Terms and Conditions for AlphaNiti Stacks

Modified on Wed, 05 Aug 2020 at 12:42 PM


For the purpose of this document (“Agreement”) “Investment Advisor” or “We/we” refers to

Finaureus Technologies Private Limited (CIN - U74999PN2017PTC169359), a company registered

under the Companies Act, 2013 having its Corporate office at 34/2,Phase 1,Rajiv Gandhi Infotech

park, Hinjawadi, Pune – 411057, Maharashtra, India through its advisory division namely, Findea

Investment Advisors and “Client” or “You/you” refers to the person agreeing to the terms and

conditions as laid down below. “Parties” refers to the Investment Advisors and the Client.


I. Investment Advisor is an Investment Advisor registered with Securities Exchange Board of

India (“SEBI”) under the registration number INA000009481.

II. You confirm about learning the fact that the Investment Advisor is in the advisory services

and you are desirous of availing the advisory services from the Investment Advisor.

III. By using the Investment Advisor’s online features and services or web sites, you agree to the

following terms and conditions, and any policies, guidelines or amendments thereto that

may be presented to you from time to time. We may update the terms in the future, and

you will be able to find the most current version of this Agreement on our website.


1.1. All references in this Agreement to statutory provisions shall be construed as meaning and

including references to:

a. any statutory modification, consolidation or re-enactment (whether before or after

the date of this Agreement) for the time being in force;

b. all statutory instruments or orders made pursuant to a statutory provision.

1.2. Words denoting singular shall include the plural and words denoting any gender shall

include all genders.

1.3. References to recitals, clauses or schedules are, unless the context otherwise requires,

references to recitals to, clauses of or schedules to this Agreement.

1.4. Any reference to “writing” includes printing, typing, broadcasting and any other means of

reproducing words in permanent visible form.

1.5. Any covenant or obligation of the Company, shall be deemed to include an obligation on the

Promoters to cause the Company, in compliance with Applicable Law, to comply with such

covenant or obligation.

1.6. The terms “include” and “including” shall mean “include without limitation”.

1.7. The headings, subheadings, titles, subtitles to clauses, sub-clauses and paragraphs are for

information only, shall not form part of the operative provisions of this Agreement or the

schedules, and shall be ignored in construing the same.


Pursuant to valid and proper authority and in accordance with applicable laws, the Client

hereby appoints, entirely at his risk, the Investment Advisor to provide services to the

Client in accordance this Agreement, SEBI (Investment Advisers) Regulations, 2013 and

circulars issued thereunder(as applicable and in force from time to time) (“IA Regulations”).

The Client has expressly provided his consent to avail the Services (defined below) and

declares as below:

“I / We have read and understood the terms and conditions of investment advisory services

provided by the Investment Advisor and also understood the fee structure and mechanism for

charging and payment of fee.

I hereby further declare that neither I nor any of my immediate family members are currently

availing any distribution services from Finaureus Technologies Private Limited.”


The Investment Advisor shall provide advice through their online platform, namely,

“Alphaniti”, on investment opportunities in global market (limited to the United States of

America hereinafter referred to as “US Products”) and domestic markets on various

investment products including but not limited to Direct Equities, Derivatives, and other

Exchange Traded Securities based on automated and/or quantitative strategies with

automated periodical and/or event based rebalancing mechanism during the term of the

agreement (“Services”). The Investment Advisor shall act solely in capacity of Investment

Advisor, its role shall be limited to advising the clients with respect to the funds and securities

held by the client and in no case accept or hold in its account any the fund or securities from

the Client.


The term of this Agreement shall be as be as per the subscription option expressly selected by

the Client, unless specifically terminated by the Parties in the manner as per the subscription

package selected by the Client.


5.1. Subject to the changes in the applicable law, the fees and charges of the Investment

Advisor with respect to Services (“Subscription Fees”) and all other material aspects with

regards to the Advisory Fees, shall be as per the term & conditions of the subscription

arrangement opted for by the Client. The Subscription Fees shall be inclusive of all Taxes

and levies as applicable from time to time and will be solely borne by the Client.

5.2. The billing cycle for the US Strategies shall be on quarterly basis and shall be a such % of the

assets under advisory (“AUA”) as may be communicated to the Client.


