These Terms and Conditions of Empanelment as a Distributor of Axis Mutual Fund (including statements made/ information provided) are a binding contract between yourself and Axis Asset Management Company Limited ('AAMCL') for your appointment as a distributor of schemes of Axis Mutual Fund managed by AAMCL and of other products/ services that may be offered by AAMCL from time to time. Please read these Terms and Conditions carefully. By signing these Terms and Conditions you acknowledge that you have read, understood and agree to be legally bound by them.
DISTRIBUTOR and AAMCL are hereinafter collectively referred to as “Parties” and individually as “Party” (which expression shall unless repugnant to the context and meaning thereof be deemed to mean and include its successors, and assigns).
WHEREAS
AAMCL has been appointed to act as the investment manager of Axis Mutual Fund (hereinafter referred to as “the Fund”), a mutual fund registered with the Securities Exchange Board of India, by way of an investment management agreement dated June 27, 2009 (“Investment Management Agreement”).
The Distributor, in order to enhance its business activities, has approached AAMCL with a request to empanel it to market / distribute units of Mutual Funds Scheme managed by AAMCL, and other product/ services that may be offered by AAMCL from time to time, through its branch network and the same has been accepted and agreed to by AAMCL subject to the terms and conditions agreed by and between the Distributor & AAMCL. The Distributor agrees to abide by these terms and conditions and the modifications thereto, from time to time.
AND WHEREAS, with effect from the effective date mentioned and on and subject to the terms and conditions mentioned in this document, AAMCL has agreed to empanel the Distributor for procuring subscriptions for various schemes launched by the Fund from time to time (hereinafter referred to as “the Business”). NOW THIS TERMS AND CONDITIONS WITNESSETH AS FOLLOWS:
1. DEFINITIONS: “Terms And Conditions” means this terms and any and all schedules, appendices, annexures and exhibits to it or incorporated in it by reference and from time to time.“Guidelines” means and includes all operational instructions, procedures, manuals etc. issued by AAMCL to the Distributor from time to time. “Scheme Information Document” or “SID” means a document issued by the Fund, as amended from time to time (including by way of addendum or otherwise) offering Units of the respective Schemes/plans for subscription. “Statement of Additional Information” or “SAI” means a document containing details of the Fund, its constitution, and certain tax, legal and general information and legally forming a part of the SID. “Registrar” means any Registrar and Share Transfer Agent (RTA) with whom AAMCL has / proposes to have an arrangement for execution / confirmation of the transaction orders placed through the Website. At present, Karvy Computershare Private Limited (hereinafter referred to as “Registrar”) is the Registrar and Transfer Agent of AAMCL 'Scheme' shall mean and include any Scheme that is offered by AAMCL presently or in future. “SEBI Regulations” or “Regulations” shall mean Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amended from time to time and any notifications, circulars, guidelines issued there-under from time to time. “Commission” shall mean commission payable to DISTRIBUTOR including trail payable on pro-rata basis for the number of days the investments remain with the fund, based on the rate and payment frequency, applicable from time to time. All payments shall be subject to the relevant provisions of the Income Tax Act, 1961 and other applicable laws in force. “Units” shall mean the interest of the Customer in an undivided share in the net assets of a Scheme of the Fund or as defined by SEBI or the SID or SAI from time to time.
2. EMPANELMENT 1. AAMCL hereby empanels the Distributor for the Schemes of the Fund launched from time to time and for such other products and services as may be mutually agreed between the Distributor and AAMCL, and the Distributor hereby accepts such empanelment on the terms set out hereinafter. 2. AAMCL and the Distributor may, if they so desire, enter into separate mutually agreeable Operational and Service Level procedures/ arrangements in connection with the distribution by the Distributor under this arrangement, which shall be construed as an integral part of these Terms and Conditions.
