These Terms and Conditions (“Terms”) govern the access and usage of services provided to the Client (as defined below) by Smruti Kshirsagar, Proprietor of Aries Research Services (“Company”, “Partnership Firm”, “Individual RA”, “RA”, “We”, “Our”, “Us”, and “I”, as the context may require), including content, updates and other services provided by Aries Research Services. We/I are/am a registered research analyst bearing registration number INH000011237 registered with the Securities and Exchange Board of India (“SEBI”) under the SEBI (Research Analyst) Regulations, 2014, as may be amended from time to time (“RA Regulations”).
1. Definitions
For the purpose of these Terms, the following words and phrases shall have the meaning assigned to them as set out below unless the context indicates otherwise.
- “Business Days” means any day in which banks are open for business in Pune, India.
- “Service(s)” means the services provided by the RA which include provision of research content, research data, model portfolios, and research reports, prepared in compliance with the applicable provisions of the RA Regulations and circulars/guidance issued thereunder, for which the RA may receive consideration.
- “Client” shall mean any person who avails Services as per the Terms contained herein. The term Client shall also include any person who is authorized to avail of the Services on behalf of the Client with either full rights or limited rights.
- “Digital Medium” means and includes mobile applications, web applications and various other online applications including any third-party platforms engaged by the RA for providing the Services.
2. Eligibility
Use of the Services shall be available only to persons who can enter into legally binding contracts under Indian Contract Act, 1872, where applicable. Persons who are "incompetent to contract" within the meaning of the Indian Contract Act, 1872 including minors, un-discharged insolvents, etc. shall not be eligible to use the Services.
The Client represents and warrants that he/she is at least 18 years old and all information submitted is true, accurate and complete while registering with the RA to avail the Services. If the Client is a minor i.e. under the age of 18 years, he/she/it shall not register as a Client with the RA to avail the Services.
3. Registration
In order to avail the Services, the Client must be registered with the RA. By registering with the RA, Client agrees to provide true, accurate, current and complete information as required by the RA, failing which the RA may at any time cancel the Client's registration and terminate the Client's right to use or access the Website/Digital Medium and/or Services. The Client agrees to keep such information up to date at all times.
4. Access
The RA will endeavor to ensure that access to and availability of the Services remains uninterrupted and error free. However, access to the Website and/or Digital Medium from where Clients might be availing the Services may occasionally be suspended or restricted to allow for repairs, maintenance, or for the introduction of new facilities and Services and in such cases the RA shall not be liable for any disruption of any Services.
5. Provision of Services
The RA shall not be liable for the Client acting on any recommendation which is set out as part of its Services, other than as expressly provided in any deliverable.
The RA does not engage in services such as profit sharing or representation that its Services guarantee a minimum return.
Investments in securities markets are subject to risks and each Client shall assess its own risk appetite and profile prior to relying on the Services of the RA for making investment decisions.
The RA does not include within the ambit of the Services execution of any trades, investment decisions and/or buy-sell orders for the Client. 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, the Client is advised not to permit RA to execute any trade on the Client’s behalf.
The RA shall render the Services on a best effort basis.
6. Investment Disclosures
The Services as provided by the RA shall not be construed to be solicitation of an investment. The decisions of the Client with respect to their investments shall be done basis their risk appetite and risk tolerance levels and the Services shall be utilized as one of the variables to make investment decisions. It is abundantly clarified by the RA that past returns are not indicative of guaranteed future returns and the Services rendered always remain subject to market risk.
The information as provided on the Website and/or Digital Medium, is for informational and illustration purposes only and are only provided by RA when the client requests for the same in accordance with the applicable regulations. These metrics shall not be relied upon by the Client in any form or manner and should not be considered as advertisement or solicitation.
The data used by the RA in the methodologies for calculations as stated above are obtained from third-party providers and such data is not authenticated, validated nor audited by the RA and the RA shall not be liable for any deficiencies with respect to such data and the Services provided basis the same.
The performance data of each of the model portfolios available on the platform is verified by independent Chartered Accountants (CAs), in line with regulatory guidelines. The performance validation certificates issued by CAs are attached with the Factsheet and Portfolio Report of each of the model portfolios.
The performance data is not verified by the Past Risk and Return Verification Agency (PaRRVA) or any other agency recognized by SEBI for this purpose. The performance data provided by the RA may not be comparable to performance data of any other IA/ RA. Computation of the performance may vary across the industry. Users are requested to apply their due diligence before making investment decisions on the basis of the given past performance data. Past performance is no guarantee of future results. Investment in securities is subject to market risk. Registration with SEBI or enlistment with IAASB or RAASB (as the case may be) is not a guarantee or assurance of future returns.
