Dalmia Securities Pvt. Ltd.

Sunday, September 05, 2010 | 00:37 | Login to Trade

Your Utility

Mandatory Terms & Conditions BSE

(This document is proposed to be kept in the internet trading site home page as Terms and conditions)
"TERMS OF USE OF www.vriddhi.co.in AND OFFLINE TRADING THROUGH ANY OF THE TERMINALS OF DALMIA SECURITIES LIMITED
(hereinafter referred to as the "SERVICES")"

This document (hereinafter referred to as an "Agreement") contains the terms and conditions of your use of the Services. Your use of the Services constitutes your unconditional acceptance of this Agreement. It is important to note that we reserve the right to change/update the Agreement at any time without notice to you. You are responsible for regularly reviewing this Agreement posted on www.vriddhi.co.in Your continued use of the Services after the changes constitutes your unconditional acceptance of the updated Agreement.

Whereas The Member is registered as the member of the Bombay stock Exchange Limited and with SEBI registration number INB010684638 in the Capital Market Segment and SEBI registration number INF010684638 in the Futures and Options Segment.

Whereas the client is desirous of investing/trading in those securities/ contracts/other instruments admitted to dealings on the Exchange as defined in the Rules, Byelaws and Regulations of the Exchange and circulars issued there under from time to time.

Whereas the client has satisfied itself of the capacity of The Member to deal in securities and/or deal in derivatives contracts and wishes to execute its orders through The Member and the client shall from time to time continue to satisfy itself of such capability of The Member before executing orders through The Member.

Whereas The Member has satisfied and shall continuously satisfy itself about the genuineness and financial soundness of the client and investment objectives relevant to the services to be provided; and Whereas The Member has taken steps and shall take steps to make the client aware of the precise nature of The Member’ s liability for business to be conducted, including any limitations, the liability and the capacity in which The Member acts.

WHEREAS The Member and the client agree to be bound by all the Rules, Bye-laws and Regulations of the Exchange and circulars issued thereudner and Rules and Regulations of SEBI and relevant notifications of Government authorities as may be in force from time to time.

WHEREAS:

(i) The Member is a member of Bombay Stock Exchange Ltd and is also registered with the Securities & Exchange Board of India (“SEBI”) as a member with SEBI Registration No. INB 011071835 & INF 011071835; (

ii) The Client is a client/constituent of the Member, and the Member and the Client have entered into a Member-Client Agreement dated the _____ day of __________, ___________ as prescribed by SEBI (“the Main Member-Client Agreement”) and that the client/constituent has been allotted a unique client ID number as____________________pursuant to the above agreement;

(iii)The Member offers and/or proposes to offer the ITORS Service to its clients; and the Client desires to avail of the Member’s ITORS Service for purchasing, selling or otherwise dealing in securities;

(iv)The Member and the Client desire to enter into this Supplemental Agreement to the Main Member-Client Agreement in order to record the agreement between them relating to the Member’s ITORS Service to be availed of by the Client.

IT IS HEREBY AGREED BETWEEN THE MEMBER AND CLIENT as follows:

1. Definitions:

1.1 In this Agreement (including the Recitals above), unless the context otherwise requires the following words shall have the following meanings:-

(i) “the Exchange” means National Stock Exchange Of India Ltd and Bombay Stock Exchange Limited and includes a segment of the above Exchanges.

(ii) “Exchange Provisions” means the Rules, Bye-laws, Regulations, Business Requirement, Specifications, handbooks,notices, circulars and resolutions of the Exchange or any segment of the Exchange in force from time to time and.

(iii) “ITORS” means Internet based Trading through Order Routing System, being a system approved by the Exchange for enabling clients to route their orders to their Member-brokers over the internet.

(iv) “ITORS Account Application” means the application submitted by the Client to the Member to permit the Client to avail of the Member’s ITORS Service.

(v) “ITORS Service” or “Service” means the service offered by the Member to its clients through ITORS whereunder the clients can route their orders for purchase, sale and other dealings in securities through the Member’s ITORS System.

(vi) “Member’s ITORS System” or “Member’s ITORS WebSite” means the web site hosted by the Member on the internet through which the Member offers the ITORS Service and includes the hardware and software used for hosting and supporting the WebSite.

(vii) “Password” means an alphanumeric code used by the Client to validate his/her username and access the Service.

(viii) “Username” means an alphanumeric login identification used by the Client for accessing the Service.

1.2 In this Agreement, headings are used for convenience and ease of reference only and shall not affect the construction or interpretation of any provision of this Agreement.

1.3 In this Agreement, unless the context otherwise requires, reference to the singular includes a reference to the plural and vice-versa, and reference to any gender includes a reference to all other genders.

1.4 In this Agreement, unless the context otherwise requires, references to Recitals and Clauses shall be deemed to be a reference to the recitals and clauses of this Agreement.

1.5 References to any enactment are to be construed as referring also to any amendment or re-enactment thereof and to any rule, bye-law, regulation, business requirement, specification, order or other provision made under it.

2. USER NAME AND PASSWORD:

2.1 The Client will be entitled to a username and password, which will enable him to access the Member’s ITORS System for availing of the Service.

2.2 The Client is aware that the Member’s ITORS System itself generates the initial password and that the Member is aware of the same. The Client agrees and undertakes to immediately change his initial password upon receipt thereof. The Client is aware that subsequent passwords are not known or available to the Member.

2.3 The Client shall be responsible for keeping the Username and Password confidential and secure and shall be solely responsible for all orders entered and transactions done by any person whosoever through the Member’s ITORS System using the Client’s Username and/or Password whether or not such person was authorised to do so.

2.4 The Client shall immediately inform the Member of any unauthorised use of the Client’s Username or Password with full details of such unauthorised use including the date of such unauthorised use, the manner in which it was unauthorisedly used, the transactions effected pursuant to such unauthorised use, etc.

2.5 The Client acknowledges that he is fully aware of and understands the risks associated with availing of a service for routing orders over the internet including the risk of misuse and unauthorised use of his Username and/or Password by a third party and the risk of a person hacking into the Client’s account on the Member’s ITORS System and unauthorisedly routing orders on behalf of the Client through the System. The Client agrees that he shall be fully liable and responsible for any and all unauthorised use and misuse of his Password and/or Username and also for any and all acts done by any person through the Member’s ITORS System on the Client’s Username in any manner whatsoever.

2.6 The Client shall log off from the ITORS Service at any time the Client is not accessing or using the Service and any liability incurred to the Client as a consequence of the Client not logging off the Service shall borne solely by the Client.

2.7 Without prejudice to the provisions of Clause 2.5, the Client shall immediately notify the Member in writing with full details if:

(i) he discovers or suspects unauthorised access through his Username, Password or account,

(ii) he notices discrepancies that might be attributable to unauthorised access,

(iii) he forgets his password or

(iv) he discovers a security flaw in the Member’s ITORS System.

2.8 In any of the above events specified in Clause 2.7, the Client shall immediately change his Password. However, if the Client is unable to change his Password by reason of his having forgotten his Password or his Password having been unauthorisedly changed by some other person or for any other reason then the Client shall immediately request the Member in writing to discontinue his old Password; and thereupon the Member shall cause the Member’s ITORS System to discontinue the use of the Client’s old Password and the Member's ITORS System shall generate a new Password for the Client which shall be communicated to the Client. At no point in time shall the Member be liable for any loss, whether notional or actual, that may be suffered by the Client on account of the misuse of the Password.

3. TRANSACTIONS AND SETTLEMENTS:

3.1 All orders for purchase, sale or other dealings in securities and other instructions routed through the Member’s ITORS System via the Client’s Username shall be deemed to have been given by the Client.

3.2 The orders and instructions and all contracts and transactions entered into pursuant thereto and the settlement thereof will be in accordance with the Exchange Provisions.

3.3 The Member may from time to time impose and vary limits on the orders that the Client can place through the Member’s ITORS System (including exposure limits, turnover limits, limits as to the number, value and/or kind of securities in respect of which orders can be placed, the companies in respect of whose securities orders can be placed, etc.). The Client is aware and agrees that the Member may need to vary or reduce the limits or impose new limits urgently on the basis of the Member’s risk perception and other factors considered relevant by the Member, and the Member may be unable to inform the Client of such variation, reduction or imposition in advance. The Client agrees that the Member shall not be responsible for such variation, reduction or imposition or the Client’s inability to route any order through the Member’s ITORS System on account of any such variation, reduction or imposition of limits. The Client understands and agrees that the Member may at any time, at its sole discretion and without prior notice, prohibit or restrict the Client’s ability to place orders or trade in securities through the Member.

3.4 Though orders will generally be routed to the Exchange’s computer systems within a few seconds from the time the order is placed by the Client on the Member’s ITORS System, the Member shall not be liable for any delay in the execution of any order or for any resultant loss on account of the delay.

3.5 The Client agrees that the Member may, at its sole discretion, subject any order placed by a Client to manual review and entry, which may cause delays in the processing of the Client’s order or may result in rejection of such order.

3.6 In case of a market order, the Client agrees that he will receive the price at which his order is executed by the exchange’s computer system; and such price may be different from the price at which the security is trading when his order is entered into the Member’s ITORS System.

3.7 The Stock Broker at his discretion may execute trades on behalf of the client at the request of the client in case of system failure at the clients end. Any profit/ loss arising out of such trades shall at the risk of and borne by the client.

3.8 Client acknowledges and agrees that the client shall be solely responsible for all orders communicated through the internet service and neither stock-broker nor any of the stock-brokers directors, officers or employees shall be liable for any claims made with respect to the receipt and execution of any such orders.

3.9 The Client hereby agrees that the Member shall not be liable for any losses, damage or claim on account of transactions effected by the Member on behalf of the Client arising from any incorrect or erroneous transfer or collection of the order instructions from the Client.

3.10 If the client resides or gives any order to the stock-broker from outside India, Client agrees to ensure and represent that such Order will have been given in compliance with any and all law of the relevant jurisdiction from which the Client orders are given, and the Client further agrees that the Client Shall, when in doubt, consult or obtain legal and professional advice in or of the relevant jurisdiction. Client accepts that there may be taxes, duties, impositions or charges payable to relevant authorities in respect of Client residing or the giving of any orders from outside India and the execution of such Order and Client agrees to pay such taxes, duties, impositions or charges as are applicable. Client further agrees to indemnify stock-broker on demand any claims, demands, actions costs and expenses stock-broker may suffer or incur in connection with or arising from clients residing or giving of any such order from outside India.

3.11 Any order communicated to stock-broker through the internet service will be considered to have been sent by client. Client agrees to be notify immediately if client does not receive any confirmation (whether by hard copy, electronic or verbal means) that an order communicated by client though the service has been received or executed; receive a written confirmation of an order or its execution which is not accurate or which the Client did not place.

3.12 Stock broker shall have absolute discretion to accept or reject any order or the execution of the order (as the case may be) until there is sufficient cleared funds in the Account; or there is sufficient securities in the Account, for settlement of the relevant Transaction.

3.13 Client acknowledge and agrees that stock broker and the stock broker’s directors, officers, employees and agents shall not be responsible or liable for any loss suffered or which may be suffered by client arising from any delay or failure to perform any of stock brokers obligations hereunder or in the transmission receipt, execution or confirmation of orders due to any breakdown, interruption or failure of transmission of the internet service or any communication equipment or facilities or due to any unauthorised access,tampering, modification or alteration of service and/ or the data or information contained therein or due to any other cause or causes beyond stock brokers control including but not limited to government restriction, exchange or market rulings, suspension of trading, severe whether, earth quakes and strikes. And should Client experience any problem in communicating with the stock broker through the Internet service, client shall use all or any of the other means available to communicate with the stock broker.

4. CANCELLATION REQUESTS

4.1 When the Client places a request to cancel an order, the cancellation of that order is not guaranteed. The order will only be cancelled if the Client’s request for cancellation is received and the order is successfully cancelled before it is executed.

4.2 The Client shall not be entitled to presume an order as having been executed or cancelled until a confirmation from the Member is received by the Client.

4.3 The Exchange may anull a trade suo-moto without giving a reason therefor. In the event of such anullment, the Member shall be entitled to cancel the relative contract(s) with the Client.

5. CONFIRMATIONS

Online confirmation will be available to the Client upon execution or cancellation of an order placed by him through the Member’s ITORS System. This shall be followed by a confirmation, which may be sent by postal mail, electronic mail or other electronic means. It is the responsibility of the Client to review upon first receipt, whether delivered to him online, by postal mail, by electronic mail, or other electronic means, all confirmations of transactions or cancellations.

6. REPRESENTATIONS AND WARRANTIES OF CLIENT

The Client represents and warrants to the Member that:

6.1 All the information provided and statements made in the Client’s ITORS Account Application are true and correct and are not misleading (whether by reason of omission to state a material fact or otherwise) and the Client is aware that the Member has agreed to provide the Member’s ITORS Service to the Client on the basis, inter alia, of the statements made in the Client’s ITORS Account Application.

6.2 The Client is aware and acknowledges that trading over the internet involves many uncertain factors and complex hardware, software, systems, communication lines, peripherals, etc. which are susceptible to interruptions and dislocations; and the Member’s ITORS Service may at any time be unavailable without further notice. The Member and the Exchange do not make any representation or warranty that the Member’s ITORS Service will be available to the Client at all times without any interruption. The Client agrees that he shall not have any claim against the Exchange or the Member on account of any suspension, interruption, non-availability or malfunctioning of the Member’s ITORS System or Service or the Exchange’s service or systems for any reason whatsoever.

6.3 The Client has the required legal capacity to, and is authorised to, enter into this Agreement and is capable of performing his obligations and undertakings hereunder.

6.4 All actions required to be taken to ensure compliance of all the transactions, which the Client may enter into pursuant to this Agreement with all applicable laws, shall be completed by the Client prior to such transaction being entered into.

6.5 The Client shall abide by the Exchange Provisions and the terms of the Member’s ITORS WebSite in force from time to time.

6.6 Any instructions given by an authorised representative of the Client to the Member (or to the Member’s representative) shall be binding on the Client.

6.7 REPRESENTATIONS AND WARRANTIES OF THE MEMBER:

The Member represents and warrants to the Client that :-

The Member’s ITORS System has been approved by the Exchange. Where the ITORS system has not been approved by the Exchange, the Member has applied/ proposes to apply to the Exchange to approve the said ITORS System and the Member will commence the Member’s ITORS Service only after the Exchange has approved the Member’s ITORS System.

7. MARKET DATA

7.1 The Client understands that the Exchange asserts a proprietary interest in all of the market data it furnishes, directly or through the Member or otherwise. The Client understands that the Exchange does not guarantee the timeliness, sequence, accuracy or completeness of market data or any other market information, or any messages disseminated by it. Neither the Member nor the Exchange shall be liable in any way for incorrect, misleading, incomplete or dated data or information and, if the Client acts on the basis of the same, he shall do so at his own risk and cost.

7.2 The Client shall not furnish market information provided by the Exchange to any other person or entity for consideration or otherwise and in the event the Client uses such information he shall do so at his own risk and cost.

8. EXTRAORDINARY EVENTS

The Member and/or its agents will not be liable for losses caused directly or indirectly by government restriction, Exchange or market rulings, suspension of trading, computer, communication, telephone or system failure, war, earthquakes, flood, accident, power failure, equipment or software malfunction, strikes or any other conditions beyond the Member's control.

9. AMENDMENT TO AGREEMENT

The Client understands and agrees that the Member may discontinue its ITORS Service in part or in its entirety and change the terms of the Service (including the terms on the Member’s ITORS WebSite) at any time and from time to time, without prior notice.

10. CONDITIONS PERTAINING TO ELECTRONIC ORDERS

10.1. Dematerialised Securities Trading ListThe Member shall notify the securities for which this facility is made available from time to time at its own discretion and no separate intimation, whatsoever, will be sent to the Client.

10.2. Digital Signatures and Secure Electronic Records In the event that the certifying authorities and other infrastructure contemplated under the Information Technology Act, 2000, for ensuring secure electronic records and secure digital signatures is notified by the concerned authorities and the infrastructure to enable the same is in place, the Member would have the right to require the Client to authorize the various transactions on the web site by means of such secure electronic records and secure digital signatures and discontinue the usage of the Client’s Trading Password.

10.3 Form of Trading Password The Client shall use a Trading Password of 6-14 characters in length. Ideally, the password should be something that cannot be easily guessed, and should not be put down in writing thus rendering it vulnerable to theft, etc.

10.4 Recording of Trading Password Recording of the Trading Password in any form, thus rendering it vulnerable to unauthorised use, would be done at the sole and complete responsibility of the Client, and he shall be solely and completely responsible for any such consequent unauthorised use.

10.5 Equipment for communicating at the client side It is the responsibility of the Client to install communications equipment, like fax, modems, compuers, telephones, etc, at the Client’s end for accessing web related services provided by the Member. The full cost of such communication would be borne by the Client only.

10.6 Client’s Infrastructure For the purposes of these Terms and Conditions, it is presumed that the Client has the entire necessary and compatible infrastructure ready at its end for the purpose of accessing the web site of the Member prior to accessing the services provided pursuant to these Terms and Conditions. The Member is neither responsible, nor obliged, to provide equipment or arrange for its installation at the Client’s side.