The Clients agrees that:

6.1. The risk profiling and suitability of an investment for Client has been determined by

Investment Advisor on the basis of information provided by the Client to Investment Advisor

in relation to the financial position as disclosed by the Client and responses of the Client to

questions as laid out in the risk profiler and in no case the Investment Advisor will be liable

for any loss suffered by the Client, if the information provided by the Client is incorrect or


6.2. Advice given by the Investment Advisor will be based on the information obtained from

publicly available sources and not on the basis of insider or material non public information

of any nature whatsoever.

6.3. The recommendations given by the Investment Advisor shall be based upon the professional

judgment and analysis of the Investment Advisor.

6.4. There would be no guaranteed returns associated with the advice, opinion or

recommendation given by the Investment Advisor.

6.5. The Client is solely responsible for electing to follow or not follow any advice or

recommendation given by the Investment Advisor, and the Investment Advisor shall have no

right or authority to ensure or cause the Client to act upon the advice tendered by it

pursuant to this Agreement.

6.6. The advice and recommendations given to the Client are intended strictly for Client's

benefit, and no other persons shall be entitled to rely on such advice or recommendation.

6.7. The advice, opinion or recommendation given by the Investment Advisor shall be of

confidential nature, and such advice, opinion or recommendation shall not be quoted in

whole or in part or otherwise referred to in any document or delivered to any other person

or entity for any other purpose, without Investment Advisor’s prior written consent.

6.8. Investment Advisor shall not deal in any securities beyond the Term as is defined in this

Agreement for and on behalf of the Client.

6.9. Subject to the applicable laws, the Investment Advisor and/or its affiliates are also engaged

in the business of providing other financial services, and that Client shall be under no

compulsion to avail such services.


7.1. Client expressly agrees and acknowledges that any information contained in Investment

advisor’s brochure or any other material or otherwise communicated by Investment advisor

shall not be construed by the Client as the basis of investment and that all decisions to invest

shall be on the basis of the Client’s own personal judgment arrived at after due

consideration. The Client understands and agrees that Investment Advisor does not in any


a. guarantee payment on any Securities; or

b. guarantee the liquidity of any Securities; or

c. make any offer to buy back any Securities/; or

d. guarantee the redemption or repayment of any Securities on maturity; or

e. guarantee the payment of interest or dividend or any other corporate actions; or

f. promise, indicate or guarantee any returns; or guarantee any good delivery.

For the purpose of this Agreement, the word “Securities” shall have the meaning prescribed in

section 2 (h) of the Securities Contracts (Regulation) Act, 1956.

7.2. Role of the Investment Advisor shall be to provide advice or provide recommendation to the

Client only, and the Client will make an independent assessment of an investment

opportunity for which he may consider the advice given by Investment Advisor. The

Investment Advisor shall not be liable for any investment decisions taken by the Client,

irrespective of the advice given by the Investment Advisor.

7.3. Past results are not a guarantee to future performance. Yield or performance fluctuates and

reflects past results. Yield or a Security’s past performance should not be considered as an

indication or guarantee of future yield or results.

7.4. The Investment Advisor shall assess the risk profile of the Client, on the basis of information

provided by the Client.

7.5. The Investment Advisor shall provide the Services only after due completion of risk profiling

in accordance with Clause 6.1 above.

7.6. The Investment Advisor shall be responsible to resolve the Client grievances, if any, within

the timelines specified under the IA Regulations.


Investment Advisor does not guarantee the future performance or the success of any

investment decisions or strategy that Investment Advisor may recommend. Client understands

that investment in Securities are subject to various market, currency, economic, political and

business risks, and that those investment decisions, irrespective of the advice given by

Investment Advisor, may not always be profitable. Except as may be otherwise provided by

law, Investment Advisor will not be liable to Client for (i) any loss that Client may suffer by

reason of any investment decision recommended or other action taken or omitted in good

faith by Investment Advisor with reasonable degree of care, skill, prudence, and diligence. The

Client further agrees to indemnify and hold the Investment Advisor harmless to the full extent

against: (a) any and all lawful claims, losses, damages, liabilities, costs and expenses as

incurred in connection with investigation of, preparation for and defense of any pending or

threatened claim and any litigation or other proceeding arising due to or out of any acts done

or not done by the Client or (b) any negligence or misconduct by the Client or (c) any breach or

non-compliance by the Client of the applicable laws or terms of this Agreement.


