Terms and Conditions for Services

Effective Date: May 7, 2025

These Terms and Conditions ("Terms") govern the provision of advisory, consulting, compliance, and related services ("Services") by Trustra Advisory Services Private Limited (hereinafter referred to as "Trustra Advisory," "we," "us," or "our") to its clients ("Client" or "you").

By engaging Trustra Advisory for Services, accessing or using our website located at [Insert Website Address, e.g., trustra.in] (the "Site") in connection with our Services, you agree to be bound by these Terms. Please read these Terms carefully before engaging our Services.

1. Acceptance of Terms

These Terms constitute a legally binding agreement between you and Trustra Advisory. By accepting a proposal, statement of work, engagement letter, or otherwise instructing Trustra Advisory to commence providing Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you should not engage our Services.

2. Description of Services

Trustra Advisory provides a range of professional advisory services, which may include but are not limited to, business registration, compliance filings, tax advisory, consulting, and other related services as described on our Site or in specific proposals or engagement letters.

The specific scope, nature, timeline, deliverables, and fees for the Services to be provided to you will be detailed in a separate written agreement, such as a proposal, statement of work, or engagement letter (hereinafter referred to as the "Engagement Agreement"). In case of any conflict between these Terms and the Engagement Agreement, the terms of the Engagement Agreement shall prevail regarding the specific Services covered by that agreement.

3. Client Responsibilities

The Client agrees to:

• Provide Trustra Advisory with accurate, complete, and timely information and documents necessary for the performance of the Services.
• Cooperate with Trustra Advisory in a timely manner to facilitate the provision of Services.
• Make timely payments for the Services as per the terms outlined in the Engagement Agreement and Section 5 of these Terms.
• Review and approve deliverables or information provided by Trustra Advisory as reasonably requested.
• Acknowledge that the accuracy and completeness of the Services are dependent on the information and instructions provided by the Client. Trustra Advisory shall not be liable for any errors or omissions resulting from inaccurate, incomplete, or delayed information provided by the Client.

4. Trustra Advisory's Responsibilities and Disclaimer

Trustra Advisory agrees to:

• Perform the Services with reasonable care, skill, and diligence, in accordance with professional standards.
• Maintain the confidentiality of Client information as set out in Section 6.

Disclaimer: Trustra Advisory provides advisory services based on the information provided by the Client, the relevant laws and regulations in force at the time the advice is given, and our professional judgment. Our advice does not constitute a guarantee of any specific outcome or result. We are not responsible for changes in laws or regulations that may affect the Services or their outcome after the advice has been rendered. Our Services do not constitute legal advice unless explicitly stated and provided by legally qualified personnel. The Client acknowledges that all decisions based on the Services are solely their responsibility.

5. Fees and Payment

The fees for the Services will be specified in the Engagement Agreement. Unless otherwise agreed in writing, fees are typically based on the scope of work and the complexity of the Services.

• Invoicing: Trustra Advisory will issue invoices according to the schedule outlined in the Engagement Agreement or as otherwise agreed.
• Payment Terms: Payment is due within [Specify Number, e.g., 15 or 30] days from the invoice date, unless otherwise stated in the Engagement Agreement.
• Late Payment: Trustra Advisory reserves the right to charge interest on overdue amounts at a rate of [Specify Interest Rate, e.g., 1.5% per month or the maximum rate permitted by law] from the due date until paid in full. Trustra Advisory may suspend or terminate Services for late payment.
• Taxes: All fees are exclusive of applicable taxes, duties, or levies, which shall be added to the invoice where required by law and shall be payable by the Client.

6. Confidentiality

Both Trustra Advisory and the Client agree to maintain the confidentiality of all non-public information disclosed by one party to the other during the course of providing or receiving Services ("Confidential Information"). Confidential Information includes, but is not limited to, business plans, financial information, trade secrets, and personal data.

Neither party shall disclose, reproduce, or distribute the other party's Confidential Information to any third party without the prior written consent of the disclosing party, except as required by law or as necessary for the performance of the Services (e.g., sharing relevant information with government authorities for filings).

The obligation of confidentiality shall not apply to information that:

• Is or becomes publicly available through no fault of the receiving party.
• Was already in the receiving party's possession before disclosure by the disclosing party.
• Is rightfully obtained by the receiving party from a third party without a breach of any confidentiality obligation.
• Is independently developed by the receiving party without reference to the disclosing party's Confidential Information.
• Is required to be disclosed by law, regulation, or court order, provided that the receiving party gives prompt notice to the disclosing party to allow them to seek a protective order or other appropriate remedy.

