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The Unit Subscription Agreement is a fundamental document used in the Indian investment funds industry to formalize the relationship between an investment fund and its unit holders. This agreement is essential when an investor wishes to subscribe to units in any collective investment scheme, mutual fund, or alternative investment fund in India. The document must comply with SEBI regulations, the Indian Contract Act, and other relevant securities laws. It typically includes detailed provisions about the subscription process, unit pricing, investor representations, compliance requirements, and ongoing rights and obligations. The agreement serves as a critical risk management tool by clearly documenting the terms of investment and ensuring regulatory compliance while protecting both the fund's and investor's interests.

1. Parties: Identification of the fund/issuer and the subscriber, including their complete legal names and addresses

2. Background: Context of the unit offering, brief description of the fund/scheme, and purpose of the subscription

3. Definitions: Definitions of key terms used throughout the agreement

4. Subscription and Payment Terms: Details of units being subscribed, subscription price, and payment mechanics

5. Conditions Precedent: Conditions that must be satisfied before the subscription becomes effective

6. Representations and Warranties: Standard representations from both parties, including subscriber's eligibility and issuer's authority

7. KYC and Compliance Requirements: Obligations regarding Know Your Customer and regulatory compliance

8. Unit Issuance and Registration: Process and timing for issuing and registering the units

9. Rights and Obligations: Ongoing rights and obligations of both parties

10. Indemnification: Mutual indemnification provisions

11. Confidentiality: Provisions regarding confidential information

12. Notices: Process and requirements for formal communications

13. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction details

14. Miscellaneous: Standard boilerplate provisions including amendments, assignments, and severability