9.1. The Client understands investment in Securities is subject to market risks, including the

possible loss of principal amount invested.

9.2. The Client further agrees and acknowledges that the details of risk foreseen by the

Investment, Advisor and risk relating to the Securities recommended by the Investment

Advisor for investment or disinvestments includes but is not restricted to the following:

i. Investment in equities, derivatives and mutual funds are subject to market risks and there

is no assurance or guarantee that the objective of the schemes will be achieved.

ii. With any investment in Securities, the net asset value (“NAV”) of the portfolio can go up or

down depending upon the factors and forces affecting the capital market.

iii. The performance may be affected by changes in Government policies, general levels

of interest rates and risk associated with trading volumes, liquidity and settlement systems

in equity and debt markets.

iv. Investments in debt instruments are subject to default risk and interest rate.

v. Interest rate risk results from changes in demand and supply for money and other

macroeconomic factors and creates price changes in the value of the debt instruments,

and consequently the NAV of the portfolio may be subject to fluctuation.

vi. Investments in debt instruments are subject to reinvestment risks as interest rates

prevailing on interest or maturity due dates may differ from the original coupon of the

board, which might result in the proceeds being invested at a lower rate.

vii. A mutual fund scheme may invest in non-publicly offered Securities, which may

expose such mutual fund scheme to liquidity risks.

viii. Engaging in Securities lending is subject to risks related to fluctuations in collateral

value/settlement/liquidity/counter party.

ix. Use of derivatives instruments like index, futures, stock futures and options

contracts, warrants, convertible, Securities, swap agreements or any other derivative

instruments, including but not restricted to, for the purpose of hedging and portfolio

balancing, as permitted under the applicable regulations and guidelines will expose to

certain risk inherent to such derivatives. The Client is aware that the derivatives are highly

leveraged instruments and even a small price movement in the underlying security could

have a large impact on their value.

x. The Client expressly acknowledges that the aforementioned risks are strictly indicative and

that other risks may arise in the context of investment in Securities including derivatives.

xi. The Client acknowledges that the US Products shall be exposed to foreign exchange

fluctuation risks and other applicable regulatory risks.

9.3. The Client expressly agrees and undertakes not to hold the Investment Advisor liable,

financially or otherwise, in respect of the aforesaid under any circumstances whatsoever.


10.1. CLIENT

The Client represents, warrants and undertakes to the Investment Advisor as under:

a. The retention of Investment Advisor with respect to the investment of assets under

advisory held in the Client’s account is authorized by the governing documents, if any of

the Client.

b. The Client has full power, legal capacity and authority to execute, deliver and perform

this Agreement and has taken all necessary permissions, consents (corporate, statutory,

contractual or otherwise) to authorize the execution, delivery and performance of this

Agreement in accordance with its terms.

c. This Agreement constitutes a legal, valid and binding obligation on the Client,

enforceable against the Client in accordance with its terms.

d. The execution by agreeing to the terms and conditions under this Agreement and

performance by the Client of this Agreement and the acts and transactions

contemplated hereby do not and will not, with or without the giving of notice of lapse of

time or both, violate, conflict with, require any consent under or result in a breach of or

default under:

i. Any law to which it is subject to; or

ii. Any order, judgment or decree applicable to it; or

iii. Any term, condition, covenant, undertaking, agreement or other instrument to

which it is a party or by which it is bound.

e. The Client has read this Agreement and is aware of all the risks associated with the

nature of the Services to be provided hereunder and the transaction contemplated

under the Agreement, whether set out in the Agreement or not, and shall not hold the

Investment Advisor and/or any employee, representative or agent of the Investment

Advisor, responsible for the same.

f. The Client intends to invest his/her/its funds for lawful purposes only.