3. DISTRIBUTOR’S DECLARATIONS, REPRESENTATIONS AND WARRANTIES: 1. The Distributor declares, represents to the AAMCL that, the Distributor has and shall comply with the applicable provisions and clauses specified under the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amended or re-enacted from time to time or any other applicable regulations and/or guidelines or directives or statutes and declares that no disciplinary or other proceedings have been commenced or indicated by SEBI/ Reserve Bank of India or any other competent authority against the Distributor and that the Distributor has not been/ not debarred/suspended from carrying on its normal business activities. 2. The Distributor shall comply with the applicable guidelines, rules and regulations, issued by SEBI and Association of Mutual Funds in India (AMFI)/ National Institute of Securities Market (NISM), from time to time pertaining to mutual funds. The distributor shall ensure that it complies with all the regulations/ guidelines on selling, marketing, advertisement code of conduct etc. as applicable from time to time. 3. The Distributor shall comply with operational instructions and procedures as mutually agreed in writing between the Distributor and AAMCL and / or the Registrars and shall also issue its own internal instructions to its employees, agents, servants and representatives selling the Mutual Fund Units through the Distributor, on similar lines. 4. The Distributor shall, provide necessary assistance and support as may be required by customers, Registrar or AAMCL to redress complaints from customers, including co-ordination with the authorised collecting branches and the Registrar within three days of receipt of any such complaint. 5. The Distributor has obtained all the applicable approval(s)/ registration(s)/ certification(s) required from relevant authority(ies) for the purposes of providing the Services as provided in this document and shall ensure that such approval(s) / registration(s) / certification(s) will remain in force including by taking prompt steps for renewal of the same. The Distributor shall not violate any of the conditions subject to which such approval(s) / registration(s) / certification(s) has been granted. 6. The Distributor shall ensure that all its employees, agents, servants and representatives engaged in sales and marketing of the Units of the Schemes of the Mutual Fund are certified by NISM/ AMFI and hold valid AMFI certificate/ qualification/ registration as required by SEBI/ AMFI/ NISM. In addition the AAMCL shall have the right to seek for copies of AMFI/ NISM Certificates of all the Distributor employees, agents, servants and representatives engaged in distribution and the Distributor shall forthwith furnish the same. 7. AAMCL agrees and understands that the Distributor is not engaged in distribution of financial products outside India, however if the Distributor intends todo so, it shall do so after obtaining applicable regulatory approvals. The Distributor agrees that except as specifically advised by the AAMCL in writing or as described in the SID / SAI of the Schemes of the Mutual Fund, no action has been or will be taken in any jurisdiction by the Distributor that will permit a public offering of Units or possession or distribution of the SID / SAI of the Schemes of the Mutual Fund in any jurisdiction outside of India where, or in any circumstances in which, action for that purpose is required. Further, the Distributor shall comply with all applicable laws and regulations and make or obtain necessary filing, consents, or approvals, in each jurisdiction in which it will purchase, offer, sell, distribute or deliver Units (including, without limitation, any applicable requirements relating to the delivery of the SID / SAI(s) or the Abridged SID / SAIs of the Mutual Fund). The Distributor shall be responsible for collecting the Foreign Inward Remittance Certificate (FIRC) or the certificate evidencing the subscription by way of debit to the NRE/FCNR account of any non resident Indian (NRI) / overseas corporate bodies (OCB)/ any other overseas investor within a reasonable time from receiving credit to the Mutual Fund’s account. 8. The Distributor undertakes that it shall do all reasonable acts, deeds and things as it deems necessary on behalf of AAMCL whereby the customers’ confidence and interest in the Mutual Fund and other services/ products offered by AAMCL is fully protected at all times. 9. The Distributor shall (i) sell Units of the Scheme(s) only for payments by cheque or demand draft drawn on any bank and no cash, money orders and postal orders will be accepted at any point of time; (ii) order Units of the Scheme(s) from the AAMCL; (iii) not make any representations/ statements concerning Units of the Mutual Fund except those contained in the SID / SAI and Abridged SID / SAI and printed information issued by the AAMCL as information supplemental to such documents; (iv) not indulge in any kind of malpractice or unethical practice to sell, market or induce any customer to buy the Units of the Schemes. 10. The Distributor shall use its best endeavor to educate its sub-distributors and customers generally about mutual funds and will do its best to create awareness about the Mutual Fund and the AAMCL and the products and services offered by AAMCL among its sub-distributors, customers and public at large provided that the AAMCL shall not be liable or bound by any representation made about AAMCL by the Distributor, which are not in accordance with the information supplied by the AAMCL to the Distributor. 