As a Partner of Techwealth Financial Services Private Limited (hereinafter referred to as the “Company” or “Techwealth”, which expression shall, unless repugnant to the context or meaning thereof, be deemed to include its successors, permitted assigns, holding companies, subsidiaries, affiliates, and associate companies). I/We hereby agree/undertake to abide by the following terms and conditions set forth by Techwealth hereunder: (“Terms and Conditions”). It is hereby clarified that references to empanelment agreement shall be applicable only in cases where such agreement has been executed between the Partner and the Company.
a. “Partner” shall mean and include any individuals/entities who have agreed to avail the services offered by Company and eligible to be appointed by the Company as its Channel Partner for such Service(s).
b. Client(s) or Customer shall mean and include individuals/entities making investment through the Partner in various products.
c. Digital Platform shall mean the Digital Back Office (DBO) hosted by Company through which the partners may access their profile, and service customers through various online features and facilities.
d. Partner login shall mean the areas in the Digital Platform to which the Partner gets access with valid Credentials.
e. Investor login shall mean the areas in the Digital Platform to which Clients get access with valid Credentials.
f. Product(s) shall mean the investment products as may be offered by the Company to partners from time to time, as set out in the respective agreements executed/to be executed between the Partner and Company, and these Terms shall apply only to such product(s) selected and activated for the Partner by the Company.
g. “Service(s)” shall mean the activities relating to the marketing, distribution, and sale of Investment Products such as Mutual Funds, Bonds, Non-Convertible Debentures (NCDs), Public Issues, Corporate Fixed Deposits, Portfolio Management Services (PMS), Alternative Investment Funds (AIFs), or any other products that may be offered by the Company from time to time.
h. For the purposes of these Terms and Conditions, such Services may relate to products and services offered by the Company and/or its holding companies, subsidiaries, affiliates, associate companies, and other group entities, subject to applicable laws, regulatory requirements, approvals, and onboarding requirements.
i. “Transaction(s)” means all transactions, including but not limited to purchase, subscription, redemption, sale, switch, transfer, or any other transaction made in relation to any Investment Product offered through the Company, whether directly or indirectly, by the Clients of the Partner.
j. “Terms of Use” shall mean the terms and conditions set out herein regarding the use of the Digital Platform.
The relationship between the Company and the Partner shall be strictly on a principal-to-principal, non-exclusive basis. Nothing contained herein shall be construed as creating any agency, employment, fiduciary, partnership, or joint venture relationship.
All information relating to bond and other debt securities offers, including indicative yields, coupon rates, pricing, and market levels, is provided solely for informational and indicative purposes and shall not be binding on the Company. An Order Receipt shall be provided as confirmation of the order details submitted by the investor, and upon final execution of the transaction, a Deal Receipt/Confirmation shall be issued reflecting the executed terms of the transaction. Order confirmations shall be subject to availability of securities and prevailing market conditions at the time of execution and confirmation of the order.
Information available on the Digital Platform is provided on a best-efforts basis and may contain inaccuracies, delays, or omissions. The Company does not warrant the accuracy, completeness, uninterrupted availability, or fitness of such information or the Platform for any specific purpose. Unless expressly agreed otherwise in writing and subject to applicable regulatory registrations, the Company and the Partner shall act only in the capacity of distributors/facilitators of investment products. Neither the Company nor the Partner shall be deemed to provide investment advisory, fiduciary, tax, legal, or assured return services merely by facilitating access to any product or transaction.
The Terms and Conditions and Code of Conduct for Empanelment of Partner as set out below may be altered, withdrawn, modified, or varied by the Company at its sole discretion and the same shall be always binding on the partner. While the Company will use reasonable efforts to notify you of such changes in advance, such notification may be provided either by email or by posting the revised terms on the Company’s website. The revised terms will apply from the date of notification by the Company through either of these channels, whether or not you have received individual notice/information of such change(s).
Partner’s engagement with Company is for the limited purpose of marketing and distribution of Investment Products and services and obtaining orders from the prospective clients/ investors interested in subscribing to such investment products, as may be set out in the respective agreements executed between the Company and the Partner. The Partner shall not provide investment advice, portfolio management, or research analysis unless duly registered with SEBI for such activities. The Partner shall ensure that all products are offered only to clients for whom such products are suitable based on the client’s risk profile, financial circumstances, investment objectives, and applicable regulatory eligibility criteria. The Partner shall maintain adequate records evidencing such suitability assessment wherever required under applicable laws.
The Partner shall ensure that any individual engaged or acting under the Partner’s code in the sale, marketing, or advising of products is duly qualified, licensed, and registered as required under applicable laws and SEBI regulations. The Partner shall ensure that such individuals comply fully with all applicable codes of conduct, regulatory guidelines, and directions at all times.
