Please read the following User Agreement carefully before using or accessing the Platform or the Services:
Machine Spares believes that the user(s)’s subscription or use of the Platform means that you have fully read, understood and accepted the Agreement.

All the terms and conditions listed here for the Marketplace E-commerce Entity (as defined below) as well as for B2B E-commerce Sellers (as defined below) are in accordance with the Consolidated FDI policy issued in 2020, Foreign Exchange Management (Non-Debt Instrument) Rules, 2019 or any law applicable to Machine Spares (“Applicable Law”).

If You do not agree to or wish to be bound by the Agreement You may not access or otherwise use the Platform (as defined below) .

USER AGREEMENT

The website by the domain name machine-spares.com and the mobile application ‘Machine Spares’ (hereinafter collectively referred to as the “Platform”) are owned and managed by Machine Spares.

Any and all use of this Platform is subject to, and constitutes acknowledgment and acceptance of, the terms and conditions set out under this Agreement. It is mandatory for all users of the Platform to have read carefully, fully understand and be in total agreement with the terms of this Agreement before they proceed to use any of the services of the Platform (“Services“). The Services are available only to those individuals, firms or companies who can form legally binding contracts under the Applicable Law. Your use of the Platform is governed by this Agreement.

Machine Spares is (a) the provider of online B2B marketplace e-commerce service, where branded products are displayed online by the various sellers, duly registered on the Platform on a non- exclusive basis, for sale and You can purchase the same, subject to this Agreement (“Marketplace E- commerce Entity”); (b) seller engaged only in B2B e-commerce activities through the Platform (“B2B E-commerce Seller”) in accordance with the Applicable Law. Accordingly, the [details of the products] that are displayed and showcased on the Platform (“Products”) may be either sold by a third-party seller duly registered on the Platform (“Third-Party Seller”) or directly by Machine Spares in its capacity as B2B E-commerce Seller (collectively referred to as “Sellers” and individually as “Sellers”).

AMENDMENT TO USER(S) AGREEMENT

Machine Spares may change, modify, amend, or update this Agreement from time to time and the same shall be informed to You through the Platform or email on the email address provided by you and the amended and restated Agreement shall be effective immediately If You do not adhere to the changes, You must stop using the Platform. Your continuous use of the Platform will signify Your acceptance of the changed terms of the Agreement.

USER(S) ELIGIBILITY

“User(s)” shall mean any individual (representing any business entity/organisation) or business entity/organization that legally operates in India or in other countries, uses, accesses and has the right to use or access the Services provided by Platform. Our Services are available only to those Users who can form legally binding contracts under the applicable law including but not limited to the Indian Contract Act, 1872. It is hereby clarified that Machine Spares does not engage in or provides the Platform for any retail activities, accordingly, a User shall not be allowed to register and use the Platform in their individual capacities. They can only register or access the Platform on behalf of a business entity. Accordingly, You represent that You are duly authorized by the business entity to accept this User Agreement and You have the authority to bind that business entity to this User Agreement.

Machine Spares advises its Users that while accessing the Platform, they must follow/abide by the Applicable Laws, Machine Spares is not responsible for the possible consequences caused by Your behaviour during your use of Platform. Machine Spares, reserves the right, in its sole discretion, to terminate Your membership, Account and/or refuse to provide You with access to the Platform at any time.

Machine Spares records buying and browsing activities of our Users including but not limited to Your contact details and profiles and uses the same to provide value-added services to our Users.

Please note our Platform is also not a risks proof Platform.

REGISTRATION AND YOUR ACCOUNT

To become a Registered User(s) there is a proper procedure which is for the convenience of User(s) so that they can easily log-in.