11. The Distributor and the AAMCL agree that this relationship is expressly established subject to the AAMCL being allowed to appoint other Distributors to sell the Units of Scheme(s) or to sell Units of Scheme(s) directly to customers and the Distributor shall have the right to distribute similar products of other third parties and provide similar services to such other third parties. 12. The Distributor agrees that any order received by AAMCL with respect to the Fund shall be subject to final acceptance by the Fund. Further, the AAMCL shall not accept any order which is placed on a conditional basis or subject to any delay or contingency prior to execution. 13. DISTRIBUTOR shall comply with the SEBI Circular SEBI/IMD/CIR No.12 /186868 /2009, Dec 11, 2009 and AMFI process note in this regard w.r.t. Investor's documents and KYC requirement as specified . Contents of AMFI process note shall be shared by AAMCL with the Distributor from time to time. 14. The distributor agrees to read and understand the Scheme Information Document and any addendum /notice issued thereto of the respective scheme(s) carefully and explain the market risks, investment risks, investment objectives, and the special features of the schemes to the investors. 15. The distributor agrees to use only such latest Scheme Information Documents, Key Information Memorandum containing applications forms and advertising material provided by AAMCL. 16. The distributor shall immediately notify the AAMCL in writing if any of its personnel or any other person engaged by the distributor has committed any act amounting to moral turpitude, financial irregularities or has been arrested by the police or has been relieved from the services/ employment of the distributor. Upon receipt of such notice from the distributor, the AAMCL may suspend further business and payout of the commissions, etc. as it deems fit in the case.
4. DESCRIPTION, SIGNS, LOGO, ETC.
The Distributor shall neither use nor display the logo or mark of AAMCL (or any logo or mark similar thereto) in any manner whatsoever, unless prior approval in writing is obtained from AAMCL
5. ILLEGAL/UNETHICAL ACTS OR BUSINESS PRACTICE 1. The Distributor shall not do, print or publish anything which is illegal, unethical, fraudulent, improper or questionable or provide the services in a manner that may be detrimental to the reputation of AAMCL or which may be in any manner harmful to or against the interests of AAMCL or which may result in a contravention of the provisions of Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, or any amendement thereto or any law, rules, regulations, statutes or any guidelines of a statutory authority from time to time in force. 2. (a) If so required by the Securities and Exchange Board of India or by any other authority or under any law, the Distributor shall promptly comply and get itself registered or licensed or certified in such manner as may be required. (b) The Distributor shall be registered with AMF/ NISM with a valid AMFI Registration Number (ARN) and shall satisfy all the requirements, including AMFI/ NISM certification, prescribed by AMFI. All the employees of Distributor engaged in marketing and selling of Units of mutual funds shall possess a valid photo-identity card with the ARN of the distributor they represent. The Distributor shall also comply with the relevant provisions of the Guidelines/Code of Conduct issued by AMFI from time to time. 3. (a) All subscriptions procured and amounts received by the Distributor in connection with the Business shall be only by means of Account Payee cheques, or demand drafts drawn in favour of “Axis Mutual Fund scheme name” or through other approved banking channel. The Distributor shall not accept cash, money orders, postal orders or any other form of remittance in connection with the Business and AAMCL shall not be concerned with or liable for any such transactions. 4. The Distributor shall not mishandle or misappropriate any amount or payment instrument received by it and shall duly deal with every document, amount and payment instrument strictly in accordance with law. 5. The Distributor represents and warrants that all statements made and information which has been and/or which may hereafter be given by the Distributor to AAMCL for or in connection with the Distributor’s empanelment as a Distributor is / shall be correct and complete and is not / shall not be misleading (whether by reason of omission to state a material fact or for any other reason). 6. The Distributor undertakes to abide by the SEBI Circular No. CIR/ IMD/DF/21/2012 dated September 13, 2012, AMFI best practice guidelines circular No. 31/2012-13, AMFI circular 35P/MEM-COR/14/12-13 dated October 30, 2012 and all other relevant circulars/ amendments thereof w.r.t. Implementation of Employee Unique Identification Number (EUIN). 7. Anti bribery - The Distributor and any employees, officers and affiliates thereof will not, and shall procure that the Distributor, Sub-Distributors and any employees or officers thereof will not offer, promise, give or pay (either directly or through a third party) any financial, business or other advantage:
i. to any person with the intention to induce, reward or otherwise influence such person to improperly perform a function or activity;
ii. to any public official with the intention to both influence such public official in the performance of his or her functions as a public official (which includes any exercise or omission to exercise those functions, even if outside such public official’s authority) and to obtain or retain any financial, business or other advantage in the conduct of business.
