Terms & Conditions

1. Definitions

In these Terms & Conditions, the following terms have the meanings set out below:

2. Eligibility

You are eligible to use the Platform if and only if:

• You are 18 years of age or older;
• You are a resident of India;
• You hold a valid, active brokerage account with a Broker supported by the Platform;
• Your brokerage account has completed Know-Your-Customer (KYC) verification as mandated by SEBI;
• You are not a resident of a jurisdiction in which the Platform or any of its services are prohibited or restricted by law;
• You have the legal capacity to enter into binding agreements in your jurisdiction;
• You are not listed on any SEBI watchlist, RBI defaulter list, or equivalent regulatory sanctions list.

By registering an account, you represent and warrant that you meet all Eligibility criteria. The Platform reserves the right to verify your eligibility at any time and to suspend or terminate your account if you no longer meet these criteria.

3. Nature of Services

3.1 What RupeeCase Is

RupeeCase is a technology platform that enables Users to deploy systematic investment strategies via their own broker accounts. The Platform:

• Provides strategy backtesting, research, and research tools;
• Executes trading signals via Broker API in the User's own brokerage account;
• Does not hold, manage, transfer, or have custody of User funds;
• Does not act as a fund manager, portfolio manager, investment advisor, or investment manager;
• Does not constitute a Collective Investment Scheme under SEBI (Collective Investment Schemes) Regulations, 1999.

3.2 Research & Algorithmic Development

Research and algorithmic development for Strategies is conducted by QC Alpha Research Pvt Ltd, a 100% subsidiary of QC Alpha Technologies Pvt Ltd. QC Alpha Research holds a pending SEBI Research Analyst (RA) registration and provides research-based advisory inputs to the Platform in compliance with applicable SEBI guidelines.

3.3 User Ownership & Control

You retain full ownership and control of your brokerage account, portfolio, and funds at all times. The Platform operates with your explicit authorization (OAuth 2.0 or equivalent) to access your Broker account solely for the purpose of:

• Viewing your portfolio holdings and cash balance;
• Executing buy/sell orders in accordance with your selected Strategy;
• Monitoring compliance and generating reports.

You may revoke the Platform's API access at any time via your Broker account or the Platform dashboard, which will immediately cease all trading activity.

3.4 No Fund Storage or Transfer

The Platform does not accept, hold, manage, or transfer funds. All deposits and withdrawals occur directly between you and your Broker. The Platform has no access to your bank account or cash balances.

4. Account Registration & Security

4.1 Registration Requirements

To register an account, you must provide accurate, complete, and current information, including:

• Legal name;
• Valid email address and phone number;
• PAN (Permanent Account Number);
• Broker credentials (account ID and authorized API access);
• Any other information required for compliance verification.

You are responsible for maintaining the accuracy of your account information. Providing false or misleading information may result in immediate account termination.

4.2 Account Security

You are solely responsible for:

• Keeping your login credentials (email, password) confidential;
• Securing your registered email address and phone number;
• Monitoring your account for unauthorized access;
• Notifying the Platform immediately of any suspected compromise.

4.3 Two-Factor Authentication

The Platform strongly recommends enabling two-factor authentication (2FA) on your account. 2FA significantly reduces the risk of unauthorized access. Enabling 2FA is your choice, but the Platform is not liable for unauthorized access to accounts without 2FA enabled.

4.4 Right to Suspend

The Platform reserves the right to suspend or restrict your account immediately if:

• We detect suspected unauthorized access or fraudulent activity;
• We receive a legal notice, regulatory order, or law enforcement request;
• You breach these Terms & Conditions;
• We determine you no longer meet Eligibility criteria.

We will notify you of any suspension where reasonably practicable, unless a regulatory or legal order prevents such notification.

5. Strategies & Backtesting

5.1 Backtested Performance

All Strategies on the Platform include historical backtested performance data. Backtested performance is hypothetical and does not represent actual returns. Backtested returns are calculated using historical market data and do not account for slippage, market impact, or unexpected broker outages.

5.2 Cost Assumptions in Backtests

Backtested performance includes the following estimated costs:

• Platform fee: 0.2% on traded value per rebalance (included in backtest);
• Round-trip transaction cost estimate: 0.5% (inclusive of brokerage, STT, GST, and market microstructure costs);
• Slippage buffer: Conservative estimates applied to intraday execution.