User(s) can become a Registered User(s) by filling an online registration form on the Platform by giving desired information including but not limited to name, contact information, details of the relevant business entity, etc. Machine Spares will establish an account (“Account”) for the user(s) upon registration and assign a user alias (“User ID”) and password (“Password”) for log-in access to Your Account. If You use the Platform as Registered User, You are responsible for maintaining the confidentiality of Your User ID and Password. You are responsible for maintaining the confidentiality of Your personal and non-personal information and for restricting access to Your computer, computer system and computer network, and You are responsible for all activities that occur under Your User ID and Password, email id and contact number, as the case may be.

It is mandatory for a User to submit any of the below-mentioned document and/or relevant identification number before using the Platform:

• Sales tax/ VAT registration/service to /excise duty registration (replaced by GST regime): or

– License/registration certificate/membership certificate/registration under Shops and Establishment Act, issued by a Government Authority/Government Body/Local SO- Government Authority, reflecting that the entity person holding the license/ registration certificate/ membership certificate, as the case may be, is itself/ himself/herself engaged in a business involving commercial activity; or

– Permits/license etc. for undertaking retail trade (like tehbazari and similar license for hawkers) from Government Authorities/Local Self Government Bodies; or

– Certificate of incorporation or registration as a society or registration as public trust for self- consumption:

Further, in case You are an individual registering on behalf of a business entity, You and such business entity represents that (a) You have the authority to bind such business entity to terms and conditions of this Agreement: (b) the address You use when registering is the principal place of business of such business entity: and (c) You shall use the Platform for business purposes only (d) all other information submitted to Machine Spares during the registration process is true, accurate, current and complete.

By becoming a Registered User, You consent to the inclusion of Your personal and non-personal data in our online database and authorize Machine Spares to share such information with other user(s) Machine Spares may refuse registration and deny the membership and associated User ID and Password to any user for whatever reason, Machine Spares may suspend or terminate a registered membership at any time without any prior notification in interest of Machine Spares or general interest of its visitors/other members without giving any reason thereof.

You can access and update much of the information you provided us on the Platform. You agree and acknowledge that you will use your Account on the Platform to purchase Products only for business purposes and not for personal use.

Despite Your registered contact number(s) being on the Do Not Call Registry, You consent to be contacted by Machine Spares through phone calls, SMS notifications or any other means of communication with respect to the Services provided by Machine Spares.

You agree, inter alia, to (a) Provide true, accurate, current and complete information in relation to your Account and/or your use of the Platform as prompted by Machine Spares registration form or provided by You; (b) Maintain and promptly update the personal and non-personal data to keep it true, accurate, current and complete. If You provide any information that is untrue, inaccurate, not current or incomplete or Machine Spares has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with the Agreement, then Machine Spares shall have the right to indefinitely suspend or terminate or block access of Your membership or Account with the Platform and refuse to provide You with access to the Platform.

CHARGES

Membership on the Platform is free for buyers/customers. Currently, Machine Spares does not charge any fee for browsing and buying on the Platform. Machine Spares reserves the right to change its Fee Policy from time to time. Machine Spares may, at its sole discretion, introduce new Services and modify some or all of the existing Services offered on the Platform. In such an event Machine Spares reserves the right to charge additional fees for such new Services offered or amend/introduce fees for existing Services, as the case may be. Changes to the fee policy shall be posted on the Platform and such changes shall, unless otherwise provided, automatically become effective immediately after they are posted on the Platform. Unless otherwise stated, all fees shall be quoted in Indian Rupees, You shall be solely responsible for compliance with all applicable laws including those in India for making payments to Machine Spares.

USE OF PLATFORM

It is hereby expressly clarified that where the Seller is a Third-Party Seller, Machine Spares or the Platform is not an agency, agent or contractor of either customer or such Third-Party or User. Machine Spares does not share any employer- employee relationship or any other relationship of like nature with either the customer or such Third-Party Seller, as the case maybe. The actual Products provided by such Third-Party Seller are sold through the Platform on non-exclusive basis and such sale to the customer shall be outside the purview of Machine Spares‘s relationship with any of the User. Machine Spares shall not be liable or responsible for any the preferences or decisions made by a customer pertaining to the Products listed by Third-Party Sellers on the Platform.