10.7 Prevention of Unauthorized Use The Client will ensure at his end that unauthorised use of his system(s) is prevented. The Client is solely and fully responsible for all use from and through the Client’s system. 11. Digitally Signed Documents With the regulatory authorities allowing the usage of digitally signed contract notes and Bills, the Client specifically authorizes the Trading Member to make available these digitally signed documents on its website and also authorizes the Trading Member to send these documents by e-mail in future. The Client further confirms that he/she/it does not need any physical contract notes as the Trading Member is already making these documents available in a digitally signed format on its website and in future shall be sending these documents to him-her/it/by e-mail also. The following clauses shall govern the use of digitally signed documents sent by the Member

11. Digitally Signed Contract Notes and Other Documents provided on and through Website-

(a) The term 'Website' here means any Internet website or Website where the Client can view these documents after login id and password to log in to the said website for viewing these documents after login as specified by the Member from time to time.

(b) The Client shall be provided with a login id and password to log in to the said website for viewing these documents.

(c) It shall be duty of the Client to keep his/her/its password secret and not to make it available to any other person to prevent misuse of information present in the documents.

(d) Upon login the Client shall be able to view these documents after verifying them online using a "verify" button on the Website. A "Verifier Software" utility residing at the server end of the Website would carry out this verification.

(e) Due to capacity constraints, it would not be possible to keep such documents ad-infinitum on the server. In such a case, the documents older than three months would be removed and shall be made available to the clients upon request.

12. Submissions to the Member’s Website (a)The Visitor shall remain solely responsible for all submissions on and to the website. The Member is not responsible for the content or message of any submissions. The Member does not guarantee, and makes no formal representation or warranty as to, the accuracy, veracity or completeness of any information provided by others in any portion or page of the website, nor does the Member necessarily endorse, support, sanction, encourage,verify, agree with, or reject, diminish or disagree with, the comments, opinions or statements posted by others on the website.

(b) While the Member does not and cannot review every message posted or item submitted to/on the website, the Member reserves the right, in its sole discretion, but assumes no duty, to delete, move, or edit submissions that it deems false, inappropriate, abusive, defamatory, obscene, in violation of copyright or trademark laws, or otherwise unacceptable, and the Visitor expressly acknowledges and accepts that its submissions may be edited, removed, modified, published, re-published, transmitted and displayed by the Member in its sole discretion.

(c) The website and its Facilities including the discussion groups and chat rooms shall be used only in a non-commercial manner. No part of the website, discussion groups and/or chat rooms shall be used to solicit Visitors to become users of commercial online information services or for any other commercial services. The Visitor shall not disrupt or interfere with any aspect or element of the Web Site nor shall the Visitor do anything, which, in the sole judgment of the Member, will restrict or inhibit any other Visitor from using and enjoying the website and/or any of its Facilities.

The Visitor shall not, without the express written approval of the Member, post or otherwise distribute any material containing any solicitation of funds, advertising or solicitation for goods or services. The Visitor shall not copy third party articles into the chat rooms or discussion groups available on the website. No Visitor shall tout or hype a stock or company, or post the same note on multiple occasions in a single day (a practice known as 'spamming'). The Visitor shall not upload to, or otherwise submit or publish through, the Website any content or material which is libelous, defamatory, obscene, pornographic, abusive, or hateful, or which invades anyone's privacy, encourages conduct that would constitute a criminal offense, or otherwise violates any third party rights or local, state, federal or international law or regulation.

(d) Those Visitors with formal connections or affiliations to or with a company being discussed in any forum, including among other things any and all positions of employment, directorships, consultancies and/or substantial share holdings, must identify themselves as such, and disclose such connection or affiliation, within their first post in that topic, company focus, or subject matter.

(e) The author or creator of any and all submissions in print or other forms or other uploads to the discussion groups and/or chat rooms, transfers and assigns to the Member, by virtue of submission to the Website and this agreement, the entire copyright, throughout the universe, in any and all media and forms of publication, reproduction, transmission, distribution, performance, or display, now in existence or hereafter developed, in such work or other original materials; without separate, retained or reversionary rights being held by such author, creator or other person submitting such work. The Member may exercise the rights granted herein in such from as it may in its sole discretion determine; such that the submitted material may be published, reproduced, reprinted, distributed, performed, displayed, included in anthologies and compilations, and/or otherwise transmitted (including but not limited to electronic and optical versions and in any other media now in existence or hereafter developed) in whole or in part, whether or not combined with the work of others. In addition, The Member may use the name and electronic address of the author, creator and/or other person submitting the work in publishing, promoting, advertising, and publicizing their publications and information products and services, and in any merchandising.14. ELECTRONIC PAYMENT GATEWAY 14.1 Definitions and Interpretations:

(i)"Electronic Payment Gateway for Netbanking Terms and Conditions" shall mean the Terms and Conditions as modified from time to time applicable to Electronic Payment Gateway for Netbanking offered through the Member in HDFC bank or some other bank a/c and accepted by the customer;

(ii)"Confidential Information" refers to information obtained by the customer, through the Member, for the effective availing of Services or Payment Instruction Services" Electronic Payment Gateway for Netbanking services.

(iii) "Payment Instruction" shall mean an instruction given by a Customer to transfer funds from the Account held by the Customer to the account of the Member.

(iv) “Internet” refers to the network of computers / mobile phones / other electronic devices which share and exchange(s) information. The Internet is at once a worldwide broadcasting capability, mechanism for information dissemination, and a medium for collaboration and interaction between individuals and their computers / mobile phones / other electronic devices.

(V) “ Electronic Payment Gateway for Netbanking Services” for Netbanking Services is the Member's Service which provides access to account information, the Internet with the help of concerned bank. The terms Electronic Payment Gateway for Netbanking and Electronic Payment Gateway for Netbanking services/facility may be interchangeably used.

(vi) “Customer” refers to any person who has an account with the Member and who has been authorised by the Member to avail of the said facilities.

(vii) “Account” refers to the Customer's Savings and/or Current Account to which access is to be obtained through Electronic Payment Gateway for Netbanking.

(viii) “Personal Information” refers to the information about the Customer obtained in connection with Electronic Payment Gateway for Net banking or otherwise.

13.1 Application for Electronic Payment Gateway for Netbanking The Member may offer Electronic Payment Gateway for Netbanking to selected Customers at its discretion in collaboration with the concerned bank. The Client agrees that in order to be eligible for Electronic Payment Gateway for Netbanking it/he/she would need to be a current Internet user or have access to the Internet and knowledge of how the Internet works and have Net Banking facility with its/his/her bank. The Client accepts that the application for Electronic Payment Gateway for Netbanking does not automatically imply acceptance by the Member.

13.2 Software The Member or the concerned bank will advise from time to time the Internet software such as Browsers, which are required for using Electronic Payment Gateway for Netbanking. There will be no obligation on the Member to support all the versions of this Internet software. The Client agrees that the Client shall be responsible for upgrading their software, hardware and the operating system at their cost from time to time so as to be compatible with that of the Member. The Member or the bank shall be at liberty to change, vary or upgrade its software, hardware, operating systems, etc., from time to time and shall be under no obligation to support the software, hardware, operating systems used by the Client and that the same shall be their sole responsibility.

13.3 Electronic Payment Gateway for Netbanking Service

(a) The Member shall endeavor to provide through Electronic Payment Gateway for Netbanking, such services as the Member may decide from time to time. The Member reserves the right to decide the type of services which may be offered on each account and may differ from customer to customer. These facilities shall be offered in a phased manner at the discretion of the Member. The Member may also make additions / deletions to the services offered through Electronic Payment Gateway for Netbanking at its sole discretion. The availability / non-availability of a particular service shall be advised through e-mail or web page of the Member or written communication.

(b) In case of Joint accounts and accounts with two or more signatories, the Member will offer such services as restricted by the Terms and Conditions governing the operation of such accounts.

(c) In case of Minor accounts, the natural guardian undertakes to give all instructions relating to the operation of the account and further undertakes not to reveal the Customer ID and Password to the minor.

(d) The Member shall take reasonable care to ensure the security of and prevent unauthorized access to the Electronic Payment Gateway for Netbanking service using technology reasonably available to the Member.

(e) The Client agrees that it/he/her shall not use or permit to use Electronic Payment Gateway for Netbanking or any related service for any illegal or improper purposes.

13.4 Electronic Payment Gateway for Netbanking Access

(a) The Client understands that the Member would allot them a Customer-ID and password for their account, which will enable them to have excess to Electronic Payment Gateway for Netbanking to perform Netbanking for bank account.

The Client will be required to change the password assigned by the Member on accessing Electronic Payment Gateway for Netbanking for the first time. As a safety measure the Client should change the password as frequently thereafter as possible. In the absence of any specific request from them for personally collecting the Password, the Password shall be sent to the Client by courier at its/his/her risk to the address notified by them for correspondence, and the Member shall be not liable or held responsible in any manner whatsoever, if the Password falls in the hands of unauthorized person/s.

(b) In addition to Customer-ID and Password the Member may, at its discretion, require the Client to adopt such other means of authentication including but not limited to digital certification and / or smart cards. The Client agrees that it/he/she shall not attempt or permit others to attempt accessing the account information stored in the computers of the Member through any means other than the Electronic Payment Gateway for Netbanking service. The Client is aware that the transaction through Electronic Payment Gateway for Netbanking can be effected by use of their password for their Member account and passwords for Net Banking for the operation of their bank account for Net Banking. The Client shall not request /demand any evidence of proof for transactions undertaken through the Net and the audit trail of the log-in would be conclusive proof to establish that the transactions are bonafide.

13.5 Password The Client understands and agrees that it/he/she must:

(a) Keep the password totally confidential and not reveal the password to any third party

(b) Choose a password that shall consist of a mix of alphabets, numbers and special characters, which must not relate to any readily accessible personal data such as it/his/her name, address, telephone number, driver license etc. or easily guessable combination of letters and number

(c) Commit the password to memory and not record them in a written or electronic form

(d) Not let any unauthorized person have access to their computer or leave the computer unattended while accessing Electronic Payment Gateway for Netbanking.

(e) In case the Client forgets the password for their Member account, it/he/she can request for change of the password. Such replacement shall not be construed/deemed as the commencement of a new contract.

13.6 Transaction Processing All the requests for instantaneous transactions will be given effect to instantaneously. In case requests for effecting any transactions are received on weekly offs/holiday/ public holidays, with the Member/NSE & bank, they shall be effected on the immediately succeeding working day on the Terms and Conditions prevailing on that day. The Client shall not hold the Member or the bank responsible for not processing/effecting any transactions in case the Member does not receive instruction to this effect even though they have forwarded the same. The Client hereby agrees to abide by the following Terms and Conditions in addition to the Terms and Conditions as applicable to Electronic Payment Gateway for Netbanking:

(a) The Client shall be free to utilize the Payment Instruction Services through Electronic Payment Gateway for Netbanking for transfer of funds for such purpose, as they shall deem fit.

(b) The Client however agrees not to use or permit the use of the Payment Instruction Services or any related services for any illegal or improper purposes.

(c) The Client has the full right and/or authority to access and avail of the services obtained and they shall observe and comply with the applicable laws and regulations in each jurisdiction in applicable territories. They shall not give access to family/relatives/friends or any other person's account through this gateway facility for transfer of funds and if done so then the Client shall be solely responsible for the said transfer of funds. And further undertake if any such claim is made by the third party so effected then they shall be solely responsible and not the Member in any manner.

(d) The Client shall not involve the Member as a party to such transaction.

(e) The Client shall provide the Member with such information and/or assistance as is required by the Member for the performance of the Services and/or any other obligations of the Member under this Agreement.

(f) The Client shall not at any time provide to any person, with any details of the accounts held by me/us with the Member including, the passwords, account number which may be assigned to me/us by the Member from time to time.

13.7 Risks The Client hereby acknowledges that it/he/she is availing the Payment Instruction Service at it/his/her own risk. These risks would include but not be limited to the following risks:

(a)Misuse of Password: The Client acknowledges that if any third person obtains access to their password of the Customer, such third person would be able to provide Payment Instructions to the Member. They shall ensure that the Terms and Conditions applicable to the use of the password as contained in the Electronic Payment Gateway for Net Banking Terms and Conditions are complied with at all times.

(b) Internet Frauds: The Internet per se is susceptible to a number of frauds, misuse, hacking and other actions, which could affect Payment Instructions to the Member. Whilst the Member shall aim to provide security to prevent the same, there cannot be any guarantee from such Internet frauds, hacking and other actions, which could affect Payment Instructions to the Member The Client shall separately evolve/ evaluate all risks arising out of the same.

(c) Mistakes and Errors: The filling in of applicable data for transfer would require proper, accurate and complete details. For instance, the Client is aware that they would be required to fill in the account number of the Member to whom the funds are to be transferred. In the event of any inaccuracy in this regard, the funds could be transferred to incorrect accounts and there is no guarantee of recovery thereafter. The Client shall therefore take all care to ensure that there are no mistakes and errors and that the information given by the Client to the Member in this regard is error free, accurate, proper and complete at all points of time. On the other hand in the event of the Client’s Account receiving an incorrect credit by reason of a mistake committed by some other person, the Member or the bank shall be entitled to reverse the incorrect credit at any time whatsoever without the consent of the Customer. The Client shall be liable and responsible to the Member and accede to accept the Member 's instructions without questions for any unfair or unjust gain obtained as a result of the same.

(d) Limits: The Client is aware that the Member may from time to time impose maximum and minimum limits on funds that may be transferred by virtue of the payment transfer service given to it/him/her hereunder. The Client realizes and accepts and agrees that the same is to reduce the risks on it/him/her. For instance, the Member may impose transaction restrictions within particular periods or amount restrictions within a particular period or even each transaction limits. The Client shall be bound by such limits imposed and shall strictly comply with them.

(e) Indemnity: The Client shall indemnify the Member from and against all losses and damages that may be caused as a consequence of breach of any of the Electronic Payment Gateway for Netbanking Terms and Conditions and the Terms and Conditions mentioned herein above.

(f) Withdrawal of Facility: The Member shall be entitled to withdraw this service at any time whatsoever.

13.8 AUTHORITY TO THE MEMBER

(a) Electronic Payment Gateway for Netbanking transactions in the Customer's Account(s) are permitted only after authentication of the Customer-ID and Password. The Client agrees that they grant express authority to the Member or the bank for carrying out transactions performed by them through Electronic Payment Gateway for Netbanking. The Member shall have no obligation to verify the authenticity of any transaction received from the Client through Electronic Payment Gateway for Netbanking or purporting to have been sent by them via Electronic Payment Gateway for Netbanking other than by means of verification of their Customer-ID and the password.

(b) The display or printed output that is produced by the Client at the time of operation of Electronic Payment Gateway for Netbanking is a record of the operation of the internet access and shall not be construed as the Member's record of the relative transactions. The Member's or bank’s own record of transactions maintained through computer systems or otherwise shall be accepted as conclusive and binding for all purposes unless any discrepancy is pointed out within one week from the date of access or from the date of sending the periodical statement, whichever is earlier.

(c) All transactions arising from the use of Electronic Payment Gateway for Netbanking, to operate a joint account, shall be binding on all the joint account holders, jointly and severally.

13.9 ACCURACY OF INFORMATION PROVIDED BY CLIENT The Client agrees that it/he/she are responsible for the correctness of information supplied to the Member through the use of Electronic Payment Gateway for Netbanking or through any other means such as electronic mail or written communication. The Member accepts no liability for the consequences arising out of erroneous information supplied by them. The Client agrees that if it/he/she notice any error in the account information supplied to it/him/her through Electronic Payment Gateway for Netbanking or by the use of any of the Electronic Payment Gateway for Netbanking services, the Client shall advise the Member & bank as soon as possible. The Member will endeavor to correct the error promptly.

13.10 LIABILITY

The Client complies with the Terms and Conditions and advises the Member and the bank in writing under acknowledgment immediately after it/he/she suspects that their Customer-ID or password is known to another person and/or notice an unauthorized transaction in their Electronic Payment Gateway for Netbanking account. The Client agrees that it/he/she shall be liable for some or all loss from unauthorized transactions in the Electronic Payment Gateway for Netbanking accounts if it/he/she has breached the Terms and Conditions or contributed or caused the loss by negligent actions such as the following:

(a) Keeping a written or electronic record of Electronic Payment Gateway for Netbanking password.

(b) Disclosing or failing to take all reasonable steps to prevent disclosure of the Electronic Payment Gateway for Netbanking password to anyone including the Member staff and/or failing to advise the Member of such disclosure within reasonable time.

(c) Not advising the Member and the bank in a reasonable time about unauthorized access to or erroneous transactions in the Electronic Payment Gateway for Netbanking accounts. The Member shall in no circumstances be held liable to the Customer if Electronic Payment Gateway for Netbanking access is not available in the desired manner for reasons including but not limited to natural calamity, floods, fire and other natural disasters, legal restraints, faults in the telecommunication network or Internet or network failure, software or hardware error or any other reason beyond the control of the Member. The Member shall under no circumstances shall be liable for any damages whatsoever whether such damages are direct, indirect, incidental, consequential and irrespective of whether any claim is based on loss of revenue, investment, production, goodwill, profit, interruption of business or any other loss of any character or nature whatsoever and whether sustained by the Client.

13.11 DISCLOSURE OF PERSONAL INFORMATION

The Client agrees that the Member or its contractors may hold and process the Client’s Personal Information on computer or otherwise in connection with Electronic Payment Gateway for Netbanking services as well as for statistical analysis and credit scoring. The Client also agrees that the Member may disclose, in strict confidence, to other institutions, such Personal Information as may be reasonably necessary for reasons inclusive of, but not limited to, the following

(a) For participation in any telecommunication or electronic clearing network in compliance with a legal directive.