7. Intellectual Property

Any methodologies, templates, tools, software, or other intellectual property owned by Trustra Advisory prior to or developed by Trustra Advisory during the course of providing the Services, except for the specific deliverables created solely for the Client as per the Engagement Agreement, shall remain the sole property of Trustra Advisory.

The Client retains ownership of their own data, information, and pre-existing intellectual property.

8. Term and Termination

These Terms shall apply from the date you first engage our Services and shall continue until the completion or termination of all Services, or until terminated earlier in accordance with this Section.

An Engagement Agreement will specify the term for specific Services.

Either party may terminate the Services or the Engagement Agreement for convenience by providing [Specify Number, e.g., 30] days' written notice to the other party.

Either party may terminate the Services or the Engagement Agreement immediately upon written notice if the other party:

• Commits a material breach of these Terms or the Engagement Agreement and fails to remedy such breach within [Specify Number, e.g., 15] days of receiving written notice thereof.
• Becomes insolvent, files for bankruptcy, or is placed in receivership.

Upon termination for any reason:

• The Client shall pay Trustra Advisory for all Services rendered and expenses incurred up to the date of termination.
• Each party shall return or destroy (at the disclosing party's option) all Confidential Information of the other party.

9. Limitation of Liability

To the maximum extent permitted by law, Trustra Advisory's total aggregate liability to the Client for any claims arising out of or in connection with these Terms, the Services, or the Engagement Agreement, whether in contract, tort (including negligence), or otherwise, shall be limited to the total fees paid by the Client to Trustra Advisory for the specific Services giving rise to the claim in the [Specify Time Period, e.g., twelve (12) months] preceding the event giving rise to the liability.

Trustra Advisory shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of business, or loss of data, even if advised of the possibility of such damages.

The Client acknowledges that this limitation of liability is a reasonable allocation of risk, particularly given the nature of advisory services which rely significantly on Client-provided information and external factors.

10. Indemnification

The Client agrees to indemnify, defend, and hold harmless Trustra Advisory, its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or relating to:

• Any breach by the Client of these Terms or the Engagement Agreement.
• The inaccuracy, incompleteness, or falsity of any information or documentation provided by the Client to Trustra Advisory.
• The Client's violation of any applicable law or regulation.
• Any third-party claims arising from the Client's use of the Services.

11. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under these Terms or the Engagement Agreement if such delay or failure is caused by events beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation, facilities, fuel, energy, labor, or materials (a "Force Majeure Event"). The time for performance shall be extended for a period equal to the duration of the Force Majeure Event.

12. Governing Law and Dispute Resolution

These Terms and the Engagement Agreement shall be governed by and construed in accordance with the laws of India, without regard to its conflict of laws principles.

Any dispute, controversy, or claim arising out of or relating to these Terms, the Services, or the Engagement Agreement, including the breach, termination, or validity thereof, shall be subject to the exclusive jurisdiction of the courts located in [Specify Jurisdiction, e.g., New Delhi, India].

[Optional: Consider adding an arbitration clause for mandatory or optional arbitration before court proceedings]

• Optional Arbitration Clause: Any dispute arising out of or in connection with these Terms or the Engagement Agreement shall be referred to and finally resolved by arbitration in accordance with the [Specify Arbitration Rules, e.g., Arbitration and Conciliation Act, 1996 of India]. The arbitral tribunal shall consist of [Specify Number, e.g., one or three] arbitrator(s) appointed in accordance with the said Rules. The seat of arbitration shall be [Specify City, e.g., New Delhi, India]. The language of the arbitration shall be English.

13. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of any changes by posting the revised Terms on our Site with an updated "Effective Date." Your continued use of our Services after the posting of the revised Terms constitutes your acceptance of the changes.

14. Entire Agreement

These Terms, together with the applicable Engagement Agreement, constitute the entire agreement between you and Trustra Advisory concerning the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.

15. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

16. Waiver

No waiver by Trustra Advisory of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Trustra Advisory to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

17. Contact Information

If you have any questions about these Terms, please contact us at:

Trustra Advisory Services Private Limited [Address : H.no B-574, Ground Floor, Gali No 4 Sai Nagar, Meethapur Extension, Badarpur, New Delhi - 110044, India] and Email: connect@trustra.in or Phone: +91-9873030847.

By engaging with Trustra Advisory Services Private Limited for Services, you signify your agreement to these Terms and Conditions.