The Investment Advisor represents and warrants that:

a. The Investment Advisor has full power, legal capacity and authority to execute, deliver

and perform this Agreement and has taken all necessary permissions, consents

(corporate, statutory, contractual or otherwise) to authorize the execution, delivery

and performance of this Agreement in accordance with its terms.

b. The Investment Advisor is registered with SEBI as Investment advisor bearing

registration number INA000009481 as hereby agrees to comply with all regulations as

laid out under SEBI (Investment Advisers) Regulations, 2013

c. This Agreement has been duly executed and delivered by the Investment Advisor and

constitutes a legal, valid and binding obligation on the Investment Advisor,

enforceable against the Investment Advisor in accordance with its terms.

d. The Investment Advisor shall maintain arms-length relationship between its activities

as an investment adviser and other activities throughout the Term.

e. The Investment Advisor shall not provide any distribution services, for securities and

investment products which is a subject matter under this Agreement, either directly or

through their group entities to the Client.


11.1. The Client declares that all Client details submitted with the Investment Advisor, are true

and correct, and the same shall be true and correct whenever submitted to Investment

Advisor from time to time.

11.2. The Client agrees that any and all tax liabilities arising out of investment transactions will be

the Client’s sole responsibility.

11.3. The Client shall execute and deliver to Investment Advisor Know Your Client documents and

other documents as may be requested by Investment Advisor, for the purpose of provision

of investment advisory services under this Agreement.

11.4. The Client and the Client’s co-applicants, if any, will be jointly and severally bound by the

terms and conditions mentioned in this Agreement.

11.5. The Client confirms that all the applicants (including co-applicants), if any, are major.

11.6. The Client shall at all times keep adequate liquidity in his operative accounts in order for the

Investment Advisor to achieve his goal of providing timely advice in accordance with this

Agreement and the IA Regulations.

11.7. The Client shall provide at the end of each day all the trade details so as to help the

Investment Advisor maintain proper tracking of performance of the Client on a regular basis.

11.8. The Client shall not impede the Investment Advisor in any manner which prevents the

Investment Advisor from carrying out his responsibilities in providing advice on the portfolio

of the Client. The Investment Advisor may at its discretion allow fifteen (15) days grace

period to rectify the breach, if any, committed by the Client under this Clause.

11.9. In order to access certain services, the Client may be required to provide current, accurate

identification, contact, and other information as part of the registration process and/or

continued use of Services. You are responsible for maintaining the confidentiality of your

account password, and are responsible for all activities that occur under your account. You

agree to immediately to notify the Investment Advisor of any unauthorized use of your

password or account or any other breach of security. The Investment Advisor cannot and will

not be liable for any loss or damage arising from your failure to provide us with accurate

information or to keep your password secure.

11.10. The Client agrees to give rights to the Investment Advisor to receive and access data from

the broker or agents for updation of portfolio or analysis purpose and such other purpose

in accordance with the applicable law.

11.11. The Client agrees to give rights to their broker / agent to update their transaction data and

provide the required access/data to the Investment Advisor as and when required by the

Investment Advisor.


12.1. The Client understands that the Investment Advisor serves as an adviser to other clients as

well and shall not be prohibited from observing the same at any point of time.

12.2. The Investment Advisor may from time to time, in the course of its normal business practice,

provide conflicting recommendations to different clients based on the nature of the

underlying product that the client may have subscribed to.

12.3. The Client also understands that the advice furnished to the Client may differ from the

advice so furnished to other clients.

12.4. This Agreement does not limit or restrict in any way the Investment Advisor from buying,

selling or trading in any security or other investment for their own account as laid out under

the IA Regulations subject to Clause 13.2.

12.5. The Investment Advisor shall not derive any direct/indirect benefit out of the Client’s

Securities/investment product.

12.6. The Client acknowledges and agrees that the Investment Advisor and/or its affiliates and

their relatives have or may have an outstanding and/or conflicting position in the securities

recommended by the Investment Advisor to the Client.


13.1. Investment Advisor shall be responsible for maintenance of client data as mandated under

the IA Regulations.

13.2. The Investment Advisor shall not enter into transactions on its own account which are

contrary to its advice given to the Client for a period of fifteen (15) days from the day of such

advice. If, during the period of such fifteen (15) days, the Investment Advisor is of the

opinion that the situation has changed, then it may enter into such a transaction on its

own account after giving such revised assessment to the Client at least 24 hours in advance

of entering into such transaction.

13.3. You acknowledge and agree that the Services and any necessary software used in

connection with Services ("Software") contain proprietary and confidential information that

is protected by applicable intellectual property and other laws and treaties. Except as

expressly authorized by the Investment Advisor or other proper third party rights holders,

you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based

on all information, data, text, software, messages or other materials ("Content"), the

Services or Software, in whole or in part except as specifically authorized in a separate

written agreement.