The Distributor and any employees, officers and affiliates thereof will not and shall procure that the Sub-Distributors and any employees or officers thereof will not request, agree to receive, accept, or solicit (either directly or through a third party) the payment of any financial or other advantage to improperly perform any function or activity required of the Distributor under this arrangement.
6. KNOW YOUR CLIENT 1. The Distributor agrees to comply with all applicable laws and regulations in respect of Know Your Customer (KYC) & Prevention of Money Laundering Act, 2002 (PMLA) as applicable to the Distributor and shall maintain and retain records of the customer as per the provisions of Prevention of Money Laundering (Maintenance of Records) Rules, 2005 and SEBI circulars/guidelines issued thereto. Besides, the Distributor shall ensure compliance with KYC & Anti Money Laundering requirements, if any provided by AAMCL to the Distributor. 2. The Distributor agrees that AAMCL reserves the right to call for any documents pertaining to the Distributors, clients that may be required by it for furnishing to any authority or a Government Agency like FIU, SEBI, RBI or its auditors in line with PMLA 2002. 3. The Distributor agrees to assist AAMCL in procuring and verifying all relevant information and documents pertaining to the client, as per the requirements communicated by AAMCL from time to time, to comply with the Prevention of Money Laundering Act, 2002 and other related requirements stipulated by any statutory authority.
7. SUSPICIOUS TRANSACTION REPORTING 1. Distributor understands that AAMCL has statutory obligation under the PMLA Act and rules framed thereunder to make suspicious transaction reporting to Financial Intelligence Unit – India, Ministry of Finance, Government of India on monthly basis. The Distributor agrees to assist AAMCL in all respect for the said suspicious transaction reporting. 2. Without harming the generality of clause 6.1 the Distributor –7.2.1. shall keep at all time such process in place so as to ensure that all information including the nature of business and financial status of all the customer/client is obtained in all cases.7.2.2. shall promptly analyze queries raised by AAMCL regarding suspicious transaction, carefully by using KYC information and conducting enhanced level of due diligence wherever required without the concerned customer being tipped off of such queries.
8. NOT TO INCUR LIABILITY, TRANSFER, ASSIGN, ETC. 1. The Distributor shall not undertake any obligation or incur any liability on behalf of AAMCL nor in any way pledge AAMCL’s credit. 2. The Distributor shall not be entitled to assign, transfer, charge or in any manner make or create any third party right or interest in this arrangement or the Distributor’s obligations, liabilities, benefits or rights. 3. The Distributor will not have any lien or charge on the properties of AAMCL in its possession for the service charges payable to the Distributor for distributing Units of the Fund.
9. TO INFORM IN EVENT OF CHANGE OF STATUS 1. The Distributor declares and confirms that (if the Distributor is an individual) his / her residential status is that of an Indian Citizen resident in India or (in case the Distributor is a sole proprietary concern) the Distributor’s sole proprietor’s residential status is that of an Indian Citizen resident in India or (if the Distributor is a partnership firm) all the partners in the Distributor’s firm are Indian Citizens resident in India or (if the Distributor is a company) the Distributor is a company incorporated in India; and the Distributor agrees and undertakes to inform AAMCL in the event of any change in its or its partners’ (as the case may be) status be it residential or otherwise. 2. The Distributor agrees and confirms that any payments received by the Distributor from AAMCL shall not be repatriated outside India in any form whatsoever.
