Disclaimer

By accessing the website, by reading any blog post or marketing page, by subscribing to a paid plan, by joining the Telegram channel, by opting in to WhatsApp alerts, or by communicating with our team in any way, you confirm that you have read this Disclaimer in full and accept it. If any provision is unacceptable to you, do not use the Service; close the website and unsubscribe from all communications. We will treat absence of a written objection as acceptance.

The "Last Updated" date at the top of this page indicates the version of this Disclaimer currently in force. Where the law requires, we will notify registered users of material changes by email; non-material changes — clarifications, typographical corrections, hyperlink updates — may be made without notice and take effect from the date of publication.

Nothing on this website, in our marketing materials, in our blog posts, in our social-media posts, in our Telegram channel, on our WhatsApp broadcast, or in any individual communication from any Sleeping Trade representative constitutes investment advice, financial advice, trading advice, retirement-planning advice, tax advice, legal advice, or any other category of advice regulated by the Securities and Exchange Board of India ("SEBI"), the Reserve Bank of India ("RBI"), the Insurance Regulatory and Development Authority of India ("IRDAI"), the Pension Fund Regulatory and Development Authority ("PFRDA"), the United States Securities and Exchange Commission ("SEC"), the United States Commodity Futures Trading Commission ("CFTC"), the Financial Industry Regulatory Authority ("FINRA"), or any comparable regulator in any other jurisdiction.

The Service is a technology platform that allows you to deploy a systematic, rules-based trading strategy in your own broker account. It is for users who have already made an informed, independent decision that they wish to deploy such a strategy with the capital they have, in the segments they choose, at the risk they have decided to bear. We provide the strategy stack and the execution code; we do not advise you on whether to use them, on how much capital to deploy, or on whether the strategy fits your overall financial circumstances. Those decisions are yours and yours alone.

If you require regulated investment advice, please consult a SEBI-registered Investment Adviser (in India), a SEC-registered Investment Adviser (in the USA), or an equivalently authorised professional in your jurisdiction. The directories of these professionals are public; SEBI's registered IA list is available on the SEBI website, and the SEC's IAPD database is available on the SEC website.

Sleeping Trade LLC and Sleeping Trade India are not registered with SEBI in any capacity. Specifically, we are not:

• A SEBI-registered Investment Adviser ("IA") under the SEBI (Investment Advisers) Regulations, 2013.
• A SEBI-registered Research Analyst ("RA") under the SEBI (Research Analysts) Regulations, 2014.
• A SEBI-registered Portfolio Manager ("PM") under the SEBI (Portfolio Managers) Regulations, 2020.
• A SEBI-registered Stock Broker or Sub-broker under the SEBI (Stock Brokers) Regulations, 1992.
• A SEBI-registered Mutual Fund or Asset Management Company.
• A SEBI-registered Alternative Investment Fund or Venture Capital Fund.
• A SEBI-registered Depository Participant.
• A SEBI-registered Vault Manager, Investment Banker, Custodian, or Credit Rating Agency.

What this means in practice. (a) We do not give you personalised investment recommendations of the kind a SEBI-registered IA is licensed to give. (b) We do not publish research reports of the kind a SEBI-registered RA is licensed to publish. (c) We do not manage portfolios on a discretionary or non-discretionary basis as a SEBI-registered PM does. (d) We do not custody your funds; your funds are held by your SEBI-registered stock broker, who is the entity SEBI regulates in the chain.

The Service is a technology product, used by you in your own broker account, under your own decisions about whether and when to use it. You are responsible for ensuring that any third party offering you advice in connection with our Service is themselves authorised to provide that advice; we are not responsible for unauthorised representations made by third parties.

Sleeping Trade LLC is not regulated by the Reserve Bank of India. We are not a bank, a non-banking financial company ("NBFC"), a payment system provider, a payment aggregator, a payment gateway, an account aggregator, or any other category of entity for which the RBI is the regulator. We do not accept deposits, hold customer funds, lend money, issue cards, operate a wallet, or process payments on a principal basis.

