Terms of Service

TERMS OF SERVICE

PropaTrade Education Private Limited

CIN: U85500AP2026PTC125374

Last Updated: July 23, 2026

Effective Date: July 23, 2026

IMPORTANT NOTICE

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Contractor," "Research Participant," or "You") and PropaTrade Education Private Limited ("PropaTrade," "Company," "We," "Us," or "Our"), a company incorporated under the Companies Act, 2013, bearing CIN U85500AP2026PTC125374, with its registered office in Tirupati, Andhra Pradesh, India.

BY SUBMITTING AN APPLICATION TO PROPATRADE, ACCESSING THE PROPATRADE PLATFORM ("UDAAN"), OR PARTICIPATING IN ANY PROGRAM OFFERED BY PROPATRADE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS IN THEIR ENTIRETY, TOGETHER WITH ALL POLICIES AND DOCUMENTS INCORPORATED HEREIN BY REFERENCE.

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT SUBMIT AN APPLICATION OR ACCESS THE PLATFORM.

1. INTRODUCTION AND ACCEPTANCE

1.1 About PropaTrade

1.1.1 PropaTrade Education Private Limited is a private research and education organization that engages independent contractors to conduct simulated trading research, generate trading data and insights, and contribute to the Company's proprietary research database. PropaTrade operates a selective, application-based program through which qualified individuals are onboarded as independent contractors to participate in structured simulated trading activities.

1.1.2 PropaTrade is NOT registered with the Securities and Exchange Board of India ("SEBI") in any capacity. Without limitation, PropaTrade is NOT a stock broker, sub-broker, investment adviser, research analyst, portfolio manager, depository, depository participant, clearing corporation, merchant banker, or any other intermediary registered or required to be registered under SEBI regulations or any applicable securities law.

1.1.3 PropaTrade is NOT a public trading platform, online brokerage, or consumer service. The Company does not provide direct or indirect access to any stock exchange, commodity exchange, or other regulated market. PropaTrade does not hold, manage, or have custody of any client funds, securities, or financial instruments.

1.1.4 PropaTrade is NOT a provider of investment advice, trading signals, portfolio management services, or financial planning services. No communication from PropaTrade, whether through the Platform, email, support channels, or otherwise, shall be construed as investment advice, a recommendation to buy or sell any security, or an opinion on the value of any security or financial instrument.

1.1.5 PropaTrade operates exclusively within simulated environments for the purposes of education, training, and internal research. All trading activities conducted on the Udaan platform utilize Virtual Capital and do not involve the execution of any real trades on any exchange, the use of real funds, or the generation of real profits or losses.

1.1.6 Participation in PropaTrade programs is selective and application-based. The Company exercises sole discretion in evaluating applications, screening candidates, approving participants, and onboarding contractors. PropaTrade programs are not publicly accessible on an open or unrestricted basis.

1.2 Scope of Acceptance

1.2.1 By accepting these Terms, You also agree to be bound by the following documents, each of which is incorporated herein by reference and forms part of this agreement:

(a) Privacy Policy — governing the collection, use, storage, and processing of Your personal data;

(b) Refund Policy — governing the limited circumstances under which refunds may be considered;

(d) Trading Rules — governing the specific trading parameters, risk limits, and conduct standards applicable to simulated trading activities, available at propatrade.com/trading-rules.

1.2.2 In the event of any conflict between these Terms and any other policy or document referenced herein, these Terms shall prevail to the extent of such conflict, unless the conflicting document expressly states otherwise with reference to the specific provision of these Terms being overridden.

1.3 Eligibility

1.3.1 To be eligible to apply for and participate in PropaTrade programs, You must satisfy all of the following conditions:

(a) You must be at least eighteen (18) years of age;

(b) You must be a resident of any country that is not subject to comprehensive sanctions imposed by the United Nations Security Council. Residents of UN-sanctioned nations are not eligible to participate in PropaTrade programs;

(c) You must have the legal capacity to enter into binding contracts under applicable law, including the Indian Contract Act, 1872 (which governs this agreement);

(d) You must provide accurate, complete, and current information in Your application and at all subsequent stages of engagement;

(e) You must not be prohibited by any applicable law, regulation, court order, or contractual obligation from entering into this agreement or performing the obligations contemplated herein.

1.3.2 PropaTrade programs are open to eligible individuals globally, subject to compliance with all applicable laws and regulations of their country of residence and India. Residents of countries subject to comprehensive sanctions imposed by the United Nations Security Council are excluded from eligibility.

1.3.3 PAN (Permanent Account Number) verification is not required at the time of registration or application. PAN verification is required only at the Consultant Account stage for Indian tax residents who will receive Research Stipend payments, as detailed in Section 7 of these Terms.

1.3.4 PropaTrade reserves the right to verify Your eligibility at any time and to refuse, suspend, or terminate Your participation if You are found to be ineligible or if any information provided by You is found to be inaccurate, incomplete, or misleading.

2. DEFINITIONS

2.1 In these Terms, unless the context otherwise requires, the following terms shall have the meanings ascribed to them below:

"Allocated Research Capital" or "Virtual Capital" means the notional, simulated capital allocated to a Contractor's account on the Udaan platform for the purpose of conducting simulated trading activities. Virtual Capital has no monetary value, does not represent real funds, and cannot be withdrawn, transferred, or converted into real currency.

"Commitment Fee" means the non-refundable fee payable by a Contractor as part of the contractor onboarding process to participate in the Evaluation phase. The Commitment Fee covers platform access, training tools, assessment infrastructure, and administrative costs associated with onboarding. The Commitment Fee is not a consumer product purchase price, subscription fee, or investment.

"Consultant Account" means the account status granted, by invitation only and at PropaTrade's sole discretion, to a Contractor who has successfully completed the Evaluation phase, passed all required verification checks, and been assessed as suitable for active research assignments. A Consultant Account was formerly referred to as a "Funded Account" in earlier versions of PropaTrade communications; all such references shall be deemed to refer to a Consultant Account.

"Contractor" or "Research Participant" or "You" means any individual who has been accepted into a PropaTrade program, whether at the Evaluation stage or the Consultant Account stage, and who has agreed to these Terms. The term "Contractor" reflects the independent contractor relationship between You and PropaTrade and does not imply employment, agency, partnership, joint venture, or consumer relationship.

"Evaluation" means the probationary training period during which a Contractor is assessed for suitability for active research assignments under a Consultant Account. The Evaluation is part of the contractor onboarding process and is not a product, service, or consumer offering.

"Grievance Officer" means the individual designated by PropaTrade to receive and address grievances, as identified in Section 13 of these Terms.

"Prohibited Trading Practices" means the trading activities, strategies, and conduct expressly prohibited under Section 5.5 of these Terms, as determined by PropaTrade acting reasonably and in good faith with reference to objective criteria.

"Udaan" or "Platform" means the simulated trading platform operated by PropaTrade under license from third-party technology providers, through which Contractors conduct simulated trading activities using Virtual Capital. The Platform does not provide access to any live market, real exchange, or real brokerage account. The underlying software, algorithms, source code, and technical infrastructure of the Platform remain the intellectual property of their respective owners.

"PropaTrade" or "Company" or "We" or "Us" or "Our" means PropaTrade Education Private Limited, a company incorporated under the Companies Act, 2013, bearing CIN U85500AP2026PTC125374, with its registered office in Tirupati, Andhra Pradesh, India.

"Research Stipend" or "Stipend" means the performance-based professional fee that may be paid to a Contractor holding an active Consultant Account, calculated as a percentage of virtual profits generated through simulated trading activities on the Udaan platform. Research Stipends are discretionary, conditional on compliance with these Terms and all applicable Trading Rules, and subject to deduction of applicable taxes. Research Stipends are not investment returns, salary, wages, employment income, guaranteed payments, bonuses, commissions, or any other form of guaranteed or vested compensation. Research Stipends are classified as "Fees for Professional Services" for tax purposes and are subject to TDS under Section 194J of the Income Tax Act, 1961.

"Stipend Share" means the percentage of virtual profits payable to a Contractor as a Research Stipend, which varies based on the program tier and performance milestones achieved by the Contractor. Stipend Share tiers are detailed in Section 7.4 of these Terms.

"SPRSP" means the Simulated Proprietary Research and Stipend Program, being the structured program through which PropaTrade engages Contractors.

"TDS" means Tax Deducted at Source as required under the Income Tax Act, 1961.

"Terms" means these Terms of Service, as amended from time to time in accordance with Section 15.

"Trading Rules" means the detailed rules, parameters, limits, and guidelines governing simulated trading activities on the Udaan platform, as published at propatrade.com/trading-rules and as amended from time to time.

3. RELATIONSHIP AND CONTRACTOR STATUS

3.1 Independent Contractor Relationship

3.1.1 The relationship between You and PropaTrade is that of an independent contractor from the date of Your acceptance into any PropaTrade program, including the Evaluation phase. This independent contractor relationship is established from Day One of Your engagement with PropaTrade, including the Evaluation (probationary training) period.

3.1.2 You are not an employee, worker, agent, representative, partner, joint venturer, franchisee, consumer, or customer of PropaTrade. Nothing in these Terms or in the conduct of the parties shall be construed to create any relationship other than that of an independent contractor.