(b) For credit rating by recognized credit scoring agencies.

(c) For fraud prevention purposes.

13.12 THE MEMBER'S LIEN

The Member shall have the right of set-off and lien, irrespective of any other lien or charge, present as well as future on the deposits held in the Client accounts and stocks whether in single name or joint name(s), group account to the extent of all outstanding dues, whatsoever, arising as a result of the Electronic Payment Gateway for Netbanking service extended to and/or used by them.

13.13 NON-TRANSFERABILITY The grant of facility of Electronic Payment Gateway for Netbanking to them is not transferable under any circumstance and shall be used only by the Client.

13.14 TERMINATION OF ELECTRONIC PAYMENT GATEWAY FOR NETBANKING SERVICE

(a) The Client may request for termination of the Electronic Payment Gateway for Netbanking facility any time by giving a written notice of at least 15 days to the Member. The Client agrees that they will remain responsible for any transactions made on their Electronic Payment Gateway for Netbanking account(s) through Electronic Payment Gateway for Netbanking prior to the time of such cancellation of the Electronic Payment Gateway for Netbanking Service.

(b) The closure of all their Accounts will automatically terminate the Electronic Payment Gateway for Netbanking service.

(c) The Member may suspend or terminate Electronic Payment Gateway for Netbanking facilities without prior notice if these Terms and Conditions are breached or even otherwise without assigning any reason.

13.15 Depository Account The Client shall execute a power of attorney (which shall not be revocable during the currency of this Agreement) for the operation of its depository account authorising the Member to directly transfer the relevant securities to the pool account of the Member through the issue of the necessary delivery instruction duly signed on behalf of the Client and to pledge, sale dispose, transfer or deal in any other manner the securities placed by the Client with the Member as margin and lying in the depository account. Notwithstanding the execution of the Power of Attorney, the Client shall also authorise the designated depository to block the securities sold in the designated depository account against the Client's order to sell security. Once the security in the accounts are blocked the member shall, if the order of the Client is executed either fully or partially, instruct the depository participant to transfer the securities which are sold, to the Member's security poll account in time to meet settlement obligation and release the balance security that were blocked in the case partial execution or all the securities that are blocked in the case of non execution. The Client agrees that it will not be allowed to pledge, instruct transfer or otherwise use the blocked securities in its account. The Client also agrees that the blocking of the securities will be given first priority as against any other instruction issued by it against the blocked securities. The client understand that from the point of view of risk management and for the smooth running of business it is compulsory for the client to open a depository account with the member and further agrees that the such depository account opened would be used specifically for the purpose of securities pay in/ pay out to/from the members pool account and not for any third party transfer or other transfer of shares and securities and in case it does so this should be under complete information to and written consent from the member.

13.16 Freezing of the Accounts The Client shall be entitled to exercise the right to close/freeze/pledge the accounts with the depository participant and/or the bank, as the case may be, only if there is no obligation pending to be met by the Client to the Member and/or to , any member of the Client's Group in the form of cash and/or security.

14 OTHER GENERAL TERMS AND CONDITION

14.1 Tape Recording The Client agrees and hereby authorizes the Member at its sole discretion and without any prior notice to the Client, to record any conversation between the Client and the Member. Such recording shall be deemed to be and is hereby accepted by the Client as conclusive and binding on the Client for all purposes and further the Client shall not challenge the accuracy, truth, or correctness of the said records in any manner and for any purpose whatsoever.

14.2 Warranties provided by Client The Client hereby confirms and warrants that the Member has put the Client on notice that the Member is engaged in not only Client based trading but also in Pro-account trading.

14.3 Interruption in service due to system breakdown, etc The Member does not warrant that the service will be uninterrupted or error free. The service is provided on an "as is" and "as available" basis without warranties of any kind, either express or implied,including, without limitation, those of merchantability and fitness for a particular purpose.

14.4 Non-transferability of Client Rights The rights of the Client under these Terms and Conditions are not transferable under any circumstances and shall be used only by the Client.

14.5 General

(a) The Client agrees to abide by the Member's Terms and Conditions and rules in force and changes in Terms and Conditions from time to time relating to their account.

(b) The Client agrees that the Member will be at liberty to close their account any time without assigning any reason whatsoever.

(c) The Client agrees that the Member can, at its sole discretion, withdraw any of the services/facilities given in their account either wholly or partially at any time without giving them any notice.

(d) The Client agrees that any change in their account status will be immediately informed to the Member.

(e) The Client agrees that all instructions relating to their account will be issued in writing satisfactory to the Member in form and content.

(f) The Client agrees that they shall not pay any amount in cash to any Sales Representative of the Member at the time of opening an account or carrying out any transaction in the normal course of the business. The Member shall not be responsible for any loss on account of cash payment by the Client being contrary to instruction of the Member.

(g) The Client agrees to accept the format provided by the Member in order to execute their fax instructions to the Member.

(h) The Client agrees that the Passwords will be dispatched by courier (or any other mode at the Member's discretion) at their risk and consequence.

(i) An account may be opened on behalf of a minor by his/her natural guardian or by a guardian appointed by a court of Competent Jurisdiction. The guardian shall represent the minor in all transactions of any description in the above account until the said minor attains majority. Upon the minor attaining majority, the right of the guardian to operate the account shall cease. The guardian agrees to indemnify the Member against the claim of above minor for any withdrawal/transactions made by him in the minor's account.

(j) The Client agrees that the Member may disclose customer information, in strict confidence, to any of its agent/s and/or contractors with whom the Member enters or has entered into any arrangement in connection with providing of services.

(k) The clause headings in this agreement are only for convenience and do not effect the meaning of the relative clause. The Client shall not assign this agreement to anybody else. The Member may subcontract and employ agents to carry out any of its obligations under this contract.

15. TERMINATION

The Member and the client shall be entitled to terminate this agreement without giving any reasons to the other party, after giving notice in writing of not less than one month to the other parties. Notwithstanding any such termination, all rights, liabilities and obligations of the parties arising out of or in respect of transactions entered into prior to the termination of this agreement shall continue to subsist and vest in /be binding on the respective parties or his / its respective heirs, executors, administrators, legal representatives or successors, as the case may be.

16. SEVERABILITY

In the event of any provisions of this Agreement being held to be or becoming invalid, unenforceable or illegal for any reason, this Agreement shall remain otherwise in full force apart from the said provision which will be deemed deleted. The parties shall however attempt to replace the deleted provision with a legally valid provision that reflects the same purpose as the deleted provision to the greatest extent possible.

17. WAIVER No forbearance, relaxation or inaction by any party at any time to require the performance of any provision of this Agreement shall in any way affect, diminish, or prejudice the right of such party to require the performance of that or any other provision of this Agreement or be considered to be a waiver of any right, unless specifically agreed in writing.

18. LAW AND JURISDICTION

18.1 This Agreement shall be governed by and construed in all respects in accordance with the laws of the Republic of India and, the courts at Mumbai, India shall have jurisdiction over this Agreement and the arbitration proceedings in relation to the Agreement.

18.2 This Agreement and all contracts and transactions between the Member and the Client pursuant hereto shall be subject to the Exchange Provisions, the Rules, Bye-Laws, Regulations, and other provisions of its clearing house, if any, the provisions of the Securities and Exchange Board of India Act, 1992, the Securities Contracts (Regulation) Act of 1956 and the rules and regulations made there under and as amended from time to time.

19 SUPPLEMENTAL TO MAIN MEMBER – CLIENT AGREEMENT:

This Agreement is supplemental to, and does not supersede, the Main Member-Client Agreement. Save and except as modified expressly or by implication by this Agreement the Exchange Provisions or the terms of the Member’s ITORS WebSite, the provisions of the Main Member-Client Agreement shall apply mutatis mutandis to the extent applicable to dealings between the Member and the Client pursuant to or otherwise relating to the Member’s ITORS Service.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.

SIGNED SEALED AND DELIVERD By the SIGNED SEALED AND DELIVERD By the Within named Member Through the hand Within named MemberThroughthehands

in the presence of … )in the presence of … )

Member Name : Dalmia Securities Pvt. Ltd. Client Name : Address : 11/1, Sarat Bose Road Address : ,Kolkata 700020

Signed By : Signed By :

Title : Title :

Signature : Signature :

Witness: Witness

Mandatory Terms & Conditions

This document is proposed to be kept in the internet trading site home page as Terms and conditions)

"TERMS OF USE OF www.vriddhi.co.in AND OFFLINE TRADING THROUGH ANY OF THE TERMINALS OF DALMIA SECURITIES LIMITED (hereinafter referred to as the "SERVICES")"

This document (hereinafter referred to as an "Agreement") contains the terms and conditions of your use of the Services. Your use of the Services constitutes your unconditional acceptance of this Agreement. It is important to note that we reserve the right to change/update the Agreement at any time without notice to you. You are responsible for regularly reviewing this Agreement posted on www.vriddhi.co.in Your continued use of the Services after the changes constitutes your unconditional acceptance of the updated Agreement.

Whereas The Member is registered as The Member of the National Stock Exchange of India Limited and with SEBI registration number INB230645339 in the Capital Market Segment and SEBI registration number INF230645339 in the Futures and Options Segment.

Whereas the client is desirous of investing/trading in those securities /contracts/other instruments admitted to dealings on the Exchange as defined in the Rules, Byelaws and Regulations of the Exchange and circulars issued thereunder from time to time.

Whereas The Member has taken steps and shall take steps to make the client aware of the precise nature of The Member’ s liability for business to be conducted, including any limitations, the liability and the capacity in which The Member acts.

WHEREAS The Member has developed a Website under the name "http://www.dalmiasec.com" (hereinafter called "the website"). The website is owned, operated and maintained by the Member. The Constituent has agreed to avail the services rendered by the Member through the use of Website;

NOW THEREFORE IN CONSIDERATION OF THE MUTUAL UNDERSTANDING AS SET FOR IN THIS AGREEMENT, AND SUBJECT TO THE TERMS AND CONDITIONS SET OUT HEREIN AND ALSO IN THE MEMBER'S WEBSITE AND RELYING ON THE REPRESENTATIONS AND WARRANTIES MENTIONED HEREIN, THE PARTIES HERETO HAVE AGREED TO THE FOLLOWING TERMS AND CONDITIONS.

1. The client agrees to immediately notify The Member in writing if there is any change in the information in the ‘client registration form’ provided by the client to The Member at the time of opening of the account or at any time thereafter.

2. The Member declares that it has brought the contents of the risk disclosure document to the notice of client and made him aware of the significance of the said document. The client agrees that:

a. He has read and understood the risks involved in trading on a stock exchange.

b. He shall be wholly responsible for all his investment decisions and trades.

c. The failure of the client to understand the risk involved shall not render a contract as void or voidable and the client shall be and shall continue to be responsible for all the risks and consequences for entering into trades in the segments in which the client chose to trade.

d. He is liable to pay applicable initial margins, withholding margins, special margins or such other margins as are considered necessary by the stock broker or the Exchange or as may be directed by SEBI from time to time as applicable to the segment(s) in which the client trades. The stock broker is permitted in its sole and absolute discretion to collect additional margins (even though not required by the Exchange, Clearing House/Clearing Corporation or SEBI) and the client shall be obliged to pay such margins within the stipulated time.

e. Payment of margins by the client does not necessarily imply complete satisfaction of all dues. In spite of consistently having paid margins, the client may, on the closing of its trade, be obliged to pay (or entitled to receive) such further sums as the contract may dictate/require.

3. The Client agrees to pay to The Member brokerage and statutory levies asare prevailing from time to time and as they apply to the Client’ s account, transactions and to the services that stock broker renders to the Client. The stock broker agrees that it shall not charge brokerage more than the maximum brokerage permissible as per the rules, regulations and bye-laws of the relevantstock exchange/SEBI.

4. The client agrees to abide by the exposure limits, if any, set by The Member or by the Exchange or Clearing Corporation or SEBI from time to time.

5. Without prejudice to The Member's other rights (including the right to refer a matter to arbitration), The Member shall be entitled to liquidate/close out all or any of the client's positions for non-payment of margins or other amounts, outstanding debts, etc. and adjust the proceeds of such liquidation / close out, if any, against the client's liabilities /obligations. Any and all losses and financial charges on account of such liquidation/closing-out shall be charged to and borne by the client.

6. The Member agrees that the money/securities deposited by the client shall be kept in a separate account, distinct from his/its own account or account of any other client and shall not be used by The Member for himself/itself or for any other client or for any purpose other than the purposes mentioned in SEBI Rules and Regulations circulars/ guidelines /Exchanges Rules/Regulations/Bye-laws and circulars.

7. The client agrees to immediately furnish information to The Member in writing, if any winding up petition or insolvency petition has been filed or any winding up or insolvency order or decree or award is passed against him or if any litigation which may have material bearing on his capacity has been filed against him.

8. The Member agrees to inform the client and keep him apprised about trading/settlement cycles, delivery/payment schedules, any changes therein from time to time, and it shall be the responsibility in turn of the client to comply with such schedules/procedures of the relevant stock exchange.

9. In the event of death or insolvency of the client or his/its otherwise becoming incapable of receiving and paying for or delivering or transferring securities which the client has ordered to be bought or sold, stock broker may close out the transaction of the client and claim losses, if any, against the estate of the client. The client or his successors, heirs and assigns shall be entitled to any surplus which may result there from.

10. The Member agrees that it shall co-operate in redressing grievances of the client in respect of transactions routed through it and in removing objections for bad delivery of shares, rectification of bad delivery, etc. in respect of shares and securities delivered/to be delivered or received/to be received by the client.

11. The Member shall continue to be responsible for replacing bad deliveries of the client in accordance with applicable "Good & bad delivery norms" even after termination of the agreement and shall be entitled to recover any loss incurred by him in such connection from the client.

12. The Member shall ensure due protection to the client regarding client’ s rights to dividends, rights or bonus shares, etc. in respect of transactions routed through it and it shall not do anything which is likely to harm the interest of the client with whom and for whom it may have had transactions in securities.

13. The client and The Member agree to refer any claims and/or disputes to arbitration as per the Rules, Byelaws and Regulations of the Exchange and circulars issued thereunder as may be in force from time to time.

14. The Member hereby agrees that he shall ensure faster settlement of any arbitration proceedings arising out of the transactions entered into between him and the client and that he shall be liable to implement the arbitration awards made in such proceedings.

15. Information about default in payment/delivery and related aspects by a client shall be brought to the notice of the relevant stock Exchange(s). In case where defaulting client is a corporate entity/partnership/proprietary firm or any other artificial legal entity, then the name(s) of director(s)/ promoter(s)/ Partner(s)/proprietor as the case may be, shall also be communicated to the relevant stock exchange(s).

16. The Member and the client agree to reconcile their accounts at the end of each quarter with reference to all the settlements where payouts have been declared during the quarter.

17. The Member and the client agree to abide by any award passed by the Ombudsman under the SEBI (Ombudsman) Regulations, 2003.

18. The Member and the client declare and agree that the transactions executed on the Exchange are subject to Rules, Byelaws and Regulations and circulars issued thereunder of the Exchange and all parties to such trade shall have submitted to the jurisdiction of such court as may be specified by the Byelaws and Regulations of the Exchange for the purpose of giving effect to the provisions of the Rules, Byelaws and Regulations of the Exchange and the circulars issued thereunder.

19. The instructions issued by an authorized representative, if any, of the client shall be binding on the client in accordance with the letter authorizing the said representative to deal on behalf of the said client.

20. Where the Exchange cancels trade(s) suo moto all such trades including the trade/s done on behalf of the client shall ipso facto stand cancelled.

21. This agreement shall forthwith terminate; if The Member for any reason ceases to be a member of the stock exchange including cessation of membership by reason of The Member's default, death, resignation or expulsion or if the certificate issued by the Board is cancelled.

22. The Member and the client shall be entitled to terminate this agreement without giving any reasons to the other party, after giving notice in writing of not less than one month to the other parties. Notwithstanding any such termination, all rights, liabilities and obligations of the parties arising out of or in respect of transactions entered into prior to the termination of this agreement shall continue to subsist and vest in /be binding on the respective parties or his / its respective heirs, executors, administrators, legal representatives or successors, as the case may be.

23. In addition to the specific rights set out in this Agreement, The Member and the client shall be entitled to exercise any other rights which The Member or the client may have under the Rules, Bye-laws and Regulations of the Exchange and circulars issued thereunder or Rules and Regulations of SEBI.

24. Words and expressions which are used in this Agreement, but which are not defined herein shall, unless the context otherwise requires, have the same meaning as assigned thereto in the Rules, Byelaws and Regulations of the Exchange and circulars issued thereunder.

25. The provisions of this agreement shall always be subject to Government notifications, any rules, regulations, guidelines and circulars issued by SEBI and Rules, Regulations and Bye laws of the relevant stock exchange that may be in force from time to time.

26. The Member hereby undertakes to maintain the details of the client as mentioned in the client registration form or any other information pertaining to the client in confidence and that it shall not disclose the same to any person/ authority except as required under any law/regulatory requirements; Provided however that The Member may so disclose information about its his client to any person or authority with the express permission of the client.

This agreement can be altered, amended and /or modified by the parties mutually in writing without derogating from the contents of this Agreement. Provided however, if the rights and obligations of the parties hereto are altered by virtue of change in Rules and regulations of SEBI or Bye-laws, Rules and Regulations of the relevant stock Exchange, such changes shall be deemed to have been incorporated herein in modification of the rights and obligations of the parties mentioned in this agreement.