The Partner shall be solely responsible for safeguarding login credentials, passwords, OTPs, and other access credentials relating to the Digital Platform and shall ensure that access is restricted only to duly authorized persons. The Company shall not be liable for any actions, losses, claims, damages, or unauthorized transactions arising due to misuse or compromise of credentials not attributable to the Company.
The Partner has no authority to make any representation for or on behalf of Company or any Issuer and is prohibited from making any representation or entering any engagement or commitment for or in the name of or on behalf of Company and/or any of the Issuers without obtaining prior written consent of Company.
Company will not accept from you nor be liable for any representation / engagement / commitment that Partner may make in relation to any Products on behalf of Company without obtaining express prior written consent of Company.
By accessing, registering on, logging into, or using the Company’s Digital Platform, CRM, web link, mobile interface, or any other digital platform made available by the Company (“Platform”), the Partner agrees to be bound by these Digital Platform Terms of Use, as amended from time to time. The Company grants the Partner a limited, non-exclusive, non-transferable, and revocable right to access and use the Platform solely for authorized business purposes. The Partner agrees that all declarations, consents, acknowledgements, OTP authentications, electronic signatures, IP logs, timestamps, audit trails, and records generated through the Platform shall constitute valid electronic records and legally enforceable evidence in accordance with applicable laws, including the Information Technology Act, 2000.
Access to the Platform shall not create any right for the Partner to distribute, market, solicit, or transact in any product or service for which separate regulatory registration, approval, empanelment, contractual onboarding, product activation, or internal compliance authorization has not been completed. Access to specific products or modules on the Platform shall remain subject to applicable laws, regulatory permissions, product-specific approvals, and activation by the Company.
The Partner shall ensure that any advertisement, promotional, branding, solicitation, communication, or marketing material referring to the Company, its products, services, trademarks, or brand in any medium or format shall either be pre-approved by the Company & strictly comply with the branding, compliance, and communication guidelines prescribed by the Company from time to time.
The Partner shall ensure accurate tagging and grouping of all clients and safeguard all confidential information in accordance with applicable guidelines. The Partner shall be liable for any failure in this regard and shall indemnify the Company for any breach of regulations. The Company shall not be held responsible to clients for any issues, losses, or inconveniences arising from incorrect client grouping by the Partner, including unauthorized disclosure of confidential information to other clients or third parties.
The Partner shall assist the Company in performing KYC and AML verifications as per the Prevention of Money Laundering Act, 2002. The Company shall have the right to inspect, audit, verify, and obtain records, communications, client documents, suitability records, marketing materials, and compliance data of the Partner for operational, legal, regulatory, audit, or supervisory purposes. The Partner shall promptly provide all information and assistance required for such purposes. The Partner shall additionally cooperate with the Company in connection with regulatory inspections, investigations, inquiries, reporting obligations, and submission of information sought by SEBI, Exchanges, Depositories, AMFI, FIU-IND, or any other statutory or regulatory authority.
The Partner shall cooperate with the Company in connection with regulatory inspections, investigations, inquiries, reporting obligations, and submission of information sought by SEBI, Exchanges, Depositories, AMFI, FIU-IND, or any other regulatory/statutory authority.
The Partner shall ensure that all applications are duly completed and accompanied by all requisite supporting documents, including KYC-related documents. The Partner shall collect completed applications along with relevant payments and deliver, or cause to be delivered, the same to the authorised representative or office/branch of the Company. Until such delivery, all such documents and applications shall remain in the custody of the Partner in trust and on behalf of the Company.
The Partner shall bear sole responsibility and liability for any loss or damage to documents in transit. The Company shall be accountable only for applications it receives completely and satisfactorily. Consequently, the Partner, at its sole cost and expense, must obtain and maintain appropriate transit and loss insurance where deemed necessary. All applications procured by the Partner must be routed through the Company's offices or branches.
The Partner shall be entitled to receive a certain percentage and/or amount by way of the commissions/brokerage (hereinafter referred to as “Commission") on the business or income generated by the Partner under its code subject to the rate/ incentive structure as decided and communicated by Company from time to time. The partner commission rate would be applicable only on the business mobilized by the Partner during its active status as a Partner.
The Partner’s Fee shall be paid within 15 (fifteen) days from the date of receipt of commission/fees from the relevant issuers and as per the relevant procurements statements that are received from the Registrars. Advance payment, if any, will be communicated to you separately and will be strictly at the sole discretion of Company. Relevant taxes will be deducted as per the applicable regulatory standards/applicable laws. If there are any changes, the same should be communicated to Company at the earliest to avoid delays/errors.