7. Security
Subject to the provisions stated herein and as specified by the RA from time to time, the Client will not hold the RA liable in case of any improper/fraudulent/unauthorized/ duplicate/erroneous use of the Client’s mobile and/or the web-based access. The RA will also not be liable for any consequences connected with the use/ misuse of the Client's mobile/ email account by any third party. If any third parties gain access to the Services, the Client will be responsible and shall indemnify the RA against any liability, costs or damages arising out of such misuse / use by third parties based upon or relating to such access and use, or otherwise.
The Client shall be fully and solely liable for: (a) any unauthorized use of his mobile/ email account; and/or (b) all authorized transactions on his mobile/email account.
8. Use the Services at Your Own Risk
The RA reserves the right to refuse any Service to anyone for any reason at any time. The Client understands that the Client’s content and data may be transferred unencrypted and involve: (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
The Client agrees not to reproduce, duplicate, copy, distribute, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services or any contact on the Website and/or Digital Medium through which the Service is provided, without prior express written permission from the RA.
9. Trademarks
The RA name, logo, the names of individual Service(s) and their logos are trademarks of the RA. The Client agrees not to display or use, in any manner, the RA trademarks, without the RA’s prior permission.
10. Disclaimer of Warranties
The Client expressly understands and agrees that the use of the Services is at their sole risk. The Services are provided on an as-is-and-as-available basis. The RA expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. The RA makes no warranty that the Services will be uninterrupted, timely, secure, or error free. Use of any material downloaded or obtained through the use of the Services shall be at the Client’s own discretion and risk and they will be solely responsible for any damage to their computer system, mobile telephone, wireless device or data that results from the use of the Services or the download of any such material. The RA, its employees or representatives shall not create any warranty not expressly stated in the terms.
11. Suspension and Termination
The Terms shall remain in force till terminated. If the Client is on an auto-renew plan, the terms and conditions of the arrangement and the Client’s consent thereon will remain in force until the subscription is canceled by the Client or the RA in accordance with these terms. This arrangement may be terminated by either Party by giving a 30 days prior written notice.
In the event that the Client breaches these Terms or in the event that any other Client or a third-party reports violation of any of its rights as a result of the Client’s use of the Services, the RA reserves the right, to suspend or terminate such Client’s access to the Service with or without notice, and to exercise any other remedy available under the law.
The RA shall, in addition to suspending or terminating the provision of Services, have the right to indefinitely suspend or block access to the Client’s account on the Website and/or Digital Medium and/or any other platform used by the Client to consume services offered by the RA and refuse to provide the Client access to the Website and/or Digital Medium if:
- the Client engages in or is suspected of engaging in any illegal, fraudulent or abusive activity; or
- the Client provides any information that is untrue, inaccurate, not current or incomplete in any respect or the RA has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with these Terms.
- the Client is engaged in spreading mis-information, market rumors, unauthorized or unlawful distribution/ circulation of the research/other services of RAs or any other such similar misconducts.
- the Client breaches any material term of this document
- the Client is admitted into liquidation (except a voluntary liquidation for the purpose of reconstruction or amalgamation) or commits any act of bankruptcy or if a receiver is appointed in respect of any assets of the Client.
In addition to the measures described above, in case of unauthorized or unlawful distribution/circulation of the research/other services by the Client, the RA reserves the right to institute appropriate civil and/or criminal proceedings and/or file complaints before regulatory and/or enforcement authorities against the Client, and such actions shall be solely at the cost and consequences of the Client.
If the Research Analyst ceases to hold statutory licenses and/or registrations required to provide services as contemplated under this arrangement then the Client shall have the ability to terminate this arrangement without any further consequences.
If the Government or any regulatory body has taken any action on the Research Analyst then the Client shall have the right to immediately terminate this arrangement. The arrangement will be terminated automatically upon the death of the Client.
Any Fees that have accrued in the manner set out in this arrangement up to the date of the termination shall be paid by the Client to the Research Analyst within 30 (Thirty) business days from the date of termination of this arrangement.
12. Pausing of Services by the Client
The Client may, if they so desire, choose to pause the receipt of the Services. In such a case, while the Services will continue to be rendered to the Client until the end of the period for which the fee has been paid (“Payment Period”), the payment will not be auto-debited at the end of the Payment Period, and the Services will be paused to be provided.
