ProcureHub Platform Terms of Use

1. Definitions

• Buyer means a user who posts procurement requirements and evaluates bids on the Platform.
• Seller (Vendor) means a user who submits bids or offers in response to Buyer requirements.
• User means any Buyer, Seller, Affiliate, or Admin who accesses the Platform.
• Content means any data, text, documents, bids, requirements, or materials you submit or display on the Platform.
• Services means the procurement marketplace, bidding, contracting, and related features provided through the Platform.

2. Eligibility and Account

• You must be at least 18 years old and legally capable of entering into binding contracts. If you are a company, you must be duly incorporated and authorised to use the Platform.
• You agree to provide accurate, current, and complete information during registration and to update it as needed. We may verify your identity or company details and suspend or terminate accounts that are inaccurate or fraudulent.
• You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. You must notify us promptly of any unauthorised use.

3. Use of the Platform

3.1 Permitted Use

You may use the Platform only for lawful B2B procurement and selling activities in accordance with these Terms and applicable laws, including the laws of India.

3.2 Prohibited Conduct

You must not:

• Use the Platform for any illegal purpose or in violation of any applicable law, including the Indian Contract Act 1872, the Information Technology Act 2000, and tax (including GST) regulations.
• Post false, misleading, or defamatory Content; infringe any third party's intellectual property or privacy rights; or upload malicious code or content that could harm the Platform or other users.
• Collude with other users to manipulate bids, prices, or outcomes, or engage in any anti-competitive or fraudulent behaviour.
• Scrape, reverse-engineer, or attempt to gain unauthorised access to the Platform, its systems, or other users' data.
• Use the Platform to distribute spam, unsolicited communications, or advertising outside permitted channels.
• Represent that you have authority to bind a company when you do not, or misrepresent your identity, business, or qualifications.

We reserve the right to remove Content, suspend or terminate accounts, and report conduct to authorities as we deem necessary.

4. Buyer Terms

• When you post a requirement, you represent that you have the authority to procure on behalf of your organisation and that the information you provide (including specifications, quantities, and commercial terms) is accurate and not misleading.
• Posting a requirement does not obligate you to award any bid. You are responsible for evaluating bids in good faith and in accordance with your organisation's policies and applicable law.
• You are responsible for the accuracy of purchase orders, delivery and payment terms, and any contracts you enter into with Sellers. The Platform facilitates discovery and contracting but is not a party to transactions between Buyers and Sellers unless otherwise stated.

5. Seller Terms (Bidding)

• When you submit a bid, you represent that you have the authority to offer goods or services on behalf of your organisation and that your bid (including price, delivery, and other terms) is accurate and binding to the extent permitted by the requirement and these Terms.
• Bids may be binding in accordance with the requirement type and the Buyer's stated process. Withdrawal of bids may be permitted only where the Platform or the requirement allows it and within any stated timeframe.
• You must not submit bids that you do not intend to honour, or that you know you cannot fulfil. You are responsible for compliance with applicable laws (including tax, GST, and export/import) in performing any awarded contract.
• The Platform may display your business name, profile, and bid information to Buyers as necessary for the procurement process.

6. Transactions and Commercial Terms

• Transactions (including formation of contract, payment, delivery, and dispute resolution) are between the Buyer and the Seller. The Company acts as an intermediary platform and is not responsible for the performance, quality, or legality of goods or services transacted, except as required by applicable law.
• All commercial terms (prices, payment terms, delivery, warranties, etc.) are as agreed between the Buyer and the Seller. Invoices, GST, and tax compliance are the responsibility of the transacting parties.
• Where the Platform supports purchase orders, e-signatures, or payments, your use of such features is subject to these Terms and any additional terms presented at the time of use (e.g. third-party payment or e-sign providers).

7. Fees and Payments

Use of the Platform may be subject to fees as displayed on the Platform or in separate agreements. You agree to pay all applicable fees and taxes (including GST) in accordance with the then-current pricing and payment terms. Refunds or credits are governed by our refund policy and applicable law.

8. Intellectual Property and Content

The Platform (including its design, software, and branding) is owned by the Company or its licensors. You retain ownership of Content you submit. You grant the Company a non-exclusive, royalty-free, worldwide licence to use, store, display, and process your Content as necessary to operate the Platform and provide the Services, and to improve our services in accordance with our Privacy Policy.

9. Privacy and Data Protection

Your use of the Platform is also governed by our Privacy Policy. We process personal and business data in accordance with the Information Technology Act 2000, the Digital Personal Data Protection Act 2023 (DPDP Act), and our Privacy Policy. By using the Platform, you consent to such processing where consent is required.

10. Disclaimers

The Platform and Services are provided "as is" and "as available". We do not warrant that the Platform will be uninterrupted, error-free, or free of harmful components. We do not guarantee the quality, legality, or suitability of any requirement, bid, or user. You are solely responsible for your own due diligence and decisions.

11. Limitation of Liability

To the maximum extent permitted by applicable law, the Company and its affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages. Our total liability for any claims arising under or in connection with these Terms or the Platform shall not exceed the greater of (a) the fees paid by you to the Company in the twelve (12) months preceding the claim, or (b) Indian Rupees Ten Thousand (INR 10,000). Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud, or any liability that cannot be excluded or limited under applicable law.

12. Indemnity

You agree to indemnify, defend, and hold harmless the Company and its affiliates from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or related to your use of the Platform, your Content or conduct, your breach of these Terms, or any transaction or dispute between you and another user, except to the extent caused by our gross negligence or wilful misconduct.

13. Termination and Suspension

We may suspend or terminate your access at any time for breach of these Terms, suspected fraud or illegal activity, or for any other reason we consider necessary. You may close your account by contacting us. Upon termination, we may retain and use your data as described in our Privacy Policy and as required by law.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of India. Any dispute arising out of or in connection with these Terms or the Platform shall be subject to the exclusive jurisdiction of the courts at [Mumbai / Delhi / Insert City], India. Before initiating any legal proceedings, you agree to attempt to resolve the dispute by contacting us in writing.

15. Grievance Officer

In compliance with the Information Technology Act 2000 and rules thereunder, we have designated a Grievance Officer. You may contact the Grievance Officer for any complaints or concerns regarding the Platform or your data:

• Name: [Insert Grievance Officer Name]
• Email: [Insert Grievance Officer Email]
• Address: [Insert Registered Office Address]

We will endeavour to respond within a reasonable time as required by applicable law.

16. General

These Terms, together with the Privacy Policy and any additional terms for specific features, constitute the entire agreement between you and the Company. We may update these Terms from time to time; we will notify you of material changes by posting the updated Terms on the Platform and updating the "Last updated" date. Your continued use after the effective date of changes constitutes acceptance. If any provision is held invalid or unenforceable, the remaining provisions will remain in effect. You may not assign or transfer these Terms or your account without our prior written consent.