3.1.3 This engagement is a professional services arrangement governed by the Indian Contract Act, 1872. The Consumer Protection Act, 2019 does not apply to this engagement, as the relationship between PropaTrade and the Contractor is not a business-to-consumer relationship, and the services provided under this agreement do not constitute "services" within the meaning of the Consumer Protection Act, 2019.

3.2 No Employment Benefits

3.2.1 As an independent contractor, You are not entitled to and shall not claim any benefits, entitlements, or protections available to employees under any applicable law, including but not limited to:

(a) Provident Fund contributions under the Employees' Provident Funds and Miscellaneous Provisions Act, 1952;

(b) Employee State Insurance ("ESI") benefits under the Employees' State Insurance Act, 1948;

(d) Health insurance, medical benefits, or group insurance coverage;

(e) Paid leave, casual leave, earned leave, sick leave, or any other form of leave;

(f) Minimum wages under the Minimum Wages Act, 1948 or the Code on Wages, 2019;

(g) Any other benefits, perquisites, or statutory entitlements available to employees under Indian labour and employment laws.

3.3 Nature of Engagement

3.3.1 The nature of Your engagement with PropaTrade involves the following activities:

(a) Conducting simulated trading research on the Udaan platform using Virtual Capital;

(b) Generating trading data, performance metrics, and trading insights through simulated activities;

(d) Adhering to prescribed Trading Rules, risk parameters, and conduct standards during all simulated activities.

3.3.2 You shall not hold Yourself out as an employee, agent, or representative of PropaTrade, and You shall have no authority to bind PropaTrade, enter into contracts on behalf of PropaTrade, make representations on behalf of PropaTrade, or otherwise act in any capacity that suggests an employment, agency, or partnership relationship with PropaTrade.

3.4 Tax Obligations

3.4.1 As an independent contractor, You are solely responsible for all taxes, duties, levies, and statutory obligations arising from Your engagement with PropaTrade and any Research Stipends received, including but not limited to income tax, Goods and Services Tax (if applicable), professional tax, and any other applicable taxes.

3.4.2 Research Stipends are classified as "Fees for Professional Services" under the Income Tax Act, 1961, and are subject to Tax Deducted at Source ("TDS") under Section 194J of the Income Tax Act, 1961.

3.4.3 PropaTrade shall deduct TDS at the rate of ten percent (10%) on all Research Stipend payments. If You fail to provide a valid Permanent Account Number ("PAN"), TDS shall be deducted at the rate of twenty percent (20%) in accordance with Section 206AA of the Income Tax Act, 1961.

3.4.4 PropaTrade shall issue Form 16A (TDS certificate) on a quarterly basis for all TDS deducted from Research Stipend payments.

3.4.5 You are responsible for filing Your own Income Tax Return ("ITR") and for reporting all Research Stipends received from PropaTrade as professional income. PropaTrade shall not be liable for any failure by You to comply with Your tax obligations, and You shall indemnify PropaTrade against any claims, penalties, or liabilities arising from Your failure to comply with applicable tax laws.

4. PROGRAM STRUCTURE — SIMULATED PROPRIETARY RESEARCH AND STIPEND PROGRAM (SPRSP)

4.1 Overview

4.1.1 PropaTrade's SPRSP is a structured, two-phase contractor onboarding and engagement program consisting of:

(a) Phase 1: Evaluation (Probationary Training Period); and

(b) Phase 2: Consultant Account (Active Research Assignment).

4.1.2 Participation in the SPRSP is selective and by application only. The onboarding process follows this sequence:

(a) Application — submission of an application through PropaTrade's designated channels;

(b) Screening — review of the application by PropaTrade;

(d) Onboarding — completion of Commitment Fee payment and commencement of the Evaluation phase.

4.1.3 The SPRSP is not open to the general public. PropaTrade retains sole discretion in selecting, approving, and onboarding Contractors and is under no obligation to accept any application or to provide reasons for rejection.

4.2 Phase 1: Evaluation (Probationary Training Period)

4.2.1 Purpose. The Evaluation phase is a probationary training period designed to assess a Contractor's suitability for active research assignments under a Consultant Account. The Evaluation is part of the contractor onboarding process and serves to evaluate trading competency, risk management discipline, and adherence to Trading Rules.

4.2.2 Commitment Fee. Participation in the Evaluation phase requires payment of a non-refundable Commitment Fee, the amount of which varies by program tier. The Commitment Fee covers platform access, training tools, assessment infrastructure, and administrative costs. The Commitment Fee is a training and onboarding fee associated with the contractor engagement process and is not a consumer product purchase, subscription fee, or investment. The Commitment Fee is not refundable except as expressly provided in Section 8.5 of these Terms.

4.2.3 Virtual Capital. Upon payment of the Commitment Fee, a Contractor is allocated Virtual Capital for use during the Evaluation phase. The amount of Virtual Capital varies by program tier.

4.2.4 Duration. The Evaluation phase comprises two stages:

(a) Phase 1 — up to ninety (90) calendar days; and

(b) Phase 2 — up to forty-five (45) calendar days.

4.2.5 Objective. The Contractor must demonstrate trading competency by meeting prescribed profit targets and adhering to all risk parameters and Trading Rules within the allotted duration.

4.2.6 Outcome.

(a) Success — A Contractor who successfully meets all Evaluation criteria and demonstrates satisfactory performance may receive an invitation to a Consultant Account, subject to completion of KYC verification and PropaTrade's further assessment and sole discretion.

(b) Non-Completion — A Contractor who fails to meet the Evaluation criteria within the allotted duration, or who violates any Trading Rules or these Terms during the Evaluation, shall have their engagement terminated. No refund of the Commitment Fee shall be made, and no entitlement to a Consultant Account shall arise.

4.2.7 Multiple Attempts. A Contractor may apply for additional Evaluation attempts. Each additional attempt requires a separate application, acceptance, and payment of a new Commitment Fee. There is no carry-forward of progress, Virtual Capital, trading history, or any other benefit from a prior Evaluation attempt. PropaTrade reserves the right to advise Contractors to limit their Evaluation attempts to a maximum of three (3) per calendar month as a recommended guideline; however, this is an advisory recommendation and not a hard limit, and PropaTrade may exercise its discretion in accepting or declining applications.

4.3 Phase 2: Consultant Account (Active Research Assignment)

4.3.1 Invitation Only. The Consultant Account is granted by invitation only, at PropaTrade's sole discretion, to Contractors who have successfully completed the Evaluation phase. Successful completion of the Evaluation does not automatically entitle a Contractor to a Consultant Account.

4.3.2 KYC Requirements. Prior to activation of a Consultant Account, the Contractor must complete Know Your Customer ("KYC") verification, including PAN verification and bank account verification, as detailed in Section 7.2 of these Terms.

4.3.3 Research Stipends. Contractors holding active Consultant Accounts may be eligible to receive Research Stipends — performance-based professional fees calculated as a percentage of virtual profits generated through simulated trading activities. Research Stipends are detailed in Section 7.3 and Section 7.4 of these Terms.

4.3.4 Not a Consumer Offering. The Consultant Account is an active research assignment within a professional services engagement. It is not a financial product, consumer service, investment account, brokerage account, or any form of consumer offering.

5. SIMULATED TRADING ENVIRONMENT

5.1 Virtual Capital Only

5.1.1 All trading activities conducted on the Udaan platform are entirely simulated. No real money is traded, no live market access is provided, no actual brokerage transactions are executed, and no real profits or losses are generated.

5.1.2 Virtual Capital allocated to a Contractor's account is notional and has no monetary value. It cannot be withdrawn, transferred, converted into real currency, or used to execute trades on any real exchange.

5.1.3 The Udaan platform is designed for educational training and internal research purposes only. It does not replicate or provide access to the order books, execution engines, or settlement systems of any real stock exchange, commodity exchange, or other regulated market.

5.2 Permitted Instruments

5.2.1 Contractors may conduct simulated trading activities in the following instrument categories on the Udaan platform:

(a) BSE-Listed Stocks — a select list of equity securities listed on the Bombay Stock Exchange, as determined by PropaTrade;

(b) NSE Equity Futures and Options — Index Futures and Options and Stock Futures and Options listed on the National Stock Exchange of India;

(c) MCX Commodity Futures and Options — commodity Futures and Options listed on the Multi Commodity Exchange of India;

(d) US Stocks — a select list of equity securities listed on US exchanges (NYSE/NASDAQ), as determined by PropaTrade.

5.2.2 PropaTrade reserves the right to add, remove, or modify the list of permitted instruments at any time, without prior notice. The Contractor acknowledges that the availability of specific instruments on the Udaan platform is at PropaTrade's sole discretion.

5.3 Trading Hours

5.3.1 The following trading hours apply to all simulated trading activities on the Udaan platform, at all stages of engagement including the Evaluation phase and the Consultant Account phase:

(a) BSE/NSE Equity and Derivatives: 9:20 AM to 3:25 PM IST (Indian Standard Time), on trading days as per the BSE/NSE calendar;

(b) MCX Commodity Segment: As per the applicable commodity segment timings published by the Multi Commodity Exchange of India;

(c) US Stocks: As per the trading hours of the NYSE and NASDAQ, converted to IST. Pre-market and after-hours sessions may or may not be supported, at PropaTrade's discretion.

5.3.2 PropaTrade reserves the right to modify trading hours to reflect changes in exchange schedules, regulatory requirements, or operational needs, with or without prior notice.