10. PAYMENT 1. AAMCL shall pay brokerage to the Distributor strictly in accordance with the applicable Regulations and in specific the SEBI circular No. SEBI / IMD / CIR No. 4 / 168230 / 09 dated June 30, 2009 and in accordance with the details made available to AAMCL by the concerned Registrar to the Schemes. The Distributor here agrees to comply with disclosure requirements mentioned in the above referred SEBI circular. 2. AAMCL will keep the Distributor informed as to any changes made in the brokerage structure by ordinary post/ email etc. The rates of brokerage payable may differ from Scheme to Scheme and from time to time and the Distributor shall keep itself (including its personnel if any) constantly informed of the same from time to time before doing any Business. 3. The Distributor is aware that AAMCL may revise brokerage rates already declared / fixed by them; and the Distributor agrees that AAMCL shall be entitled to revise the rates of brokerage payable by AAMCL to all brokers (including the Distributor) in such manner as AAMCL thinks fit and proper. 4. All amounts referred to in this Agreement are inclusive of any central, state and local levies, taxes, duties, fines and penalties, if any, (including GST and any other indirect taxes)past, present and future by whatever name called, as may be applicable. All such payments shall be subject to SEBI Regulations. Distributor registered under GST law needs to share their GSTIN details with the AAMCL. Distributor shall raise an invoice in the name of 'Axis Asset Management Company Limited'. The invoice should contain Axis AMCs GSTIN (27AAHCA5892J1Z6) addressing to 1st Floor, Axis House, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli , Mumbai - 400 025, Maharashtra.
5. Brokerage will be paid either by account payee cheque, demand draft or any other direct credit arrangement at the discretion of AAMCL in the name of the Distributor (and not in the name of any nominee or other person). No brokerage will be paid in cash.
6. In the event of excess payment of brokerage to the Distributor, AAMCL shall have the right to deduct and appropriate the excess amount from any amounts subsequently payable by the AAMCL to the Distributor. In the event that no subsequent amount is payable by the AAMCL to the Distributor, the Distributor shall refund the same to the AAMCL within 30 days of demand by the AAMCL
7. In addition to the brokerage which AAMCL may pay to the Distributor under the provisions of this arrangement, AAMCL may (but shall not be obliged to) offer incentive for Distributors whereunder AAMCL may pay compensation to Distributors as per the scheme. AAMCL may also at its discretion at any time and from time to time introduce, modify, add to, discontinue and re-introduce any such Scheme or Schemes.
8. The Distributor shall not directly or indirectly rebate/share any of its brokerage / fees or pay any commission or other amount or any gift to any investor.
9. In case of non-compliance of any of the Terms and Conditions mentioned herein and non- compliance of SEBI/AMFI guidelines, the AAMCL may suspend further business and pay-out of the commissions etc. until the same is complied with.
10. As per SEBI circular no. CIR/IMD/DF/21/2012 dated September 13, 2012 and subsequent AMFI communication dated January 22, 2013 numbering 35P/ MEM-COR/38 /2012-13, In case of purchases/ switches into any fund, all upfront payments of any nature whatsoever, including incentives or commissions made to distributors on account of purchases/ switches into any fund will be subject to a complete and/or proportionate claw-back. Such claw back shall also be applicable for all redemptions by the investors during the no load exit load period at the time of change in fundamental attributes of any scheme.
Accordingly, the AAMCL shall retain the right to claw-back any commission paid to the distributor.
Such claw-back shall be based on the terms and conditions pertaining to the applicable commission structure. The decision of the AAMCL to claw back commission shall be final.
This amount to be clawed back may be set off against future payments to the distributor. The AAMCL may also instruct the distributor to make a direct payment to the AAMCL in respect of the outstanding commission required to be clawed back.
In case of any delay of more than 10 days in refund of Commission (required to be clawed back) by the distributor, the distributor shall be liable to pay the outstanding commission together with interest at 15% p.a. on the amount outstanding.
In respect of clawback, distributor registered under GST shall raise a credit note for such claw back amount within the deadline mentioned under GST law.
