Terms and Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "Buyer", or "Vendor") and Acquorum Technologies Private Limited ("Company", "BharatTender", "we", "us", or "our"), governing your access to and use of the BharatTender.ai platform, including the website accessible at bharattender.ai, any associated mobile applications, APIs, and all related services (collectively, the "Platform").

By registering for an account, accessing the Platform, posting a tender, submitting a bid, executing a work order, or otherwise using any feature of the Platform, you confirm that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional guidelines, policies, or rules published on the Platform.

If you are using the Platform on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. If you do not have such authority, or if you do not agree to these Terms, you must not use the Platform.

Users who do not agree to these Terms must immediately discontinue access and use of the Platform.

2. Nature of the Platform — Neutral Intermediary

BharatTender.ai is a B2B digital procurement marketplace that provides structured tendering infrastructure for private businesses. The Company operates exclusively as a neutral technology intermediary and marketplace operator. The following principles define the Company's role:

• BharatTender is not a party to any commercial transaction, tender award, work order, or contract executed between a Buyer and a Vendor on the Platform.
• The Company does not hold, control, or disburse funds. All payment processing is conducted through RBI-licensed payment gateways and regulated escrow service providers.
• The Company does not endorse, guarantee, or warrant the performance, quality, reliability, financial capacity, legal standing, or conduct of any Buyer or Vendor using the Platform.
• Any contract or work order created through the Platform is a direct agreement between the Buyer and the Vendor. BharatTender's role is limited to providing the technology infrastructure for the creation, storage, and digital execution of such agreements.
• BharatTender reserves the right to facilitate, but is not obligated to mediate, any dispute between Buyers and Vendors.

3. Eligibility and Registration

3.1 Eligibility

Access to and use of the Platform is restricted to:

• Registered companies, LLPs, partnership firms, proprietorships, or other business entities incorporated or registered under the applicable laws of India
• Individuals acting in a professional business capacity on behalf of an eligible entity
• Persons who are at least 18 years of age and legally competent to enter into contracts under the Indian Contract Act, 1872

The Platform is not available to individuals accessing it for personal, household, or consumer purposes.

3.2 Account Registration

To access most features of the Platform, you must create a verified account. During registration, you agree to:

• Provide accurate, complete, and up-to-date information including your company name, GSTIN, PAN, CIN, registered address, authorised signatory details, and bank account information
• Complete the KYC/KYB verification process as required by the Platform, which may include submission of government-issued identification, business registration documents, and bank account verification
• Maintain the confidentiality of your login credentials and be responsible for all activity under your account
• Notify us immediately at contact@bharattender.ai if you become aware of any unauthorised access to your account
• Not share your account credentials with any third party

The Company reserves the right to reject, suspend, or terminate any account at its sole discretion, including where information provided is found to be false, incomplete, or misleading.

4. Buyer Obligations and Responsibilities

4.1 Tender Posting

Buyers using the Platform to post tenders agree to:

• Provide complete, accurate, and non-misleading tender specifications, including scope of work, technical requirements, evaluation criteria, timelines, and any mandatory eligibility or compliance criteria
• Post tenders only for genuine procurement requirements backed by actual business need and available budget
• Not post tenders that are illegal, discriminatory, fraudulent, or in violation of applicable law
• Set appropriate tender deadlines that give Vendors a reasonable and fair opportunity to prepare and submit bids
• Evaluate all compliant bids fairly, transparently, and in accordance with the evaluation criteria specified in the tender
• Award tenders based on objective criteria and not engage in collusive or anti-competitive practices
• Communicate tender outcomes (award, rejection, or cancellation) to participating Vendors through the Platform within a reasonable time

4.2 Bid Evaluation and Award

• Buyers acknowledge that bid evaluation is their sole responsibility. BharatTender's AI-powered bid analysis tools are advisory only and do not constitute a recommendation or endorsement of any particular Vendor.
• Once a Buyer formally awards a tender and a work order is executed on the Platform, the Buyer is bound by the terms of that work order.
• Cancellation of an awarded tender or work order may be subject to penalties as specified in the applicable work order terms.

4.3 Payment Obligations

• Buyers agree to make payments as specified in the work order within the agreed payment timeline.
• Delays in payment beyond the agreed timeline will be subject to interest and penalty provisions as specified in the work order.
• Buyers must not initiate chargebacks or payment reversals except in cases of documented fraud or platform-confirmed error.

