Terms of Use

1.1 This Terms of Use ("Terms") is an electronic record in terms of the Information Technology Act, 2000, the rules framed thereunder, the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, the Digital Personal Data Protection Act, 2023, and other applicable laws in force in India. This electronic record is generated by a computer system and does not require any physical or digital signatures.

1.2 The mobile application, website, software platform, APIs, and related services operating under the name TradeBooks (collectively referred to as the "Platform") are owned, managed, operated, and maintained by CropWings Technologies Private Limited, a company incorporated under the provisions of the Companies Act, 2013 and having its registered office at Ten Madhapur, 4A Road, HUDA Techno Enclave, HITEC City, Hyderabad, Telangana 500081, India (hereinafter referred to as the "Company").

For the purpose of these Terms, CropWings Technologies Private Limited, including its successors, affiliates, subsidiaries, group entities, permitted assigns, and representatives, shall wherever the context so requires be referred to as "TradeBooks", "Company", "We", "Us", or "Our".

The terms "You", "Your", "User", "Customer", "Trader", "Buyer", "Seller", "Broker", "Mediator", "Institutional Buyer", or any person accessing, registering, or using the Platform shall collectively refer to the individual or legal entity using the Platform.

1.3 TradeBooks is a technology-enabled digital trade management, trade recording, ledger management, and business record-keeping platform that facilitates the creation, maintenance, organization, management, tracking, reconciliation, sharing, and storage of trade-related information, business records, transaction details, trade histories, digital ledgers, notifications, reminders, reports, and associated commercial data by Users.

The Platform is intended solely to facilitate digital record management and business administration and shall not be construed as providing any marketplace, brokerage, escrow, financing, payment processing, commodity exchange, logistics, legal, taxation, accounting, advisory, or transaction execution services.

1.4 Please read these Terms carefully before accessing, registering for, or using the Platform. By accessing, browsing, registering, creating an account, uploading information, submitting records, or otherwise using the Platform, You acknowledge that You have read, understood, and agreed to be bound by these Terms, Our Privacy Policy, and all other policies, notices, guidelines, and documents incorporated herein by reference.

If You do not agree with any provision of these Terms, You must immediately cease accessing or using the Platform.

1.5 Your continued access to or use of the Platform shall constitute Your express acceptance of these Terms and any subsequent modifications, amendments, updates, revisions, or replacements thereof.

The Company reserves the right, at its sole discretion, to modify, update, amend, suspend, discontinue, or replace any portion of these Terms from time to time in accordance with applicable laws. It shall be Your responsibility to periodically review these Terms for any changes.

1.6 The Company values the trust placed by Users and is committed to maintaining reasonable administrative, organizational, physical, and technical safeguards to protect information made available through the Platform. However, no method of transmission over the internet or method of electronic storage can be guaranteed to be completely secure, and the Company does not warrant absolute security of any information stored or transmitted through the Platform.

2.1 The Platform may be accessed and used by any individual, company, partnership, limited liability partnership, proprietorship, trust, association, cooperative society, educational institution, government body, statutory authority, organization, or other legal entity that is legally competent and authorized to enter into binding agreements under applicable laws.

2.2 By accessing or using the Platform, You represent and warrant that You have the necessary legal authority, rights, approvals, and capacity to accept these Terms and fulfil the obligations arising hereunder, whether acting in Your individual capacity or on behalf of any entity.

2.3 Where You access or use the Platform on behalf of any organization, business, institution, government body, or other legal entity, You represent and warrant that You are duly authorized to bind such entity to these Terms, and all references to "You" shall include such entity.

2.4 The Company reserves the right to refuse registration, suspend access, terminate accounts, request additional verification, or restrict access to the Platform where it reasonably believes that a User does not satisfy the eligibility requirements specified herein.

3.1 In order to access certain features of the Platform, Users may be required to register and maintain an Account. Registration may require submission of information including but not limited to name, mobile number, email address, business details, GST information, trade details, business address, identification documents, or such other information as may be required by the Company from time to time.

