Agreement / Terms of Use, Risk Disclosure Statement, and Disclaimers

Inuvest Financial Technologies Private Limited (“Inuvest” or “Inuvest Technologies), is a registered entity under the Indian Companies Act, 2013, an online platform for traders and investors to build and test trading strategies.

These Terms and Conditions are in addition to any other agreements between you and Inuvest including any customer or account agreements and any other agreements that govern your use of software, products, goods, services, content, tools, and information provided by Inuvest.

GENERAL

The Inuvest website and mobile application (collectively, the “Service”) may include or make available certain content (the “Content”). Content includes, without limitation: (1) account positions, balances, transactions, confirmations, and order history; (2) general news and information, commentary, research reports, educational material and information and data concerning the financial markets, securities and other subjects; (3) market data such as quotations for securities transactions and/or last sale information for completed securities transactions through its data vendors; (4) financial and investment interactive tools, such as such are strategy creations, screeners, technical analysis, alerts or calculators; (5) company names, logos, product and service names, trade names, trademarks and services marks (collectively, “Marks”) owned by Inuvest, and Marks owned by Third Party Providers (defined below); and (6) any other information, content, services, or software. Certain Content is furnished by third parties, such as data vendors, open sources codes, cloud service provides etc., (each, a “Third-Party Provider” and collectively, the “Third-Party Providers”). Such Content (“Third Party Content”) includes, without limitation, any information, content, service or software made available by or through social media websites, blogs, wikis, online conferences, telecasts, podcasts, and other forums (collectively, the “Forums”). Third Party Content may be available through framed areas or through hyperlinks to the Third-Party Providers’ websites.

ACCEPTANCE OF TERMS AND CONDITIONS

By using the Service and the Content, you agree to follow and be bound by these Terms and Conditions, including the policies referenced herein.

DISCLAIMER AND LIMITATIONS OF LIABILITY

The Content and the Service are provided on an “as is” and “as available” basis. Inuvest and the Third Party Providers expressly disclaim all warranties of any kind with respect to the Content and the Service, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Inuvest nor Third Party Providers guarantee the accuracy, timeliness, completeness or usefulness of any Content. You agree to use the Content and the Service only at your own risk.

Neither Inuvest nor the Third Party Providers explicitly or implicitly endorse or approve any Third Party Content. Third Party Content is provided for informational purposes only.The Content is not intended to provide financial, legal, tax or investment advice or recommendations. You are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. You should consult your legal or tax professional or financial advisor regarding your specific situation.

INUVEST AND THE THIRD PARTY PROVIDERS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, INCOME, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF INUVEST OR ANY THIRD PARTY PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (1) THE USE OF OR THE INABILITY TO USE THE CONTENT OR THE SERVICE; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICE; (3) ACCESS TO OR ALTERATION OF YOUR ACCOUNT, TRANSMISSIONS OR DATA DUE TO YOUR CONDUCT, INACTION OR NEGLIGENCE; OR (4) ANY OTHER MATTER RELATING TO THE CONTENT OR THE SERVICE.

NO RECOMMENDATIONS OR INVESTMENT ADVICE

Inuvest provides self-directed investors with analysis tools and services, and does not make recommendations or offer investment advice of any kind. You are solely responsible for evaluating the merits and risks associated with the use of any Content provided through the Service before making any decisions based on such Content. You agree not to hold Inuvest or any Third-Party Provider liable for any possible claim for damages arising from any decision you make based on the Content or other information made available to you through the Service or any Third-Party Provider websites. Past performance data should not be construed as indicative of future results.

BACK TESTING, PAPER TRADE AND LIVE TRADE PORTFOLIO’S

Backtesting results are hypothetical and are simulated on historical data, Paper Trade results are simulated on live market data and Live Trade Portfolio’s are actual trade results. The performance results have certain inherent limitations. Backtest and Paper Trade results shown in an actual performance record, these results do not represent actual trading. These trades have not actually been executed, these results may have under-or over-compensated for the impact especially when we have lack of liquidity in the market or news driven events or any other conditions. Simulated or hypothetical trading strategies in general are also subject to the fact that they are designed with the benefit of hindsight. No representation is being made that any account will or is likely to achieve profits or losses similar to the results shown Backtest, Paper Trade or Live Traded Portfolio’s. They are the past result’s and using the same strategy may have the negative results in future.

In addition, hypothetical trading does not involve financial risk, and no hypothetical trading record can completely account for the impact of financial risk in actual trading. For example, the ability to withstand losses or to adhere to a particular trading Strategies in spite oftrading losses are material points which can also adversely affect actual trading results. There are numerous other factors related to the markets in general or to the implementation of any specific Strategies trading which cannot be fully accounted for in the preparation of hypothetical performance results and all of which can adversely affect actual trading results.

Historical and live data is subjected to variations from the data generated at market due to inefficiency of the systems to capture all the data and standard data adjustments.

SECURITY

Unauthorized use of this Website and systems, including, but not limited to, unauthorized entry into Inuvest’s systems, online accounts, misuse of passwords or misuse of any other information, is strictly prohibited. You may not use this Website or other applications in any manner that could damage, disable, overburden, or impair this Website or service or interfere with any other party's use and enjoyment of this Website or service. You may not attempt to gain unauthorized access to any of our site or service and computer systems or networks connected to it, through hacking. You agree that you will not engage in any activities related to this web site that are contrary to the applicable laws or regulations in force. The users have the primary responsibility to keep their login-ids and passwords secure and to not display such crucial, important information to any third person. In case of any such leak of login-id & password, Inuvest cannot be responsible for the loss of such information, or for any act, omission, damages, claims, loss of personal information, etc arising from the use of such leakage of login-ids and passwords including the third party brokers credentials stored in our platform. Inuvest may, at its own discretion, use certain technology on its web sites to collect information from visitors and may compile aggregate statistical information about how visitors use its websites, including information relating to the frequency of visits, the average length of visits, which pages are viewed during a visit.

STRATEGY (PORTFOLIO) INTELLECTUAL PROPERTY

The intellectual property of the strategy logic and configuration will solely and exclusively belong to the strategy creator. If Inuvest services are used to configure the strategy and in that process, confidential information is shared by the creator, Inuvest and its representatives are bound to protect it as Trade secrets and not disclose to any third party. However, there could be possibilities where different users have created same strategy, in such cases Inuvest or the respective owners of such strategies will not be held responsible to each other’s.

CAVEAT EMPTOR

Indian laws require Portfolio managers and Investment Advisory Service providers to be registered under SEBI. The responsibility to be registered, if required, to conduct the portfolio management business lies with the strategy creator and investors are advised to check the credentials of the portfolio managers before investing. All due diligence before investing in any strategy is the responsibility of the user and Inuvest assumes no part in it as it’s a neutral technology service provider facilitating the engagement of traders with portfolio managers and not a financial services provider itself. Also, Indian exchange requires that any algo needs to be approved by an exchange and it remains the responsibility of the creator or user of the algo or strategy or portfolio to get necessary approvals from relevant authorities.

CONTENT

Content posted on the Service is published as of its stated date or, if no date is stated, the date of first posting. Neither Inuvest nor the Third-Party Providers have undertaken any duty to update any such information.

Inuvest does not prepare, edit, or endorse Third Party Content. Inuvest does not guarantee the accuracy, timeliness, completeness or usefulness of Third Party Content, and is not responsible or liable for any content, advertising, products, or other materials on or available from third party sites.

Any price data may be delayed, either according to the rules and regulations applicable to exchanges or Third Party Providers or by the system lag. Neither Inuvest nor the Third-Party Providers make any representations, warranties or other guarantees as to the accuracy or timeliness of any price quotes. Neither Inuvest nor the Third-Party Providers make any representations, warranties or other guarantees as to the present or future value or suitability of any sale, trade or other transaction involving any particular security or any other investment.

Content is provided exclusively for personal and noncommercial access and use. No part of the Service or Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, web site or other medium for publication or distribution or for any commercial enterprise, without Inuvest’s express prior written consent.

You acknowledge that Inuvest is the sole owner of Inuvest Marks and that other Marks are the property of their respective owners. You agree that you will not use any Marks for any purpose without the prior express written consent of the respective owners.

CANCELLATION POLICY

Subscription fee once paid is non-refundable. The billing cycle is one month which we consider as 30 days. You will be able to cancel the monthly subscription to Inuvest platform by clicking on "Cancel subscription" in your billing section.

Once you cancel your subscription, you will be able to use the platform till the current billing cycle that you have been charged for. As a policy we do not refund subscription fee once paid. We bill on the first day of the billing cycle. In order to avoid getting charged for thenext billing period, you need to cancel at least one day before the next billing date. You would also be liable to pay the taxes at prescribed rates at the time of subscription. Notwithstanding anything contained herein, Inuvest reserves the right to cancel any user (your) subscription anytime with or without prior notice to the user.

TERMINATION; MODIFICATION

You agree that, without notice, Inuvest may terminate these Terms and Conditions, or suspend your access to the Service or the Content, with or without cause at any time and effective immediately. These Terms and Conditions will terminate immediately without notice from Inuvest if you, in Inuvest’s sole discretion, fail to comply with any provision of these Terms and Conditions. Inuvest shall not be liable to you or any third party for the termination or suspension of the Service or the Content, or any claims related to such termination or suspension.

Inuvest and/or the Third-Party Providers may discontinue or modify the Content, or any portion thereof, at any time. You release and agree to indemnify and hold harmless Inuvest, and the Third-Party Providers, for any loss or damages arising from or relating to such discontinuation or modification.

COMMUNICATIONS

By using the Service or the Content, you consent to any form of recording and retention of any communication, information and data exchanged between you and Inuvest or its representatives or agents.