5. Vendor Obligations and Responsibilities

5.1 Profile and Verification

Vendors using the Platform agree to:

• Maintain an accurate and up-to-date company profile including business registration details, GST compliance status, capabilities, certifications, and service areas
• Complete the Company's KYC/KYB verification requirements, which may include submission of GSTIN, PAN, Udyam/MSME certificate, bank account details, and director/proprietor identification
• Immediately update their profile if any information changes, including GSTIN status, business address, or authorised signatory

5.2 Bid Submission

• Vendors agree that all bids submitted through the Platform represent genuine, commercially viable offers that the Vendor has the technical and financial capacity to fulfil
• Vendors must not submit bids intended to manipulate platform metrics, suppress competitor bids, or create false market signals
• Sealed bids, once submitted, may not be withdrawn or modified after the tender's bid submission deadline without Buyer consent and subject to Platform rules
• Vendors acknowledge that bid pricing, once revealed post-deadline, forms part of the commercial offer and may be relied upon by the Buyer
• Providing false capabilities, fabricated certifications, or misleading information in a bid constitutes a material breach of these Terms and may result in immediate account suspension

5.3 Contract Performance

• Upon acceptance of a work order, Vendors are contractually bound to deliver the specified goods or services in accordance with the scope, quality standards, timeline, and terms set out in the work order
• Vendors must maintain adequate insurance, comply with all applicable labour laws, environmental regulations, and industry standards in the performance of work
• Vendors must not sub-contract work without the prior written consent of the Buyer as specified in the work order

6. Digital Contracts, Work Orders, and DSC

The Platform supports the creation and execution of legally binding digital contracts and work orders. The following terms apply:

• Work orders generated on the Platform and accepted by both parties constitute legally binding agreements under the Indian Contract Act, 1872 and the Information Technology Act, 2000.
• Digital Signature Certificates (DSC) executed through the Platform have the same legal validity as physical signatures under the IT Act, 2000.
• GFR-compliant smart contract templates may be used on the Platform for structured procurement. Any modifications to standard templates must be made before contract execution and agreed upon by both parties.
• BharatTender retains records of executed contracts as a neutral third-party record keeper. These records may be used as evidence in the event of a dispute.
• Users must not attempt to repudiate or deny the authenticity of any contract or work order executed through the Platform using their verified credentials.

7. Payments, Escrow, and Settlement

7.1 Payment Processing

All financial transactions on the Platform are processed through RBI-licensed payment gateways and payment aggregators. By initiating a payment on the Platform:

• You authorise the processing of the specified amount through the selected payment method
• You confirm that you are the authorised holder or signatory of the payment instrument used
• You acknowledge that payment processing timelines are governed by the respective payment gateway's processing rules and applicable banking regulations

7.2 Escrow-Linked Transactions

• For transactions involving escrow, funds are held by a regulated financial institution (escrow agent) and not by BharatTender
• Escrow funds are released upon fulfilment of agreed milestone conditions or as specified in the work order
• BharatTender's role in escrow transactions is limited to triggering release instructions based on confirmed milestone completion or dispute resolution outcomes
• Any dispute regarding escrow funds must be raised through the Platform's dispute mechanism within the timeframe specified in the work order

7.3 Platform Fees

• BharatTender charges a transaction fee on the Gross Merchandise Value (GMV) of each completed transaction. Current fee rates are published on the Platform and may be updated with 30 days' notice.
• Platform fees are deducted at the time of payment settlement and are non-refundable except in cases of platform error or regulatory requirement.
• GST is applicable on all platform fees as per prevailing rates.

7.4 Refunds and Reversals

• Refunds will be processed only where a Buyer's valid cancellation right is exercised before work commencement, or where a Vendor has materially failed to perform and such failure has been determined through the Platform's dispute resolution process.
• Refunds, where approved, will be credited to the original payment source within 7–14 business days.
• BharatTender will not be liable for delays in refund processing caused by banking intermediaries.

8. Dispute Resolution Between Buyers and Vendors

8.1 Initiating a Dispute

In the event of a commercial dispute arising out of or in connection with a tender, bid, work order, or payment on the Platform:

• The aggrieved party must file a formal dispute through the Platform's dispute resolution interface within 14 days of the triggering event
• The dispute filing must include a clear description of the issue, evidence (documents, communications, photographs), and the remedy sought
• BharatTender will notify the other party within 48 business hours of a dispute being filed

8.2 Platform Facilitation

• BharatTender will facilitate structured communication between the disputing parties and may appoint a neutral internal reviewer to assess the merits of the dispute
• The Platform's internal dispute resolution process is advisory and not adjudicatory. BharatTender does not have the authority to legally compel either party to accept a resolution
• BharatTender may, at its discretion, place an escrow hold on disputed funds pending resolution

8.3 Escalation and Legal Remedies

• If a dispute cannot be resolved through the Platform's internal process within 30 days, either party may pursue remedies through arbitration or the competent courts in New Delhi, India
• Any arbitration shall be conducted under the Arbitration and Conciliation Act, 1996, with a sole arbitrator appointed by mutual agreement or, failing that, by the Delhi High Court
• Nothing in these Terms prevents either party from seeking urgent interim relief from a competent court

9. Intellectual Property

9.1 Platform IP

All intellectual property rights in and to the Platform, including but not limited to the BharatTender brand and logo, the software architecture (Next.js/React frontend, Go/Gin + GraphQL API backend, PostgreSQL/MongoDB databases, AI/ML models and vector search infrastructure), algorithms, design elements, user interface, documentation, and content created by the Company, are owned exclusively by Acquorum Technologies Private Limited and/or its co-founders.

