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1. Parties: Identification of the investment adviser and the client, including registration details and contact information
2. Background: Context of the agreement, including adviser's SEBI registration status and client's investment advisory needs
3. Definitions: Key terms used throughout the agreement, including technical and regulatory terminology
4. Scope of Services: Detailed description of investment advisory services to be provided, including any limitations
5. Adviser's Obligations: Duties and responsibilities of the investment adviser, including fiduciary obligations and SEBI compliance requirements
6. Client's Obligations: Responsibilities of the client, including information provision and disclosure requirements
7. Fees and Payment Terms: Advisory fees structure, payment schedule, and related terms
8. Representations and Warranties: Statements of fact and assurances from both parties
9. Confidentiality: Provisions for handling confidential information and maintaining privacy
10. Conflict of Interest: Disclosure and management of potential conflicts of interest
11. Term and Termination: Duration of agreement and conditions for termination
12. Risk Disclosure: Mandatory risk warnings and disclaimers as per SEBI requirements
13. Indemnification: Terms for mutual indemnification and limitation of liability
14. Governing Law and Jurisdiction: Applicable law and jurisdiction for dispute resolution
15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Direct Stock Recommendations: Include when the service includes specific stock recommendations
2. Portfolio Management Services: Include when offering portfolio review and rebalancing services
3. Digital Services: Include when providing online platforms or digital tools for investment advisory
4. Research Reports: Include when providing research reports and analysis
5. International Investments: Include when advising on international investment opportunities
6. Training and Education: Include when offering investment education services
7. Third-Party Services: Include when incorporating services from third-party providers
8. Force Majeure: Include when specific provisions for unforeseen circumstances are needed
1. Schedule A - Fee Structure: Detailed breakdown of all fees, charges, and payment terms
2. Schedule B - Investment Strategy: Detailed investment approach and methodology
3. Schedule C - Risk Profile Assessment: Client risk assessment questionnaire and results
4. Schedule D - Services Description: Comprehensive list and description of all services offered
5. Schedule E - Compliance Documentation: SEBI-required disclosures and compliance documents
6. Appendix 1 - KYC Documents: List of required KYC documents and procedures
7. Appendix 2 - Communication Protocol: Methods and frequency of communication between parties
8. Appendix 3 - Regulatory Disclosures: Mandatory regulatory disclosures and disclaimers
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