All communications made at or through the Forums are public. Neither Inuvest nor the Third-Party Providers screen, review, approve or endorse any Third Party Content available on or through the Forums. Reliance on any Third Party Content available on or through the Forums is at your own risk. When discussing a particular company, stock or security in the Forums, you agree to reveal any ownership interest in such company, stock or security. Without limitation, you agree not to do any of the following:

a) upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy (including, but not limited to, any address, email, phone number, or any other contact information without the written consent of the owner of such information), hateful, or racially, ethnically or otherwise objectionable;

b) harm minors in any way;

c) impersonate any person or entity, including, but not limited to, (i) a Inuvest or Third-Party Provider manager, employee, agent, or representative or (ii) forum leader, guide or host;

d) falsely state or otherwise misrepresent your affiliation with any person or entity;

e) forge headers or otherwise manipulate identifiers in order to disguise the origin of any material;

f) upload, post or otherwise transmit any material that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as insideinformation, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

g) upload, post or otherwise transmit any material that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;

h) upload, post, or transmit unsolicited commercial email or “SPAM,” including, but not limited to, unethical marketing, advertising, or any other practice that is in any way connected with SPAM, such as: (1) sending mass email to recipients who haven't requested email from you or with a fake return address; (2) promoting a site with inappropriate links, titles, or descriptions; or (3) promoting any site by posting multiple submissions in forums that are identical;

i) upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

j) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;

k) intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations, any rules of any national or other securities exchange, and any regulations having the force of law;

l) “stalk” or otherwise harass another;

m) collect or store personal data about other users of the Service;

n) promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty;

o) promote, offer for sale or sell any security or item, good or service that i) violates any applicable federal, state, or local law or regulation, ii) you do not have full power and authority under all relevant laws and regulations to offer and sell, including all necessary licenses and authorizations, or iii) Inuvest or the Third-Party Providers determine, in their sole discretion, is inappropriate for sale;

p) use the Forums as a forwarding service to another website; or

q) access or otherwise use the Forums in any unlawful manner, for any unlawful purpose or in violation of these Terms and Conditions.

EXTERNAL LINKS

Inuvest and/or the Third-Party Providers may provide links to other websites or resources. Because neither Inuvest or the Third-Party Providers have any control over such sites and resources, you acknowledge and agree that neither Inuvest nor the Third Party Providers are responsible for the availability of such external sites or resources. Inuvest and the Third Party Providers do not endorse and are not liable for any content, advertising, products, or other materials on or available through such sites or resources. You further acknowledge and agree that neither Inuvest nor the Third Party Providers shall be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

APPLICABLE POLICIES

In addition to these Terms and Conditions, your access to and use of the Content and the Service is subject to Inuvest’s then-current policies relating to the Content and the Service, including, without limitation, the Inuvest Privacy Policy available on the Service. You agree to be bound by these policies and all other Inuvest policies applicable to the access and use of the Content and the Service.

By using the Service, you are consenting to have your personal data transferred to and processed by Inuvest and its affiliates. As part of providing you the Service, Inuvest may need to provide you with certain communications, such as service announcements and administrative messages. These communications are considered part of the Service, which you may not be able to opt-out from receiving.

INDEMNIFICATION

You will indemnify and hold harmless Inuvest and the Third Party Providers, and the officers, directors, agents, partners, employees, licensors, distributors, and representatives of Inuvest and the Third Party Providers, from and against any and all claims, demands, actions, causes of action, suits, proceedings, losses, damages, costs, and expenses, including reasonable attorneys' fees, arising from or relating to your access and/or use of, or interaction with the Content (including, without limitation, Third Party Content), or any act, error, or omission of your use of your account or any user of your account, in connection therewith, including, but not limited to, matters relating to incorrect, incomplete, or misleading information; libel; invasion of privacy; infringement of a copyright, trade name, trademark, service mark, or other intellectual property; any defective product or any injury or damage to person or property caused by any products sold or otherwise distributed through or in connection with the Service; or violation of any applicable law.

REVISIONS

Inuvest may at any time revise these Terms and Conditions by updating this document. You agree to be bound by subsequent revisions and agree to review these Terms and Conditions periodically for changes. The most updated version of this document will be available for your review under the “Terms and Conditions” link that appears on the Inuvest website and other applications.

APPLICABLE LAW AND VENUE; SEVERABILITY

You agree that these Terms and Conditions shall be governed by and interpreted in accordance with the laws of the India, without giving effect to principles of conflicts of law. Any legal action or proceeding arising under these Terms and Conditions will be brought exclusively in courts located in Bangalore, Karnataka, India and you hereby irrevocably consent to the personal jurisdiction and venue therein. If any provision of these Terms and Conditions is deemed unlawful, void or for any reason unenforceable, then that provision will be deemed severable from these Terms and Conditions and will not affect the validity and enforceability of the remaining provisions.