GENERAL TERMS AND CONDITIONS GOVERNING THE SERVICE

1.1. The Member hereby agrees to provide to the Client services in respect of buying, selling and otherwise dealing in securities which are admitted for dealings on the stock exchanges and the Client hereby agrees to avail such services provided by the Member.

1.2. Execution of Order

The Client shall transmit his/her/its orders to the Member through the internet over the Member's web site; or through telephone (as per the predefined procedure of forwarding the order through a phone broking executive in such other manner as the Member may permit) or through any letter or other form of written or oral communication.

1.3 The Client hereby authorises the Member to rely and act on, and treat as fully authorised by and binding upon the Client, any order, instruction or communication (by whatever means transmitted and whether or not in writing) which purports to have been given and which the Member reasonably believes in good faith to have been given by the Client or a person duly authorised to act on behalf of the Client. The Client agrees that he/she/it shall be responsible to the Member for all commitments and obligations made or entered into in the Client's name whether in writing or orally and howsoever communicated or purported to be given as aforesaid.

1.4 The Client shall from time to time notify the Member in writing of the names of the persons who are authorised to give instructions in relation to this Agreement to the Member on behalf of the Client. Until the Member is notified in writing to the contrary, the Member shall be entitled to assume that any of those persons has full and unrestricted power to give such instructions on behalf of the Client. by whatever means transmitted and whether or not in writing) which purports to have emanated and which the Member believes to have emanated from the Client or from any such authorised person and, if the Member acts in good faith on such instructions, such instructions shall be binding on the Client without restriction and the Member shall not be liable for doing so, whether or not the instructions were given by the Client or such authorised persons or otherwise and the Member shall not be under any duty to verify the authenticity of such instructions or the identity of the person(s) giving them.

1.5 Dematerialized Securities All orders made by the Client shall only be in securities compulsorily traded in the dematerialized form. All deliveries of securities made by or to the Client shall only be in the dematerialized form. The Member shall notify the securities for which this facility is made available from time to time on the web site. The Member should have the right to add or deletes securities for which the facility is made available in its absolute discretion and details of the same would be posted on the web site and the web site and no separate intimation there of will be sent to the Client either physically or electronically.

1.6 Declarations by the Client

The Client hereby confirms and warrants that:

The Member has brought the contents of the risk disclosure document to the notice of the Client and made the Client aware of the said document. The Client confirms that he/she/it has read, understood, appreciated and signed the Risk Disclosure Document appended hereto and understands the trading and risk involved in the purchasing, selling and trading in securities (including entering into various Derivatives contracts),whether such risks are contained in the Risk Disclosure Document or not, and contained in the Risk Disclosure Document or not, and The failure of the Client to understand the risk involved shall not render a contract as void or voidable and the Client shall be and shall continue to be responsible for all the risks and consequences for entering into trades in the segments in which the Client chose to trade.

The Client is fully responsible for all his/her/its investment decisions and trades and in dealing in the Securities.

The Client undertakes to be bound by the Risk Disclosure Document and all amendments thereto from time to time and the Client undertakes to continuously remain aware of such amendments.

The failure of a Client to understand the risk involved or the failure of the Member to explain the risk, the Client shall be responsible for all consequences for entering into trades in segment in which the client chose to trade.

The Client hereby authorises the Member to take all such steps on the Clients behalf as may be provisions or to complete or settle any transactions entered into through or with the member or executed by the Member on behalf of the Client, However, nothing herein shall oblige the Member to take such steps.

Acting as a Sub Broker The Constituent agrees that he/she/it will not act as Sub-Broker without prior written permission of the Member and without obtaining certificate of registration from Securities and Exchange Board of India (SEBI).

1.7 Material / Information on the web site

The Client agrees that all investment and disinvestment decisions are based on the Client's own evaluation of financial circumstances and investment objectives. This extends to any decisions made by the Client on the basis of any information that may be made available on the web site of the Member. The Client will not hold nor seek to hold the Member or any of its officers, directors, employees, agents, subsidiaries, affiliates or b u s i n e s s associates liable for any trading losses, cost of damage incurred by the Client consequent upon relying on investment information, research opinions or advice or any other material/information whatsoever on the web site whether put up by the Member or any other agency. The Member does not represent and shall not be deemed to have represented, that the investment information on the web site is accurate or complete. The Client is aware that any information on the website based on the research of the Member or other external sources is subject to normal variations in the stock market and is merely an estimation of the viability or otherwise of certain investments, and the Member shall not be deemed to have assumed any responsibility for such information. The Client should seek independent professional advice regarding the suitability of any investment decisions. The Client also acknowledges that the Member's employees are not authorised to give any such advice and that the Client will not solicit or rely upon any such advice from the Member or any cf its employees.

1.8 Restrictions on Access to Web Site and Trading

The Client understands that the Member may at any time, at its sole discretion and without prior notice to the Client, prohibit or restrict the Client's access to the use of the web site or related Services and the Client's ability to trade. The Client will bear any loss that he/ she /it may be faced with due to inability to execute further trades on account of such restriction.

1.9 Phone Broking Services

The Client is aware that the Member offer Phones broking services for placing the securities dealing orders through phone broking executives over predesignated telephone numbers. The Client can place securities dealing orders through telephone by confirming his User ID allotted by he Member at the time of account opening and his personal details as informed by the Client to the Member. The Client shall ensure proper safeguard of the User ID allotted to him and keep his personal details confidential. The Client shall immediately notify the Member in writing, delivered via e-mail and Registered AD, if the Client becomes aware of any loss, theft or unauthorized use to the Client's account/User ID; or any failure by the Client to receive an accurate written confirmation of any execution including the contract note for the same; or any receipt by the Client of confirmation of an order and /or execution which the Client did not place; or any inaccurate information in the Clients account balances, securities position, or transaction history. In the case where the Client notifies such loss, theft or unauthorized use of the Clients User ID to the Member, the Member shall suspend the use of the account of the Client. However the Client shall be responsible and liable for all transaction that are carried out by the use of the Client's Use ID and personal details. When any of the above circumstances occur, neither the Member nor any of its officers, directors, employees, agents, affiliates or subsidiaries will have any responsibility or liability to the Client or to any other person whose claim may arise through the Client with respect to any of the circumstances described

In case of phone broking, the Client shall ensure the availability of funds/securities in his/her/its account intimated to the Member, required for meeting his/her/its pay in obligation, at the time of placing the order through phone broking executive. The Member shall not be responsible for any claim, loss damaged arising out of non availability/shortage of funds/securities in the Clients account for meeting the pay in obligation.

The Client understands that placing an order with the Member, including a market order does not guarantee execution of the order. The Member has the absolute right to reject any order that may be made by the Client for any reason whatsoever including for the breach of the requirement of maintaining the prescribed Margin in the Client account or the bank account (in the events that the Client has executed a power of attorney as per the provisions mentioned hereunder).

The Client is required to ascertain the status of his/her/its order (including any rejection of the same) which would be posted only on the relevant sections of the web site, Further the exchanges may cancel the trade summons without giving any reason therefore. The Member shall be entitled to cancel relative contrasts with the Client. The Member shall not be liable for any losses, damages or claims on account of such rejection or cancellation of any trade for any reason whatsoever. Further the Member may at its sole discretion, subject any order made by the Client to manual review and entry which may cause delays in the execution of the Client's orders. In case of phone broking the Clientis required to obtain the confirmation/status of the order executed for the day by calling the phone broking executive with whom he/she/it has placed the order. The Member shall send the confirmation of the order executed in form of the digital contract note to the email address of the Client, as intimated to the Member at the time of account opening, and no further confirmations shall be given by Member.

The Member agrees to inform the client and keep him/her/it apprized about trading / settlement cycles, delivery / payment schedules, any changes therein from time to time, and it shall be the responsibility in turn of the client to comply with such schedules / procedures of the stock exchanges.

2. CONDITIONS GOVERNING TRADING TERMS AND CONDITIONS FOR TRANSACTIONS IN SECURITIES

The Member of the concerned or their respective registrars shall entertain online transaction request and/or request made through telephone in the manner provided under this agreement.

For change of address or any personal details of the Client, the Client shall send a letter or fax to the Member signed by all the co-holders.

The Client is requested to check up the personal and bank related details provided by him/her. Neither the Member nor any of the employee shall accept any liability which may arise as a consequence of erroneous information provided by the Client.

Neither the Member nor any of its employee/representative shall be liable for any failure to perform its obligations, to the extent that such performance has been delayed, hindered or prevented by systems failure, network, errors, delay or loss of data due to the above and in circumstances of acts of God, floods, epidemics, quarantine, riot or civil commotion and war.

The Member shall provide its services on a best efforts basis. However the Member shall not be liable for failure of the system or for any loss, damage or other costs arising in any way out of:

System failure including failure of ancillary or associated systems, or fluctuation of power, or other environmental conditions; or

Accident transportation, neglect, misuses, errors, frauds of the Client or agents or any third party; or

Any incident, special or consequential damages including without limitation of loss of Profit. The Client further agrees to indemnify the Member for any loss that may arise as a result of systems, failure accident or any of the reasons mentioned above.

Voluntary Terms & Conditins (NSE)

This document is proposed to be kept in the internet trading site home page as Terms and conditions)

"TERMS OF USE OF www.vriddhi.co.in AND OFFLINE TRADING THROUGH ANY OF THE TERMINALS OF DALMIA SECURITIES LIMITED (hereinafter referred to as the "SERVICES")"

This document (hereinafter referred to as an "Agreement") contains the terms and conditions of your use of the Services. Your use of the Services constitutes your unconditional acceptance of this Agreement. It is important to note that we reserve the right to change/update the Agreement at any time without notice to you. You are responsible for regularly reviewing this Agreement posted on www.vriddhi.co.in Your continued use of the Services after the changes constitutes your unconditional acceptance of the updated Agreement.

The terms and conditions forming part of this agreement are voluntary and are required to be exceuted by the client for availing Interent Trading Facility provided by Dalmia Securities (P) Limited (DSPL) and the execution of the same is at the discretion of the client for availing this facility.

GENERAL TERMS AND CONDITIONS GOVERNING THE SERVICE

1.1. The Member hereby agrees to provide to the Client services in respect of buying, selling and otherwise dealing in securities which are admitted for dealings on the stock exchanges and the Client hereby agrees to avail such services provided by the Member.

1.2. Execution of Order The Client shall transmit his/her/its orders to the Member through the internet over the Member's web site; or through telephone (as per the predefined procedure of forwarding the order through a phone broking executive in such other manner as the Member may permit) or through any letter or other form of written or oral communication.

1.3 The Client hereby authorises the Member to rely and act on, and treat as fully authorised by and binding upon the Client, any order, instruction or communication (by whatever means transmitted and whether or not in writing) which purports to have been given and which the Member reasonably believes in good faith to have been given by the Client or a person duly authorised to act on behalf of the Client. The Client agrees that he/she/it shall be responsible to the Member for all commitments and obligations made or entered into in the Client's name whether in writing or orally and howsoever communicated or purported to be given as aforesaid.

1.4 The Client shall from time to time notify the Member in writing of the names of the persons who are authorised to give instructions in relation to this Agreement to the Member on behalf of the Client. Until the Member is notified in writing to the contrary, the Member shall be entitled to assume that any of those persons has full and unrestricted power to give such instructions on behalf of the Client. by whatever means transmitted and whether or not in writing) which purports to have emanated and which the Member believes to have emanated from the Client or from any such authorised person and, if the Member acts in good faith on such instructions, such instructions shall be binding on the Client without restriction and the Member shall not be liable for doing so, whether or not the instructions were given by the Client or such authorised persons or otherwise and the Member shall not be under any duty to verify the authenticity of such instructions or the identity of the person(s) giving them.

1.5 Dematerialized Securities All orders made by the Client shall only be in securities compulsorily traded in the dematerialized form. All deliveries of securities made by or to the Client shall only be in the dematerialized form. The Member shall notify the securities for which this facility is made available from time to time on the web site. The Member should have the right to add or deletes securities for which the facility is made available in its absolute discretion and details of the same would be posted on the web site and the web site and no separate intimation there of will be sent to the Client either physically or electronically.

1.6 Declarations by the Client

The Client hereby confirms and warrants that:

The Member has brought the contents of the risk disclosure document to the notice of the Client and made the Client aware of the said document. The Client confirms that he/she/it has read, understood, appreciated and signed the Risk Disclosure Document appended hereto and understands the trading and risk involved in the purchasing, selling and trading in securities (including entering into various Derivatives contracts),whether such risks are contained in the Risk Disclosure Document or not, and contained in the Risk Disclosure Document or not, and The failure of the Client to understand the risk involved shall not render a contract as void or voidable and the Client shall be and shall continue to be responsible for all the risks and consequences for entering into trades in the segments in which the Client chose to trade.

The Client is fully responsible for all his/her/its investment decisions and trades and in dealing in the Securities.

The Client undertakes to be bound by the Risk Disclosure Document and all amendments thereto from time to time and the Client undertakes to continuously remain aware of such amendments.

The failure of a Client to understand the risk involved or the failure of the Member to explain the risk, the Client shall be responsible for all consequences for entering into trades in segment in which the client chose to trade.

The Client hereby authorises the Member to take all such steps on the Clients behalf as may be provisions or to complete or settle any transactions entered into through or with the member or executed by the Member on behalf of the Client, However, nothing herein shall oblige the Member to take such steps.

Acting as a Sub Broker The Constituent agrees that he/she/it will not act as Sub-Broker without prior written permission of the Member and without obtaining certificate of registration from Securities and Exchange Board of India (SEBI).

1.7 Material / Information on the web site

The Client agrees that all investment and disinvestment decisions are based on the Client's own evaluation of financial circumstances and investment objectives. This extends to any decisions made by the Client on the basis of any information that may be made available on the web site of the Member. The Client will not hold nor seek to hold the Member or any of its officers, directors, employees, agents, subsidiaries, affiliates or business associates liable for any trading losses, cost of damage incurred by the Client consequent upon relying on investment information, research opinions or advice or any other material/information whatsoever on the web site whether put up by the Member or any other agency. The Member does not represent and shall not be deemed to have represented, that the investment information on the web site is accurate or complete. The Client is aware that any information on the website based on the research of the Member or other external sources is subject to normal variations in the stock market and is merely an estimation of the viability or otherwise of certain investments, and the Member shall not be deemed to have assumed any responsibility for such information. The Client should seek independent professional advice regarding the suitability of any investment decisions. The Client also acknowledges that the Member's employees are not authorised to give any such advice and that the Client will not solicit or rely upon any such advice from the Member or any cf its employees.

1.8 Restrictions on Access to Web Site and Trading

The Client understands that the Member may at any time, at its sole discretion and without prior notice to the Client, prohibit or restrict the Client's access to the use of the web site or related Services and the Client's ability to trade. The Client will bear any loss that he/she/it may be faced with due to inability to execute further trades on account of such restriction.

1.9 Phone Broking Services

The Client is aware that the Member offer Phones broking services for placing the securities dealing orders through phone broking executives over predesignated telephone numbers. The Client can place securities dealing orders through telephone by confirming his User ID allotted by he Member at the time of account opening and his personal details as informed by the Client to the Member. The Client shall ensure proper safeguard of the User ID allotted to him and keep his personal details confidential. The Client shall immediately notify the Member in writing, delivered via e-mail and Registered AD, if the Client becomes aware of any loss, theft or unauthorized use to the Client's account/User ID; or any failure by the Client to receive an accurate written confirmation of any execution including the contract note for the same; or any receipt by the Client of confirmation of an order and /or execution which the Client did not place; or any inaccurate information in the Clients account balances, securities position, or transaction history. In the case where the Client notifies such loss, theft or unauthorized use of the Clients User ID to the Member, the Member shall suspend the use of the account of the Client. However the Client shall be responsible and liable for all transaction that are carried out by the use of the Client's Use ID and personal details. When any of the above circumstances occur, neither the Member nor any of its officers, directors, employees, agents, affiliates or subsidiaries will have any responsibility or liability to the Client or to any other person whose claim may arise through the Client with respect to any of the circumstances described In case of phone broking, the Client shall ensure the availability of funds/securities in his/her/its account intimated to the Member, required for meeting his/her/its pay in obligation, at the time of placing the order through phone broking executive. The Member shall not be responsible for any claim, loss damaged arising out of non availability/shortage of funds/securities in the Clients account for meeting the pay in obligation.

The Client understands that placing an order with the Member, including a market order does not guarantee execution of the order. The Member has the absolute right to reject any order that may be made by the Client for any reason whatsoever including for the breach of the requirement of maintaining the prescribed Margin in the Client account or the bank account (in the events that the Client has executed a power of attorney as per the provisions mentioned hereunder).

The Client is required to ascertain the status of his/her/its order (including any rejection of the same)which would be posted only on the relevant sections of the web site, Further the exchanges may cancel the trade summons without giving any reason therefore. The Member shall be entitled to cancel relative contrasts with the Client. The Member shall not be liable for any losses, damages or claims on account of such rejection or cancellation of any trade for any reason whatsoever. Further the Member may at its sole discretion, subject any order made by the Client to manual review and entry which may cause delays in the execution of the Client's orders. In case of phone broking the Clientis required to obtain the confirmation/status of the order executed for the day by calling the phone broking executive with whom he/she/it has placed the order. The Member shall send the confirmation of the order executed in form of the digital contract note to the email address of the Client, as intimated to the Member at the time of account opening, and no further confirmations shall be given by Member.