Our payment partner, Razorpay Software Private Limited, is an RBI-authorised Payment Aggregator. Razorpay's authorisation does not extend to us; it covers Razorpay's own role of receiving, processing, and settling payments on behalf of merchants. When you pay for a Sleeping Trade subscription, the payment flows from your bank or card to Razorpay, and Razorpay settles the net amount to our merchant account after deducting Razorpay's processing fee. We never see, store, or process your raw card or bank details; the regulated payment relationship is between you and Razorpay (and your card network and bank).

Funds in your trading account are held by your SEBI-registered stock broker, who is required to maintain client funds in segregated accounts under the SEBI Master Circular for Stock Brokers and the Exchange's directions. The investor-protection framework applicable to broker insolvency is set out by SEBI and the exchanges, including the Investor Protection Fund maintained by each exchange. We have no role in that framework.

Any performance figures shown on the Service — on the home page, on the results page, in pricing comparisons, in pitch decks, in marketing emails, in blog posts, on social media, or in private communications — are illustrative. They are derived from one or more of: (a) backtested simulations applied to historical market data, (b) live results from internal accounts run by the Sleeping Trade team, (c) live results from a small number of pilot users who have voluntarily shared their data, or (d) modelled returns based on assumptions stated in context. They are not a track record of any specific user's account, and they are not a promise, prediction, or guarantee of the returns you will experience.

5.1 Backtest assumptions

Our backtests model trades as they would have been placed in a representative Indian retail trading account, using publicly available historical price data for NIFTY 50, BankNifty, F&O contracts, and the underlying constituents. Our standard assumptions include round-trip transaction costs (brokerage, STT, exchange transaction charges, GST on brokerage, SEBI turnover charges, stamp duty), a slippage model that adds a small adverse fill on every entry and exit, a margin model that respects SPAN-plus-exposure, and a position-sizing rule based on the user's notional capital. We do not model: (a) every microstructural friction; (b) every black-swan or force-majeure event; (c) the user's behavioural overrides during drawdowns.

5.2 Survivorship and look-ahead bias

Where stock-specific strategies are backtested, we use point-in-time index constituents wherever the data are available; where they are not, the backtest is run against current constituents, which understates the survivorship-bias correction. Look-ahead bias is mitigated through strict timestamping of inputs, but no mitigation is perfect.

5.3 Why live differs from backtest

Live results inevitably differ from backtests, sometimes materially. Reasons include: live slippage being larger than modelled, broker rate-limit-driven order rejections, partial fills, regime changes that the backtest did not see, regulatory changes (lot sizes, weekly-expiry availability, margin rules), behavioural overrides by the user, and the cumulative effect of a hundred small frictions that backtests cannot fully capture.

Statements on this website that are not historical fact — including statements about expected returns, target performance, the future feature set of the Service, the future addition of brokers or strategies, the regulatory environment, the macro environment, the future state of the Indian retail trading market, or any other forward-looking matter — are forward-looking statements. They are based on the Sleeping Trade team's current beliefs, models, and assumptions, all of which are subject to change without notice.

Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to differ materially from any future results, performance, or achievements expressed or implied by such statements. These factors include, but are not limited to: changes in regulatory rules issued by SEBI, RBI, or the exchanges; changes in broker API availability or terms; changes in market structure; changes in volatility regimes; macroeconomic shocks; geopolitical events; and changes in tax law that affect the after-tax economics of the strategy.

You should not place undue reliance on forward-looking statements. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made, or to reflect the occurrence of unanticipated events.

Our blog, knowledge base, marketing pages, and educational content reference and link to third-party sources — including SEBI circulars and reports, RBI publications, exchange notifications, news articles, academic papers, and industry research. We have endeavoured to use credible sources and to summarise them accurately. We are not responsible for the accuracy, completeness, currency, or legality of third-party content, and we do not endorse the views expressed in any third-party source merely by linking to it.

External links open new third-party websites that have their own terms of use, privacy policies, and security practices. By following an external link, you leave our control. Read the destination website's terms before sharing any personal information; we are not responsible for the practices of websites we link to.

Where we summarise SEBI or RBI publications, the summary is for educational purposes; the original notification, circular, or rule is the authoritative source. In the event of any inconsistency between our summary and the original, the original prevails. We will correct identified inaccuracies promptly when notified at legal@sleepingtrade.in.

