AGREEMENT BETWEEN THE SARAS ENGINEERING SERVICES AND THE PERSON SEEKING THE SERVICES UNDER SARAS SHARE PORTFOLIO MANAGEMENT (SSPM)

I (hereinafter called 'the client') agree with the conditions as cited below. Saras Engineering Services (hereinafter called 'SES') having its Office at 3-10-51/F, Gokhale Nagar, Ramanthapur, Hyderabad - 500013 is the SSPM service provider. Witnessed WHEREAS the client has a Demat account and Trading account with the Depository Participant and a Savings / Current Bank Account linked to the Trading account with Bank as accepted by the DP. NOW THEREFORE in consideration both the parties to the agreement hereby covenant and agree as follows:

1. The client shall pay such charges to the Saras Engineering Services (SES) as set out in Schedule 'A' for the services listed in clause 5 below.

2. The client shall give the online trading account user ID and password initially. It will be maintained by SES and will be provided to the client as and when requested.

3. The client shall give the user id and password of Savings Bank Account linked to the Demat trading account for enabling SES to transfer funds towards purchase of stocks. The password will be maintained by SES, will not be disclosed to anyone without client permission and will be provided to the client as and when requested.

4. The funds in the linked Savings / Current Bank account will be used by SES only to transfer funds to DP account for purchase of stocks.

5. The client shall give instructions through email to SES, (a.) The stock name and code as per NSE /BSE to buy or sell. (b.) Amount should be made available in the linked Saving / Current Bank account to buy stocks from NSE or BSE. (c.) Amount of money in Rs. to buy the stocks. (d.) Amount to be invested in IPO etc public issues. (e.) The stock, quantity and rate to be sold. (f.) Amount required on sale of existing stocks from the account.

6. Saras Engineering Services (SES) will operate the trading account and linked Saving Bank account, for carrying out the instructions given by email of the client and for rendering such services as buying or selling stocks of Indian listed companies either in National Stock Exchange (NSE) or Bombay Stock Exchange (BSE) with the transfer of necessary funds from linked Savings Bank account.

7. The SES shall reserve the right to revise the SSPM service charges by giving not less than thirty days notice in writing to the Client or for this purpose notice will be displayed in the office and an email will be sent to the client.

8. The client shall get the securities dematerialized.

9. The SES hereby undertakes that it shall maintain a separate account of the client of its own securities held in dematerialized form with the Depository and shall not commingle the same with the securities held in dematerialized form on behalf of the client.

10. SES undertakes to provide a transaction statement including statement of accounts, if any, to the client at monthly intervals on request. However, if there is not transaction in the account, then SES shall provide such statement to the client atleast once in a quarter.

11. SES shall have the right to terminate this agreement, for any reason whatsoever, provided SES had given a notice on writing of not less than thirty days to the client. Similarly, the client shall have the right to terminate this agreement and close his/her account held with SES, provided no charges are payable by him/her to SES.

12. The Client further agrees that in the event of the Client committing a default in the payment of any of the amounts provided in clause (1) within a period of thirty days from the date of demand, without prejudice to the right of SES to close the account of the client, SES may charge interest @ not more than 24% p.a. or such other rate as may be specified by SES from time for the period of such default. In case the Client has failed to make the payment of any of the amounts provided in clauses (1) of this agreement, SES shall have the right to discontinue the SSPM services till such time he/she makes the payment along with interest, if any after giving two days notice to the Client.

13. On the failure of the client to pay the charges as laid down in clause (1) of this agreement within a period of thirty days from the date of demand, SES may terminate this agreement and close the account of the Client by transferring the funds to the extend of dues to SES bank account.

14. SES shall have a right to provide such information related to the Client's account as may be requested by the Regulatory Body like SEBI or other such organizations from time to time.

15. SES shall not be liable to Client in any manner towards losses, liabilities and expenses arising from the claims of third parties and from taxes and other governmental charges in respect of securities credited to the Client's account.

16. The profit or loss for the sale or purchase of stocks goes to the client account and SES is not responsible and liable for losses if the market value declines from the purchased values. Similarly, the profit is not shared when the market values rises from the purchased values.

17. The Client shall notify SES, within seven days, of any change in the details set out in the application form submitted to SES at the time of opening of the account or furnish to SES from time to time.

18. SES undertakes to resolve all legitimate grievances of the Client against the SES within a period of thirty days.

19. SES and the Client shall abide by the arbitrator and conciliation procedure prescribed under the Indian Bye Laws and that such procedure shall be applicable to any disputes between SES and the Client.

20. SES and the Client further agree that all claims differences and Disputes, arising out of or in relation to services under clause (5) shall be subject to the exclusive jurisdiction of the courts at Hyderabad only.