11. TERMINATION 1. This Terms and Conditions shall continue to subsist until it is terminated in accordance with the provisions of this arrangement. 2. Either party shall be entitled to terminate this arrangement (which shall also result in the termination of the Distributor’s empanelment as a Distributor under this arrangement) at any time without assigning any reason by giving written notice to the other party. 3. In the event of termination of this Arrangement and the Distributor’s empanelment as a Distributor, AAMCL shall be liable to pay to the Distributor, and the Distributor shall be entitled to receive, only such brokerage as is payable to the Distributor in respect of Business procured by the Distributor prior to the termination. The Distributor shall not be entitled to any compensation, damages or other amount whatsoever for any reason whatsoever. 4. The termination of this arrangement will be without prejudice to the rights and claims of either party which may have accrued or arisen prior to the termination. 5. At the time of termination of this arrangement the Distributor shall hand over all pending applications, necessary papers, forms, applications, payment instruments, documents, etc. to AAMCL and give AAMCL full co-operation and information to ensure and assist in the smooth transfer of all such pending applications to AAMCL. 6. The appointment of the distributor shall be liable to be terminated by the AMCL forthwith: a. if he /she is found to be a minor or adjudicated as an insolvent or found to be of unsound mind by a court of competent jurisdiction; b. if in course of any judicial proceeding it is found that he/she has knowingly participated in or connived at any fraud, dishonesty or misrepresentation, financial irregularities against the AAMCL or any Unit holder of Axis Mutual Fund c. if the AAMCL is satisfied that any statement made in the Form was false or misleading or calculated to mislead; d. if he/she acts in any other manner prejudicial to the interest of the AMC; and e. if he /she does not comply with all applicable legislation, statutes, ordinances, regulations administrative rulings or requirement of law. f. noncompliance of any of the clauses of the Terms and Conditions specified herein and the changes made to the Terms and Conditions from time to time. 12. CONFIDENTIALITY The Distributor recognises, accepts and agrees that all facts, data, customer databases and information, manuals, details, material, Guidelines and other information whatsoever which may be given or communicated to the Distributor or its personnel or produced by or as a result of the services rendered by the Distributor pursuant to this arrangement or to which the Distributor or its personnel may be privy pursuant to or in connection with this arrangement and/or in the course of performance of its services pursuant to this arrangement shall be and remain the sole property of AAMCL and shall be kept strictly private and confidential by the Distributor and its personnel. 13. INDEMNITY The distributor declares and covenants with the AMC, to defend indemnify and hold AAMCL/Axis Mutual Fund/ Mutual Fund Trustee Company Ltd/ Karvy Computer share Pvt Ltd. and its affiliates, promoters, directors, successors in interest, employees and permitted assigns harmless from and against all claims, costs, damages or assertions of liability of any kind or nature resulting from: a. Any breach of term, covenants and conditions or other provisions hereof, or scheme information documents (s) or any actions or omissions thereunder; b. Any failure to comply with all applicable legislation, statutes, ordinances, regulations, administrative rulings or requirement of law; c. Misfeasance, malfeasance or fraudulent acts of the personnel/ representative(s) of the distributor; and d. Any and all actions, suits, proceedings, assessments, settlement, arbitration judgments, cost and expenses, including attorneys' fees, resulting from any of the matters set forth above. e. due to any unauthorised, misleading, false or inaccurate information, documentation, literature or material representation relating to the Schemes/ Fund which is made/issued/ given by the Distributor to its customers, f. directly or indirectly arising out of the breach of this Agreement by Distributor or any of its personnel or of any fraudulent, improper, incorrect, wrongful or negligent performance, work, service, act or omission by Distributor or any of its personnel or willful misconduct of Distributor or any of its employees, agents, affiliates, managers or advisors.
14. ACTS OF COMMISSION AND OMISSION AAMCL shall neither be liable nor responsible in respect of any of the acts, deeds or things committed, omitted or performed by the Distributor, its sub-distributor, its employee, or any other person by whatever name called, nor shall AAMCL be liable or responsible for any claims or actions arising as a result of any such acts, deeds or things.
15. WAIVER 1. No failure or delay in exercising any right, power or privilege under this Arrangement by AAMCL shall operate as a waiver thereof nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof, or the exercise of any other right, power or privilege. 2. No waiver by AAMCL of any breach of any of the terms of this Arrangement shall be effective unless such waiver is expressed in a writing signed by AAMCL; and the waiver by AAMCL of breach of any of the terms of this arrangement shall not prevent the subsequent enforcement of that term and shall not be deemed to be a waiver of any subsequent breach.
16. CANCELLATION OF PREVIOUS AGREEMENTS/ ARRANGEMENT All previous agreements and arrangements, if any, made between AAMCL and the Distributor in connection with the subject matter of this Arrangement are hereby canceled, but without prejudice to any rights or obligations which have already accrued to either party thereunder. However, the terms and conditions of empanelment as may be provided by AAMCL to the Distributor shall be applicable in addition to the terms of this arrangement.