The Member agrees to inform the client and keep him/her/it apprized about trading/settlement cycles, delivery/payment schedules, any changes therein from time to time, and it shall be the responsibility in turn of the client to comply with such schedules / procedures of the stock exchanges.

2.CONDITIONS GOVERNING TRADING TERMS AND CONDITIONS FOR TRANSACTIONS IN SECURITIES

The Member of the concerned or their respective registrars shall entertain online transaction request and/or request made through telephone in the manner provided under this agreement.

For change of address or any personal details of the Client, the Client shall send a letter or fax to the Member signed by all the co-holders.

The Client is requested to check up the personal and bank related details provided by him/her. Neither the Member nor any of the employee shall accept any liability which may arise as a consequence of erroneous information provided by the Client.

Neither the Member nor any of its employee/representative shall be liable for any failure to perform its obligations, to the extent that such performance has been delayed, hindered or prevented by systems failure, network, errors, delay or loss of data due to the above and in circumstances of acts of God, floods, epidemics, quarantine, riot or civil commotion and war.

The Member shall provide its services on a best efforts basis. However the Member shall not be liable for failure of the system or for any loss, damage or other costs arising in any way out of:

System failure including failure of ancillary or associated systems, or fluctuation of power, or other environmental conditions; or

Accident transportation, neglect, misuses, errors, frauds of the Client or agents or any third party; or Any incident, special or consequential damages including without limitation of loss of Profit. The Client further agrees to indemnify the Member for any loss that may arise as a result of systems, failure accident or any of the reasons mentioned above.

TERMS AND CONDITIONS GOVERNING TRANSACTIONS IN DERIVATIVES

The Client shall be bound by the constitution, bye-laws, rules, regulations, and the customs of the stock Exchange. The failure of a Client to understand the risk involved or the failure of a Member to explain the risk to the Client shall not render a contract as void or voidable and the Client shall be and shall continue to be responsible for all the risks and consequences for entering into trades in Derivatives. The Client shall not, acting alone or in concert with others directly or indirectly, hold and control in excess number of permitted futures contracts as fixed from time to time by the Stock Exchanges. The Client shall not exercise a long or short position where, acting alone or in concert with others, directly or indirectly the Client will have exercised in excess of the number of permitted futures contracts as may be fixed from time to time by the Stock Exchange. The Clients hereby authorises the Member at its discretion and if the Member deems fit for its protection to buy, sell, or close out any part or all of the derivative contracts held in the Client's accounts with the Member. Any or all such incidental expenses incurred by the Member will be reimbursed by the Client. The Client shall be liable to pay applicable initial margins, withholding margins, special margins or such other margins as are considered necessary by The Member or the Exchange or as may be directed by SEBI from time to time as applicable to the segment(s) in which the client trades. The Member is permitted in its sole and absolute discretion to collect additional margins (even though not required by the Exchange, Clearing House/ Clearing Corporation or SEBI) and the client shall be obliged to pay such margins within the stipulated time. The Client hereby agrees that payment of margins by the Client does not necessarily imply complete satisfaction of all dues. In spite of consistently having paid margins, the Client may, on the closing of its trade, be obliged to pay (or entitled to receive) such further sums as the contract may dictate / require.

2.1 Margin

The Client shall make the prescribed initial margin in the form of cash and/or in the form of Securities ("the Margin") with the Member simultaneously with the opening of the account. Margin shall be as decided at the sole discretions of the Member. The Margin will not be interest bearing. The Member shall have, at its sole discretion, the irrevocable right to set off a part or whole of the Margin i.e by the way of appropriating of the relevant amount of cash or by sale or transfer of all or some of the Securities which form part of the Margin, against any dues of the Client or of a member of the group of the Client (for the purposes of these Terms, "Group" shall mean all the individuals, group companies, firms, entities and the persons as specified in the schedule to the Member Client Agreement) in the event of the failure of the Client or a member of the Group of the Client to meet any of their respective obligations under these Terms.

The Client is liable to pay an initial margin up-front on or before creating a position in any Derivatives contract. Such margin shall be decided upon by the Member or the Exchanges from time to time. The Client may also be liable to pay withholding margin, special margins or such other margins as are considered necessary by the Member or the Exchange from time to time. The Member is permitted in its sole and absolute discretion to collect additional margin (even though not imposed by the exchanges) and the Client shall be obliged to pay the same.

The client agrees and authorises the Member to determine the market value of securities placed as margin after applying a haircut that the Member may deem appropriate. The client undertakes to monitor the market value of such securities on a continuous basis. The client further undertakes to replenish any shortfall in the value of the margin consequents to a fall in the market value of such securities placed as margin immediately whether or not the member intimates such shortfall.

The Member may at its sole discretion prescribe the payment of Margin in the form of cash instead of or in addition to margin in form of securities. The Client accepts to comply with the Member's requirement of payment of Margin in the form of cash immediately. Without prejudice to The Member's other rights (including the right to refer a matter to arbitration), The Member shall be entitled to liquidate / close out all or any of the client's positions for non- payment of margins or other amount, outstanding debts, etc and adjust the proceeds of such liquidation / close out, if any, against the client's liabilities / obligations. Any and all losses and financial charges on account of such liquidation / closing - out shall be charged to and borne by the client.

The client agrees to abide by the exposure limits. If any, set by The Member or by the Exchange or Clearing Corporate or SEBI from time to time.

Any reference in these terms to sell or transfer of Securities by the Member shall be deemed to include sale of the Securities which form part of the Margin maintained by the Client with the Member. In exercise of the Member's right to sell securities under the Agreement, the Client agree that the choice of specific securities to be sold shall be solely at the Member's discretion.

The Client agrees and empowers/authorize the Member to act at its discretion of merging balances kept under various accounts held with the Member such as CM Trading Account and F&O Trading Account, NSDL (or CDSL) DP Account, etc., to nullify the debit in any other account of the Client held with the Member without taking any further instructions from the Client. Similarly the Client agrees and empowers/authorize the Member to merge the securities kept with the Member in various accounts in order to nullify the debit in any account of the Client. The Client hereby authorizes the Member to change or alter the list of Securities on which margin trading is allowed.

2.2 Dealings

The Client is responsible for all orders, including any orders that may be executed without the required Margin (as stipulated by the Member from time to time) in the Client's account or the bank account (in the event that the Client's order is executed a power of attorney in terms of clause 3.1 of this agreement). If the Client's order is executed despite a shortfall in the available Margin, the Client shall, whether or not the Member intimates such shortfall in the available Margin, instantaneously pay additional Margin.

The Client's positions are valued at the latest market price available (mark to market) on a continuous basis by the Member. If on such mark to market, the loss incurred by the Client is more than the Margin available with the Member, the Client shall instantaneously pay additional Margin.

If payment/securities towards the margin or the shortfall in margin is not received instantaneously to enable restoration of sufficient Margin in the Client's account, all or some of the positions of the Client may be squared off or the Securities placed as Margin by the Client may sold off by the Member at its sole discretion, without any further reference to the Client and without prior notification, and any resultant or associated losses that may occur due to such squaring off or sale or securities shall be borne by the Client, and the Member is hereby fully indemnified and harmless by the Client in this behalf.

Prior to placing an order in connection with the sale/purchase or transfer of any securities in which Constituent requires any form of regulatory or other permission, the Constituent shall obtain such permission before placing of the order and shall furnish necessary documents to the Member prior to the execution of the order. The Constituent acknowledges and accepts that delays may occur in relation to the processing of such orders despite the necessary documents being furnished in a timely manner. The Member may at its sole discretion refuse to execute any such order till it is satisfied of the legality of the transaction. The Constituent is responsible for all costs associated with compliance or failure to comply with all the regulatory requirements and hereby agrees to fully indemnify the Member from any costs, losses, claims or other liability arising on account of such orders.

2.3 Execution of Orders; Confirmation

The Client understand that placing an order with the Member including a market order does not guarantee execution of the order. The Member has the absolute right to reject any order that may be made by the Client for any reason whatsoever including for the breach of the requirement of maintaining the prescribed margin in the Client account or the bank account.

The Client is required to ascertain the status of his/her/its order (including any rejection of the same)which would be posted only on the relevant sections of the web site, and no separate confirmation of the execution/rejection of the under would be sent to the Client either physically or electronically. Further, the Exchange may cancel the trade suomoto without giving any reason therefore and where the Exchanges cancel trades suo moto, all such trades, including the trades done on behalf of the Client shall ipso facto stand cancelled. The Member shall not be liable for any losses, damage or claims on account of such rejection or cancellation of any trade for any reason whatsoever. Further, the Member may at its sole discretion, subject any order made by the Client to manual review and entry which may cause delays in the execution of the Client's order.

The Client is required to ascertain all ledger balances of Securities in his/her/its accounts which would be posted only on the relevant section of the website and no separate intimation of the ledger balances of the Client in his/ her/its account would be sent to the Client either physically or electronically. Subject to prescribed regulations, depository participant statement will be posted only on the relevant section of the web site and no separate intimation thereof will be sent to the Client either physically or electronically.

In the event of the sale of any Securities by the Member at the request of the Client and the inability of the Member to deliver to the purchaser the securities so sold by reason of the failure of the Client to supply the Member therewith then, and in such event, but subject to the provisions of applicable laws, rules and regulations, the Client authorises the Member to borrow, purchase or otherwise acquire any \Securities necessary to make delivery thereof. Further, the Client accepts liability for any premiums which the Member may be required to pay, and for any losses, costs, charges, expenses or other liabilities whatsoever which the Member may sustain or incur by reason of the Member's inability to deliver the Securities in question.

The Member may, without specific prior reference to the Client, combine for execution the Client's orders with the orders of other clients. Where there are insufficient Securities to satisfy orders so combined, the transaction shall be allocated between clients as the Member thinks fit, due regard being had to the sequence in which such orders were received and fairness to all clients involved. The Member may, without specific prior reference to the Client, combine for execution orders of clients, including any order of the Client, with the Member's own orders or those of any related companies provided that this will not result in a less favorable price being obtained for the Client than would have been achieved had the orders been executed separately and further provided that where tearer insufficient Securities to satisfy the orders so combined, priority shall be given to satisfying the orders of clients.

Without prejudice to any of the Member's other rights, the Member shall be entitled at any time (without liability on the Member's part and without assigning any reason therefor) to refuse to act on any particular instructions(including any instructions countermanding other instructions) from the Client.

Neither the Member nor any of its related companies shall be liable for any loss sustained by the Client, directly or indirectly, if it is prevented from acting as a direct or indirect result of government restrictions, the imposition of emergency procedures or suspension of trading by any relevant exchange, clearing house or other market, civil disorder, acts or threatened acts of terrorism, natural disasters, war, strikes or other circumstances beyond its control.

The Client confirms that the Client is aware that short selling is not allowed in the Stock Exchanges and the Client undertakes not to short sell in the Stock Exchanges. The Client confirms that every sell order the Client asks the Member to execute on the Stock Exchanges will be a "long" sale.

The Member agrees that it shall co-operate in redressing grievance of the client in respect of transactions routed through it and in removing objections for bad delivery of shares , rectification of bad delivery, etc. in respect of shares and securities delivered / to be deliverd or received / to be received by the client.

The Member shall continue to be responsible for replacing bad delivering of the client in accordance with applicable "Good & bad delivery norms" even after termination of the agreement and shall be entitled to recover any loss incurred by him in such connection form the client.

2.4 Transaction rates :

The Client understands that with respect to any order, the Client will obtain the price at which the order was actually executed in the Market, which may be different from the price at which the Security was trading when the Client's order was entered into the Member's System. By reason of physical restraints on the Stock Exchanges and rapid changes in the prices to Securities that frequently takes place, there may, on occasions, be a delay in making prices or in dealing. The Member may not be able to trade at the prices quoted at any specific time or "at best" or "at market" and the Client agrees to be bound by all transactions executed by the Member in connection with any order. The Member is not liable for any loss arising by reason of its failing, or being unable, to comply with the terms of an order by or on behalf of the Client. Where the Member is unable to perform any order in full, it is entitled to effect partial performance, even without prior reference to or confirmation of the Client.

2.5 Mistaken Orders

The Member shall not be responsible for any order, that is made by the Client by mistake and every order that is entered by the Client through the use of the allotted user name and the security code(s) shall be deemed to be a valid order for which the Client shall be fully responsible.

2.6 Cancellation or Modification of Orders

The execution or order cancellation or modification is not guaranteed. Cancellation of orders is possible only if the original order remains pending at the Exchange. Market orders are subject to immediate execution. The Client shall not presume that an order has been executed or cancelled or modified and the Client is required to verify the status of his/her/its orders on the website in accordance with Clause above.

Unless otherwise specified by the Member, any order not executed at the end of the day shall stand cancelled.

2.7 Settlement Calanders and announced Corporate actions/Benefits

The Client accepts responsibility for knowing the status of all corporate benefits like rights and bonus issues, dividends and stock splits of shares he/she/it intends to trade in or held on his/her/its account and the eligibility of the shares to meet share pay in obligations to exchanges whether received by way of purchases, right, bonuses, stock spilt, off market transfer otherwise. Member will pass to the Client whatever corporate benefits are received from the companies directly like dividends and bonus shares. For other corporate benefits/actions like Rights issues/Open offers etc. where shareholders are required to apply to the company, it is the Client's responsibility to track announcements of such corporate benefits and then apply to the company if Client so desires. The Member shall ensure due protection to the client regarding client's rights to dividends, rights or bonus shares, etc. in respect whom and for whom it may have had transaction in securities. Member shall not be liable for any real/notional loss suffered by the Client, if Client fails to apply for such corporate benefits in time for the shares held by the Member on behalf of the Client. In some cases, Member at the Client request may apply on behalf of the Client for a Rights issue/Open offer for the shares held by Member on behalf of Client. Member shall not be liable for any loss/claim whatsoever in case such application is rejected by the Registrar/Company/manager to the issue for any reason.

2.8 Brokerage and Other Charges

The Client agrees to pay the brokerage charges, Exchange related charges, Statutory levies, charges and any other charges(including but not limited to security handling charges on settlement) as are prevailing from time to time and as they apply to the Client's account in respect of transaction and services that the Client receives from the Member. The Member agrees that it shall not charge brokerage more than the maximum permissible as per Rules, Regulations and bye laws of the Exchanges/SEBI. The brokerage shall be paid in the manner intimated by the member to the Client from time to time, including as a percentage of the value or the trade or as a flat fee or otherwise, together with the service taxes may be applicable from time to time on the same. The Client further agrees to pay any applicable taxes that may be levied on the transaction.

The Member shall debit the charges of the depository participant for the trades and the bank charges for the realization of cheques etc. to the Client's account.

2.9 Unless otherwise agreed, the Client agrees that when the Member has executed a purchase or sale transaction on behalf of the Client , the Client will, by such time and at such place as may be necessary for the Member to make delivery or payment as required by the Stock Exchange ("due settlement date"), make payment to the Member against delivery of (or credit to the Constituent's account for) purchased Securities, or make good delivery of sold Securities to the Member against payment, as the case may be

2.10 If the Client fails to make such payment or delivery of Securities by the due settlement date the Member is, without prejudice to any other rights it may have pursuant to this Agreement, hereby authorised to: in the case of a purchase transaction, to transfer or sell any such purchased Securities to satisfy the Client's obligations to the Member ; or in the case of a sale transaction, to borrow and/or purchase such sold Securities to satisfy the Client's obligations to the Member .

2.11 The Client hereby acknowledges that it will be responsible to the Member for any loss, costs, fees and expenses (including legal expenses on a full indemnity basis) in connection with the Client's failure to meet its obligations by the due settlement dates as described in Clause 2.10.

2.12 The Member may in its absolute discretion determine the priority in the execution of its clients' orders, having due regard to the sequence in which such orders were received and fairness to all clients involved, and the Client shall not have any claim of priority to another client in relation to the execution of any order received by the Member

2.13 The Member and the client agree to reconcile their accounts at the end of each quarter with reference to all the settlements where payout have been declared during the quarter.

2.14 Charges on Delayed Payment

Not with standing anything contained in these Terms, any amounts which are overdue from the Client to the Member will be charged delayed payment charges at the rate of 2% per month or such other rate as may be determined by the Member and Notified on the web site and the Client hereby authorise the Member to directly debit the same to the account of the Client at the end of each month.

2.15 Delayed Reporting of Transactions

If trades or transaction are reported late to the Member on account of any problems at the Exchange or, for whatever reason, the Client in turn will be subject to late reporting of transaction.

In addition, any error reported to the Client for any reason whatsoever will stand subsequently corrected to reflect the transaction that was effected in the Market.

2.16 Pay Out of funds and/or securities

The Client agrees that the Member shall not be obliged to deliver any Securities or pay any Securities or pay any money to the Client unless and until the same has been received by the Member from the Exchange, the Clearing Corporation/House. Unless the member otherwise determines, and subject to the Member's right of set off and other rights, the Securities to be delivered by the Member to the Client pursuant to the Client's purchase transaction shall be credited to the designated depository account of the Client and the sale proceeds by the Member to the Client shall be deposited to the designated bank account of the Client.