3.2 You agree that all information provided by You during registration and throughout the duration of Your use of the Platform shall be true, accurate, current, complete, and not misleading.

3.3 You shall be solely responsible for maintaining the confidentiality and security of Your login credentials and shall immediately notify the Company of any unauthorized access, misuse, breach, compromise, or suspected compromise of Your Account.

3.4 You acknowledge and agree that any activity performed through Your Account shall be deemed to have been performed by You, and You shall remain solely responsible for all actions undertaken through Your Account.

4.1 The Platform may provide technology services and functionalities including, but not limited to:

• (a) Trade record creation and management;
• (b) Counterparty management;
• (c) Digital ledger maintenance;
• (d) Trade tracking and monitoring;
• (e) Trade status management;
• (f) Trade confirmations and acknowledgements;
• (g) Due date management and reminders;
• (h) Business record maintenance;
• (i) Reporting and analytics;
• (j) Document management and storage;
• (k) Trade reconciliation support;
• (l) Notification and communication services.

4.2 The Company may, at its sole discretion and without prior notice, add, remove, suspend, modify, discontinue, replace, enhance, or update any feature, functionality, service, module, integration, workflow, interface, or component of the Platform.

5.1 TradeBooks is solely a technology platform designed to facilitate the digital recording, storage, organization, management, and retrieval of trade-related information provided by Users.

5.2 TradeBooks does not act as:

• (a) Buyer;
• (b) Seller;
• (c) Trader;
• (d) Broker;
• (e) Commission Agent;
• (f) Marketplace Operator;
• (g) Commodity Exchange;
• (h) Auction Platform;
• (i) Financial Institution;
• (j) Escrow Service Provider;
• (k) Lending Platform;
• (l) Payment Processor;
• (m) Logistics Provider;
• (n) Clearing House;
• (o) Tax Consultant;
• (p) Legal Advisor;
• (q) Auditor;
• (r) Valuation Agent;
• (s) Representative or Agent of any User.

5.3 The Company is not a party to any trade, commercial transaction, agreement, arrangement, understanding, negotiation, commitment, contract, purchase, sale, settlement, delivery, payment, or business relationship that may be recorded, reflected, maintained, or referenced through the Platform.

5.4 Any transaction, arrangement, agreement, negotiation, commitment, settlement, payment, delivery, or commercial dealing entered into between Users shall be solely between such Users, and the Company shall bear no responsibility or liability whatsoever in relation thereto.

6.1 You shall use the Platform strictly in accordance with applicable laws, these Terms, and all policies published by the Company from time to time.

6.2 You shall ensure that all information submitted, uploaded, recorded, maintained, synchronized, shared, or otherwise made available through the Platform is accurate, complete, lawful, current, and not misleading

6.3 You shall be solely responsible for all trade records, commodity information, product specifications, quality details, quantity details, pricing information, settlement information, payment information, tax information, delivery information, counterparty information, and other business records entered by You into the Platform.

7.1 The Platform enables Users to create, upload, maintain, organize, store, update, share, and access trade-related information and records for business and commercial purposes.

7.2 All Trade Records available on the Platform are generated, uploaded, maintained, modified, or submitted solely by Users. The Company does not independently create, verify, audit, validate, certify, endorse, or guarantee any Trade Record.

7.3 Users acknowledge and agree that the Company acts solely as a technology service provider facilitating electronic storage and management of Trade Records and shall not be responsible for the accuracy, completeness, legality, validity, enforceability, authenticity, or reliability of any Trade Record.

7.4 Trade Records maintained through the Platform shall not be construed as certified business records, audited records, legal opinions, tax records, financial statements, or government-approved records unless otherwise expressly stated.

7.5 Users shall be solely responsible for retaining supporting documents, invoices, purchase orders, contracts, delivery records, payment records, tax records, and other documentary evidence relating to any transaction recorded through the Platform.

8.1 The Platform may generate ledger summaries, account balances, transaction histories, trade reports, statements, reconciliations, summaries, and related outputs based upon information entered by Users.