17. RIGHT TO CHANGE TERMS AND CONDITIONS Any change, alteration, amendment of the terms and conditions of this arrangement shall be with the consent of both the parties.
18. JURISDICTION Any claims, disputes or differences arising under or in connection with this arrangement or anything done or omitted to be done pursuant hereto shall be subject to the exclusive jurisdiction of the civil courts in Mumbai. The provisions of this Agreement shall be governed by, and construed in accordance with Indian law
19. NOTICE Any notice or other communication in connection with this arrangement shall be in writing and shall be addressed to AAMCL or the Distributor at their respective addresses mentioned in this arrangement or any other address in India which the concerned party has intimated to the other party in accordance with the provisions of this arrangement.
20. MISCELLANEOUS 1. It is clarified that this arrangement is on a principal to principal basis and does not and shall not constitute or deemed to constitute a partnership or joint venture or agency of any kind under the Indian Contract Act or any other law for the time being in force and does not create and shall not be deemed to create any employer-employee or principal-agent relationship between the parties. Accordingly the Distributor shall not, and shall not be entitled to, by written or oral act, omission, word or deed make any statement on behalf of AAMCL or in any manner bind AAMCL or hold out or represent that the Distributor is representing or acting as agent of AAMCL. Save and except as may be expressly permitted by AAMCL, the Distributor and its personnel shall not use the name and/or trademark / logo of AAMCL in any sales or marketing publication or advertisement, or in any other manner without the prior written consent of AAMCL 2. Clause headings are inserted for convenience of reference only and shall not be deemed to affect the interpretation or construction of this arrangement or of any clause. 3. The Distributor has been empaneled on a non-exclusive basis and AAMCL shall be entitled to empanel such other Distributors as AAMCL think fit. 4. The Distributor shall not make any statement or act in a manner which shall create any expectation from the fund which is not stated in the Scheme Information Document (SID) read with Statement of Additional Information (SAI). 5. The Distributor shall be eligible to receive commission on amount mobilized by him / her under each scheme and undertake not to rebate commission back to investor or attract investor through temptation of rebates / gifts, pass back commission etc. The amount of commission and/or incentives may vary from time to time and from scheme to scheme. (Net of statutory levies, if any). The Distributor shall abide by SEBI circular no. SEBI/IMD/CIR No. 8/174648/ 2009 dated August 27, 2009. 6. The Distributor will not hold Axis Asset Management Company Limited responsible for any loss incurred by him / her as not anticipated and arising out of any revision in the rate of commission or change of terms and condition of distribution Axis Asset Management Company Limited will not be responsible for any misplaced brokerage cheques or other related matter. 7. The Distributor shall not issue any advertising or promotional material of Axis Asset Management Company Limited schemes without obtaining prior approval in writing from AAMCL. In particular, the Distributor shall not communicate to the investor of Axis Mutual Fund or the public at large, any information whether by way of advertisement or sales literature, other than that provided by AAMCL. The Distributor shall refrain from assuring any returns under any of the schemes of the mutual fund which do not offer assured returns and also ensure that whenever performance figures and related information are given risk factors are clearly and completely stated. 8. The distributor shall immediately notify the AAMCL in writing if any of its personnel or any other person engaged by the distributor has committed any act amounting to moral turpitude, financial irregularities or has been arrested by the police or has been relieved from the services / employment of the distributor. Upon receipt of such notice from the distributor, the AAMCL may suspend further business and payout of the commissions, etc. as it deems fit in the case. 9. Axis Asset Management Company Ltd shall at their discretion agree on the amount limit wherein payment shall not be made below the limit defined. The commission payment shall be made on the amount reaching the limit defined. 10. The distributor agrees to Nominate (for Individual only) as per guidelines issued by AMFI/ NISM and shall abide by the same. In the event of non - availability of Nomination, the AAMCL shall disburse the unclaimed amount after obtaining necessary documents and verification on the best efforts.
I HEREBY CONFIRM AND DECLARE THAT I HAVE READ AND UNDERSTOOD THESE TERMS AND CONDITIONS OF EMPLANEMENT AS DISTRIBUTOR AND AGREE TO ABIDE BY THE SAME.
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