5.4 Trading Rules and Risk Parameters

5.4.1 All simulated trading activities on the Udaan platform are subject to the Trading Rules published at propatrade.com/trading-rules, as amended from time to time. The following is a summary of key Trading Rules; the detailed Trading Rules document shall prevail in the event of any conflict with this summary.

5.4.2 Daily Loss Limit. Each program tier has a prescribed daily loss limit. A breach of the daily loss limit results in the account being breached and trading being immediately disabled — the Contractor may still log in and view the dashboard, but cannot place new trades. Repeated breaches may result in Evaluation failure or Consultant Account termination.

5.4.3 Maximum Loss Limit. Each program tier has a prescribed maximum (overall) loss limit. A breach of the maximum loss limit results in the account being breached and trading being immediately disabled. The Contractor may still log in and view the dashboard, but cannot place new trades. A breach of the maximum loss limit constitutes Evaluation failure or Consultant Account termination, as applicable.

5.4.4 Position Sizing. Trading Rules prescribe maximum position sizes per trade, maximum aggregate exposure, and other position-related limits, which vary by program tier.

5.4.5 Option Expiry Rule. All option trades (Futures and Options) must be squared off before the applicable expiry date. Failure to square off option positions before expiry shall constitute a Trading Rule violation and may result in Evaluation failure or Consultant Account termination. For the avoidance of doubt, this rule applies specifically to option positions approaching expiry and does not require the squaring off of all positions before weekends. Carry-forward of positions over weekends is permitted unless otherwise specified in the Trading Rules.

5.4.6 PropaTrade reserves the right to modify Trading Rules, risk parameters, and trading conditions at any time, subject to the notice provisions set out in Section 15 of these Terms.

5.5 Margin and Replicability Disclaimer

5.5.1 IMPORTANT — PLEASE READ CAREFULLY. The Udaan platform uses simplified margin calculations that apply the same margin requirements for option buying and option selling. This is a deliberate simplification for the purposes of training and research.

5.5.2 Real-world brokerage margin requirements differ significantly from those used on the Udaan platform. Real brokers apply different margin structures for option buying and option selling, including but not limited to SPAN margin, Exposure margin, and broker-specific margin policies. Margin requirements at real brokers may be substantially higher, particularly for option selling positions.

5.5.3 It is the Contractor's sole responsibility to understand these differences and to adjust lot sizes, position sizes, and trading strategies accordingly, particularly when selling options. Strategies that are profitable or feasible within the simulated environment may require significant adjustments to be viable in real market conditions, or may not be viable at all.

5.5.4 PropaTrade makes no guarantee of real-world replicability. The Udaan platform is designed for research and training purposes, not as a simulation of real trading conditions. Simulated fills, pricing, latency, slippage, and execution may differ materially from real market conditions.

5.5.5 The Contractor acknowledges and agrees that PropaTrade bears no responsibility or liability for any losses, missed opportunities, or adverse outcomes experienced by the Contractor in real-market trading as a result of strategies developed, tested, or practiced on the Udaan platform.

5.6 Prohibited Trading Practices

5.6.1 The following trading practices are expressly prohibited on the Udaan platform. PropaTrade reserves the right to determine whether any activity constitutes a Prohibited Trading Practice, acting reasonably and in good faith with reference to objective criteria, including but not limited to trading patterns, statistical analysis, and proprietary detection systems.

5.6.2 Cross-Account Activities:

(a) Hedging or offsetting trades across multiple PropaTrade accounts, whether held by the same Contractor or different Contractors;

(b) Coordinating trades with other Contractors to create artificial outcomes, manipulate performance metrics, or circumvent Trading Rules;

5.6.3 Exploitation and Manipulation:

(a) Exploiting platform glitches, bugs, errors, or vulnerabilities in the Udaan platform, including but not limited to data feed errors, pricing anomalies, and execution delays;

(b) Reverse engineering, decompiling, disassembling, or otherwise attempting to derive the source code, algorithms, or underlying logic of the Udaan platform;

(d) Engaging in arbitrage strategies that exploit latency, data feed delays, or pricing discrepancies between the Udaan platform and real markets or other platforms.

5.6.4 Fraudulent Practices:

(a) Sharing account credentials, login information, or platform access with any third party;

(b) Using unauthorized automated trading bots, scripts, or algorithms on the Udaan platform;

(c) Providing false, misleading, or inaccurate information in applications, KYC submissions, support communications, or any other interaction with PropaTrade;

(d) Misrepresenting identity, qualifications, experience, or any other material fact.

5.6.5 Copy Trading and External Advisory:

(a) Using external signal providers, trade copiers, or automated trade-following services to generate or replicate trades on the Udaan platform;

(b) Following external advisory services, tip providers, or trading groups to dictate trading decisions on the Udaan platform;

(c) Coordinating trading activities with other Contractors or external parties through groups, channels, forums, or any other means.

5.6.6 PropaTrade uses proprietary detection systems to identify Prohibited Trading Practices. The Contractor acknowledges that these detection systems may rely on statistical analysis, pattern recognition, and other methods, and that PropaTrade's determination of a violation shall be made acting reasonably and in good faith.

5.6.7 Consequences. A determination that a Contractor has engaged in Prohibited Trading Practices shall result in immediate termination of the Contractor's engagement (whether at the Evaluation or Consultant Account stage), forfeiture of all pending and future Research Stipends, and such other consequences as PropaTrade may determine, including but not limited to clawback of previously paid Stipends and legal action.

6. EVALUATION PHASE — DETAILED PROVISIONS

6.1 Commitment Fee

6.1.1 The Commitment Fee for each Evaluation attempt is a one-time, non-refundable payment. The amount of the Commitment Fee varies by program tier and is published on the PropaTrade website or communicated to the Contractor during the application process.

6.1.2 The Commitment Fee is payable through the following payment methods:

(a) Easebuzz — credit cards, debit cards, UPI, net banking, and digital wallets;

(b) Yes Bank UPI — direct UPI payments;

6.1.3 All Commitment Fees are inclusive of Goods and Services Tax ("GST") at the rate of eighteen percent (18%). The Contractor acknowledges that the Commitment Fee amount includes GST and that PropaTrade shall issue a GST-compliant invoice for each Commitment Fee payment.

6.1.4 The Commitment Fee is a contractor onboarding and training fee. It is not a consumer product purchase, subscription fee, deposit, investment, or any other form of consumer transaction. The Commitment Fee is not refundable except as expressly provided in Section 8.5 of these Terms. The Commitment Fee is not credited to the Contractor's Consultant Account or applied against any future fees or Stipends at any stage.

6.2 Evaluation Criteria

6.2.1 To successfully complete the Evaluation phase, a Contractor must satisfy all of the following criteria within the prescribed duration:

(a) Profit Targets — achieve the minimum profit targets prescribed for the applicable program tier;

(b) Risk Limit Compliance — trade within prescribed daily loss limits, maximum loss limits, and position sizing limits at all times;

(c) Minimum Trading Days — complete the minimum number of active trading days prescribed for the applicable program tier;

(d) No Prohibited Practices — maintain a clean compliance record with no violations of Prohibited Trading Practices or other Trading Rules.

6.2.2 The specific profit targets, risk limits, minimum trading days, and other criteria for each program tier are published in the Trading Rules at propatrade.com/trading-rules.

6.3 Consequences of Failure

6.3.1 If a Contractor fails to meet the Evaluation criteria within the prescribed duration, or if the Contractor's account is breached due to a risk limit violation:

(a) Trading on the Contractor's account shall be disabled — the Contractor may still log in and view the dashboard, but cannot place new trades;

(b) No refund of the Commitment Fee shall be made;

(d) No compensation, damages, or alternative remedy shall be payable.

6.3.2 If the Contractor's engagement is terminated due to fraud, Prohibited Trading Practices, or other serious violations of these Terms:

(a) The Contractor's access to the Udaan platform may be fully revoked;

(b) No refund of the Commitment Fee shall be made;

(d) PropaTrade may exercise its clawback rights under Section 7.6 and pursue any other available remedies.

6.4 Duration and Extensions

6.4.1 The standard Evaluation duration is ninety (90) calendar days for Phase 1 and forty-five (45) calendar days for Phase 2. The Evaluation period commences on the date of activation of the Contractor's Udaan account.

6.4.2 Extensions of the Evaluation period are not automatic and are granted at PropaTrade's sole discretion. PropaTrade may, but is not obligated to, offer extensions on such terms as it determines, which may include additional fees.

6.5 Multiple Attempts

6.5.1 A Contractor may apply for additional Evaluation attempts after a failed or expired Evaluation. Each additional attempt requires:

(a) A separate application, subject to PropaTrade's acceptance;

(b) Payment of a new Commitment Fee;

6.5.2 There is no carry-forward of progress, Virtual Capital balance, trading history, compliance record, or any other aspect of a prior Evaluation to a new attempt.

6.5.3 Acceptance of additional Evaluation attempts is subject to availability and PropaTrade's sole discretion.

7. CONSULTANT ACCOUNT — DETAILED PROVISIONS

7.1 Qualification and Invitation

7.1.1 The Consultant Account is granted by invitation only, at PropaTrade's sole discretion, to Contractors who have:

(a) Successfully completed the Evaluation phase by meeting all prescribed criteria;

(b) Maintained a clean compliance record with no violations of Trading Rules or these Terms;

7.1.2 PropaTrade assesses each Contractor's performance, compliance history, KYC verification, and overall suitability before extending an invitation to a Consultant Account. There is no automatic entitlement to a Consultant Account upon completion of the Evaluation.