2.17 Arrangements with Relationship Bank

The Member has relationship with one or more banks ("the relationship Bank"). The web site of the Member has payment window through a link to the web site of the relation bank which provides the facility. In such a case, the Client would make the payment for Securities purchased by him/her/it by crediting the purchase amount (along with the indicated brokerage amount) directly to the account of the Member with the relationship bank by means of a fund transfer on the pay-out date of the relevant exchange on which the relationship bank by means of a fund transfer on the pay-out date of the relevant Exchange on which the sale transaction is carried out. The Member expressly states that the payment gateway mechanism is a service offered by the Banks with whom the Member has established relation for facilitating the transfer of funds between the Client's account and the Member's account. The Member expressly excludes liability for consequential loss or damage or loss of profit, business, revenue, goodwill or anticipated saving which may arise in respect of

(i) the payment gateway services offered by such bank

(ii) the payment Mechanism.

2.18 Lien on Client's Account

All the Securities and monies belonging to the Client in any depository or bank account or in mutual fund units or any other instruments which is under the control of or in the possession of the Member shall be subject to a lien for the discharge of any obligation or indebtedness of the Client or the member of the Client's Group to the Member. In enforcing the lien, the Member shall have the sole discretions of determining the Securities or assets that are to be liquidated.

2.19

(a) The Client hereby acknowledges and agrees to the use of voice recording devices by the Member of any telephone conversation between the Member and the Client and any of the Client's authorised persons, employees, officers or agents, without an automatic tone warning device in order to permit the Member to verify data concerning any matters relating to the purchase and/or sale of Securities.

(b) The Client confirms that the Member may tape record conversations with the Client in order to permit the Member to verify information concerning any matter. The Client agrees to accept the contents of any such recording as final and conclusive evidence of communications from the Client given by the Client or on behalf of the Client in case of dispute.

2.20 Conclusiveness of Records

The Member's own records of the trades/transaction maintained through computer systems or otherwise shall be accepted as conclusive and binding of the Client for all purposes.

2.21 Set off across the Exchange

In the case where the Client or any members of the Clients group maintains separate accounts to which this facilities may be extended by the Member to the Client or on any segment of the Exchange the Client agrees that the Member may set off credit balances of securities and/or funds in one or more of the accounts of the Client or any member of the Client's Group in relation to the said exchange and its segments against the debit balance of securities and/or funds in one or more of the accounts of the Client or any member of the Client's Group in relation to the other exchange and segments of the exchanges.

3. POWER OF ATTORNEY

In case a client is willing to trade through the online system of trading set up by the Member through its web site www.vriddhi.co.in the clients would be required to execute a power of attorney ,the terms of which are detailed hereinbelow :

3.1. Bank Account

If the Client executes a power of attorney in relation to the operation of its bank account, the Member shall be authorised to directly operate the bank account of the Client to the extent necessary to credit and debit the proceeds/dues from the various transaction that are carried out by the Member on behalf of the Client, and also to debit.

(i) Margin due or shortfall in Margin due from the Client, and

(ii) any other charges or dues from the Client.

The Client also agree and shall authorise the designated bank to block the required amount in the designated bank account against the desired limits and settlement obligation solely on the instruction from the Member in this regard. once the amounts in the account are blocked, the Member shall if the order of the Client gets executed either fully or partially, instruct the bank to transfer the amount equal to the obligation under the contract to the Member's account on the settlement date or the pay in pay out date and release the balance amount that are blocked in the case where the order of the Client is partially executed of the full amount that is blocked in the case where the order does not get executed. The Client shall not withdraw, issue a cheque or otherwise use the blocked funds in the its account. The Member will not be liable in any manner for any loss or claim that may arise due to any blocking of funds that may be erroneously instructed by the member to the designated bank.

3.2 Depository Account

The Client shall execute a power of attorney (which shall not be revocable during the currency of this Agreement) for the operation of its depository account authorising the Member to directly of relevant securities to the pool account of the Member through the issue of the necessary delivery instruction duly signed on behalf of the Client and to pledge, sale dispose, transfer or deal in any other manner the securities placed by the Client with the Member as margin and lying in the depository account. Notwithstanding the execution of the Power of Attorney, the Client shall also authorise the designated depository to block the securities sold in the designated depository account against the Client's order to sell security. Once the security in the accounts are blocked the member shall, if the order of the Client is executed either fully or partially, instruct the depository participant to transfer the securities which are sold, to the Member's security poll account in time to meet settlement obligation and release the balance security that were block in the case partial execution or all the securities that are blocked in the case of non execution. The Client agrees that it will not be allowed to pledge, instruct transfer or otherwise use the blocked securities in its account. The Client also agrees that the blocking of the securities will be given first priority as against any other instruction issued by it against the blocked securities.

3.3 Freezing of the Accounts

The Client shall be entitled to exercise the right to close/freeze/pledge the accounts with the depository participant and/or the bank, as the case may be, only if there is no obligation pending to be met by the Client to the Member and/or to , any member of the Client's Group in the form of cash and/or security.

4 MEMBER CLIENT COMMUNICATION

4.1 Form of Communication

Documents which be sent by electronic delivery the parties may be in the form of an electronic mail (including any auto replies form the system of the Member) an electronic mail attachment, or in the form of an available download from the website. The Member shall be deemed to have fulfilled any legal obligation to deliver to the Client any such document if sent via electronic delivery provided however that the notice of termination specified in the terms here in, shall be in writing.

4.2 Electronic Communication of Documents

The Member shall send to the Client by electronic means the contract note/trade confirmation of the trades executed bill and account statement. The Client agrees that the Member fulfills its legal obligation to deliver to the Client any such document if sent via electronic delivery. The Client understands that it is his/her/its responsibility to review, upon first receipt, whether delivered to Client by mail, E-mail (including any auto replies from the system of the Member) or other electronic means, all confirmation, statements, notices, contract, bill and other communication. All information contained therein shall be binding upon the Client. If the Client does not object either in writing or via electronic mail, within 24 hours after any such document is sent to the Client, the same shall be deemed to have been correct and the same would be binding on the Client. However, the Member reserves the right, in its absolute discretion, to determine the validity of the Client's objection to the transaction, even though such objection is received after the expiry of 24 hours. The Client agrees that the Member will not be responsible for non-receipt of documents sent via electronic delivery due to change in email address of the Client. The Client also agrees that the Member shall not take cognisance of out of-office/out-of-station auto replies and the Client is deemed to have received such electronic mails.

4.3 Change of Address

Unless the Client informs the Member of the change of the address for communication in writing all notice circulars, communication or mail sent to the existing address shall be deemed to have been received by the Client irrespective of whether they are actually received or not.

4.4 Member's Liability

Under no circumstance shall the Member or involved in creating, producing, delivering or managing the Member's services be liable for any direct, incidental, special or consequential damages that result from the use of or inability to use the service, delay in transaction of any communication, in each case for any reason whatsoever (including on account breakdown in systems) or out of any breach of any warranty or due to any fraud committed by any person whether in the employment of the member or otherwise.

4.5 Default

Whenever the Member deems it necessary for its protection in its sole and absolute discretion; or if, in the Member's opinion, the Client has breached any material term of this Agreement or defaulted in respect of any transaction with the Member or any related companies to which it is a party; or if any representation, warranty or undertaking made in this Agreement or in any document delivered to the Member pursuant to or in connection with this Agreement was when given or hereafter becomes incorrect in any material respect; or for compliance with any rules or regulations of any relevant exchange or clearing house; or in the event that a petition in bankruptcy is filed against the Client or an order is made or resolution passed for the Client's voluntary or compulsory winding up or a meeting is convened for the purpose of considering a resolution that the Client should be so wound up; or in the event that a judicial declaration of incompetence is made in respect of the Client or the Client dies; or any warrant or order of attachment or distress or equivalent order is issued against any of the Client's accounts with the Member or any related companies then all amounts owing by the Client to the Member shall become forthwith payable on demand, and interest will accrue at the rate specified in Clause __ on the amounts outstanding from time to time, and the Member shall be entitled at its absolute discretion, without further notice or demand, forthwith to: satisfy any obligation the CLIENT may have to the Member (either directly or by way of guarantee or other security) out of the sale or other realisation, in such manner and upon such terms as the Member may in its absolute discretion decide, of all or any part of any property held by the Member and/or any related companies for any purpose in any account of the Client; cancel any open orders for the purchase and sale of Securities; sell any or all Securities long in any account of the Client; buy any or all Securities which may be short in any account of the Client and exercise its rights under any other provisions of this Agreement. The Member may apply the net proceeds (after deduction of all fees, costs and expenses (including legal costs) incurred in connection with the exercise of any such action referred to in this Clause in reduction of the Client's then outstanding obligations or indebtedness to the Member and/or any related companies. The Client shall at all times be liable for the payment upon demand of any debt or negative balance whatsoever and howsoever arising on any account (including in the event of any liquidation of any such account) together with any cost or expense (including legal costs on a full indemnity basis) incurred by the Member related to the exercise of its rights under this Agreement and for the payment upon demand of any debt or negative balance that may exist after the Member has exercised any of its rights under this Agreement. The Client hereby waives all claims and demands (if any) against the Member in respect of any loss, involuntary or otherwise, directly arising from the exercise by the Member of the powers conferred by this clause, howsoever such loss may have been caused (other than through the wilful misfeasance or negligence of the Member or the reckless disregard of the obligations of the Member under this clause), whether in relation to the timing or manner of the exercise of such powers or otherwise.

The Member and/or any related companies may purchase the Securities or other assets which are the subject of any sale made pursuant to this clause free from any right of redemption and neither the Member nor any related companies shall be accountable to the Client for any profits, charges or commissions received by any of them or their nominees or agents as a result of the exercise by the Member of powers conferred pursuant to this clause. Information about default in payment /delivery and related aspects by a client shall be brought to the notice of the relevant stock exchange (s). in case where defaulting client is a corporate entity /partnership / proprietary firm or any other artificial legal entity, then the name(s) of the director(s)/ promoter(s) / Partner(s) / proprietor as the case may be, shall also be communicated to the relevant stock exchange(s).

4.6 Amendment/Modification of the Terms

This Agreement can be altered, amended and /or modified by the parties mutually in writing without derogating from the contents of this Agreement. PROVIDED HOWEVER that if the rights and obligations of the parties hereto are altered by virtue of change in Rules and regulation of SEBI or bye law, Rules and Regulations of the stock exchanges or any of them, such changes shall be deemed to have been incorporated herein in modification of the rights and obligations of the parties mentioned in this Agreement.

4.7 Notice/Policies

Certain policies and/or procedures may be further outlined on the Member's web site and material/ literature and frequently asked question (FAQ's) provided to the Client. Through the use of the Member's web site and services the Client agrees to be bound by any and a such notices, polices and terms of doing business.

5. SECURITY CODE (s) SECURITY PRECAUTION AND INFRASTRUCTURE

5.1 Use of Client-ID / Password

The Client confirms and agrees that it will be the sole authorised user of the User name, Password, Customer User Identification Number, Telephone Personal Identification Number (T-Pin) or other identification or security code by whatever name called, to be given to it by the Member to access Member's system or service through Member's web site, over the telephone or in such manner as may be permitted by the Member for availing of the service. The Client accepts sole responsibility for use, confidentiality and protection of the User name Password, Customer User Identification Number, T-Pin or other security code(s) as issued by the Member to the Client from time to time (hereinafter referred to as "security codes" as for all orders and information changes entered into the Client's account using such security codes. The Client shall ensure that such security code(s) is/are not revealed to any third party. If the Client forgets the security code(s) a request change of such security code(s) should be sent to the Member in writing. On receipt of such request the Member shall discontinue the use of the old Security code (s) and shall generated new security code(s) for the Client which shall be communicated to the Client. However the Client shall be responsible and liable for all transaction that are carried out by the use of the only Security code (s) Neither the Member nor any of its officers, directors, employees, agents, affiliates or subsidiaries will have any responsibility or liability to the Client or to any person whose claim may arise through the respect to any of the circumstances described above.

5.2 Recording of Password

The Client shall memories the security code(s) and not record it in written or electronic form in the event that the Client does record the security code(s) in written or electronic form he/she/it shall do so at his/her/its sole risk and responsibility.

5.3 Responsibility for Use of Security Code(s)

Any order entered using the Client's security code(s) either through the web site or through telephone or otherwise or demand to be that of the Client if third parties gain access to the Member's services through the use of the Client's security code (s) the Client will be responsible for the same The Client shall indemnify and keep the Member indemnified and harmless the Member liability, costs or damages arising out of claims or suits by or against such third parties based upon or relating to such access and use of security code since the primary responsibility for such transaction shall be that of the Client. The use and storage of any information including, without limitation, the password portfolio information transaction activity, account balances and other information or order on the Client's personal computer is at the Client's own risk and is the Client's sole responsibility.

5.4 Protection of Security Code(s)

The Client shall immediately notify the Member in writing, delivered via-e-mail and Registered AD, if the Client becomes aware of any loss, theft or unauthorized use of the Client's Security code (s) and account number or any failure by the Client to receive the confirmation of an execution including the contract note for the same; or any receipt by the Client of confirmation of an order and/or execution which the Client did not place; or any inaccurate information in the Client's account balances, securities position, or transaction history In the case where the Client notifies such loss, theft or unauthorized use of the Client's Security code (s) password and account number to theMember, it shall suspended the use of the account of the Client, however the Client shall be responsible and liable for all transaction that are carried out by using the Client password. When any of the above circumstances occur, neither the Member nor any of its officers, directors, employees, agents or subsidiaries will have any responsibility or liability to the Client or to any other person whose claim may arise thought the Client with respect to any circumstance described above.

5.5 Communication Equipment of the Client

The Client is responsible for installing and maintaining the communication equipment (including personal computers and modems) and telephone or alternative service required for accessing and using the web site or related service. All communication costs, service charges, levies and fees incurred by the Client in accessing the web site or related services will be borne by the Client.

5.6 Client's infrastructure

For the purpose of these Terms, it is presumed that the Client has all the necessary and compatible infrastructure ready at its end for the purpose of accessing the web site of the Member or contacting the phone broking executive of the Member prior to accessing the service provided pursuant to these terms. The Member will not (and shall not be under any obligation to) assist the Client in installing the required infrastructure or obtaining the necessary equipment permits and clearances to establish connectivity or linkages to the web site of the Member.

5.7 Prevention of Unauthorized Use The Client will install the necessary safeguards and access restrictions to prevent unauthorized use of Client computer systems or security code and ensure that no unauthorized person can gain access to the computer systems or such security codes.

5.8 Liability for Incorrect Instructions The Client agrees to fully indemnify and hold harmless the Member for any losses, expenses or other consequences arising from the execution of incorrect/ambiguous or fraudulent instruction that got entered though the system at the Client's end.

5.9 Secure Electronic Records and Digital Signature In the event that the certifying authorised and other infrastructure contemplated under the information Technology Act, 2000 for ensuring secure electronic records and secure digital signatures is notified by the concerned authorities and the infrastructure to enable the same is in place the Member would have the right to require the Client to authorise the various transaction on the web site by means of such secure electronic records and secure digital signatures and discontinue the usage of the Client password.

6. MISCELLANEOUS PROVISIONS GOVERNING THE TERMS

6.1 Use of web content

The Client agrees that each participating Exchange or association or agency asserts a proprietary interest in all of the market data it furnishes to parties that disseminate the said data. The Client shall use real-time quotes received on the web site of the Member only for the Client's individual use and shall not furnish such data to any other person or entity. The Client is authorized to use materials which are made available by the Member's web site for the Client's own needs only, and the client is not authorized to resell access to any such materials or to make copies of any such materials for sale or use to and by others. The Client shall not delete copyright or other intellectual property rights notices from printouts of electronically accessed materials from the Member's web site.

6.2 Limitation of liability

I. The Member does not guarantee, and shall not be deemed to have guaranteed, the timeliness, sequence, accuracy, completeness, reliability or content of market information, or messages disseminated to the Client. The Member shall not be liable or any inaccuracy, error or delay in, or omission, (1) any such data information or message, or

(2) the transmission or delivery of any such data, information or message; or any loss or damage arising from or occasioned by

(i) any such inaccuracy, error, delay or omission,

(ii) non-performance, or

(iii) interruption in any such data, information or message, due either to any act or omission by the Member or to any "force majeure" event (e.g. flood, extraordinary weather condition, earthquake or other act of God, fire, war,insurrection, riot, labor dispute, accident, action of government, communications, power failure, shut down of systems for any reason (including on account of computer viruses), equipment of software malfunction), any fraud committed by any person whether in the employment of the Member or otherwise or any other cause within or beyond the reasonable control of the Member.

II. The Member shall not be liable for any inaccuracy, error, false statement, misrepresentation or fraud committed by any sales of other associated/third parties engaged by the Member to promote the services offered by it. The Client agrees that he/she/it places no reliance on such persons and will exercise due care and diligence in relying on any statements made by such persons. Further such persons are not and cannot be construed as agents of the Member.

6.3 Interruption in service

The Member does not warrant that the service will be uninterrupted or error free. The service is provided in an "as in" and "as available" basis without warranties of any kind, either express or implied, including, without limitation, those of merchantability and fitness for a particular purpose. The client agrees that the Member shall not be held responsible for delays in transmission of orders due to breakdown of the system or failure of communication facilities either due to the fault of the systems of the Member or of the Exchanges or otherwise or for any other delay beyond the reasonable control of the Member due to a breakdown or failure of communication facilities or for any other delay beyond the reasonable control of the Member.

6.4 Warranties of Client

The Client hereby represents and warrants that the terms and conditions of these terms have been clearly understood and that the information furnished to the member is accurate and truthful.