Software, algorithms, and infrastructure are imperfect. Despite our investment in testing, monitoring, and security, the Service may at any time experience: (a) software bugs that produce unexpected outputs; (b) algorithm misbehaviour in market regimes the algorithm was not designed for; (c) infrastructure outages including AWS region issues, database outages, network partitions, and DNS failures; (d) third-party-service outages including broker API downtime, exchange-side issues, and payment-gateway outages; (e) cybersecurity incidents despite our defensive measures.

To the maximum extent permitted by applicable law, we disclaim liability for losses caused by these technology factors, except where the loss is the direct result of our gross negligence or wilful misconduct. The limitation of liability set out in our Terms of Service caps our aggregate liability and applies to all claims arising from or relating to technology factors.

You retain ultimate responsibility for monitoring your account. The dashboard, the WhatsApp alerts, and the daily PnL summary exist to keep you informed; you should review them at the start and end of every trading day. If you observe anomalous behaviour — orders you did not authorise, positions you did not expect, or alerts whose content does not match dashboard state — revoke API access at the broker immediately and contact support@sleepingtrade.in with subject line "EMERGENCY".

Sleeping Trade does not provide tax advice. The tax treatment of trading income — including F&O income, equity capital gains, dividends, and securities-transaction-tax incidence — depends on individual circumstances and is governed by the Income Tax Act, 1961, the GST Acts (for any GST incidence on your subscription), and the relevant rules and notifications. Specific factors that influence treatment include your residential status, the segment in which you trade, your turnover, whether you have a tax audit, and the elections you have made under the Income Tax Act.

For Indian residents, we strongly recommend consulting a Chartered Accountant who is familiar with trader taxation, including the treatment of F&O income as non-speculative business income, the carry-forward of losses, the ₹10 crore audit threshold for primarily-digital businesses, advance tax obligations, and the interplay with TDS on subscription invoices.

For non-resident Indians and US persons trading Indian markets, additional considerations apply: TDS on F&O income, withholding on dividends, FEMA reporting, the application of the India-USA Double Taxation Avoidance Agreement, the Foreign Account Tax Compliance Act ("FATCA") to the extent applicable, and the Common Reporting Standard ("CRS"). These matters require specialist advice; consult a US tax adviser with India experience and an Indian CA familiar with NRI taxation.

Our Terms of Service and Risk Disclosure are incorporated into this Disclaimer by reference. Together with the Privacy Policy, the Refund Policy, and the Cookies Policy, they constitute the entire agreement between you and Sleeping Trade LLC concerning your use of the Service, and supersede any prior or contemporaneous representations on the same subject.

If any provision of this Disclaimer or any incorporated document is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permitted by law and the remaining provisions will remain in full force and effect. Our failure to enforce any provision will not constitute a waiver of that or any other provision. Section headings are for convenience only and do not affect interpretation.

The Service is intended for individuals who are residents of India or Non-Resident Indians holding valid Indian trading and demat accounts permitted to trade Indian securities. The website is targeted at, and the marketing is directed to, the Indian retail-trader audience. Pricing is quoted in Indian Rupees, GST is applied per Indian rates, dispute resolution is anchored in Indian courts and Indian arbitration, and the strategy stack is designed for Indian instruments — NIFTY, BankNifty, single-stock F&O on NSE-listed names — using Indian lot sizes, Indian settlement cycles, and Indian-market trading hours.

The Service is not intended for residents of jurisdictions where (a) algorithmic trading by retail individuals is restricted or prohibited; (b) third-party automated execution within an individual's brokerage account is restricted or prohibited; (c) the marketing of unregulated investment-related technology services to retail individuals is restricted; (d) the import or use of cryptography embedded in the Service is restricted; or (e) economic or trade sanctions imposed by the Government of India or by the United States Government cover the user or the user's jurisdiction of residence. We make no representation that the Service is appropriate or available for use in any specific jurisdiction outside India. Users who access the Service from outside India do so on their own initiative and are responsible for compliance with their local law, including currency-control rules, tax-reporting obligations, and any registration or notification requirements applicable to receiving algorithmic execution services from an overseas technology provider.

