represent that you are legally entitled to enter this Agreement and that your KYC details are true and correct.
• You understand the nature of market risks and volatility inherent in securities investments.

10.1. Privacy of Client Data

• We respect your privacy and will not share or disclose your personal data except as required by law or to fulfill regulatory obligations (e.g., KYC checks).
• However, we may share aggregated or anonymized data for research or compliance purposes, without revealing individual identities.

10.2. Security of Client Data

• While we endeavor to protect data transmissions, we cannot guarantee the complete security of data over the internet.
• You acknowledge that data transfers may be unencrypted and may pass over multiple networks.

11.1. No Assured Returns

We shall not be liable for any direct, indirect, incidental, or consequential losses, including lost profits, due to your reliance on our research reports or model portfolios.

11.2. Force Majeure

The RA is not liable for failures or delays in performance arising from events beyond its control, including natural disasters, power outages, or disruptions in telecommunication systems.

11.3. Third-Party Data

We rely on third-party market data providers. We do not audit or guarantee the correctness of such data, and shall not be held liable for inaccuracies.

13.1. Suspension

We reserve the right to suspend your account or access to Services with or without notice if you breach these T&C or if required by SEBI/regulators.

13.2. Termination

• We may terminate this Agreement immediately upon:

• Violation of T&C by you.
• Directions from SEBI or any competent regulatory authority.
• Non-payment of fees (beyond the grace period, if any).

Refunds (if any) shall be governed by Section 7.4 above.

14.1. Amendments

We may modify or update these T&C in accordance with SEBI regulations. Notice of material changes will be posted on our website/app or emailed to you. Continued use of the Services indicates your acceptance of updated T&C.

14.2. Severability

If any provision is held invalid by a competent authority, the remaining provisions shall continue in effect.

14.3. Governing Law & Jurisdiction

These T&C shall be governed by and construed in accordance with the laws of India, and any disputes shall be subject to the exclusive jurisdiction of the courts/tribunals in Nashik or as directed by SEBI.

14.4. No Agency

Nothing in these T&C shall be deemed to constitute a partnership, agency, or joint venture between the RA and the Client.

14.5. Disclaimer

• Registration granted by SEBI and certification from NISM in no way guarantee the performance of the intermediary or provide any assurance of returns to investors.
• Investing in stocks/ETFs is subject to market risks. Read all related documents carefully before investing. Consult a qualified financial advisor to understand suitability.