7.1.3 PropaTrade reserves the right to decline to offer a Consultant Account to any Contractor at its sole discretion, without providing reasons, even if the Contractor has met all Evaluation criteria.

7.2 KYC Requirements

7.2.1 Prior to activation of a Consultant Account, the Contractor must complete KYC verification, including:

(a) PAN Verification — verification of the Contractor's Permanent Account Number, preferably linked to Aadhaar. PAN verification is conducted through Surepass or such other verification service as PropaTrade may designate.

(b) Bank Account Verification — verification of the Contractor's bank account through a penny-drop verification process conducted via Surepass or such other verification service as PropaTrade may designate.

(c) Name Matching — the name on the PAN card and bank account must match the name provided in the Contractor's PropaTrade application. Discrepancies may require additional documentation.

7.2.2 PropaTrade reserves the right to request additional documentation, including but not limited to address proof, identity proof, and such other documents as may be necessary for compliance with applicable laws and regulations.

7.2.3 Failure to complete KYC verification to PropaTrade's satisfaction shall result in the Consultant Account invitation being withdrawn.

7.3 Research Stipends

7.3.1 Contractors holding active Consultant Accounts may be eligible to receive Research Stipends — performance-based professional fees calculated as a percentage of virtual profits generated through simulated trading activities on the Udaan platform.

7.3.2 Research Stipends are:

(a) Performance-based — calculated as a percentage of virtual profits (the "Stipend Share") generated during the applicable payout period;

(b) Paid on a cyclical basis — monthly (every 25 trading days) for the Standard Program, or biweekly (every 10 trading days) for the Boost Program;

(c) Subject to a minimum payout threshold — no Stipend shall be payable if the calculated amount falls below the minimum threshold established by PropaTrade;

(d) NOT guaranteed — Research Stipends are contingent on virtual trading performance and are not guaranteed in any amount or frequency;

(e) NOT salary, wages, or employment income — Research Stipends are professional fees for independent contractor services;

(f) NOT vested rights — no Contractor has a vested right to any Research Stipend until the amount has been actually transferred to the Contractor's verified bank account. Display of calculated Stipend amounts on dashboards, performance reports, or other platform interfaces does not create a vested right, entitlement, or obligation on the part of PropaTrade;

(g) NOT withdrawable on demand — Research Stipends are processed and paid in accordance with the payout schedule and process described in Section 7.5;

(h) Discretionary and conditional on compliance — PropaTrade retains the right to withhold, delay, modify, reduce, or deny Research Stipends in its discretion, including but not limited to situations involving suspected Trading Rule violations, Prohibited Trading Practices, pending investigations, KYC irregularities, or other compliance concerns.

7.4 Stipend Share Tiers

7.4.1 The Stipend Share — the percentage of virtual profits payable as a Research Stipend — varies by program tier and performance milestones. The applicable Stipend Share tiers are as follows:

Standard Program:

Milestone	Stipend Share
Tier 1 (Initial)	30%
Tier 2 (Mid-level)	50%
Tier 3 (Senior)	70%

Boost Program:

Milestone	Stipend Share
Tier 1 (Initial)	50%
Tier 2 (Mid-level)	70%
Tier 3 (Senior)	85%

7.4.2 Progression through Stipend Share tiers is based on performance milestones and other criteria as determined by PropaTrade and published in the Trading Rules or program documentation.

7.4.3 PropaTrade reserves the right to modify Stipend Share tiers, introduce new tiers, or restructure the tier system at any time, subject to the notice provisions set out in Section 15 of these Terms.

7.5 Payout Process

7.5.1 Research Stipends are processed according to the following payout cycles, based on the Contractor's program:

(a) Standard Program — Monthly Payout Cycle (25 Trading Days)

Research Stipends for Contractors in the Standard Program are calculated and processed at the end of every twenty-five (25) trading days.

(b) Boost Program — Biweekly Payout Cycle (10 Trading Days)

Research Stipends for Contractors in the Boost Program are calculated and processed at the end of every ten (10) trading days.

7.5.2 The payout process for both Standard and Boost programs is as follows:

(a) Stipend Calculation — at the end of each payout period, the Research Stipend is calculated based on the Contractor's virtual trading performance and the applicable Stipend Share;

(b) TDS Deduction — TDS is deducted at the applicable rate under Section 194J of the Income Tax Act, 1961 (10%, or 20% if PAN is not provided);

(c) Net Transfer — the net Stipend amount (after TDS deduction) is transferred to the Contractor's verified bank account via Easebuzz, Cashfree, or such other payment service provider as PropaTrade may designate;

(d) Processing Time — Stipend payments are typically processed within seven (7) to fourteen (14) business days from the end of the payout period, subject to completion of all verification checks, compliance reviews, and third-party payment processing timelines;

(e) Minimum Threshold — no Stipend shall be payable if the calculated amount falls below the minimum payout threshold established by PropaTrade.

7.5.3 PropaTrade reserves the right to delay, withhold, or modify payout schedules in its discretion, including but not limited to situations involving pending investigations, compliance reviews, platform maintenance, force majeure events, or regulatory requirements.

7.6 Stipend Clawback and Forfeiture

7.6.1 PropaTrade may withhold, recover, or clawback Research Stipends (whether pending, calculated, or previously paid) in any of the following circumstances:

(a) The Contractor is found to have engaged in Prohibited Trading Practices, whether the finding is made before or after the Stipend payment;

(b) The Contractor is found to have violated any Trading Rule or provision of these Terms, whether the violation is discovered before or after the Stipend payment;

(d) The Contractor's KYC information is found to be inaccurate, incomplete, or fraudulent;

(e) The Contractor's trading performance is found to have resulted from exploitative patterns, platform manipulation, or any conduct inconsistent with genuine trading research;

(f) The Contractor has breached confidentiality obligations under Section 9 of these Terms.

7.6.2 The Contractor acknowledges and agrees that no right to retain any reward or Stipend shall arise from any trading activity, result, or performance that is the product of Prohibited Trading Practices, breach of these Terms, fraud, manipulation, exploitation of platform vulnerabilities, or any invalid or illegitimate result.

7.6.3 Recovery Methods. PropaTrade may recover clawed-back Stipends through any of the following methods:

(a) Offset against future Research Stipend payments;

(b) Direct demand for repayment;

(d) Such other methods as may be available under applicable law.

7.6.4 The amount of clawback or forfeiture shall be proportional to the severity of the violation, as determined by PropaTrade acting reasonably and in good faith, and may include the full amount of any Stipend arising from or connected to the violation.

7.6.5 No provisional credit, dashboard display, performance metric, or prior inaction by PropaTrade with respect to any potential violation shall create a vested right to any Stipend or limit PropaTrade's rights under this Section.

7.6.6 Previously paid Stipends are not considered "vested" until PropaTrade has confirmed compliance with all applicable Terms, Trading Rules, and legal requirements in relation to the trading period and activity from which the Stipend was derived.

7.6.7 The rights of PropaTrade under this Section 7.6 are cumulative and are in addition to any other rights and remedies available under these Terms, at law, or in equity.

7.7 Consultant Account Suspension and Termination

7.7.1 PropaTrade may suspend or terminate a Consultant Account on any of the following grounds:

(a) Violation of Trading Rules, including breach of daily loss limits, maximum loss limits, or position sizing limits;

(b) Failure to meet performance standards or activity requirements;

(d) Suspicious or unusual trading activity, including patterns indicative of Prohibited Trading Practices;

(e) Extended inactivity (ninety (90) or more consecutive days without trading activity);

(f) Payment disputes, chargebacks, or refund claims in respect of any fees or payments made to PropaTrade;

(g) Fraudulent, deceptive, or dishonest conduct;

(h) Breach of confidentiality obligations under Section 9;

(i) Compliance concerns, including adverse findings in enhanced due diligence or AML screening;

(j) Any other ground specified in Section 12 of these Terms.

7.7.2 Notice and Review. Where practicable and at PropaTrade's sole discretion, PropaTrade may provide notice of suspension or termination and an opportunity for the Contractor to respond. However, PropaTrade is not obligated to provide prior notice where immediate action is necessary to protect the integrity of the platform, prevent fraud, comply with legal requirements, or address serious violations.

7.7.3 Effects of Termination.

(a) Risk limit breaches (daily loss limit, maximum loss limit): Trading on the Contractor's account shall be disabled — the Contractor may still log in and view the dashboard, but cannot place new trades;

(b) Fraud, Prohibited Trading Practices, or serious violations: Access to the Udaan platform and all related tools may be fully revoked;

(c) If termination is without cause (i.e., at PropaTrade's convenience), pending Stipends may be processed subject to compliance verification;

(d) If termination is for cause (i.e., due to fraud, Prohibited Trading Practices, or serious violation of these Terms or applicable law), all pending and future Stipends shall be forfeited, and PropaTrade may exercise its clawback rights under Section 7.6;

(d) Confidentiality obligations under Section 9 shall survive termination;

(e) Indemnification obligations under Section 11.5 shall survive termination;

(f) Dispute resolution provisions under Section 14 shall survive termination;

(g) Payment obligations, including any clawback or recovery amounts owed to PropaTrade, shall survive termination.