The Client confirms that he/she is of legal age and he/she/it has obtained the necessary approvals from the relevant regulatory/legal and compliance authorities to access the services provided pursuant to these terms.

6.5 Indemnity

(i) Though orders are generally routed to the market/place immediately after the time the order is placed by the Client on the system there may be a delay in execution of the order due to any link/system failure at the Client/Member/Exchange's end. The Client hereby specifically indemnifies and holds the Member harmless from any and all claims, and agrees that the Member shall not be liable for any loss, actual or perceived, caused directly or indirectly by government restriction, exchange or market regulation, suspension of trading, war, strike, equipment failure, communication line failure, system failure, security failure on the internet, shut down of systems for any reason (including on account of computer viruses),unauthorised access, theft, any fraud committed by any person whether in the employment of the Member or otherwise or any problem, technological or otherwise that might prevent the Client from contacting the phone brooking services of the Member or entering the Members system or from executing an order or in respect of other conditions.

(ii) The Client further agrees that he/she/it will not be compensated by the Member for any "lost opportunity" viz. notional profits on buy/sell orders which could not be executed due to an reason whatsoever, including but not limited due to time lag in the execution of the order or the speed at which the system of the Member or of the Exchanges is operating, any shutting down by the Member of his/her/its system for any reason of the Member disabling the Client from trading on its system for any reason whatsoever.

(iii) The Client hereby indemnifies and agrees to keep indemnified the Member and its employees, agents or representatives from and against all sums of moneys, actions, proceedings, suits, claims, demands, damages, costs, expenses and any other amounts whatsoever arising out of any default, whether by act or omission, of the Client under the Agreement or anything lawfully done by the Member in accordance with the Agreement or by reason of the Member complying with any direction, request or requirement of the Stock Exchange or other regulatory authority.

(iv) The Client also agrees that the Member shall not be liable to the Client for any losses, costs, expenses, o r o t h e r damages sustained by the Client in the event of any failure or delay by any exchange, market, clearing house, bank or other depository institution where any of the Client's funds or other assets are maintained, or a failure or delay by any member, bank or agent of any of the foregoing, or a failure or delay by any of the foregoing to enforce its rules, to fulfill its obligations, or to make any payment, for any reason whatsoever. The Client waives any claim, cause of action or right as against the Member its employees or agents which may arise or occur as result thereof.

(v) The Client agrees that he/she/it shall not pay any amount in cash to any Sales Representative of the Member's at any time for carrying out any transaction in the normal course of the business. The Member shall not be responsible for any loss on account of cash payment by the constituent being contrary to instruction of Member.

6.6 Death or Insolvency or winding up

(i) The client agrees to immediately furnish information to the Member in writing, if any winding up petition or Insolvency petition has been filed or any winding up or insolvency order or decree or award is passed against him/her/it or if any litigation which may have material bearing on his capacity has been filed against him/her/it.

(ii) In the event of death or insolvency or liquidation of the Client or of his/her/its otherwise becoming incapable of receiving and/or paying for or delivering or transferring securities which the Client has ordered to be bought or sold, the Member may close out the transaction of the Client the Client or his/her/its legal representative(s) shall be liable for any losses, costs and can claim losses, if any, from the estate of the deceased Client and/or the legal representatives who shall however be entitled to any surplus which may result there from.

6.7 Severability

If any provisions of these Terms are held invalid or unenforceable by reason of any law, rule, administrative order or judicial decision by any court, regulatory or self-regulatory agency or body, such invalidity or un enforce ability shall attach only to such provision or terms held invalid. The validity of the remaining provisions and terms shall not be affected thereby and these terms shall be carried out as if any such invalid/unenforceable provisions or terms were not contained herein. Words and expressions which are used this agreement, but which are not defined herein shall, unless the context otherwise requires, have the same meaning as assigned thereto in the Rules, Bylaws and Regulations of the exchange(s) and circulars issued thereunder.

6.8 No Assignment

The rights of the Client under these Terms are not transferable under any circumstances and shall be used only by the Client.

6.9 Further Assurances

In connection with this Agreement, as well as all transactions contemplated by this Agreement as offered by the Member from time to time each Party agrees to execute and deliver such additional documents and to perform such additional actions as may be necessary, appropriate or reasonably requested to carry out or evidence the transactions in respect of the Services availed by the Client from time to time.

6.10 Dispute Resolution

(a) The Member and the Client are aware of the provisions if the bye laws rules and regulations of the Exchanges relating to the resolution of the disputes/differences through the mechanism of arbitration provided by the Exchanges and agree to abide by the said provisions in so far as any disputes under these terms relate to transactions that are to be carried on the exchanges.

(b) The Member hereby agrees that it shall ensure faster settlement of any arbitration proceedings arising out of the transaction entered into between him and the client and that it shall be liable to implement the arbitration awards made in such proceedings.

(c) In so far as any other disputes or differences in connection with these Terms or their performance (other than the disputes referred to in 6.10 (a) above) are concerned such disputes shall, so far as it is possible, be settled amicably between the Parties and in the case where after 30 days of consultation, the parties have failed to reach an amicable settlement, such disputes shall be submitted to arbitration and such arbitration shall be conducted in accordance with the Indian Arbitration and Conciliation Act, 1996 (the "Arbitration Act") by a panel consisting of a sole arbitrator.

(d) The Member and the client agree to abide by any award passed by the Ombudsman under the SEBI (Ombudsman) Regulation, 2003

6.11 Termination

(i) This agreement shall forthwith terminate: if the Member for any reason ceases to be a member of the Stock Exchange including cessation of membership by reason the Member's default, death, resignation or expulsion or if the certificate issued by the Board is cancelled.

(ii) Either party shall be entitled to terminate this Agreement without assigning any reason, after giving notice in writing of not less than one month to the other party.

(iii) Notwithstanding any such termination , all rights, liabilities and obligations of the parties arising out of or in respect of transactions entered into prior to the termination of this Agreement shall continue to subsist and vest in/be binding on the respective parties or his/ its respective heirs, executors, administrators , legal representatives or successors, as the case may be.

6.12 Authorised Representative

The instructions issued by an authorized representative of the Client shall be binding on the Client in accordance with the letter authorizing the said representative to deal on behalf of the Client. The Client is aware that authentication technologies and strict security measures are required for the Internet trading through order routed system and undertakes to ensure that the security code(s) of the Client and / or his/her/its authorised representative. In the event of the authorized representative(s) being replaced, it shall be the responsibility of the inform the Member of the change in writing, failing which the constituent shall be responsible for the trade obligations arising out of the actions of both the old representative as well as the new representative.

6.14 Transactions Other Than Exchange Transaction The Parties acknowledge that the Member's Services involve execution of orders and transactions

(a) on or through an Exchange ("Exchange Transaction") and also

(b) otherwise than or through an Exchange e.g. transaction in units of Mutual Funds, government securities, commercialpaper,certificates of deposits, negotiable instruments and investments and investment in company or bank deposits. ("Off Exchange transactions"). The parties acknowledge and agree that in case of such Off Exchange Transaction, the Exchange provisions would not apply and the provisions on this Agreement shall be construed accordingly. Without prejudice to the generality of the aforesaid, the Parties agree that in case of such off Exchange Transactions: -

(a) the orders and transactions shall not be governed by the Exchange Provisions but by the Member's terms and conditions (including the terms and conditions of the concerned issuer of the Securities, company or other entity or person) and

(b) the provisions of this Agreement which would, be their very nature, apply only to Exchange Transactions,

(c) The member may receive brokerage, commission, or other amounts from the issuer, company or other concerned person or entity (in addition to receiving brokerage or other remuneration from the Client).

7. CONSTITUENT'S COVENANTS

7.1 The Constituent hereby undertakes to:

(i) Place the initial and maintenance margin amounts as the Member may specify to the Constituent from time to time, subject to requirements specified by SEBI.

(ii) Authorize retention of the shares with the Member upon the receipt of the same in the pay out from the Stock exchange till the amount due in respect of the said transaction including the dues to the Member is paid in full by the Constituent.

(iii) To pay to the Member-Brokerage, commission, fees, transaction costs, service tax, stamp duty and other taxes/expenses as are prevailing from time to time and as they apply to the Constituent's account, transactions and to the Services that the Member renders to the Constituent.

(iv) Abide by any revision in any of the terms of this agreement as may be agreed between the parties

7.2. Constituent's Warranties

The Constituent warrants, represents and assures the Member that he shall duly observe and perform the conditions and obligations stated herein.

7.3 Member's Representation

The Member represents that on entering into this agreement and deposit of initial margin by the Constituent the Member undertakes to settle the obligation towards the Stock Exchange for and on behalf of the Constituent. The Constituent hereby agrees and authorizes the Member to make such payments on his behalf.

8.GENERAL

8.1 Mark to Market Margins in Derivatives

For Derivatives contracts, the Constituent agrees that the Member shall raise bills at suitable periodic intervals. The Constituent also agrees to pay an up-front margin at the beginning of each week that will be sufficient to cover the daily margins for the entire duration of the week. If at any time during the week, the cumulative Mark to Market (MTM) margin falls short Margin available in the Constituent's account, the Constituent agrees to heed the Member's additional Margin calls. As the up-front weekly margin calls are purely for operational convenience, the Constituent will ensure that the Margins are adequate at all times and will immediately make good any short fall that the Member may communicate.

8.2 Payment by Constituent through Cheque

In case where the payment by the Constituent towards the Margin is made through a cheque issued in favor of the Member, the said cheque will be credited to the Constituent's account only after realization of funds in the Member's bank account.

8.3 Margin Merging

The Client authorises the Member to conduct at any time a credit enquiry or check on the Client for the purpose of ascertaining the financial situation and investment objectives of the Client and the Client shall provide such financial and other information to the Member as may be required by the Member from time to time.

9. FOREIGN JURISDICTION

This Agreement does not constitute an offer to sell or a solicitation of an offer to buy any shares, securities or other instruments to any person in any jurisdiction where it is unlawful to make such an offer or solicitation. This service is The services covered under this Agreement are not intended to be any form of any investment advertisement investment advice or investment information and has not been registered under any securities law of any foreign jurisdiction and is only for the information of any person in any jurisdiction where it may be lawful to offer such a service. Further, no information on www.vriddhi.co.in is to be construed as a representation with respect to shares, securities or other investment regarding the legality of an investment therein under the respective applicable investment or similar laws or regulations of any person or entity accessing www.vriddhi.co.in.

10. PROPRIETARY TRADING

The Member discloses herewith that it undertakes Proprietary trading in addition to Client based trading.

12. ELECTRONIC PAYMENT GATEWAY

12.1 In this clause:

(i) "Electronic Payment Gateway for Net banking Terms and Conditions" shall mean the terms and conditions as modified from time to time applicable to Electronic Payment Gateway for Net banking offered through the Member in the HDFC or other bank a/c and accepted by the customer;

(ii) "Confidential Information" refers to information obtained by the customer, through the Member, for the effective availment of Services or Payment Instruction Services" Electronic Payment Gateway for Net banking services.

(iii) "Payment Instruction" shall mean an instruction given by a Customer to transfer funds from the Account held by the Customer to the account of the Member.

12.2 Internet

Internet refers to the network of computers/mobile phones/other electronic devices which share and exchange information. The Internet is at once a worldwide broadcasting capability, mechanism for information dissemination, and a medium for collaboration and interaction between individuals and their computers/mobile phones/other electronic devices capable of accessing the Internet without regard for geographic location.

12.3 Electronic Payment Gateway for Net banking Services

Electronic Payment Gateway for Netbanking Services is the Member's Service which provides access to account information, the Internet with the help of concerned bank. The terms Electronic Payment Gateway for Net banking and Electronic Payment Gateway for Net banking services/facility may be interchangeably used.

12.4 Customer

Customer refers to any person who has an Member Account and who has been authorised by the Member to avail of the said facility.

12.5 Account

Account refers to the Customer's Savings and/or Current Account to which access is to be obtained through Electronic Payment Gateway for Net banking.

12.6 Personal Information

Personal Information refers to the information about the Customer obtained in connection with Electronic Payment Gateway for Net banking or otherwise.

12.7 Application for Electronic Payment Gateway for Net banking

The Member may offer Electronic Payment Gateway for Net banking to selected Customers at its discretion in collaboration with the concerned bank. The Constituent agrees that in order to be eligible for Electronic Payment Gateway for Net banking it/he/she would need to be a current Internet user or have access to the Internet and knowledge of how the Internet works and have Net Banking facility with its/his/her bank. The Constituent accepts that the application for Electronic Payment Gateway for Net banking does not automatically imply acceptance by the Member.

12.8 Software

The Member or the concerned bank will advise from time to time the Internet software such as Browsers, which are required for using Electronic Payment Gateway for Net banking. There will be no obligation on the Member to support all the versions of this Internet software. The Constituent agrees that the Constituent shall be responsible for upgrading their software, hardware and the operating system at their cost from time to time so as to be compatible with that of the Member. The Member or the bank shall be at liberty to change, vary or upgrade its software, hardware, operating systems, etc., from time to time and shall be under no obligation to support the software, hardware, operating systems used by the Constituent and that the same shall be their sole responsibility.

12.9 Electronic Payment Gateway for Net banking Service

(a) The Member shall endeavor to provide through Electronic Payment Gateway for Net banking, such services as the Member may decide from time to time. The Member reserves the right to decide the type of services which may be offered on each account and may differ from customer to customer. These facilities shall be offered in a phased manner at the discretion of the Member. The Member may also make additions/deletions to the services offered through Electronic Payment Gateway for Net banking at its sole discretion. The availability/non-availability of a particular service shall be advised through e-mail or web page of the Member or written communication.

(b) In case of Joint accounts and accounts with two or more signatories, the Member will offer such services as restricted by the terms and conditions governing the operation of such accounts.

(c) In case of Minor accounts, the natural guardian undertakes to give all instructions relating to the operation of the account and further undertakes not to reveal the Customer ID and Password to the minor.

(d) The Member shall take reasonable care to ensure the security of and prevent unauthorized access to the Electronic Payment Gateway for Net banking service using technology reasonably available to the Member.

(e) The Constituent agrees that it/he/her shall not use or permit to use Electronic Payment Gateway for Net banking or any related service for any illegal or improper purposes.

12.10 Electronic Payment Gateway for Net banking Access

(a) The Constituent understands that the Member would allot them a Customer-ID and password for their account, which will enable them to have excess to Electronic Payment Gateway for Net banking to perform Net banking for bank account. The Constituent will be required to change the password assigned by the Member on accessing Electronic Payment Gateway for Net banking for the first time. As a safety measure the Constituent changes the password as frequently thereafter as possible. In the absence of any specific request from them for personally collecting the Password, the Password shall be sent to the Constituent by courier at its/his/her risk and consequences to the address notified by them for correspondence, and the Member shall be not liable or held responsible in any manner whatsoever, if the Password falls in the hands of unauthorized person/s.

(b) In addition to Customer-ID and Password the Member may, at its discretion, require the Constituent to adopt such other means of authentication including but not limited to digital certification and / or smart cards. The Constituent agrees that it/he/she shall not attempt or permit others to attempt accessing the account information stored in the computers of the Member through any means other than the Electronic Payment Gateway for Net banking service. The Constituent is aware that the transaction through Electronic Payment Gateway for Net banking can be effected by use of their password for their Member account and passwords for Net Banking for the operation of their bank account for Net Banking. The Constituent shall not request /demand any evidence of proof for transactions undertaken through the Net and the audit trail of the log-in would be conclusive proof to establish that the transactions are bonafide.

12.11 Password

The Constituent understands and agrees that it/he/she must:

(a) Keep the password totally confidential and not reveal the password to any third party

(b) Choose a password that shall consist of a mix of alphabets, numbers and special characters, which must not relate to any readily accessible personal data such as it/his/her name, address, telephone number, driver license etc. or easily guess able combination of letters and number

(c) Commit the password to memory and not record them in a written or electronic form, and

(d) Not let any unauthorized person have access to their computer or leave the computer unattended while accessing Electronic Payment Gateway for Net banking.

(e) In case the Constituent forgets the password for their account in the Member, it/he/she can request for change of the password. Such replacement shall not be construed/deemed as the commencement of a new contract.

12.12 Transaction Processing

All the requests for instantaneous transactions will be given effect to instantaneously. In case requests for effecting any transactions are received on weekly offs/holiday/public holidays, with the member NSE & bank, they shall be effected on the immediately succeeding working day on the terms and conditions prevailing on that day. The Constituent shall not hold the Member or the bank responsible for not processing/effecting any transactions in case the Member does not receive instruction to this effect even though they have forwarded the same. The Constituent hereby agrees to abide by the following terms and conditions in addition to the terms and conditions as applicable to

12.13 Electronic Payment Gateway for Net banking

(a) The Constituent shall be free to utilize the Payment Instruction Services through Electronic Payment Gateway for Net banking for transfer of funds for such purpose, as they shall deem fit.

(b) The Constituent however agrees not to use or permit the use of the Payment Instruction Services or any related services for any illegal or improper purposes. Whilst utilizing the Payment Instruction Services for making any payments for any services obtained whether on-line or otherwise, they shall ensure that.

(c) The Constituent has the full right and/or authority to access and avail of the services obtained and they shall observe and comply with the applicable laws and regulations in each jurisdiction in applicable territories. They shall not access to family/relatives/friends or any other person's account through this gateway facility for transfer of funds and if done so then the Constituent shall be solely responsible for the said transfer of funds. And further undertake if any such claim is made by the third party so effected then they shall be solely responsible and not Member in any manner.