8.2 Such ledger information is generated automatically and is dependent upon the accuracy and completeness of information provided by Users.

8.3 The Company does not warrant or guarantee the correctness, accuracy, completeness, reliability, or suitability of any ledger balance, transaction summary, statement, report, or reconciliation generated through the Platform.

8.4 Users are solely responsible for independently verifying and reconciling their business records and accounts.

9.1 The Platform may permit Users to create, maintain, manage, and access information relating to customers, suppliers, buyers, sellers, brokers, agents, mediators, transporters, institutional buyers, processors, manufacturers, or other counterparties.

9.2 The Company does not verify the identity, authority, legal status, business legitimacy, financial standing, creditworthiness, solvency, reputation, or regulatory compliance of any counterparty.

9.3 Users shall conduct their own due diligence before entering into any transaction or business relationship.

10.1 The Platform may permit the sharing, synchronization, exchange, reflection, visibility, acknowledgment, or collaboration of trade-related information between Users.

10.2 Any synchronization, sharing, visibility, acknowledgment, or collaboration feature provided through the Platform is intended solely for convenience and record management purposes.

10.3 Synchronization or visibility of a Trade Record shall not constitute acceptance, approval, confirmation, execution, completion, settlement, or legal acknowledgment of any transaction.

10.4 The Company shall not be responsible for any disputes arising between Users relating to shared records or synchronized information.

11.1 By using the Platform, You consent to receive communications, notifications, alerts, reminders, service messages, announcements, promotional communications, transactional communications, and operational communications through email, SMS, voice calls, WhatsApp, push notifications, in-app notifications, or other communication channels.

11.2 Notifications are provided on a best-effort basis and may be affected by network availability, device settings, service provider restrictions, internet connectivity, technical interruptions, maintenance activities, or other factors beyond the Company's control.

11.3 The Company shall not be responsible for delayed, failed, interrupted, blocked, or undelivered notifications.

12.1 Users retain ownership of Trade Records, documents, information, files, content, and materials submitted to the Platform.

12.2 By uploading, submitting, storing, synchronizing, or otherwise making content available through the Platform, Users grant the Company a non-exclusive, worldwide, royalty-free, transferable, and limited license to host, store, process, reproduce, display, transmit, synchronize, backup, analyze, secure, and otherwise use such content solely for the purpose of operating and improving the Platform.

12.3 Users represent and warrant that they possess all necessary rights, permissions, licenses, approvals, and authorizations required to upload and use such content.

13.1 The collection, storage, processing, sharing, transfer, disclosure, retention, and protection of Personal Data shall be governed by the Company's Privacy Policy.

13.2 The Company shall process Personal Data in accordance with applicable laws, including the Digital Personal Data Protection Act, 2023, and other applicable regulations.

13.3 Users acknowledge and agree that the Company may collect, process, store, transfer, analyze, and use information necessary for providing, maintaining, improving, securing, and administering the Platform.

14.1 The Platform and all rights therein, including software, source code, object code, databases, APIs, workflows, designs, graphics, interfaces, trademarks, logos, trade names, service marks, content, documentation, and proprietary technology are owned by or licensed to the Company.

14.2 Nothing contained in these Terms shall be construed as granting any right, title, license, or interest in any intellectual property belonging to the Company.

14.3 Users shall not copy, modify, distribute, reproduce, reverse engineer, decompile, disassemble, scrape, extract, or otherwise exploit any part of the Platform without prior written permission from the Company.

15.1 Users shall not:

• (a) Submit false or misleading information;
• (b) Create fraudulent records;
• (c) Misrepresent identity or authority;
• (d) Violate any applicable law;
• (e) Engage in money laundering or illegal transactions;
• (f) Interfere with Platform operations;
• (g) Attempt unauthorized access;
• (h) Upload malware, viruses, or harmful code;
• (i) Reverse engineer the Platform;
• (j) Infringe intellectual property rights;
• (k) Circumvent security measures;
• (l) Use automated tools to extract Platform data without authorization.