8. FEES, PAYMENTS, AND REFUNDS

8.1 Fee Structure

8.1.1 Evaluation Commitment Fee. The Commitment Fee for each Evaluation attempt varies by program tier and is published on the PropaTrade website or communicated during the application process. The Commitment Fee is non-refundable except as expressly provided in Section 8.5.

8.1.2 Consultant Account. There are no additional fees for activation or maintenance of a Consultant Account. Research Stipends are calculated as a percentage of virtual profits in accordance with Section 7.3 and Section 7.4.

8.2 Payment Methods

8.2.1 Commitment Fees may be paid through the following methods:

(a) Easebuzz — credit cards, debit cards, UPI, net banking, and digital wallets;

(b) Yes Bank UPI — direct UPI payments to PropaTrade's designated UPI ID;

8.2.2 All payments are processed in Indian Rupees (INR) only.

8.3 Goods and Services Tax

8.3.1 All Commitment Fees are subject to Goods and Services Tax ("GST") at the rate of eighteen percent (18%) as applicable. GST is included in the published Commitment Fee amount. PropaTrade shall issue a GST-compliant tax invoice for each payment.

8.4 Non-Refundable Nature of Commitment Fee

8.4.1 The Commitment Fee is non-refundable as a general rule. By paying the Commitment Fee, the Contractor acknowledges that the fee represents consideration for platform access, training tools, assessment services, and administrative costs incurred by PropaTrade, and that these services commence immediately upon activation of the Contractor's account.

8.4.2 The Commitment Fee is not credited to the Contractor's Consultant Account, applied against future fees, or refunded at any stage of the engagement, whether upon successful completion of the Evaluation, failure, expiry, or termination for any reason, except as expressly provided in Section 8.5.

8.5 Refund Policy

8.5.1 General Rule. Commitment Fees are non-refundable. Refunds are considered only in the limited, exceptional circumstances described in this Section 8.5, and all refund decisions are at PropaTrade's sole and absolute discretion.

8.5.2 Platform Outage.

(a) No refund or compensation shall be payable for platform outages, service interruptions, or unavailability lasting up to thirty (30) consecutive days.

(b) In the event of a continuous platform outage lasting sixty (60) or more consecutive days, PropaTrade may, at its sole discretion, consider a partial refund for affected Contractors, provided that:

(i) The Contractor has maintained a clean compliance record with no Trading Rule violations;

(ii) The outage was not caused by or contributed to by the Contractor's actions;

(iii) The Contractor submits a written request within fourteen (14) days of the end of the outage.

8.5.3 Material Rule Changes (Active Consultant Accounts Only).

(a) If PropaTrade makes a material adverse change to the Trading Rules, Stipend Share tiers, or other material terms that significantly and negatively affects the Contractor's engagement, a Contractor holding an active Consultant Account (not a past, expired, failed, or terminated Contractor) may request a discretionary refund, subject to the following conditions:

(i) The Contractor has maintained a clean compliance record;

(ii) The Contractor's Virtual Capital balance is equal to or greater than the initial Virtual Capital allocated;

(iii) The request is submitted within thirty (30) days of the date of notice of the material change;

(iv) The determination of whether a change is "material adverse" is at PropaTrade's sole discretion.

(b) This provision applies exclusively to Contractors holding active Consultant Accounts at the time of the material change. It does not apply to Contractors in the Evaluation phase, Contractors whose engagement has ended, or Contractors who have failed or been terminated.

8.5.4 Regulatory or Force Majeure Suspension.

(a) If PropaTrade is required to suspend operations by order of SEBI, the Government of India, or any other governmental or regulatory authority, and such suspension results in the permanent discontinuation of the SPRSP, PropaTrade may, at its sole discretion, consider refunds for affected Contractors with active Consultant Accounts, provided that:

(i) The Contractor has maintained a clean compliance record;

(ii) The Contractor's Virtual Capital balance is equal to or greater than the initial Virtual Capital allocated;

(iii) The Commitment Fee was paid within the sixty (60) days immediately preceding the date of the suspension order.

(b) Any refund under this provision is discretionary and does not create a precedent or obligation.

8.5.5 Duplicate Payment or Technical Error.

(a) In the event of a provable duplicate charge or technical payment error resulting in an excess payment, PropaTrade shall process a refund of the duplicated or excess amount within seven (7) business days of verification.

(b) The Contractor must provide documentary evidence of the duplicate or erroneous charge.

8.5.6 Special Circumstance Refund (48-Hour Window).

(a) In exceptional circumstances, PropaTrade may, at its sole discretion, consider refund requests submitted within forty-eight (48) hours of account creation where no trades have been placed on the Contractor's account.

(b) Such refunds are not guaranteed and are assessed on a case-by-case basis. PropaTrade reserves the right to deduct applicable fees, processing costs, GST, and administrative charges from any refund amount granted under this provision.

(c) This provision is a goodwill gesture and does not create an entitlement, right, or obligation. PropaTrade may decline any request under this provision without providing reasons.

(d) This provision does not apply where the Contractor has placed any trade, accessed trading tools beyond initial account setup, or where PropaTrade has reason to believe the refund request is being made in bad faith.

8.5.7 Refund Eligibility. For the avoidance of doubt, eligibility for discretionary refunds under Sections 8.5.2 through 8.5.4 requires that the Contractor's Virtual Capital balance is equal to or greater than the initial Virtual Capital allocated and that the Contractor has maintained a clean compliance record throughout the engagement.

8.6 Chargebacks and Disputes

8.6.1 The Contractor shall not initiate chargebacks or payment disputes with their bank, card issuer, or payment provider in respect of any Commitment Fee or other payment made to PropaTrade.

8.6.2 Consequences of Chargeback. Initiating a chargeback or payment dispute shall result in:

(a) Immediate termination of the Contractor's engagement;

(b) Forfeiture of all pending and future Research Stipends;

(c) PropaTrade's right to pursue legal recovery of all amounts owed, including the charged-back amount, any costs, fees, and penalties incurred, and any Research Stipends previously paid.

8.6.3 Accidental Chargebacks. If a chargeback is initiated accidentally or without the Contractor's authorization:

(a) The Contractor must immediately contact PropaTrade's Grievance Officer to report the accidental chargeback;

(b) The Contractor must take all necessary steps to withdraw the chargeback within thirty (30) to forty-five (45) days of notification;

(d) Reactivation of the Contractor's account following an accidental chargeback is at PropaTrade's sole discretion and may require a verification and review period of thirty (30) to forty-five (45) business days, or longer depending on the payment channel and third-party processing timelines;

(e) PropaTrade is under no obligation to reactivate any account following a chargeback, regardless of the reason for the chargeback.

8.6.4 The Contractor must exhaust the grievance redressal process set out in Section 13 of these Terms before initiating any chargeback, payment dispute, or legal action.

8.7 Promotions, Coupons, and Discounts

8.7.1 PropaTrade may, from time to time, offer promotions, discount codes, coupons, or other special offers ("Promotions") in connection with Commitment Fees or other aspects of the SPRSP.

8.7.2 All Promotions are:

(a) Subject to specific terms and conditions, which shall be communicated at the time of the Promotion;

(b) Time-limited and valid only during the specified promotional period;

(c) Non-cumulative — Promotions cannot be combined with other Promotions, discounts, or offers unless expressly stated;

(d) Offered at PropaTrade's sole discretion and may be modified, suspended, or withdrawn at any time;

(e) Of no cash value — Promotions cannot be redeemed for cash, credited to accounts, or transferred;

(f) Personal and non-transferable — Promotions are issued to specific individuals and cannot be shared, sold, or transferred.

8.7.3 Misuse of Promotions. Misuse of Promotions, including but not limited to the use of multiple accounts to obtain Promotions, the use of stolen or fraudulently obtained promotion codes, or the use of Promotions in a manner inconsistent with their terms, shall result in:

(a) Immediate termination of the Contractor's engagement;

(b) Forfeiture of all pending and future Research Stipends;

8.7.4 PropaTrade reserves the right to clawback or recover the value of any Promotional benefit obtained through false information, exploitation, fraud, or any other means inconsistent with the intended purpose of the Promotion.

9. CONFIDENTIALITY AND AUTHORIZED DISCLOSURES

9.1 Default Confidentiality

9.1.1 The following information is confidential and proprietary to PropaTrade and shall not be disclosed, shared, published, or distributed by the Contractor without express written authorization from PropaTrade:

(a) Dashboard data, including performance metrics, trading statistics, and account balances;

(b) Trading results, profit and loss statements, and performance reports;

(d) Internal communications between the Contractor and PropaTrade, including support correspondence, emails, and chat messages;

(e) Screenshots, screen recordings, or other visual or audio reproductions of the Udaan platform, dashboards, or internal communications;

(f) Proprietary trading rules, parameters, algorithms, or methodologies used by PropaTrade.

9.1.2 The confidentiality obligations in this Section are imposed to protect:

(a) The integrity and fairness of the Evaluation process;

(b) The privacy and interests of other Contractors;

9.2 Authorized Disclosures

9.2.1 PropaTrade may, at its sole discretion, authorize Contractors to disclose limited information through the following tiered authorization system:

(a) Verified Users.