The Partner shall treat all confidential information, data, materials, intellectual property, and client information received from the Company or Clients as strictly confidential and privileged and shall use the same solely for the purpose of fulfilling its obligations under this arrangement. The Partner shall not disclose, reproduce, share, publish, or divulge such information to any third party without prior written consent of the Company. The Partner shall comply with the Company’s Privacy Policy and all applicable data protection, confidentiality, cyber security, and information security requirements. The Partner shall ensure that client and Company data is accessed, used, stored, transmitted, and handled only for authorized business purposes and strictly in accordance with applicable laws and Company policies. The Partner shall promptly notify the Company upon becoming aware of any unauthorized access, credential compromise, cybersecurity incident, misuse, data breach, or suspected security incident relating to the Platform or Company/client information
Company reserves the rights to reject the application form/deny signing Agreement by any entity for enrolling as a Partner with Company at its sole discretion at any time without giving any reason/notice for the same. Either party may terminate this empanelment by providing thirty (30) days’ prior written notice. The Company may terminate the empanelment with immediate effect in the event of breach of applicable laws, regulatory requirements, Code of Conduct, Company policies, or any act causing reputational, operational, or compliance risk to the Company.
In the event of termination of the Partner, the Company may, upon written request from the Partner, issue a No Objection Certificate (NOC) solely in relation to Mutual Fund distribution activities conducted under the Partner’s AMFI Registration Number (ARN). Such NOC may enable the transfer of Mutual Fund transactions to another ARN/code as requested by the Partner, subject to applicable AMFI guidelines and regulatory requirements. Issuance and processing of the NOC shall be subject to clearance of all outstanding dues and obligations payable by the Partner to the Company and shall remain at the sole discretion of the Company’s management. The Company may suspend, restrict, disable, or revoke the Partner’s access to the Platform, products, services, commissions, or related facilities in the event of suspected fraud, cybersecurity incidents, regulatory concerns, AML risks, misuse of the Platform, non-compliance with applicable laws, or breach of Company policies pending investigation or resolution. The provisions relating to confidentiality, data protection, indemnity, audit rights, regulatory obligations, record retention, dispute resolution, and other obligations intended to survive termination shall continue to remain in effect notwithstanding termination or expiry of the empanelment.
All transactions done by the Partners/Clients through Company premises and/or Digital Platform/Online Website shall be governed by and construed in accordance with the laws of India. Subject to the arbitration mechanism provided in the Empanelment agreements, any litigation relating to any transaction or any action at law or in equity arising out of it shall be filed only in the competent courts of Ahmedabad alone. The Partner hereby agrees, consents, and submits to the jurisdiction of such courts for the purpose of litigating any such action.
Company shall reserve the right to change T&C at any time and intimate the same to the partner accordingly.
As a Partner, I/We represent and warrant that we shall comply with the following Code of Conduct (“Code of Conduct”) in the performance of our obligations:
A. I/We represent and warrant that there are no circumstances, which would entitle any person to declare the Partner as insolvent or subject to winding up or have a receiver appointed over the whole or any part of its assets.
B. I/We represent and warrant that all necessary consents, approvals, and permissions required under applicable laws, governmental, regulatory, or statutory authorities for performing our obligations have been obtained or shall be obtained in a timely manner.
C. I/We represent and warrant that neither the Partner, its promoters, directors, partners, beneficial owners, nor authorized representatives are debarred, suspended, prohibited, declared wilful defaulters, or subject to material regulatory restrictions by SEBI, AMFI, Exchanges, RBI, FIU, IRDAI, or any competent authority, except as specifically disclosed in writing.
D. I/We hereby represent and warrant that its entry into, exercise of its rights and/or performance of or compliance with its obligations does not and shall not violate any agreement, law, regulation, or contractual obligation applicable to the Partner.
E. I/We represent and warrant that I/We shall at all times defend and indemnify the Company, its successors, assigns, directors, affiliates, officers, and their respective heirs, executors, and administrators from and against any losses, liabilities, damages, expenses, demands, claims, lawsuits, fines, penalties, court costs, and reasonable attorney fees directly resulting from our negligence, fraud, or wilful misconduct in connection with our obligations.
F. I/We shall act fairly and in the interest of clients and shall not engage in mis-selling, unsuitable recommendations, false representations, or commission-driven practices.
G. I/We shall promptly escalate and cooperate in resolution of client complaints, grievances, and regulatory queries in accordance with Company policies and applicable laws.
H. I/We will not promise or guarantee about the returns to the client.
I. I/We will not misrepresent its independent relationship with Company in any way and must not use its name or any logo without prior written permissions.
J. I/We shall not subcontract, assign, transfer, or delegate any rights or obligations without the prior written consent of the Company.
K. I/We have read the Code of Conduct and I/We accept the same and undertake to adhere to the same. I/We agree that any failure to abide by the same will render us liable to legal or other action by Company including but not limited to immediate revocation of my / our appointment as Partner of Company.
For questions, contact: partner@partnertechwealth.com
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