If you become aware that your continued use of the Service would violate the law of your jurisdiction, you should immediately discontinue use, revoke API access from the broker dashboard, and request a refund in accordance with our Refund Policy where applicable. We will cooperate in good faith with reasonable requests to suspend processing in light of foreign-law concerns and to assist with any orderly exit. We will not, however, treat user-side jurisdictional issues as service-deficiency claims; once the Service has been delivered as described, the contractual price has been earned irrespective of the user's individual regulatory situation.

Mentions of Sleeping Trade in third-party publications — newspapers, magazines, podcasts, YouTube videos, blog posts, social media, or industry reports — are independent of us. We do not control the editorial content of third-party publications. Inclusion of Sleeping Trade in a "best of" list, an industry report, or any award programme does not constitute regulatory endorsement or any guarantee of the Service's quality.

Awards and rankings, where mentioned, are based on the methodology of the entity issuing them. Different methodologies produce different rankings; one platform's "best" may not be another's. You should review the methodology before relying on any ranking, and you should not use rankings as a substitute for your own diligence.

Where we quote or summarise media coverage, we will identify the source. We will not selectively quote in a way that misrepresents the source's overall position; if you believe we have, please notify legal@sleepingtrade.in and we will correct.

Testimonials, case studies, screenshots, and user quotes shown on the Service represent the experience of the individual user concerned at the time the testimonial was given. They are not representative of typical results, and they are not a guarantee of the results you will experience. Trading outcomes vary materially from user to user based on capital, plan tier, broker, market conditions, and individual behaviour during drawdowns.

We do not pay for testimonials; we do not edit testimonials in a way that changes their substance; we do not fabricate testimonials. Where a testimonial is given by an employee, contractor, advisor, or family member of a Sleeping Trade team member, we will identify the relationship. Where a testimonial is anonymised at the user's request, the underlying account record is on file and the relationship was independently verified at the time of collection.

If you have a testimonial we have published and you wish to update or withdraw it, write to legal@sleepingtrade.in; we will action the request within five business days.

By using the Service you agree that no fiduciary, agency, trust, or comparable relationship of trust and confidence arises between you and Sleeping Trade LLC. We are a technology service provider; the relationship between us is purely contractual, governed by the Terms of Service and the documents incorporated therein. We do not act as your investment manager, your broker, your trustee, or your custodian, and we do not owe you the heightened duties that those relationships would entail under Indian or US law. In particular, we do not owe you a duty of best execution beyond the standard implicit in the contract, a duty of loyalty in the sense applicable to portfolio managers, or a fiduciary duty of disclosure beyond the disclosures we make in this Disclaimer, the Risk Disclosure, the Privacy Policy, and the Terms of Service.

This disclaimer is consistent with the structure of the Service: funds remain in your broker account at all times; trading decisions are governed by the strategy stack you have subscribed to, which you have selected with knowledge of its rules and risk profile; and we do not exercise discretion over your overall portfolio, your asset allocation, or your financial planning. Those areas are yours to manage, with the assistance of regulated professionals if you choose. The contractual scope of our role is narrow and is reflected in the price we charge: a subscription for software access and signal/execution services, not the much higher fee that a fiduciary engagement would command.

Where the law of your jurisdiction implies any non-disclaimable fiduciary duty notwithstanding this Disclaimer, the duty is honoured to the minimum extent required by that law and is not extended further by implication. The drafting of this Disclaimer has been carried out with reference to Indian and US standards; if you are in a jurisdiction with materially different defaults, you are responsible for satisfying yourself that the contractual structure is acceptable to you before subscribing.

We may update this Disclaimer from time to time. The most recent version published on the website governs your use of the Service from its effective date. Where we make a material change — for example, the addition of a new restricted jurisdiction or a new category of disclaimer — we will notify registered users by email and display a banner on the home page for at least fifteen days before the effective date.

Continued use of the Service after the effective date of an amendment constitutes acceptance of the amended Disclaimer. If you do not agree with an amendment, you may terminate your subscription before the effective date and request any applicable refund per our Refund Policy.

For any question or concern about this Disclaimer:

• Legal: legal@sleepingtrade.in
• Customer support: support@sleepingtrade.in
• Postal: Sleeping Trade LLC, Delaware, United States of America. Full registered office on request to verified subscribers.

We acknowledge messages within forty-eight business hours and aim to respond substantively within seven business days for standard requests, fifteen working days for matters requiring legal review.