Contractors who have received express written permission from PropaTrade may share limited aspects of their experience, subject to the conditions and limitations specified in the written authorization.

(b) Authorized Affiliates.

Contractors who have entered into a separate Affiliate Agreement with PropaTrade may, subject to the terms of that agreement:

(i) Share their own results and experience (with authorization);

(ii) Share other users' success stories, provided that such stories are obtained from PropaTrade's Official Testimonial Library, with separate written consent of the individual featured, or are presented in aggregate or anonymized form;

(iii) Promote PropaTrade programs in accordance with the content guidelines set out in the Affiliate Agreement.

(c) Partnership and Influencer Agreements.

Individuals or entities that have entered into formal partnership or influencer contracts with PropaTrade may share information and promote PropaTrade programs in accordance with the specific terms of those contracts.

9.3 Content Standards for Authorized Disclosures

9.3.1 All authorized disclosures must comply with the following content standards:

(a) Mandatory Disclaimer. All public communications about PropaTrade, including social media posts, videos, articles, and testimonials, must include the following disclaimer:

"Trading involves risk. Results shown are from a simulated environment and do not guarantee similar outcomes. Individual results may vary significantly."

(b) Affiliates participating in promotional activities on social media platforms shall use appropriate platform-specific identifiers as required by applicable platform policies and the Affiliate Agreement, including the use of #partner on Instagram and Facebook where applicable.

9.4 Prohibited Content

9.4.1 The following content is prohibited in all circumstances, even with authorization:

(a) Claims of guaranteed income, guaranteed returns, or guaranteed outcomes from participation in PropaTrade programs;

(b) "Get rich quick" messaging, lifestyle claims, or implications that participation in PropaTrade programs is a reliable path to wealth;

(d) Misleading success rates, statistics, or claims about the proportion of Contractors who achieve particular outcomes;

(e) Disparagement of competitors or other prop trading firms.

9.5 Revocation of Authorization

9.5.1 PropaTrade may revoke any authorization to disclose information at any time, for any reason, with or without notice.

9.5.2 Upon revocation, the Contractor is requested to remove content that contains PropaTrade's confidential information, proprietary data, or trademarked materials from public platforms within a reasonable timeframe. Content that reflects the Contractor's own personal experience or opinion, and does not contain PropaTrade's confidential or proprietary information, may be retained at the Contractor's discretion.

9.6 Official Testimonial Library

9.6.1 PropaTrade maintains a curated library of verified testimonials and success stories ("Official Testimonial Library"). Authorized Affiliates may use materials from the Official Testimonial Library in their promotional activities, subject to the terms of their Affiliate Agreement and with separate written consent where individual stories are featured.

9.7 Affiliate Agreement

9.7.1 Detailed content guidelines, compliance requirements, and promotional standards for Authorized Affiliates are set out in a separate Affiliate Agreement, which is entered into between PropaTrade and each Authorized Affiliate.

9.7.2 The Affiliate Agreement governs, among other things, detailed content guidelines and approval processes, mandatory risk disclaimers, restrictions on misleading claims and prohibited content, affiliate responsibilities for compliance with applicable advertising laws and platform policies, and any commission or referral arrangements.

9.7.3 To the extent of any conflict between the Affiliate Agreement and these Terms, these Terms shall prevail unless the Affiliate Agreement expressly states otherwise.

9.8 Breach of Confidentiality

9.8.1 Breach of the confidentiality obligations set out in this Section 9 shall result in:

(a) Immediate termination of the Contractor's engagement;

(b) Forfeiture of all pending and future Research Stipends;

(d) PropaTrade's right to recover any gains, benefits, or advantages obtained by the Contractor or any third party as a result of the breach.

10. INTELLECTUAL PROPERTY

10.1 Platform Technology

10.1.1 The Platform, including the Udaan trading simulation engine, trader dashboard, and administrative systems, is operated by PropaTrade under license from third-party technology providers. The underlying software, algorithms, source code, and technical infrastructure remain the intellectual property of their respective owners. PropaTrade does not claim ownership of the Platform technology.

10.2 PropaTrade Intellectual Property

10.2.1 PropaTrade owns and retains all rights, title, and interest in:

(a) The PropaTrade brand, trademarks, logos, and trade names;

(b) Evaluation criteria, trading rules, risk parameters, and business methodology developed by PropaTrade;

(d) All research data, trading data, performance analytics, and insights generated by Contractors through their use of the Platform;

(e) Aggregated and anonymized analytics derived from Contractor activity;

(f) All marketing content, website content, and promotional materials created by PropaTrade;

(g) Business processes, operational workflows, and proprietary methodologies.

10.3 Restrictions

10.3.1 You acknowledge that the Platform contains proprietary technology belonging to third-party providers and agree not to:

(a) Copy, modify, adapt, or create derivative works from any part of the Platform, dashboard, or associated systems;

(b) Reverse-engineer, decompile, disassemble, or attempt to derive source code from the Platform;

(c) Extract, scrape, or systematically download data from the Platform beyond what is necessary for your research activities;

(d) Remove, alter, or obscure any proprietary notices, labels, or markings on the Platform;

(e) Sublicense, sell, resell, transfer, or distribute access to the Platform or any part thereof;

(f) Use the Platform or any part thereof to build a competing product or service.

10.4 Limited License to Contractor

10.4.1 PropaTrade grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for the purposes of your contractor engagement during the term of your active participation. This license terminates immediately upon termination of your engagement.

10.5 Contractor-Generated Data

10.5.1 All trading data, research outputs, performance analytics, and insights generated by you through your use of the Platform are the sole property of PropaTrade. You hereby assign and transfer all rights, title, and interest in such data to PropaTrade. PropaTrade may use this data for internal research, analytics, product improvement, aggregated reporting, and any other legitimate business purpose. You waive any and all claims to such data, including any moral rights or similar rights.

10.6 No Implied Rights

10.6.1 Nothing in these Terms grants you any right, title, or interest in PropaTrade's intellectual property or the Platform technology beyond the limited license expressly granted herein. All rights not expressly granted are reserved.

11. DISCLAIMERS AND LIMITATION OF LIABILITY

11.1 "As Is" Service

11.1.1 The Udaan platform and all PropaTrade programs and services are provided on an "AS IS" and "AS AVAILABLE" basis, without warranties of any kind, whether express, implied, statutory, or otherwise.

11.1.2 PropaTrade expressly disclaims all warranties, including but not limited to:

(a) Warranties of merchantability, fitness for a particular purpose, and non-infringement;

(b) Warranties of uninterrupted, error-free, or secure operation of the Udaan platform;

(d) Warranties that the Contractor will qualify for a Consultant Account, earn Research Stipends, or achieve any particular outcome;

(e) Warranties that strategies developed or tested on the Udaan platform will be successful or profitable in real-market conditions.

11.2 No Investment or Trading Advice

11.2.1 PropaTrade does not provide investment advice, trading signals, portfolio management services, financial planning, or any other form of financial advisory service.

11.2.2 All trading decisions made by the Contractor on the Udaan platform are the Contractor's own decisions, made independently and at the Contractor's own risk. No communication from PropaTrade, whether through the platform, email, support, training materials, or otherwise, shall be construed as investment advice or a recommendation to buy or sell any security, commodity, or financial instrument.

11.3 Simulated Environment Limitations

11.3.1 The Udaan platform is a simulated environment that does not replicate real market conditions. The Contractor acknowledges and accepts the following limitations:

(a) Simulated trade fills, pricing, and execution may differ materially from real-market execution;

(b) Simulated data feeds, latency, and slippage characteristics may not reflect real-market conditions;

(c) Margin calculations on the Udaan platform are simplified and differ from real-broker margin requirements (see Section 5.5);

(d) Strategies developed or tested on the Udaan platform may not work in real markets and may result in losses;

(e) Past simulated performance is not indicative of future results, whether simulated or real.

11.4 Limitation of Liability

11.4.1 Maximum Liability Cap. To the maximum extent permitted by applicable law, PropaTrade's total aggregate liability to the Contractor for any and all claims arising out of or in connection with these Terms, the SPRSP, or the Udaan platform, whether in contract, tort (including negligence), strict liability, or otherwise, shall not exceed the lesser of:

(a) The total fees actually paid by the Contractor to PropaTrade in the six (6) months immediately preceding the event giving rise to the claim; or

(b) INR 10,000 (Indian Rupees Ten Thousand).

11.4.2 No Indirect Damages. In no event shall PropaTrade be liable for any:

(a) Lost profits, lost revenue, or lost business opportunities;

(b) Loss of data, loss of goodwill, or loss of reputation;

(d) Consequential, indirect, incidental, special, exemplary, or punitive damages;

regardless of whether PropaTrade was advised of the possibility of such damages and regardless of the legal theory on which the claim is based.

11.4.3 Third-Party Failures. PropaTrade shall not be liable for any loss, damage, delay, or inconvenience arising from the acts, omissions, failures, or errors of third-party service providers, including but not limited to:

(a) Payment service providers (Easebuzz, Cashfree, Yes Bank);

(b) KYC and verification service providers (Surepass, DigiLocker);

(d) Stock exchanges and data providers (BSE, NSE, MCX, US stock data providers);

(e) Internet service providers, telecommunications providers, and cloud infrastructure providers.