16.1 The Platform is provided on an "As Is", "As Available", and "With All Faults" basis.

16.2 The Company does not warrant that:

• (a) The Platform will operate uninterrupted;
• (b) The Platform will be error-free;
• (c) Information available on the Platform will be accurate;
• (d) Trade Records will be complete;
• (e) Counterparties will perform obligations;
• (f) Payments will be received;
• (g) Deliveries will be completed;
• (h) Commercial outcomes will be achieved.

16.3 Users acknowledge that all commercial decisions and business judgments remain solely their responsibility.

17.1 To the fullest extent permitted by applicable law, the Company shall not be liable for any indirect, incidental, consequential, punitive, exemplary, special, or economic damages arising from or relating to the use of the Platform.

17.2 The Company shall not be liable for:

• (a) Trade disputes;
• (b) Payment defaults;
• (c) Delivery failures;
• (d) Business interruption;
• (e) Loss of profits;
• (f) Loss of revenue;
• (g) Loss of goodwill;
• (h) Data inaccuracies;
• (i) Counterparty misconduct;
• (j) Unauthorized access caused by User negligence.

18.1 Users agree to indemnify, defend, and hold harmless the Company, its directors, officers, employees, affiliates, agents, representatives, successors, and assigns from and against any claims, liabilities, losses, damages, penalties, costs, expenses, or legal proceedings arising out of:

• (a) Violation of these Terms;
• (b) Violation of applicable laws;
• (c) Fraudulent activities;
• (d) Incorrect information submitted by Users;
• (e) Third-party disputes;
• (f) Misuse of the Platform.

19.1 The Company may perform maintenance, upgrades, enhancements, modifications, repairs, testing, or updates to the Platform from time to time.

19.2 The Company does not guarantee uninterrupted availability of the Platform and may suspend access during maintenance or unforeseen circumstances.

20.1 The Company reserves the right to suspend, restrict, disable, investigate, or terminate any Account at its sole discretion where:

• (a) These Terms are violated;
• (b) Fraud is suspected;
• (c) Security risks are identified;
• (d) Regulatory obligations require action;
• (e) Platform misuse is detected.

20.2 Termination of access shall not affect any rights, obligations, liabilities, claims, or remedies accrued prior to termination.

21.1 The Company shall not be liable for any failure, delay, interruption, degradation, or inability to perform its obligations resulting from events beyond its reasonable control including natural disasters, floods, earthquakes, pandemics, government actions, cyberattacks, telecommunications failures, internet outages, labor disputes, war, civil unrest, or power failures.

22.1 The Company reserves the right to amend, revise, update, modify, or replace these Terms at any time.

22.2 Updated Terms may be published through the Platform and shall become effective upon publication unless otherwise specified.

22.3 Continued use of the Platform following publication of revised Terms shall constitute acceptance of such revised Terms.

23.1 These Terms shall be governed by and construed in accordance with the laws of India.

23.2 Any dispute arising out of or relating to these Terms or the Platform shall first be attempted to be resolved amicably through good-faith discussions between the parties.

23.3 If such dispute cannot be resolved amicably, it shall be referred to arbitration in accordance with the Arbitration and Conciliation Act, 1996.

23.4 The seat and venue of arbitration shall be Hyderabad, Telangana, India.

23.5 The language of arbitration shall be English.

24.1 Subject to Clause 23, the courts located at Hyderabad, Telangana, India shall have exclusive jurisdiction over matters arising from or relating to these Terms and the Platform.

25.1 Users may submit grievances, complaints, notices, concerns, or requests relating to the Platform through the contact details provided by the Company.

25.2 The Company shall endeavor to address grievances within reasonable timelines in accordance with applicable laws.

CropWings Technologies Private Limited Registered Office: Ten Madhapur, 4A Road, HUDA Techno Enclave, HITEC City, Hyderabad, Telangana 500081, India

Email: sai.vignesh@cropwings.com

Website: https://tradebooks.cloud Contact Number: 7997711557