The Client may, subsequently, resume the Services at the same fees charged for the last Payment Period, subject to receipt of such fee amount within 7 days of opting to resume the Services. In case such payment is not received within the said 7 days, and the Client subsequently wishes to resume the Services, the Client shall not be entitled to resume the Services at the same fees charged for the last Payment Period and will have to resume such Services by paying a fee as may be applicable at the time of such resumption of Services. Notwithstanding anything else contained in this clause, in order to be eligible to resume the Services at the same fees charged for the last Payment Period, the Client shall have an active mandate at all times.
13. Indemnity
The Client shall indemnify, defend and hold harmless the RA (including its and their officers, employees, representatives) from any and all claims and losses imposed on, incurred by or asserted as a result of or related to: (a) your access and use of the RA (b) any non-compliance by user with the terms and conditions hereof; or (c) any third party actions related to users receipt and use of the information, whether authorized or unauthorized. Any clause declared invalid shall be deemed severable and not affect the validity or enforceability of the remainder. These terms may only be amended in a writing signed by the RA.
14. Disclosure of Information
The RA may access, preserve and disclose any of Client’s information if required to do so by law, or if the RA believes in good faith that it is reasonably necessary to: (i) respond to claims asserted against the RA or to comply with the legal process, (ii) for fraud prevention, risk assessment, investigation, Client support, product development and debugging purposes, or (iii) protect the rights, property or safety of the RA, its Clients or members of the public.
The RA may further engage agents and / or third-party vendors/partners for carrying out the acts (to the extent permissible under applicable law) in relation to rendering its Services. The Client consents to the sharing of their information with such authorized agents and/or third-party vendors/partners engaged by the RA from time to time.
15. Limitation of Liability
The Client acknowledges and agrees that, to the maximum extent permitted by law, the entire risk arising out of the Client’s access to and use of the Website and/or Digital Medium and/or Services, remains with the Client. The RA shall not be liable with respect to providing or delivering the Services for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, loss of monies pursuant to any of the Services, computer damage or system failure or the cost of substitute services, or in connection with these terms, as a result of the Client’s use of the Website and/or Digital Medium and/or Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not the RA has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
The liability of the RA towards the Client shall be limited to the fees as received by the RA for rendering Services to the Client, for a period of 6 preceding months from the date on which the claim in relation to actions of proven fraud, gross negligence, willful default in connection with discharge of duties of the RA.
16. General Terms
- The RA reserves the right to amend these Terms contained herein by posting the revised terms on the Website and/or Digital Medium and/or by way of email, by giving a notice of 15 days.
- The RA may change or discontinue, temporarily or permanently, any feature or component of the Services at any time without prior notice to the Client. The RA shall not be liable to the Client or to any third party for any modification, suspension or discontinuance of any feature or component of the Services. The RA reserves the right to determine at its own discretion, the timing and content of software updates, which may be automatically downloaded and installed by an application without any prior notice to the Client.
- The Client hereby accepts that he may, from time to time, receive from the RA or its affiliates or partners, communications such as service announcements, advertisements or administrative communications.
- All information provided by the Client to the RA shall be accurate, current and complete. Client shall be solely responsible for the accuracy and correctness of all information provided by him. The RA shall not be liable for any loss or costs incurred by any party due to any incorrect or mistaken information provided by the Client.
- Any link on the Website to a third-party site is not an endorsement of that website. The use or browsing by a Client of any other website shall be subject to the terms and conditions in each such website.
- The RA shall not be liable for any unauthorised access to the Client's data or any unauthorized transmissions sent through the Services.
- The Client shall not (whether online or otherwise) describe itself as an agent or representative of the RA or make any representations to any other Client or any third party or give any warranties which may require the Company to undertake or be liable for, whether directly or indirectly, any obligation and/or responsibility to any other Client or any third party.
- The RA shall not be liable for any breach of these general Terms due to any force-majeure event such as act of God, fire, lightning, explosion, flood, inclement weather conditions, power failures, epidemic, pandemic, failure in any communication systems, equipment breakdown, strikes, lock-out or any other cause beyond the control of the Company
- The RA has not outsourced any of its core research and compliance activities to third-party vendors/partners. The RA has full control and authority on all such activities.
- The Client agrees and confirms that the RA may engage agents and/or third-party vendors/partners for carrying out the acts mentioned in or in relation to rendering its Services. The Client consents to sharing of his/its account related information to such authorized agents / third party vendors/partners engaged by the RA.