11.5 Force Majeure

11.5.1 PropaTrade shall not be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay is caused by events beyond PropaTrade's reasonable control ("Force Majeure Events"), including but not limited to:

(a) Government or regulatory actions, including SEBI orders, RBI restrictions, tax authority actions, or changes in applicable law;

(b) Natural disasters, epidemics, pandemics, floods, earthquakes, or other acts of nature;

(d) Internet outages, telecommunications failures, or cloud infrastructure outages;

(e) Cyberattacks, hacking, denial-of-service attacks, or other security incidents;

(f) Exchange halts, market suspensions, circuit breakers, or trading restrictions imposed by any exchange or regulatory authority;

(g) Any other event or circumstance beyond PropaTrade's reasonable control.

11.6 Platform Outage Provisions

11.6.1 No refund or compensation shall be payable for platform outages, service interruptions, or unavailability lasting up to thirty (30) consecutive days.

11.6.2 In the event of a continuous platform outage lasting sixty (60) or more consecutive days, PropaTrade may, at its sole discretion, consider compensation or refunds for affected Contractors with clean compliance records and Virtual Capital balances equal to or greater than the initial allocation. Any such compensation is discretionary and does not create a precedent or obligation.

11.7 Regulatory Halt Protection

11.7.1 In the event that PropaTrade is required to suspend or discontinue operations by order of SEBI, the Government of India, or any other governmental or regulatory authority, such suspension or discontinuation shall constitute a Force Majeure Event under Section 11.5.

11.7.2 Discretionary refunds in the event of a regulatory halt shall be considered only for Contractors with clean compliance records and Virtual Capital balances equal to or greater than the initial allocation, as set out in Section 8.5.4.

11.8 Indemnification

11.8.1 The Contractor shall indemnify, defend, and hold harmless PropaTrade, its directors, officers, employees, agents, and affiliates from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

(a) Any violation of these Terms by the Contractor;

(b) Any violation of applicable law or regulation by the Contractor;

(d) Any third-party claims arising from the Contractor's actions, omissions, or conduct;

(e) Any tax liabilities, penalties, or interest arising from the Contractor's failure to comply with applicable tax laws;

(f) Any claims arising from the Contractor's use of strategies, techniques, or information obtained through the Udaan platform in real-market trading.

12. TERMINATION

12.1 Contractor's Right to Terminate

12.1.1 The Contractor may terminate their engagement with PropaTrade at any time by ceasing use of the Udaan platform or by providing written notice to PropaTrade.

12.1.2 Termination by the Contractor does not entitle the Contractor to any refund of the Commitment Fee or any other payment made to PropaTrade.

12.2 PropaTrade's Right to Terminate

12.2.1 PropaTrade may suspend or terminate the Contractor's engagement at any time, with or without notice, on any of the following grounds:

(a) Violation of any Trading Rule, including breach of risk parameters, position limits, or trading hour restrictions;

(b) Engagement in Prohibited Trading Practices as defined in Section 5.6;

(d) Payment disputes, chargebacks, or refund claims in respect of Commitment Fees;

(e) Extended inactivity — ninety (90) or more consecutive days without trading activity on the Udaan platform;

(f) Breach of confidentiality obligations under Section 9;

(g) Public defamation or disparagement of PropaTrade, its directors, officers, employees, or programs, provided that this shall not restrict the Contractor's right to file legitimate complaints with regulatory authorities (including SEBI) or courts, which is a constitutionally protected right;

(h) Suspected fraud, abuse, manipulation, exploitation of platform vulnerabilities, or other conduct detrimental to PropaTrade;

(i) KYC or Anti-Money Laundering ("AML") irregularities, including adverse findings in enhanced due diligence, suspicious transaction reports, or failure to provide required documentation;

(j) Compliance concerns, including any circumstance that exposes PropaTrade to regulatory, legal, operational, or reputational risk;

(k) Any other breach of these Terms or conduct that PropaTrade, acting reasonably, determines to be grounds for termination.

12.3 Effect of Termination

12.3.1 Upon termination of the Contractor's engagement for any reason:

(a) Trading on the Contractor's account shall be disabled immediately. In cases involving fraud, Prohibited Trading Practices, or serious violations, access to the Udaan platform and all related tools may be fully revoked;

(b) The Contractor must cease all use of PropaTrade's intellectual property, confidential information, and platform resources;

(i) Processed in accordance with normal procedures if termination is without cause, subject to compliance verification; or

(ii) Forfeited if termination is for cause;

(d) The following obligations shall survive termination: confidentiality (Section 9), intellectual property (Section 10), disclaimers and limitation of liability (Section 11), indemnification (Section 11.8), dispute resolution (Section 14), and payment obligations (including clawback and recovery rights).

12.4 Non-Disparagement

12.4.1 During and after the engagement, the Contractor agrees to refrain from making public statements that are materially false, misleading, or defamatory about PropaTrade, its programs, directors, officers, or employees. Public disparagement may constitute grounds for termination under Section 12.2(g).

12.4.2 This provision does not restrict the Contractor's right to file legitimate complaints with regulatory authorities (including SEBI), courts of competent jurisdiction, or other governmental bodies, which is recognized as a constitutionally protected right.

13. GRIEVANCE REDRESSAL

13.1 Grievance Officer

13.1.1 PropaTrade has designated the following individual as its Grievance Officer for the purposes of addressing grievances, complaints, and concerns:

Name: Sai Kalyan GP

Email: [email protected]

13.2 Grievance Process

13.2.1 The grievance process is as follows:

(a) Submission. The Contractor must submit the grievance in writing via email to the Grievance Officer at [email protected]. The submission must include:

(i) The Contractor's full name and registered email address;

(ii) A clear description of the grievance, complaint, or concern;

(iii) Supporting documentation, if any;

(iv) The relief or resolution sought.

(b) Acknowledgment. PropaTrade shall acknowledge receipt of the grievance within a reasonable time.

(c) Investigation. PropaTrade shall investigate the grievance and endeavor to resolve it within fourteen (14) business days from the date of receipt.

(d) Response. PropaTrade shall communicate its findings and resolution to the Contractor via email.

(e) Escalation. If the Contractor is not satisfied with the resolution provided, the Contractor may escalate the matter to arbitration in accordance with Section 14 of these Terms.

13.3 Pre-Dispute Requirement

13.3.1 The Contractor must exhaust the grievance redressal process set out in this Section 13 before initiating any chargeback, payment dispute, arbitration, or legal action. Failure to comply with this requirement may be raised as a defense by PropaTrade in any subsequent proceedings.

14. DISPUTE RESOLUTION AND GOVERNING LAW

14.1 Governing Law

14.1.1 These Terms and the relationship between PropaTrade and the Contractor shall be governed by and construed in accordance with the laws of India, without regard to conflict of law principles.

14.2 Pre-Arbitration Requirement

14.2.1 Before commencing arbitration, the Contractor must first raise the dispute through the grievance mechanism set out in Section 13 of these Terms. Arbitration may only be commenced if the dispute remains unresolved after thirty (30) days from the date of submission of the grievance.

14.3 Arbitration

14.3.1 Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, which is not resolved through the grievance mechanism, shall be settled by binding arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended.

14.3.2 The arbitration shall be conducted as follows:

(a) Seat of Arbitration: Tirupati, Andhra Pradesh, India;

(b) Language: English;

(c) Number of Arbitrators: One (1), appointed by mutual agreement of the parties or, failing agreement, in accordance with the provisions of the Arbitration and Conciliation Act, 1996;

(d) Award: The arbitral award shall be final and binding on both parties and may be enforced in any court of competent jurisdiction.

14.3.3 The costs of arbitration, including the arbitrator's fees, shall be borne equally by the parties unless the arbitral award provides otherwise.

14.4 Exclusive Jurisdiction

14.4.1 Subject to the arbitration provisions above, the courts of Tirupati, Andhra Pradesh, India shall have exclusive jurisdiction over any legal proceedings arising out of or in connection with these Terms.

14.5 Class Action Waiver

14.5.1 The Contractor agrees that all disputes with PropaTrade shall be pursued individually and not as part of any class action, collective action, representative action, or consolidated proceeding. The Contractor waives the right to participate in any class action or other collective proceeding against PropaTrade.

15. AMENDMENTS TO TERMS

15.1 Right to Modify

15.1.1 PropaTrade reserves the right to modify, amend, supplement, or replace these Terms at any time.

15.2 Future Applicants

15.2.1 For individuals who apply to PropaTrade programs after the date of any amendment, the amended Terms shall apply immediately from the date of their application.

15.3 Active Consultant Accounts

15.3.1 For Contractors holding active Consultant Accounts at the time of any amendment:

(a) Material adverse changes shall be communicated with a minimum of thirty (30) days' advance notice via email and platform notification;

(b) Continued use of the Udaan platform after the effective date of any material adverse change constitutes acceptance of the amended Terms;

(c) If the Contractor disagrees with any material adverse change, the Contractor may terminate their engagement by providing written notice to PropaTrade before the effective date of the change. Such termination shall be processed in accordance with Section 12.3, and pending Stipends (if any) shall be processed subject to compliance verification.

15.3.2 This provision applies exclusively to Contractors holding active Consultant Accounts. It does not apply to past, expired, failed, or terminated Contractors.