Technical intellectual property, including the Platform's core architecture, AI systems, and API design, is owned by and attributed to Rankit Singh as the technical IP owner.

9.2 User Content Licence

By uploading tender documents, bid proposals, company credentials, or any other content to the Platform, you grant the Company a non-exclusive, royalty-free, worldwide licence to store, process, display, and use such content solely for the purpose of operating the Platform and providing its services. This licence does not transfer ownership of your content.

9.3 Restrictions

• You must not copy, reproduce, distribute, reverse-engineer, decompile, or create derivative works from any part of the Platform
• You must not use BharatTender's brand, logo, or trademark without prior written consent
• Scraping, crawling, or automated extraction of data from the Platform is strictly prohibited

10. Prohibited Conduct

The following activities are strictly prohibited on the Platform:

• Submitting false, misleading, or fraudulent tender documents, bid proposals, or company credentials
• Colluding with other Vendors to fix bid prices or restrict competition
• Attempting to identify sealed bid values before the designated bid opening time
• Reverse-engineering or attempting to access the Platform's backend systems, databases, or APIs without authorisation
• Engaging in any form of bid rigging, kickback arrangements, or corrupt practices
• Using the Platform to launder money or conduct transactions that violate PMLA or FEMA
• Harassing, defaming, threatening, or impersonating other users
• Uploading malicious code, viruses, or content that could damage, disable, or impair Platform operations
• Creating multiple accounts to circumvent suspension, verification requirements, or bid restrictions
• Using the Platform for any purpose that violates applicable law or regulation

Violation of any of the above may result in immediate account suspension, legal action, and reporting to appropriate regulatory authorities.

11. Account Suspension and Termination

BharatTender reserves the right to suspend, restrict, or terminate any user account at its discretion in the following circumstances:

• Breach of any provision of these Terms
• Submission of false KYC/KYB documentation or misrepresentation of business details
• Non-payment of platform fees or repeated transaction failures
• Receipt of sustained negative feedback or ratings below the Platform's minimum threshold
• Involvement in fraud, criminal proceedings, or regulatory action
• Failure to comply with a dispute resolution decision within the agreed timeframe

Upon termination, you will lose access to the Platform and all associated data, subject to legal retention obligations. Termination does not affect any liabilities accrued prior to termination.

Users may voluntarily close their account by writing to contact@bharattender.ai. Voluntary closure does not relieve the user of obligations under active work orders.

12. Limitation of Liability

To the maximum extent permitted under applicable law, BharatTender and Acquorum Technologies Private Limited shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive damages arising from your use of the Platform
• Losses arising from the default, fraud, insolvency, or non-performance of any Buyer or Vendor
• Losses arising from errors in tender specifications, bid submissions, or work order terms created by users
• Any interruption, delay, or failure of the Platform due to force majeure events, including natural disasters, government actions, power failures, cyberattacks, or internet service disruptions
• Losses arising from reliance on AI-generated recommendations or analysis provided by the Platform
• Any loss or damage to data, documents, or digital assets uploaded to the Platform

Where liability cannot be excluded by law, BharatTender's aggregate liability to any user in respect of any claim arising out of or in connection with these Terms shall not exceed the total platform fees paid by that user in the 3 months preceding the claim.

13. Warranties and Disclaimers

The Platform is provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we disclaim all warranties, express or implied, including:

• Warranties of merchantability, fitness for a particular purpose, or non-infringement
• Any warranty that the Platform will be uninterrupted, error-free, or free from viruses or other harmful components
• Any warranty regarding the accuracy, completeness, or reliability of any information on the Platform
• Any warranty regarding the financial capacity, technical competence, or legal compliance of any Buyer or Vendor

14. Indemnification

You agree to indemnify, defend, and hold harmless Acquorum Technologies Private Limited, its directors, employees, agents, and successors from and against any claims, losses, damages, liabilities, penalties, fines, legal fees, and expenses arising from:

• Your breach of these Terms or any applicable law
• Your use or misuse of the Platform
• Any dispute between you and another user of the Platform
• Any false or misleading information provided by you on the Platform
• Any third-party claims arising from your procurement activities conducted through the Platform