5.3 Allocation Changes at Rebalance

Strategy allocations change periodically in accordance with each Strategy's rebalance schedule (e.g., weekly, monthly, quarterly). You are not obligated to accept any rebalance. If you wish to skip a rebalance or exit a Strategy, you may do so at any time via the Platform dashboard or by revoking API access.

5.4 Past Performance ≠ Future Guarantee

Past performance is not indicative of future results. Historical returns, whether backtested or live, do not guarantee future performance. Market conditions, volatility, regulatory changes, and systematic risk can cause future returns to differ materially from historical results.

5.5 Live Strategy Monitoring

The Platform provides real-time monitoring of live Strategy performance, including:

• Current holdings and allocation;
• P&L (realized and unrealized);
• Rebalance history and execution logs;
• Fee and cost breakdowns.

You are responsible for monitoring your own portfolio. The Platform does not provide personalized advice on whether to continue, modify, or exit a Strategy.

6. Fees & Payments

6.1 Platform Fee Structure

RupeeCase charges a single, transparent fee:

• 0.2% on traded value per rebalance | charged only when a Strategy is rebalanced and trades are executed.

6.2 No Additional Fees

RupeeCase does not charge:

• Subscription fees;
• Annual management fees or AUM fees;
• Performance fees;
• Account opening or closing fees;
• API access fees;
• Data subscription fees.

6.3 Separate Broker & Regulatory Costs

In addition to the RupeeCase platform fee, you are responsible for paying:

• Brokerage charges: Levied by your Broker (e.g., 5paisa's standard brokerage rates);
• Securities Transaction Tax (STT): Levied by the Government of India (0.1% on equity sales);
• Goods and Services Tax (GST): Levied on brokerage and Platform fees (18%);
• Stamp Duty: Levied on NSE/BSE transactions (standard rates);
• Other regulatory fees: As notified by NSE, BSE, SEBI, or MCA.

6.4 Fee Billing & Settlement

Platform fees are calculated and billed on a per-rebalance basis. Fees are:

• Deducted from your Broker account cash balance;
• Itemized in your monthly and annual Platform statements;
• Clearly separated from Broker and regulatory charges.

6.5 Fee Changes

The Platform may change its fee structure with 30 days' prior written notice via email or in-app notification. Continued use of the Platform after 30 days constitutes acceptance of the new fee structure. If you disagree with fee changes, you may close your account and exit all Strategies without penalty.

6.6 Invoice & Tax Documentation

The Platform provides invoices and tax documentation (as required by Indian tax law) via your account dashboard. You are responsible for maintaining records for income tax and audit purposes.

7. Broker Integration

7.1 Supported Brokers

The Platform currently integrates with:

• 5paisa Capital Ltd (SEBI registration INH000025188) | primary broker partner;
• Additional SEBI-registered brokers as approved by the Platform from time to time.

We recommend using 5paisa for the most seamless integration and support experience.

7.2 Official API Protocol

The Platform integrates with Broker APIs using industry-standard OAuth 2.0 or equivalent secure authentication protocols. API connections are:

• Encrypted (HTTPS/TLS 1.2 or higher);
• Authorized explicitly by you via your Broker account;
• Revocable at any time without penalty;
• Subject to the Broker's terms of service.

7.3 Trades in User's Own Account

All trades executed via the Platform are placed directly in your own brokerage account in your own name. The Platform:

• Does not intermediate or hold trades;
• Does not act as a counter-party or principal;
• Does not commingle client accounts;
• Does not transfer funds or securities.

7.4 Broker Outages & API Failures

The Platform is not responsible for:

• Broker system downtime or trading halts;
• API connectivity issues or data feed delays;
• Rejected or partial order fills due to Broker-side errors;
• Market impact, slippage, or execution delays caused by market conditions or Broker operations;
• Regulatory trading halts (e.g., circuit breakers, stock exchange suspensions).

The Broker is responsible for order execution quality and system reliability. Direct any execution-related complaints to your Broker's customer support.

7.5 Account Funding & Maintenance

You are solely responsible for:

• Maintaining sufficient cash balance in your Broker account to execute rebalances;
• Ensuring your brokerage account remains active and in good standing;
• Complying with your Broker's terms of service and account maintenance requirements;
• Notifying your Broker immediately if you suspect unauthorized access.

If your Broker account has insufficient funds, your Broker will reject the rebalance order. The Platform will not automatically liquidate positions or take other corrective action.