15.4 Evaluation Stage Contractors

15.4.1 For Contractors in the Evaluation phase at the time of any amendment:

(a) Non-material changes shall apply immediately;

(b) Material adverse changes shall be communicated with a minimum of fourteen (14) days' notice via email and platform notification.

15.5 Non-Material Changes

15.5.1 Non-material changes, including corrections of typographical errors, clarifications, formatting changes, and updates to contact information, shall apply immediately to all Contractors without notice.

15.6 Notice of Amendments

15.6.1 Amendments to these Terms shall be communicated through one or more of the following channels:

(a) Email to the Contractor's registered email address;

(b) Platform notification on the Udaan platform;

16. DATA PROTECTION AND PRIVACY

16.1 Privacy Policy

16.1.1 PropaTrade's collection, use, storage, processing, and disclosure of personal data is governed by the Privacy Policy, which is available on the PropaTrade website and is incorporated into these Terms by reference.

16.2 KYC Data

16.2.1 Personal data collected for KYC verification purposes, including PAN details, Aadhaar-linked information, and bank account details, is processed in accordance with the Privacy Policy and applicable data protection laws.

16.2.2 KYC data may be shared with third-party verification service providers (such as Surepass and DigiLocker) solely for the purpose of verification and in accordance with PropaTrade's Privacy Policy.

16.3 Cookies

16.3.1 The PropaTrade website and Udaan platform may use cookies and similar tracking technologies. The use of cookies is governed by PropaTrade's Cookie Policy, which is part of the Privacy Policy.

17. PLATFORM USAGE AND CONDUCT

17.1 Account Security

17.1.1 The Contractor is responsible for maintaining the security and confidentiality of their account credentials, including username, password, and any other authentication information.

17.1.2 The Contractor is responsible for all activity that occurs under their account, whether or not authorized by the Contractor.

17.1.3 The Contractor must notify PropaTrade immediately upon becoming aware of any unauthorized access to or use of their account.

17.1.4 PropaTrade shall not be liable for any loss or damage arising from the Contractor's failure to maintain the security of their account credentials.

17.2 Prohibited Conduct

17.2.1 In addition to the Prohibited Trading Practices set out in Section 5.6, the Contractor shall not:

(a) Use the Udaan platform for any purpose that violates any applicable law or regulation;

(b) Infringe the intellectual property rights of PropaTrade or any third party;

(d) Attempt to gain unauthorized access to any system, network, or server associated with the Udaan platform;

(e) Use the Udaan platform to facilitate any illegal activity;

(f) Engage in harassment, abuse, or threatening behavior toward PropaTrade staff, other Contractors, or any third party.

17.3 Platform Availability

17.3.1 PropaTrade strives to maintain high availability of the Udaan platform but does not guarantee uninterrupted, continuous, or error-free access.

17.3.2 PropaTrade may suspend, restrict, or discontinue access to the Udaan platform, in whole or in part, at any time for the purposes of maintenance, upgrades, emergency repairs, security patches, force majeure events, or any other reason at PropaTrade's discretion.

17.3.3 PropaTrade shall not be liable for any loss, damage, or inconvenience arising from platform unavailability, subject to the provisions of Section 8.5.2 (Platform Outage) and Section 11.6.

18. AML/KYC COMPLIANCE

18.1 Regulatory Compliance

18.1.1 PropaTrade complies with applicable Indian laws and regulations relating to Anti-Money Laundering ("AML") and Know Your Customer ("KYC"), including but not limited to the Prevention of Money Laundering Act, 2002 ("PMLA"), and the rules and guidelines issued thereunder.

18.2 KYC Obligations

18.2.1 PAN Verification. PAN verification is mandatory for all Contractors at the Consultant Account stage. PAN is not required at the time of registration or Evaluation.

18.2.2 Bank Account Verification. Bank account verification is mandatory for all Contractors at the Consultant Account stage. Verification is conducted through a penny-drop process via Surepass or such other service as PropaTrade may designate.

18.2.3 Enhanced Due Diligence. PropaTrade may, in its discretion, require enhanced due diligence for any Contractor, including but not limited to additional identity verification, source of funds verification, and background checks.

18.3 Suspicious Activity

18.3.1 PropaTrade maintains internal procedures for identifying, monitoring, and addressing suspicious transactions and activities as part of its commitment to good compliance practices. PropaTrade may take any action it deems appropriate in response to suspicious activity, including but not limited to freezing, restricting, or terminating a Contractor's account pending investigation.

18.3.2 The Contractor acknowledges that PropaTrade may be unable to provide reasons for actions taken under this Section due to the nature of compliance investigations or applicable legal restrictions.

18.4 Right to Refuse Service

18.4.1 PropaTrade reserves the right to refuse service to, decline applications from, or terminate the engagement of any individual who:

(a) Is identified as a high-risk individual through AML/KYC screening;

(b) Is listed on any sanctions list, restricted party list, or watch list maintained by any Indian or international authority;

(d) Is the subject of adverse findings in enhanced due diligence;

(e) Is suspected of involvement in money laundering, terrorist financing, or other financial crimes.

19. MISCELLANEOUS PROVISIONS

19.1 Entire Agreement

19.1.1 These Terms, together with the Privacy Policy, Refund Policy, Usage Guidelines, Trading Rules, and any other documents expressly incorporated by reference, constitute the entire agreement between PropaTrade and the Contractor with respect to the subject matter hereof and supersede all prior or contemporaneous agreements, representations, warranties, and understandings, whether written or oral.

19.2 Severability

19.2.1 If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction or arbitral tribunal, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, shall be severed from these Terms. The invalidity, illegality, or unenforceability of any provision shall not affect the validity, legality, or enforceability of the remaining provisions of these Terms.

19.3 Waiver

19.3.1 The failure of PropaTrade to enforce any provision of these Terms or to exercise any right or remedy hereunder shall not constitute a waiver of such provision, right, or remedy and shall not affect PropaTrade's right to enforce such provision or exercise such right or remedy at any later time.

19.3.2 A waiver of any provision, right, or remedy must be in writing and signed by an authorized representative of PropaTrade to be effective, and such waiver shall apply only to the specific instance and for the specific purpose for which it was given.

19.4 Assignment

19.4.1 The Contractor may not assign, transfer, delegate, or sublicense any of their rights or obligations under these Terms without PropaTrade's prior written consent.

19.4.2 PropaTrade may assign, transfer, or sublicense its rights and obligations under these Terms, in whole or in part, without the Contractor's consent, including but not limited to assignments in connection with a merger, acquisition, corporate reorganization, sale of assets, or change of control.

19.5 Notices

19.5.1 All notices required or permitted under these Terms shall be in writing and shall be delivered:

(a) To the Contractor: via email to the Contractor's registered email address; or

(b) To PropaTrade: via email to the Grievance Officer at [email protected].

19.5.2 Notices sent via email shall be deemed received twenty-four (24) hours after sending, unless the sender receives a non-delivery notification.

19.6 Language

19.6.1 These Terms are drafted in the English language. In the event of any translation, the English version shall prevail and control.

19.7 Relationship of Provisions

19.7.1 The headings and section titles in these Terms are for convenience only and shall not affect the interpretation of these Terms.

19.7.2 References to Sections are references to sections of these Terms unless otherwise specified.

19.7.3 The use of "including," "include," or "includes" shall be construed as meaning "including but not limited to."

19.8 Contact Information

19.8.1 For all enquiries, correspondence, and communications relating to these Terms or PropaTrade programs:

PropaTrade Education Private Limited

CIN: U85500AP2026PTC125374

Email: [email protected]

Grievance Officer: Sai Kalyan GP

20. ACKNOWLEDGMENT

By submitting an application to PropaTrade, accessing the Udaan platform, paying a Commitment Fee, or participating in any PropaTrade program, You acknowledge and confirm that:

20.1 You have read these Terms of Service in their entirety and understand all provisions contained herein;

20.2 You accept and agree to be bound by these Terms, the Privacy Policy, the Refund Policy, the Usage Guidelines, and the Trading Rules;

20.3 You understand and acknowledge that Your relationship with PropaTrade is that of an independent contractor and that this engagement is governed by the Indian Contract Act, 1872;

20.4 You understand and acknowledge that the Consumer Protection Act, 2019 does not apply to this engagement;

20.5 You understand and acknowledge that the Udaan platform is a simulated trading environment and that no real money is traded, no live market access is provided, and no real profits or losses are generated;

20.6 You understand and acknowledge that Research Stipends are performance-based professional fees that are discretionary, conditional on compliance, and subject to TDS under Section 194J of the Income Tax Act, 1961;

20.7 You understand and acknowledge that successful completion of the Evaluation does not guarantee an invitation to a Consultant Account, and that PropaTrade retains sole discretion in all selection and onboarding decisions;

20.8 You understand and acknowledge that PropaTrade is not registered with SEBI and does not provide investment advice, trading signals, or portfolio management services;

20.9 You meet all eligibility requirements set out in Section 1.3 of these Terms;

20.10 All information provided by You in Your application and throughout Your engagement is accurate, complete, and current;

20.11 You have sought independent legal and tax advice to the extent You consider necessary before accepting these Terms.

END OF TERMS OF SERVICE

PropaTrade Education Private Limited

CIN: U85500AP2026PTC125374

Last Updated: July 23, 2026

Effective Date: July 23, 2026