15. Data Protection Obligations of Users

By using the Platform, you acknowledge that in the course of your procurement activities, you may access personal data of other users' representatives (such as names, email addresses, and phone numbers). You agree to:

• Process any such personal data only for the purpose of the relevant procurement transaction
• Not share, sell, or disclose such data to any third party outside the scope of the transaction
• Comply with the Digital Personal Data Protection Act, 2023 and all applicable data protection laws in respect of personal data accessed through the Platform
• Delete or return personal data of counterparties upon completion or termination of the relevant transaction

16. Third-Party Services and Integrations

The Platform integrates with third-party services including payment gateways, escrow providers, KYC verification services, and cloud infrastructure. The following applies:

• Your use of third-party services accessed through or integrated with the Platform is subject to the respective third party's terms of service and privacy policy
• BharatTender is not responsible for the availability, accuracy, or performance of any third-party service
• Any credentials (including AWS credentials, payment gateway API keys, or other third-party service credentials) entered into or linked through the Platform are stored securely and accessed only for the purpose of delivering the integrated service
• BharatTender does not store raw payment gateway API secrets in user-accessible areas of the Platform. Such credentials are encrypted and accessible only to authorised backend processes

17. Confidentiality

The Platform contains commercially sensitive information including tender documents, bid pricing, procurement strategies, and vendor relationships. Both Buyers and Vendors agree to:

• Treat all bid submissions, tender details, and counterparty information received through the Platform as confidential
• Not disclose tender details, bid pricing, or award outcomes to third parties outside those with a legitimate need to know for the purpose of the transaction
• Not use confidential information obtained through the Platform for any purpose other than the relevant procurement transaction

Confidentiality obligations survive the termination of your account for a period of 3 years.

18. Modifications to the Platform and Terms

18.1 Platform Changes

BharatTender reserves the right to modify, suspend, or discontinue any feature or the entire Platform at any time, with or without notice. We will endeavour to provide advance notice of significant changes.

18.2 Changes to Terms

We may revise these Terms from time to time. Significant changes will be communicated to registered users via email and/or a Platform notice at least 14 days before taking effect. Continued use of the Platform after the revised Terms' effective date constitutes acceptance.

The current version of these Terms is always available at: bharattender.ai/terms

19. Force Majeure

BharatTender shall not be liable for any failure or delay in performance resulting from circumstances beyond our reasonable control, including acts of God, natural disasters, epidemic or pandemic, government actions, war, civil unrest, failure of telecommunications infrastructure, cyberattacks, or failure of third-party services. In such events, our obligations will be suspended for the duration of the force majeure event.

20. Grievance Redressal

In accordance with the Information Technology Act, 2000 (as amended) and rules thereunder, the following officer is designated to address grievances:

Grievance Officer: Rankit Singh

Designation: Co-Founder, Acquorum Technologies Private Limited

Email: contact@bharattender.ai

Postal Address: P No 56, Sector 12-A, Dwarka, New Delhi – 110078

All grievances will be acknowledged within 48 business hours. We will endeavour to resolve grievances within 30 days of receipt.

21. Governing Law and Jurisdiction

These Terms are governed by the laws of India, including but not limited to the Indian Contract Act, 1872, the Information Technology Act, 2000, the Companies Act, 2013, the Arbitration and Conciliation Act, 1996, the Digital Personal Data Protection Act, 2023, and all applicable rules and regulations framed thereunder.

Any dispute arising out of or in connection with these Terms shall first be subject to the dispute resolution process described in Section 8. Disputes that cannot be resolved through that process shall be submitted to binding arbitration in New Delhi, India, under the Arbitration and Conciliation Act, 1996. The courts in New Delhi, India shall have exclusive jurisdiction for all other matters.

22. Severability and Waiver

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. Any failure by the Company to enforce any provision of these Terms shall not constitute a waiver of the Company's right to enforce such provision in the future.

23. Entire Agreement

These Terms, together with the Privacy Policy, the Buyer Onboarding Agreement, the Vendor Onboarding Agreement, and any applicable Work Order and Binding Commitment Agreement, constitute the entire agreement between you and Acquorum Technologies Private Limited with respect to your use of the Platform, and supersede all prior and contemporaneous understandings, representations, and agreements.

24. Contact Information

For any queries, concerns, or notices under these Terms:

Company: Acquorum Technologies Private Limited (Operating as BharatTender.ai)

Email: contact@bharattender.ai

Website: bharattender.ai

Registered Office: P No 56, Sector 12-A, Dwarka, New Delhi – 110078, India

CIN: U62011DL2026PTC464595