7.6 Broker Partner Liability

The Broker is regulated by SEBI and operates independently from the Platform. You are subject to the Broker's separate terms of service, privacy policy, and dispute resolution procedures. The Platform is not responsible for the Broker's conduct, solvency, or regulatory compliance.

8. Algorithmic Trading Compliance

8.1 SEBI Circular on Algorithmic Trading

The Platform operates in compliance with SEBI's circular on algorithmic trading dated February 4, 2025, and all applicable regulations including:

• SEBI (Stock Market Intermediaries) Regulations, 2008;
• NSE/BSE circulars on algorithm risk management;
• RBI guidelines on cybersecurity and encryption.

8.2 Algo-ID & Order Tagging

Every order placed via the Platform is tagged with a unique Algo-ID in the order submission to the Broker. This enables:

• Complete audit trail of algorithmic orders;
• Regulatory oversight and compliance monitoring;
• Investigation of any market impact or disruptive trading;
• Real-time monitoring of algorithm performance and risk.

8.3 TOPS and Operational Limits

The Platform adheres to NSE and BSE limits on algorithmic trading, including:

• TOPS (Threshold Order Position Size): 10 OPS (operational percentage size) per exchange per client per algorithm;
• Daily order volume limits;
• Rate-limiting on API requests;
• Monitoring of cancel/replace ratios.

If any Algorithm exceeds regulatory limits, the Platform will automatically pause trading and notify you immediately.

8.4 API Logging & Audit Trail

The Platform maintains comprehensive logs of all API activity, including:

• Algorithm start/stop times;
• Order submission and execution timestamps;
• API request/response pairs;
• Authentication and authorization events;
• System errors and failures.

All logs are retained for a minimum of 5 years in compliance with SEBI regulations and are available for regulatory audits.

8.5 Server Hosting & Infrastructure

The Platform's trading servers are:

• Hosted on Indian servers in compliance with RBI data localization requirements;
• Protected by industry-standard cybersecurity measures (firewalls, intrusion detection, encryption);
• Monitored 24/5 for uptime and security breaches;
• Subject to regular security audits and penetration testing.

8.6 Cybersecurity & Data Protection

The Platform implements the following security controls:

• OAuth 2.0 authentication | no plain-text passwords stored;
• Two-Factor Authentication (2FA) | optional but recommended;
• End-to-End Encryption: HTTPS/TLS for all data in transit;
• AES-256 encryption for sensitive data at rest;
• API rate limiting and DDoS protection;
• Regular security updates and patch management;
• Incident response protocol for data breaches.

The Platform is not liable for data breaches caused by factors outside our reasonable control (e.g., compromised user credentials, Broker API compromise, or nation-state cyberattacks).

8.7 Regulatory Cooperation

The Platform fully cooperates with SEBI, NSE, BSE, and other regulators in:

• Providing audit trails and trading data upon request;
• Responding to regulatory inquiries;
• Modifying algorithms or trading parameters if directed by regulators;
• Suspending trading if a regulatory halt is issued.

9. Intellectual Property

9.1 Platform IP Ownership

All intellectual property related to the Platform, including but not limited to:

• Strategy algorithms and logic;
• Research reports and analysis;
• Backtesting models and frameworks;
• Software code, UI/UX design, and brand assets;
• Data visualizations, charts, and tools;

...are owned exclusively by QC Alpha Technologies Pvt Ltd or QC Alpha Research Pvt Ltd (as applicable) and are protected by copyright, patent, trade secret, and trademark law in India and internationally.

9.2 Limited License

By using the Platform, you are granted a limited, non-exclusive, non-transferable, revocable license to:

• Access and use the Platform for your personal, non-commercial systematic investing;
• View backtested performance and research reports;
• Monitor live Strategy performance in your own account.

This license does not grant you any ownership interest in the Platform or IP.

9.3 Prohibited Uses

You agree not to:

• Reverse-engineer, decompile, or attempt to derive the logic of any Strategy algorithm;
• Copy, reproduce, or redistribute Strategy algorithms or research without written permission;
• Scrape or extract Strategies for use on competing platforms;
• Create derivative works based on the Platform's IP;
• Use the Platform for commercial purposes without written licensing agreement.

Violation of these IP restrictions may result in immediate account termination and legal action, including injunctions and damages.

9.4 Educational Content

Educational content (modules, courses, guides) provided on the Platform is offered for informational and educational purposes only and does not constitute:

• Investment advice or recommendations;
• A guarantee of returns;
• A solicitation to buy or sell securities;
• A regulated investment product.