13.4. The Investment Advisor claims no ownership or control over any Content submitted, posted

or displayed by you. You or a third party, as appropriate, retain all patent, trademark and

copyright to any Content you submit, post or display on or through use of Services and you

are responsible for protecting those rights, as appropriate. By submitting, posting or

displaying Content on or through availing the Services which are intended to be available to

the members of the public, you grant the Investment Advisor a worldwide, non-exclusive,

royalty-free license to analyse, reproduce, adapt, modify, publish and distribute such

Content on the website for the purpose of displaying, distributing and promoting the

Investment Advisor’s Services. The Investment Advisor reserves the right to syndicate

Content submitted, posted or displayed by you on or through the Services availed and use

that Content in connection with any service offered by the Investment Advisor.

13.5. The Investment Advisor reserves the right to refuse to accept, post, display or transmit any

Content in its sole discretion.

13.6. Your use of any Software provided by the Investment Advisor will be governed by this

Agreement and any additional terms and conditions of the end user license agreement

accompanying such Software.


14.1 Without prejudice to anything contained in this Agreement, Investment advisor shall not:

a. be liable to the Client for any act, omission or delay by the mutual funds/issuers of


b. breach of any applicable law by the Client; and

c. loss suffered by Client in investment in Securities.

14.2 The Investment Advisor’s Services may provide, or third parties may provide, links to other

World Wide Web sites or resources. The Investment Advisor may have no control over such

sites and resources and you acknowledge and agree that Investment Advisor is not

responsible for the availability of such external sites or resources, and does not endorse and

is not responsible or liable for any Content, advertising, products, or other materials on or

available from such sites or resources.

14.3 Notwithstanding anything contained in this Agreement in no event shall the Investment

Advisor be liable for any loss, direct or indirect, special, consequential and punitive damages

to the Client resulting from:

a. the use or the inability to use Services

b. unauthorized access to or alteration of your transmissions or data

c. any disruption of Service owing to either technical difficulties or infrastructural issues.

d. any other matter relating to Services. The Client expressly agree that the maximum

liability, if so arise, is limited to the Advisory Fees.

14.4 The Client agrees to hold harmless and indemnify the Investment Advisor, and its

subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or

partners, (collectively "Affiliates") from and against any third party claim arising from or in

any way related to your use of Services, violation of this Agreement or any other actions

connected with use of Services, including any liability or expense arising from all claims,

losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys'

fees, of every kind and nature.


15.1. This Agreement shall stand terminated forthwith in the following circumstances:

a. on expiry of the subscription period.

b. on express termination request received from the Client by the Investment Advisor. On

receipt of such request, this Agreement shall be terminated within 3 (three) working

days from receipt of such request.

c. by mutual consent

15.2. This Agreement shall be suspended during any suspension or cancellation of the registration

certificate of the Investment Advisor by SEBI, Further, the Client may terminate this

Agreement by giving a written notice of thirty (30) days to the Investment Advisor if such

suspension or cancellation of the registration certificate continues beyond a period of thirty

(30) days and on the expiry of such notice period, the Agreement shall stand terminated.

15.3. Termination of this Agreement shall not absolve the Parties of any obligations or liabilities

incurred pursuant to this Agreement, prior to the termination of this Agreement. In

particular, Client shall be liable to pay the Subscription Fees and charges in relation to

services rendered prior to the date of termination, if the same is unpaid as of the date of


15.4. Upon termination of this agreement between the Parties, the Investment Advisor

undertakes to refund any balance amount due to the Client after retaining maximum upto 3

months of Advisory Fees and your account will be disabled and you may not be granted

access to the Services.


16.1. Unless otherwise provided herein, all notices or other communications to be given to the

Investment Advisor shall be made in writing and shall be deemed to be duly given or made,

in the case of personal delivery, when delivered, in case of an email, 1 (one) Business Days

after being dispatched on the correct registered email address of the recipient, or, in the

case of a letter, 3 (three) Business Days after being deposited in the post (by registered post,

with acknowledgment due), postage prepaid, to such Party at its address or email id as such

Party may hereafter specify for such purposes to the other by notice in writing.