(d) The Constituent shall not involve the Member as a party to such transaction.

(e) The Constituent shall provide the Member with such information and/or assistance as is required by the Member for the performance of the Services and/or any other obligations of the Member under this Agreement.

(f) The Constituent shall not at any time provide to any person, with any details of the accounts held by me/us with the Member including, the passwords, account number which may be assigned to me/us by the Member from time to time.

12.14 Risks

The Constituent hereby acknowledges that it/he/she is availing the Payment Instruction Service at it/his/her risk. These risks would include but not be limited to the following risks:

(a) Misuse of Password: The Constituent acknowledges that if any third person obtains access to their password of the Customer, such third person would be able to provide Payment Instructions to the Member. They shall ensure that the terms and conditions applicable to the use of the password as contained in the Electronic Payment Gateway for Net Banking Terms and Conditions are complied with at all times.

(b) Internet Frauds: The Internet per se is susceptible to a number of frauds, misuse, hacking and other actions, which could affect Payment Instructions to the Member. Whilst the Member shall aim to provide security to prevent the same, there cannot be any guarantee from such Internet frauds, hacking and other actions, which could affect Payment Instructions to the Member. The Constituent shall separately evolve/ evaluate all risks arising out of the same.

(c) mistakes and errorsThe filling in of applicable data for transfer would require proper, accurate and complete details. For instance, the Constituent is aware that they would be required to fill in the account number of the Member to whom the funds are to be transferred. In the event of any inaccuracy in this regard, the funds could be transferred to incorrect accounts and there is no guarantee of recovery thereafter. The Constituent shall therefore take all care to ensure that there are no mistakes and errors and that the information given by me/us to the Member in this regard is error free, accurate, proper and complete at all points of time. On the other hand in the event of my in this regard is error free, accurate, proper and complete at all points of time. On the other hand in the event of my Account receiving an incorrect credit by reason of a mistake committed by some other person, the Member or the bank shall be entitled to reverse the incorrect credit at any time whatsoever without the consent of the Customer. I/we shall be liable and responsible to Member and accede to accept the Member's instructions without questions for any unfair or unjust gain obtained by me as a result of the same.

(d) Transactions: The transactions, which the Constituent may require, the transfer of the funds may not fructify The Member is merely providing it/him/her services whereby the said funds would be transferred from their.

(e) Technology Risks: The technology for enabling the transfer of funds and the other services offered by could be affected by virus or other malicious, destructive or corrupting code, program me or macro. It may also be possible that the site of the Member or the bank may require maintenance and during such time it may not be possible to process the request of the Customers. This could result in delays in te processing of instructions or failure in the processing of instructions and other such failures and inability. The Constituent understands that the Member disclaims all and any liability, whether direct or indirect, whether arising out of loss of profit or otherwise arising out of any failure or inability by the Member to honor any customer instruction for whatsoever reason. The Constituent understands and accepts that the Member shall not be responsible for any of the aforesaid risks. Constituent also accepts that the Member shall disclaim all liability in respect of the said

(f) Limits: The Constituent is aware that the Member may from time to time impose maximum and minimum limits funds that may be transferred by virtue of the payment transfer service given to it/him/her hereunder. The Constituent realizes and accepts and agrees that the same is to reduce the risks on it/him/her. For instance, the Member may impose transaction restrictions within particular periods or amount restrictions within a particular period or even each transaction limits. The Constituent shall be bound by such limits imposed and shall strictly comply with them.

(g) Indemnity: The Constituent shall indemnify the Member from and against all losses and damages that may be caused as a consequence of breach of any of the Electronic Payment Gateway for Net banking Term and Conditions and the terms and conditions mentioned herein above.

(h) Withdrawal of Facility:The Member shall be entitled to withdraw this service at any time whatsoever

(i) Charges: The Constituent hereby agrees to bear the charges as may be stipulated by the Member from time to time for availing of these services.

(j) Binding nature of above terms and conditions: The Constituent agrees that by use of this facility, the Constituent shall deemed to have agreed to all the above terms and conditions and such terms and conditions shall be bound on it/him/her in the same manner as if it/he/she has agreed to the same in writing.

13. AUTHORITY TO THE MEMBER

(i) Electronic Payment Gateway for Net banking transactions in the Customer's Account(s) are permitted only after authentication of the Customer-ID and Password. The Constituent agrees that they grant express authority to the Member or the bank for carrying out transactions performed by them through Electronic Payment Gateway for Net banking. The Member shall have no obligation to verify the authenticity of any transaction received from the Constituent through Electronic Payment Gateway for Net banking or purporting to have been sent by them via Electronic Payment Gateway for Net banking other than by means of verification of their Customer-ID and the password.

(ii) The display or printed output that is produced by the Constituent at the time of operation of Electronic Payment Gateway for Net banking is a record of the operation of the internet access and shall not be construed as the Member's record of the relative transactions. The Member's or bank own record of transactions maintained through computer systems or otherwise shall be accepted as conclusive and binding for all purposes unless any discrepancy is pointed out within one week from the date of access or from the date of sending the periodical statement, whichever is earlier.

(iii) All transactions arising from the use of Electronic Payment Gateway for Net banking, to operate a joint account, shall be binding on all the joint account holders, jointly and severally.

14. ACCURACY OF INFORMATION

The Constituent agrees that it/he/she are responsible for the correctness of information supplied to the Member through the use of Electronic Payment Gateway for Net banking or through any other means such as electronic mail or written communication. The Member accepts no liability for the consequences arising out of erroneous information supplied by them. The Constituent agrees that if it/he/she notice any error in the account information supplied to it/him/her through Electronic Payment Gateway for Net banking or by the use of any of the Electronic Payment Gateway for Net banking services, the Constituent shall advise the Member & bank as soon as possible. The Member will endeavor to correct the error promptly.

15. LIABILITY

The Constituent complies with the Terms and advise the Member and the bank in writing under acknowledgment immediately after it/he/she suspect that their Customer-ID or password is known to another person and/or notice an unauthorized transaction in their Electronic Payment Gateway for Net banking account. The Constituent agrees that it/he/she shall be liable for some or all loss from unauthorized transactions in the Electronic Payment Gateway for Net banking accounts if it/he/she has breached the Terms or contributed or caused the loss by negligent actions such as the following:

(a) Keeping a written or electronic record of Electronic Payment Gateway for Net banking password.

(b) Disclosing or failing to take all reasonable steps to prevent disclosure of the Electronic Payment Gateway for Net banking password to anyone including Member staff and/or failing to advise the Member of such disclosure within reasonable time.

(c) Not advising the Member and the bank in a reasonable time about unauthorized access to or erroneous transactions in the Electronic Payment Gateway for Net banking accounts. The Member shall in no circumstances be held liable to the Customer if Electronic Payment Gateway for Net banking access is not available in the desired manner for reasons including but not limited to natural calamity, floods, fire and other natural disasters, legal restraints, faults in the telecommunication network or Internet or network failure, software or hardware error or any other reason beyond the control of the Member. The Member shall under no circumstances shall be liable for any damages whatsoever whether such damages are direct, indirect, incidental, consequential and irrespective of whether any claim is based on loss of revenue, investment, production, goodwill, profit, interruption of business or any other loss of any character or nature whatsoever and whether sustained by the Constituent.

16. DISCLOSURE OF PERSONAL INFORMATION

The Client agrees that the Member or its contractors may hold and process the Constituent's Personal Information on computer or otherwise in connection with Electronic Payment Gateway for Net banking services as well as for statistical analysis and credit scoring. The Client also agrees that the Member may disclose, in strict confidence, to other institutions, such Personal Information as may be reasonably necessary for reasons inclusive of, but not limited to, the following

(a) For participation in any telecommunication or electronic clearing network in compliance with a legal directive.

(b) For credit rating by recognized credit scoring agencies.

(c) For fraud prevention purposes.

17. MEMBER'S LIEN

The Member shall have the right of set-off and lien, irrespective of any other lien or charge, present as well as future on the deposits held in the Client accounts and stocks whether in single name or joint name(s), group account to the extent of all outstanding dues, whatsoever, arising as a result of the Electronic Payment Gateway for Netbanking service extended to and/or used by them.

18. NON-TRANFERABILITY

The grant of facility of Electronic Payment Gateway for Net banking to them is not transferable under any circumstance and shall be used only by the Client .

19. TERMINATION OF ELECTRONIC PAYMENT GATEWAY FOR NET BANKING SERVICE

(a) The Constituent Client may request for termination of the Electronic Payment Gateway for Net banking facility any time by giving a written notice of at least 15 days to the Member. The Client agrees that he/she/it will remain responsible for any transactions made on their Electronic Payment Gateway for Net banking account(s) through Electronic Payment Gateway for Net banking prior to the time of such cancellation of the Electronic Payment Gateway for Net banking Service.

(b) The closure of all the Accounts of the Client will automatically terminate the Electronic Payment Gateway for Net banking service.

(c) The Member may suspend or terminate Electronic Payment Gateway for Net banking facilities without prior notice.

(d) The Member may suspend or terminate Electronic Payment Gateway for Net banking facilities without prior notice GENERAL

(a) The Client shall from time to time upon the request of the Member promptly and duly execute and deliver any and all such further instruments and documents that may be required by the Exchanges and/or regulatory authorities or as the Member may deem desirable for the purpose of obtaining the full benefit of this Agreement and of the rights and powers granted under it.

(b) The Client agrees to immediately notify the Member in writing if there is any change in the information in the Client registration form provided by the Client to the Member at the time of opening of the account or at any time thereafter.

(c) In addition to the specific rights set out in this Agreement , the Member and the Client shall be entitled to exercise any other rights which the Member or the Client may have under the Rules, Bylaws and Regulations of the exchange and circulars issued there under or Rules and Regulations of SEBI.

(d) Words and expressions which are used in this Agreement, but which are not defined herein shall, unless the context requires have the same meaning as assigned thereto in the Rules, Bylaws and Regulations of the exchange and circulars issued thereunder.

(e) The provision of this agreement shall always be subject to Government notification, any rules, regulations , guidelines and circulars issued by SEBI and Rules, Regulation and Bye laws of the relevant stock exchange that may be in force from time to time.

(f)SUPPLEMENTAL TO MAIN MEMBER – CLIENT AGREEMENT:

This Agreement is supplemental to, and does not supersede, the Main Member-Client Agreement. Save and except as modified expressly or by implication by this Agreement the Exchange Provisions or the terms of the Member’s ITORS WebSite, the provisions of the Main Member-Client Agreement shall apply mutatis mutandis to the extent applicable to dealings between the Member and the Client pursuant to or otherwise relating to the Member’s ITORS Service.

IN WITNESS THERE OF, the parties to the agreement have caused these presents to be executed as of the day and year first above written. Signed and delivered by

3. COMBINED RISK DISCLOSURE DOCUMENT FOR CAPITAL MARKET/CASH SEGMENT AND FUTURES & OPTIONS SEGMENT(TO BE GIVEN BY THE BROKER TO THE CLIENT)

This document is issued by the member of the National Stock Exchange of India (hereinafter referred to as "NSE")/The Stock Exchange, Mumbai (hereinafter referred to as "BSE") which has been formulated by the Exchanges in coordination with the Securities and Exchange Board of India (hereinafter referred to as "SEBI") and contains important information on trading in Equities and F&O Segments of NSE / BSE. All prospective constituents should read this document before trading on Capital Market/Cash Segment or F&O segment of the Exchanges. NSE/BSE/SEBI does neither singly or jointly and expressly nor impliedly guarantee nor make any representation concerning the completeness, the adequacy or accuracy of this disclosure document nor has NSE/BSE/SEBI endorsed or passed any merits of participating in the trading segments. This brief statement does not disclose all the risks and other significant aspects of trading. In the light of the risks involved, you should undertake transactions only if you understand the nature of the investment in Equity shares, derivative or other instruments traded on the Stock Exchange(s), which have varying element of risk, is generally not an appropriate avenue for someone of limited resources/limited investment and/or trading experience and low risk tolerance. You should therefore carefully consider whether such trading is suitable for you in the light of your financial condition. In case you trade on NSE/BSE and suffer adverse consequences or loss, you shall be solely responsible for the same and NSE/BSE, its Clearing Corporation/Clearing House and/or SEBI shall not be responsible, in any manner whatsoever, for the same and it will not be open for you to take a plea that no adequate disclosure regarding the risks involved was made or that you were not explained the full risk involved by the concerned member. The constituent shall be solely responsible for the consequences and no contract can be rescinded on that account. You must acknowledge and accept that there can be no guarantee of profits or no exception from losses while executing orders for purchase and/or sale of a security or derivative being traded on NSE/BSE. It must be clearly understood by you that your dealings on NSE/BSE through a member shall be subject to your fulfilling certain formalities set out by the member, which may entirely include your filling the know your client form, client registration form, execution of an agreement, etc., and are subject to the Rules, Bylaws Before you begin to trade, you should obtain a clear explanation of all commission, fees and other charges for force from time to time. NSE/BSE does not provide or purport to provide any advice and shall not be liable to any person who enters into any business relationship with any trading member and/or sub-broker of NSE/BSE and/or any third party based on any information contained in this document. Any information contained in this document must not be construed as business advice/investment advice. No consideration to trade should be made without thoroughly understanding and reviewing the risks involved in such trading. If you are unsure, you must seek professional advice on the same. In considering whether to trade or authorize someone to trade for you, you should be aware of or must get acquainted with the following:-

1. BASIC RISKS INVOLVED IN TRADING ON THE STOCK EXCHANGE (EQUITY AND OTHER INSTRUMENTS)

1.1 Risk of Higher Volatility:

Volatility refers to the dynamic changes in price that securities undergo when trading activity continues on the Stock Exchange. Generally, higher the volatility of a security/contract, greater is its price swings. There may be normally greater volatility in thinly traded securities/contracts than in active securities/contracts. As a result of volatility, your order may only be partially executed or not executed at all, or the price at which your order got executed may be substantially different from the last traded price or change substantially thereafter, resulting in notional or real losses.

1.2 Risk of Lower Liquidity:

Liquidity refers to the ability of market participants to buy and/or sell securities /contracts expeditiously at a competitive price and with minimal price difference. Generally, it is assumed that more the numbers of orders available in a market, greater is the liquidity. Liquidity is important because with greater liquidity, it is easier for investors to buy and/or sell securities/contracts swiftly and with minimal price difference, and as a result, investors are more likely to pay or receive a competitive price for securities/contracts purchased or sold. There may be a risk of lower liquidity in some securities/contracts as compared to active securities/contracts. As a result, your order may only be partially executed, or may be executed with relatively greater price difference or may not be executed at all.

1.2.1 Buying/selling without intention of giving and/or taking delivery of a security, as part of a day trading strategy, may also result into losses, because in such a situation, stocks may have to be sold/purchased at a low/high prices,compared to the expected price levels, so as not to have any obligation to deliver/receive a Security.

1.3 Risk of Wider Spreads:

Spread refers to the difference in best buy price and best sell price. It represents the differential between the price of buying a security and immediately selling it or vice versa. Lower liquidity and higher volatility may result in wider than normal spreads for less liquid or illiquid securities/contracts. This in turn will hamper better price formation.

1.4 Risk-reducing orders:

Most Exchanges have a facility for investors to place "limit orders", "stop loss orders" etc". The placing of such orders (e.g., "stop loss" orders, or "limit" orders) which are intended to limit losses to certain amounts may not be effective many a time because rapid movement in market conditions may make it impossible to execute such orders.

1.4.1 A "market" order will be executed promptly, subject to availability of orders on opposite side, without regard to price and that, while the customer may receive a prompt execution of a "market" order, the execution may be at available prices of outstanding orders, which satisfy the order quantity, on price time priority. It may be understood that these prices may be significantly different from the last traded price or the best price in that security.

1 4.2 A “limit“order will be executed only atthe "limit" price specified for the order or abetter price. However, while the customer receives price protection, there is a possibility that the order may not be executed at all.

1.4.3 A stop loss order is generally placed "away" from price current Of a stock / contract, and such order gets activated if and when the stack / contract reaches, or trades through, the stop price. Sell stop orders are entered ordinarily below the current price, and buy stop orders are entered ordinarily above the current price. When the stock reaches the pre-determined price, or trades through such price, the stop loss order converts to a market/limit order and is executed at the limit or better, There is no assurance therefore that the limit order will be executable since a stock / contract might penetrate the pre-determined price, in which case, the risk of such order not getting executed arises, just as with a regular limit order.

1.5 Risk of News Announcements:

Issuers make news announcements that may impact the price of the securities /contracts. These announcements may occur during trading, and when combined with lower liquidity and higher volatility, may suddenly cause an unexpected positive or negative movement in the price of the security / contract.

1.6 Risk of Rumors:

Rumors about companies at times float in the market through word of mouth, nemspapeos, website or news agencies, etc. The investors should be wary of and should desist from acting on rumors.

1.7 System Risk:

High volume trading will frequently occur at the market opening and before market close. Such high volumes may also occur at any point in the day. These may cause delays in order execution or confirmation.

1.7.1 During periods of volatility, on account of market participants continuously modifying their order quantity or prices or placing fresh orders, there nay be dellays in order execution and its confirmations.

1.7.1 Under certain market conditions, it may be difficult or impossible to liquidate a position in the market at a reasonable price or at all, when there are no outstanding orders

Market Quotes


	Dalmia Research Center

	Research \| Derivatives \| IPO
	Mutual Funds \| DP Services
	Research for Registered Users