Educational content is the intellectual property of QC Alpha and is licensed for your personal use only. You may not redistribute educational materials without express written permission.

10. Disclaimers & Limitation of Liability

10.1 No Investment Advice

The Platform, QC Alpha Technologies, and QC Alpha Research do not provide personalized investment advice. Any Strategies, research, or educational content is provided on an "as-is" basis for informational purposes only. Before deploying any Strategy with real capital, you should:

• Conduct your own due diligence;
• Understand the Strategy's investment objectives, holdings, and historical performance;
• Consult with an independent financial advisor if desired;
• Assess the Strategy's fit for your risk tolerance, time horizon, and financial goals.

10.2 Market Risk & No Guarantee

There is no guarantee of positive returns or avoidance of losses. All equity and derivative investments carry inherent market risk, including:

• Loss of principal;
• Volatility and price fluctuations;
• Systematic and idiosyncratic risk;
• Liquidity risk and inability to exit positions at desired prices;
• Black swan events and unexpected market dislocations.

Past performance, whether backtested or live, is not indicative of future results. You may lose some or all of your invested capital.

10.3 Platform "As-Is"

The Platform is provided on an "AS-IS" and "AS-AVAILABLE" basis without warranties of any kind, either express or implied. The Platform makes no warranties regarding:

• Accuracy, completeness, or timeliness of data or calculations;
• Uninterrupted or error-free operation;
• Fitness for a particular purpose;
• Suitability of any Strategy for your financial goals;
• Future performance or returns.

10.4 Limitation of Liability

To the maximum extent permitted by law, the Platform shall not be liable for:

• Market losses: Any losses incurred due to market movements, volatility, or Strategy underperformance;
• Broker-related losses: Any losses caused by Broker downtime, API failures, order rejections, poor execution, or Broker insolvency;
• Systemic failures: Any losses caused by network outages, hacks, or infrastructure failures;
• Regulatory action: Any losses caused by trading halts, circuit breakers, or regulatory suspensions;
• Force majeure: Wars, pandemics, natural disasters, or other events beyond reasonable control;
• Indirect damages: Lost profits, lost opportunities, lost data, or consequential damages, even if we have been notified of the possibility of such damages.

10.5 Cap on Liability

Notwithstanding any other provision, the Platform's total aggregate liability to you shall not exceed the total fees paid by you to the Platform in the preceding 12 months. If you have paid no fees in the preceding 12 months (e.g., you have not deployed any Strategy), the Platform's liability is capped at ₹0.

10.6 No Reliance on Forward-Looking Statements

The Platform may make forward-looking statements regarding algorithmic improvements, regulatory changes, or Strategy performance expectations. You should not rely on these statements as guarantees. Forward-looking statements are based on current beliefs and assumptions, which may prove incorrect.

10.7 Regulatory Disclaimers

The Platform is not registered as:

• A Fund Manager or Portfolio Manager under SEBI (FMP) Regulations;
• An Investment Advisor under SEBI (IAs) Regulations;
• A Broker or Depository Participant;
• A collective investment scheme.

QC Alpha Research is a SEBI Research Analyst applicant (registration pending) and is not yet authorized to provide research advisory services. All research on the Platform is provided on an informational basis only.

11. User Obligations

You agree to:

• Comply with all laws: Use the Platform in compliance with all applicable laws, including securities laws, tax laws, and regulations in your jurisdiction;
• No misuse: Not use the Platform for illegal activities, fraud, market manipulation, money laundering, or sanctions evasion;
• No unauthorized access: Not attempt to hack, crack, or gain unauthorized access to the Platform's systems, APIs, or other Users' accounts;
• No redistribution: Not sell, license, or redistribute Strategy logic, research, or other proprietary Platform content;
• No high-frequency trading: Not use the Platform for high-frequency trading or to generate excessive order volume in violation of SEBI guidelines;
• Accurate information: Maintain accurate and current account information and immediately notify the Platform of any changes;
• Responsible trading: Ensure you have sufficient knowledge and risk tolerance before deploying Strategies with real capital;
• No market manipulation: Not engage in pump-and-dump schemes, wash trading, or other manipulative practices;
• Compliance with Broker: Comply fully with your Broker's terms of service and any trading restrictions they impose;
• Assume responsibility: Accept full responsibility for any gains or losses resulting from your use of the Platform.

12. Termination

12.1 User Termination

You may terminate your account and close all Strategies at any time by:

• Logging into your Platform account and selecting "Close Account";
• Sending a termination request to [email protected].

