Memorandum

THIS MOU IS MADE AND EXECUTED AT

day on

M/S WINWAY RESEARCH, a Financial Advisory Firm duly registered with SEBI having its office at OFFICE NO. 420, ONAM PLAZA, 4TH FLOOR,AB ROAD INDORE M.P. through its authorized signatory Mr. Ankur S/o Shri Sushil Jain, hereinafter called & referred to as “Investment Advisor”, which expression shall unless repugnant to the context or meaning thereof, always means and includes the said “Investment Advisor” as well as his legal heirs, legal representatives, Executors, Administrators, Successors, Nominees, Assignees & Agents, etc. of the FIRST PART;

Occupation

Residence

by SMS. The details of the said service is as under :-

Now therefore this mouis Witnesseth under

1. That, the Client has gone through the Service/product details, terms and conditions, discloser and disclaimer clause available on the website i.e. www.winwayresearch.com of the Investment Advisor. It is mentioned on the website that “our medium of providing recommendations right now is SMS only. The Company would not be accountable for the telephonic calls given by any executives other than the calls generated by company research team, which will be delivered to client via SMS” and also mentioned that “As per SEBI guidelines, Investment in stock and commodity is subject to market risks, kindly note that we don’t provide any profit/loss sharing services, guaranteed profit services & services which are not available in our website. The Service amount is non-refundable. If any person tries to sell any such service, please call on mentioned number in the mail. ”
2. That, it is agreed by the client that Investment Advisor would not be accountable for any communication or dealing done by any personal contact number of any individual other than firm’s contact number. Investment Advisor authorized contact details are already shared in Invoice, company website & in company’s welcome letter. So, client is advised to have service related communication from company authorized contact numbers only. If client is knowingly traded against the company policies, terms & condition then Company will not be accountable for any loss/interest/claim and it will be deemed that client is dealing with the representative in his personal capacity. After delivering of the aforesaid services, the Investment Advisor is not responsible in any manner for service/payment/loss/interest claimed by the client.
3. That, the Client knows the contents on the website are neither a solicitation nor an offer to buy/sell any financial market and by using this or using/viewing any part of this website he is agree with the terms and conditions provided on website as well as in this indenture.
4. That, before deciding to trade and making any investment in stocks, commodity and Forex market, the Client will carefully consider his investment objectives, level of experience and risk appetite.
5. That, the Client is hereby undertakes that he/she has received the documents i.e. welcome mail, bills/invoice, service features, Risk profiling, disclaimer, discloser etc from the Investment Advisor.
6. That, the Client is well aware with all the risks associated with trading and financial market which may not be suitable for all investors he will seek advice from an independent financial advisor in case he will have any doubts.
7. That, the Client knows that past performance of any script/ stock does not guarantee further/future result. The Client also knows that performance results published on the website of the Investment Adviso rare generated by computer and may contain computer error.
8. That, it is agreed by the Client that service amount is non-refundable. Under any circumstances of cancellation the Investment Advisor will not be able to refund any part of the fees received and client will remain liable to pay residual amount (in case of installments).
9. That, daily Profit & Loss records are maintained by the Investment Advisor If Client found any difference then it must be settled within 2 working days else Investment Advisor is not responsible for ignorance of the Client.
10. That, neither the Investment Advisor nor the third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information. The Client acknowledges that such information and materials may contain inaccuracies or errors and we expressly exclude inability for any such inaccuracies or errors to the fullest extent permitted by law. Investment in Equity/ Commodity Market is risky & taking loan for Investment purpose can make it more risky. Hence the Investment Advisor does not suggest anyone to take loan for subscription/ Investment purpose. Also it is strongly recommended to subscribers to evaluate their own credit risk.
11. That, the Client if enter into office premises of the Investment Advisor with an intention to disturb office piece, Harm/harass office staff with/without weapon(s), single/ with other person(s), act criminally/illegally, harass by personal presence/ Telephonically/ mails or by any other act then the Investment Advisor shall have a right to stop Client’s advisory services immediately by forfeiting his balance amount of service charges. In such conditions the Client will be responsible for any consequences of the legal action. The Investment Advisor shall have exclusive right to cancellation of this MOU with the Client, for which the Client will not be having any objection and will not be having any right to claim in the court of the law against the Investment Advisor
12. . That, it is hereby voluntarily agreed between the parties hereto that any dispute or difference arising between the parties to this MOU with regard to execution, services, meaning, working or interpretation of this MOU including monetary claims etc. shall be resolved amicably. An attempt to arrive at an amicable resolution of such differences shall be deemed to have failed when aggrieved Party so notifies the other Party in writing.
13. That, the unresolved differences or disputes resulting from this MOU shall be settled the SEBI as per rules under SEBI (Investment Advisers) Regulations 2013 or by the panel of arbitrators shall be appointed by the parties and both the arbitrators shall be appointed third/Sole arbitrator. The arbitration proceedings shall be conducted in accordance with the Arbitration and Conciliation Act 1996 as amended from time to time as well as SEBI Act. The arbitration proceedings shall be conducted at Indore (M.P.), India. The language of the Arbitration proceeding shall be English/Hindi. The Sole Arbitrator shall give the award and shall also decide the matter of costs of the arbitration. The decision of the sole arbitrator shall be final and binding on both the Parties.
14. That, the Courts, Tribunal or Consumer Forum at Indore (M.P.) India shall have exclusive jurisdiction over matters arising out of this MOU and except courts Tribunal or Consumer Forum at Indore, no other court Tribunal or Consumer Forum in India shall have jurisdiction in this regard.
15. That, this MOU shall be governed by & construed in accordance with the laws of India. The courts/SEBI at Indore (M.P.) India shall have exclusive jurisdiction over matters arising out of this MOU.
16. By signing this MOU, the client agrees & acknowledges all terms & conditions (regarding non refundable clause, non guaranteed services (non guaranteed profit/loss services) & all other stated on the website, Payment Receipt & MOU) & intends to avail services with his free consent.
17. . All the terms and conditions mentioned herein before shall be taken to be correctly described and binding on the parties in future and also sign by the parties with free will/consent.

IN WITNESS WHEREOF, the parties hereto have signed these presents on this

in the presence of following witness.

Witness
1. Sign.....................................	...............
Name-:	Authorized Signatory(M/S..................)
Address-:
2. Sign...........................	...............
Name-:	Authorized Signatory(M/S.................)
Address-: