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Consent to terms and conditions

Annexure-B
Disclosure of minimum mandatory terms and conditions to clients in compliance to the circular dated 08th January, 2025

RA shall maintain records of interactions, with all clients including prospective clients (prior to onboarding), where any conversation related to its services has taken place inter alia, in the form of:
(i) Physical record written & signed by client,
(ii) Telephone recordings
(iii) Email from registered email id,
(iv) Record of SMS messages,
(v) Any other legally verifiable record.

Such records shall begin with first interaction with the client and shall continue till the completion of research services to the client.

RA or research entity are required to maintain these records for a period of five years. However, in case where dispute has been raised, such records shall be kept till resolution of the dispute or if SEBI desires that specific records be preserved, then such records shall be kept till further intimation from SEBI.

RAs shall disclose to the client the terms and conditions of the research services offered including rights and obligations. RAs shall ensure that neither any research service is rendered nor any fee is charged until consent is received from the client on the terms and conditions.

Note: Thus, request you to please agree for maintaining all the interaction records in all manners and submit as and when required by the authorities. Also please understand all the terms & conditions with disclaimers. Further you also agree to and consent to all before availing our services.

1. Availing the research services: By accepting delivery of the research service, the client confirms that he/she has elected to subscribe the research service of the RA at his/her sole discretion. RA confirms that research services shall be rendered in accordance with the applicable provisions of the RA Regulations.

2. Obligations on RA: RA and client shall be bound by SEBI Act and all the applicable rules and regulations of SEBI, including the RA Regulations and relevant notifications of Government, as may be in force, from time to time.

3. Client Information and KYC: The client shall furnish all such details in full as may be required by the RA in its standard form with supporting details, if required, as may be made mandatory by RAASB/SEBI from time to time. RA shall collect, store, upload and check KYC records of the clients with KYC Registration Agency (KRA) as specified by SEBI from time to time.

4. Standard Terms of Service: The consent of client shall be taken on the following understanding:

“I / We have read and understood the terms and conditions applicable to a research analyst as defined under regulation 2(1)(u) of the SEBI (Research Analyst) Regulations, 2014, including the fee structure.

I/We are subscribing to the research services for our own benefits and consumption, and any reliance placed on the research report provided by research analyst shall be as per our own judgement and assessment of the conclusions contained in the research report.

I/We understand that –
i. Any investment made based on the recommendations in the research report are subject to market risk.
ii. Recommendations in the research report do not provide any assurance of returns.
iii. There is no recourse to claim any losses incurred on the investments made based on the recommendations in the research report.”
Declaration of the RA that:
i. It is duly registered with SEBI as an RA pursuant to the SEBI (Research Analysts) Regulations, 2014 and its registration details are: (registration number = INH000006077, registration date = 28th June, 2018);
ii. It has registration and qualifications required to render the services contemplated under the RA Regulations, and the same are valid and subsisting;
iii. Research analyst services provided by it do not conflict with or violate any provision of law, rule or regulation, contract, or other instrument to which it is a party or to which any of its property is or may be subject;
iv. The maximum fee that may be charged by RA is ₹1.51 lakhs per annum per family of client.
v. The recommendations provided by RA do not provide any assurance of returns.
Additionally, declaration that:
i. It is 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.

5. Consideration and mode of payment: The client shall duly pay to RA, the agreed fees for the services that RA renders to the client and statutory charges, as applicable. Such fees and statutory charges shall be payable through the specified manner and mode(s)/ mechanism(s).

6. Risk factors: (A statement covering the standard risks associated with investment in securities to be added under this clause by the RA).

The statement is added and thus request you to please refer below the terms and conditions with disclaimers section.

7. Conflict of interest: The RA shall adhere to the applicable regulations/ circulars/ directions specified by SEBI from time to time in relation to disclosure and mitigation of any actual or potential conflict of interest. (A statement covering the mandatory disclosures to be added under this clause by the RA.)

The statement is added and thus request you to please refer below the terms and conditions with disclaimers section.

8. Termination of service and refund of fees: Disclosure that the RA may suspend or terminate rendering of research services to client on account of suspension/ cancellation of registration of RA by SEBI and shall refund the residual amount to the client. In case of any cancellation by the client, NIL refund shall be provided. In case of suspension of certificate of registration of the RA for more than 60 (sixty) days or cancellation of the RA registration, RA shall refund the fees, on a pro rata
basis for the period from the effective date of cancellation/ suspension to end of the subscription period.

9. Grievance redressal and dispute resolution: Any grievance related to
(i) nonreceipt of research report or
(ii) missing pages or inability to download the entire report, or
(iii) any other deficiency in the research services provided by RA, shall be escalated promptly by the client to the person/employee designated by RA, in this behalf (Dipen Shah = Stayvan.research@gmail.com = +91 7303167003).
The RA shall be responsible to resolve grievances within 7 (seven) business working days or such timelines as may be specified by SEBI under the RA Regulations.
RA shall redress grievances of the client in a timely and transparent manner.
Any dispute between the RA and his client may be resolved through arbitration or through any other modes or mechanism as specified by SEBI from time to time.

10. Additional clauses: All additional voluntary clauses added by the RA should not be in contravention with rules/ regulations/ circulars of SEBI. Any changes in such voluntary clauses/document(s) shall be preceded by a notice of 15 days.

11. Mandatory notice: Clients shall be requested to go through Do’s and Don’ts while dealing with RA 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.

12. Most Important Terms and Conditions (MITC): RA shall also disclose MITC to their clients which shall be standardised by Industry Standards Forum (ISF) in consultation with SEBI and RAASB. (Shall be updated as and when released by the authorities.

RAs/research entity shall also include the following disclosure as part of the terms and conditions in their MITC:
“The terms and conditions and the consent thereon are for the research services provided by the RA and RA cannot execute/ carry out any trade (purchase/ sell transaction) on behalf of the client. Thus, you are advised not to permit RA to execute any trade on your behalf.”

13. Optional Centralised Fee Collection Mechanism: RA Shall provide the guidance to their clients on an optional ‘Centralised Fee Collection Mechanism for IA and RA’ (CeFCoM) available to them for payment of fees to RA.

In case of any conflict of interpretation of clauses, the interpretation favourable to RA shall be considered and accepted. In case of any further clarifications, please feel free to contact us.

By the client:

I have read and understood and agreed to all the mentioned above.

Accepted, Signed, Sealed and Delivered.

Thank You. We will contact you as soon as possible.

Dipen Shah, welcomes you to Stayvan family

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