Termination is effective only after all open Strategies have been exited. The Platform will not close your account until all positions have been liquidated and all outstanding fees have been settled.

12.2 Effect of Termination

Upon termination:

• All Strategies are immediately paused and no further trades will be executed;
• You retain ownership of any remaining positions in your Broker account;
• You are responsible for liquidating positions and managing your account;
• Your API access to the Platform is revoked.

12.3 Company Termination for Violations

The Platform may terminate your account immediately without notice if:

• You violate any material provision of these Terms & Conditions;
• You engage in illegal, fraudulent, or manipulative trading;
• You no longer meet Eligibility criteria;
• Your Broker account is closed or suspended;
• You provide false information on your account;
• Your account poses a regulatory or reputational risk to the Platform.

Upon such termination, the Platform will make reasonable efforts to notify you, but failure to provide notice does not invalidate the termination.

12.4 Data Retention After Termination

After account termination, the Platform will retain your data for:

• 5 years minimum: API logs, order history, and trading data (for regulatory compliance);
• 7 years minimum: Tax and financial records (for tax authority requests);
• As required: By law or court order.

Data retained for regulatory compliance will be handled in accordance with our Privacy Policy and applicable data protection laws.

13. Governing Law & Dispute Resolution

13.1 Governing Law

These Terms & Conditions are governed by and construed in accordance with the laws of India, without regard to its conflicts of law principles. Specifically, the following laws shall apply:

• Securities Contracts (Regulation) Act, 1956;
• Depositories Act, 1996;
• Information Technology Act, 2000;
• Indian Contract Act, 1872;
• Consumer Protection Act, 2019;
• SEBI Regulations and RBI Guidelines.

13.2 Exclusive Jurisdiction

Both you and the Platform irrevocably submit to the exclusive jurisdiction of the courts in Pune, Maharashtra, India for any disputes arising out of or relating to these Terms & Conditions.

13.3 Dispute Resolution Process

Before initiating any legal proceedings, you and the Platform agree to the following escalation process:

Step 1: Informal Negotiation (14 days)

• Contact the Platform at [email protected] with a detailed description of your grievance;
• The Platform will respond within 5 business days with an attempt to resolve the matter;
• Both parties will negotiate in good faith for up to 14 days.

Step 2: SMART ODR Portal (if applicable)

• If applicable, either party may file a complaint on the SMART ODR (Securities and Commodities Mediation, Arbitration and Resolution) portal of SEBI;
• SMART ODR provides a neutral platform for mediation and arbitration;
• Filing is free and is recommended for disputes involving alleged regulatory violations.

Step 3: Mediation

• If informal negotiation fails, either party may initiate mediation with a neutral mediator;
• Mediation will be conducted in English at a mutually agreed location (or virtually) in Pune, Maharashtra;
• Each party shall bear its own costs; mediator fees shall be shared equally.

Step 4: Arbitration

• If mediation fails, the dispute shall be resolved by binding arbitration;
• Arbitration Rules: Indian Arbitration and Conciliation Act, 1996;
• Number of Arbitrators: 1 (for claims up to ₹25 lakhs); 3 (for claims above ₹25 lakhs);
• Seat of Arbitration: Pune, Maharashtra;
• Language: English;
• Costs: Each party bears its own legal costs; arbitrator fees are borne by the losing party or as determined by the arbitrator.

13.4 No Class Action

You agree that any arbitration or legal proceeding shall be conducted on an individual basis only, and not as a class action or representative action. Class action claims are not permitted.

13.5 Limitation Period

Any claim must be brought within 2 years of the cause of action arising. Claims brought after 2 years are barred.

14. Amendments

The Platform may amend these Terms & Conditions at any time by posting the revised version on rupeecase.com and notifying you via email or in-app notification. Amendments become effective 30 days after notice.

If you do not agree with any amendment, you may close your account and exit all Strategies within the 30-day notice period without penalty. Continued use of the Platform after the 30-day period constitutes your acceptance of the amended Terms & Conditions.

15. Severability

If any provision of these Terms & Conditions is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be severed, and the remaining provisions shall remain in full force and effect.

16. Contact

For questions, grievances, or notices related to these Terms & Conditions, please contact:

QC Alpha Technologies Pvt Ltd
Pune, Maharashtra 411038
India
Email: [email protected]

We aim to respond to all inquiries within 5 business days.