Terms and Conditions

1. Platform Eligibility and Access

To register for or use the Platform, you represent and warrant that you:

• Are at least 18 years old, of sound mind, and legally competent to contract under the Indian Contract Act, 1872
• Have the legal capacity, and where applicable the regulatory status, to evaluate and participate in the relevant opportunity, and that doing so is lawful in your jurisdiction
• Where an opportunity is restricted to a defined class of investors (for example, accredited, qualified, institutional, or otherwise eligible investors), satisfy the applicable eligibility criteria
• Will comply with all applicable laws, including KYC, anti-money-laundering (AML), sanctions, and securities-law requirements

Access to the Platform and to particular opportunities may be conditional upon completion of registration, identity verification, and KYC/AML checks to our reasonable satisfaction. We may refuse, restrict, suspend, or withdraw access at our discretion and without liability, including where access would not be lawful or appropriate in a given jurisdiction. The Platform is not directed at any person in any jurisdiction where such use would be contrary to law or would subject XALT to any registration or licensing requirement.

2. Nature of the Platform; No Advice; No Solicitation

XALT operates solely as a neutral marketplace and technology platform that enables Users, on their own initiative, to view, access, and evaluate investment opportunities ("Opportunities") made available by third-party issuers, sponsors, funds, managers, distributors, and other providers ("Third-Party Providers"). XALT acts only as a facilitator and venue for connectivity between market participants. It does not act as a principal, counterparty, adviser, agent, or guarantor in respect of any Opportunity or transaction.

You acknowledge that you are accessing the Platform and any Opportunity at your own exclusive initiative and request. The provision of information on, and your access to, the Platform does not constitute, and shall not be construed as, any marketing, promotion, solicitation, inducement, offer, or invitation by XALT to you to acquire, dispose of, subscribe for, or deal in any Opportunity or financial product. XALT does not actively solicit, market, or promote any Opportunity to you, and any onward engagement by you with a Third-Party Provider is undertaken by you on a reverse-enquiry basis at your own volition.

No content, listing, description, data, screening, categorisation, ranking, filter, or tool available on the Platform is, or should be relied upon as, advice, a recommendation, an assurance of suitability, or an endorsement of any Opportunity, Third-Party Provider, or strategy. You are solely responsible for evaluating each Opportunity and must conduct your own independent due diligence and obtain your own independent legal, tax, financial, and investment advice before participating. You confirm that you are not relying on XALT for any such advice.

Every transaction is entered into directly between you and the relevant Third-Party Provider on the terms of that Third-Party Provider's own documentation. XALT is not a party to any transaction and assumes no obligation or liability under it.

3. Investment Risk Disclosure

All Opportunities involve risk, including the risk of partial or total loss of capital. Alternative investments may be illiquid, long-term, leveraged, and subject to limited or no redemption rights, and may not be suitable for all investors. Past performance is not indicative of, and is no guarantee of, future results. XALT does not guarantee, underwrite, or assure any return, profit, yield, income, capital protection, or commercial outcome, and gives no advice as to whether any Opportunity is suitable or appropriate for you. You bear all economic risk of your investment decisions.

4. User Responsibilities

You agree to:

• Provide accurate, complete, and updated information, and keep it current
• Use the Platform only for lawful purposes and in accordance with these Terms
• Maintain the confidentiality and security of your login credentials, and notify us promptly of any unauthorised use of your account

You shall not use the Platform to circumvent XALT or to deal with any Third-Party Provider otherwise than as permitted; misuse, probe, scrape, reverse-engineer, disrupt, or attempt to gain unauthorised access to the Platform or its systems; upload any unlawful, infringing, misleading, or harmful material; or use the Platform in any manner that breaches applicable law or the rights of any third party. You are responsible for all activity under your account.

5. Fees and Charges

Any service, access, platform, or transaction fees payable in connection with your use of the Platform or a particular Opportunity will be disclosed to you before the relevant charge is incurred. Fees may vary by Opportunity, product type, or Third-Party Provider. Fees charged by Third-Party Providers (for example, management fees, performance fees, subscription charges, or custody charges) are governed by their own documentation and are separate from any fees payable to XALT. All amounts are exclusive of applicable taxes (including GST), which you shall bear as applicable.

6. Limitation of Liability

The Platform and all content are provided "as is" and "as available", without warranty of any kind, whether express, implied, or statutory. To the maximum extent permitted by law, XALT and its directors, officers, employees, affiliates, and service providers shall not be liable for:

• Any investment loss, loss of capital, loss of profit, diminution in value, default, fraud, or non-performance arising out of or in connection with any Opportunity or transaction
• The acts, omissions, solvency, conduct, content, or documentation of any Third-Party Provider or other User
• Any reliance placed by you on information available on the Platform, or any decision made or action taken by you in connection with an Opportunity
• Any indirect, incidental, special, consequential, punitive, or exemplary loss, or any failure, interruption, delay, suspension, data loss, force majeure event, or matter beyond XALT's reasonable control

To the maximum extent permitted by law, XALT's total aggregate liability arising out of or in connection with the Platform and these Terms shall not exceed the total of the fees (if any) actually received and retained by XALT directly from you in the twelve (12) months immediately preceding the event giving rise to the claim. Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited.

7. Intellectual Property

The Platform and all content, software, branding, trademarks, design, layout, text, graphics, data compilations, and other materials made available on it (other than your content and Third-Party Provider materials) are owned by or licensed to XALT and protected by applicable intellectual property laws. The "XALT" name and logo are proprietary marks of XALT. You are granted a limited, revocable, non-exclusive, non-transferable licence to access and use the Platform for your own internal, lawful, non-commercial evaluation of Opportunities. You may not copy, reproduce, modify, distribute, publish, sell, licence, create derivative works from, or commercially exploit any part of the Platform without our prior written consent.

8. Suspension and Termination

We reserve the right to suspend, restrict, or terminate your access to the Platform, in whole or in part, at any time and without prior notice, in case of:

• Any actual or suspected non-compliance with these Terms
• Any suspicious, fraudulent, or unlawful activity
• Failure to satisfy KYC/AML or eligibility requirements
• Any legal, regulatory, or risk-management reason

You may stop using the Platform and request closure of your account at any time. Provisions which by their nature should survive (including Sections 2, 3, 6, 7, and 9) shall survive termination.

9. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of India. Any dispute, controversy, or claim arising out of or in connection with these Terms or the use of the Platform shall be referred to and finally resolved by arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Mumbai, and the language shall be English. Subject to the arbitration agreement, the courts at Mumbai shall have exclusive jurisdiction.

10. General

We may amend these Terms at any time by posting the revised version on the Platform with a new "last updated" date; your continued use after such posting constitutes acceptance. If any provision is held invalid or unenforceable, the remaining provisions continue in full force. No failure or delay by XALT in exercising any right operates as a waiver of it. You may not assign your rights or obligations under these Terms without our prior written consent; XALT may assign these Terms to any affiliate or successor. These Terms, together with the Privacy Policy and any additional terms applicable to a specific Opportunity or service, constitute the entire agreement between you and XALT regarding the Platform.

11. Contact Us

For questions or concerns about these Terms, please contact us at:

Email: [email protected]
206, Peninsula Center, Dr SS Rao Marg, Parel, Mumbai 400012