The addresses referred to above are:

In the case of notices to the Investment Advisor:

Address: 34/2, Phase 1, Rajiv Gandhi Infotech park, Hinjawadi, Pune – 411057,

Maharashtra, India

Email: customercare@alphaniti.in

For attention of: Head – Operations

16.2. A notice or other communication received on a day other than a Business Day, or after

business hours in the place of receipt, shall be deemed to be given on the next following

Business Day in such place.

16.3. The address for serving notices can be changed by any Party by properly serving notices on

the other Parties informing them of the changes of address.

16.4. In the event a Party refuses delivery or acceptance of a notice, request or other

communication, under this Agreement, it shall be deemed that the notice was given upon

proof of the refused delivery, provided the same was sent in the manner specified in this


16.5. The Client agrees that the Investment Advisor may provide the Client with notices, including

those regarding changes to this Agreement by email, regular mail, or postings on the



17.1. Governing Law

This Agreement shall be governed and construed in accordance with the laws of the

Republic of India, and subject to the arbitration provisions contained in this Clause 17.2,

courts located at Pune, Maharashtra, India shall have exclusive jurisdiction with respect to

matters arising out of this Agreement.

17.2. Dispute Resolution

In the event of any dispute the same shall be settled amicably between the Client and

Investment Advisor within 45 business days. If the same is not settles within 45 business

days from when it arose ,any question regarding its existence, validity or termination, shall

be referred to and finally resolved by arbitration in Pune, Maharashtra, India in accordance

with the Arbitration and Conciliation Act, 1996 and any statutory amendments or

modifications thereof for the time being in force.


No failure or delay by a Party in exercising any rights or remedies hereunder shall operate as a

waiver thereof, nor shall any single or partial exercise of any such right or remedy preclude

any other or future exercise of any right or remedy. Except as specifically provided in this

Agreement, none of the Parties, shall be entitled to assign their rights and obligations under

the Agreement to a third party without the prior written consent of the other Party. If any

provision hereof is deemed or adjudged to be unenforceable, the remainder of this Agreement

shall remain in full force and effect and shall not be affected thereby. This Agreement

embodies the entire agreement between Parties with respect to matters set forth herein and

supersedes all prior agreements, understandings, writings and communications between the

Parties, if any, with respect to the matters set forth herein. This Agreement may not be

changed, modified, discharged, or terminated orally or in any manner other than by a written

agreement signed by the Parties. All remedies, either under this Agreement or by Law or

otherwise afforded, will be cumulative and not alternative. This Agreement shall be binding

upon and inure to the benefit of the parties and their respective heirs, administrators,

executors, successors and assigns. Each party has received independent legal advice from its

legal counsel with respect to the advisability of accepting this Agreement and the meaning of

the provisions hereof. The provisions of this Agreement shall be construed as to the fair

meaning and not for or against any party based upon any attribution of such party as the

source of the language in question. Investment advisor shall not be held liable for non-

performance of its obligations under this Agreement, on account of reasons beyond its

control, including but not limited to: act of god, fire, earthquake, riot, robbery, power or

network failures, floods, heavy rains, governmental actions, strikes and wars.


19.1. The Client’s use of Services is at the Client’s sole risk.

19.2. Any material downloaded or otherwise obtained through the use of Services is done at

Client’s own discretion and risk and that the Client will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of

any such material.

19.3. The Investment Advisor has provided payment gateway platform for your convenience and

does not take any direct or indirect, explicit or implicit responsibility for any complaint or

dispute arising out of such payment made on such payment gateway for any reasons


19.4. No control and/or possession of the portal, the services provided there-under and or any

information made available by this portal are transferred to you via these terms and

conditions. The Investment Advisor shall be in control and/or possession of the portal at all


19.5. We retain the right, at our sole discretion, to create limits at any time with or without notice

on storage of Content by Client and are not responsible for the deletion or failure to store

any Content and other communications maintained or transmitted by the Investment


19.6. We may place some advertisements and promotions on our online portal the manner, mode

and extent of advertising are subject to change and we shall not be responsible or liable for

any loss or damage of any sort incurred by you as a result of the presence of such advertisers

on our online portal or your subsequent dealings with such advertisers.

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