A User shall be entitled to browse through the Products available on the Platform and place an order on the Platform. It is hereby clarified that a Seller registered on the Platform may in its sole discretion either accept or reject an order placed on the Platform, where the Products are sold by a Third-Party Seller, Machine Spares shall not be held liable for any non-acceptance of order, delivery of incomplete order or incorrect Products.

The actual contract for sale is directly between the Third-Party Seller, and You. Machine Spares as a Marketplace Entity provides the services of listing catalogues, pricing, shipping, etc. which is informational and it is up to You to follow it or not, Machine Spares has no control over (a) the existence, price, quality, safety or legality of items displayed, (b) the accuracy of Third-Party Content (as defined below) or listings including that of Third-Party Sellers on the Platform; (c) the ability of Third-Party Sellers to sell items; (d) the ability of buyers to pay for items; (e) accuracy of the details of the Third-Party Sellers including name, contact details and address. Machine Spares does not, at any point of time during any transaction between buyer and Third-Party Seller, take the ownership of any of the goods offered by the Third-Party Seller. Nor does Machine Spares, at any point, assert any rights or claims over the goods offered by the Third-Party Seller to the buyer,

While using the online marketplace service provided by the Platform, You explicitly agree and acknowledge that the purchase of such Products will be subject to the terms of offer for sale, and such other additional terms, if any, as specified by the Third-Party Seller, Machine Spares is a facilitator and does not take any legal responsibility for the authenticity or quality of such branded Products and buyers are encouraged to exercise prudence and diligence (including by viewing any available customer reviews of the Products or the Sellers) before purchasing such Products or availing such services.

You understand that any issue or disputes regarding the warranty, guarantee, quality and service will be addressed directly by the relevant Seller In case any Product is covered under warranty by the Seller, the same shall be specifically mentioned under the Product details.

You acknowledge that Machine Spares provides no warranty/guarantee, either express or implied, regarding the Product bought by You from a Third-Party Seller, its quality, merchantability or value of such Product or for the use or availability of online marketplace Service. Buyers are encouraged to exercise prudence and diligence (including by viewing any available customer reviews of the Products or Sellers) before purchasing such Products or availing such services.

Machine Spares provides an equal opportunity and non-discriminatory Platform and does not either directly or indirectly influence the sale of Products from a particular Third-Party Seller and/or price of the Products offered by the Third-Party Sellers. Machine Spares is not liable for any manufacturing defect, faulty and after-sales service for any of the Products purchased on the Platform from a Third- Party Seller. Machine Spares is not linked with any warranty, guarantee, post-sale claims or genuineness of Products or brand as it is just a platform that facilitates sales for its Third-Party Sellers. Machine Spares will make best efforts to assist buyers in trying to resolve issues including refund or arranging replacement however, it will not bear the risk from legal claims for any misrepresentation or sale of the wrong Product by a Third-Party Seller.

The Platform makes available general third-party information such as, Product catalogues, lists of authorized dealers, technology and features, advertisements, images and photographs of the Products and other data from external sources (hereinafter “Third Party Content”). The provision of Third Party Content is for general informational purposes only. You acknowledge that the Third Party Content provided to You is obtained from reliable sources however, Machine Spares does not provide any guarantee with respect to any of the Third Party Content and Machine Spares shall not be held liable for any loss suffered by You based on Your reliance on or use of such Third Party content.

Machine Spares shall not be liable for any loss or damage of whatever nature (direct, indirect, consequential, or other) whether arising in contract, tort or otherwise, which may arise as a result of your use of (or inability to use) this Platform, or from your use of (or failure to use) the information on the Platform. Machine Spares does not assume any liability and responsibility for the information provided by you on the Platform. The use of the information provided by you is limited to the purpose of the transaction of your order on an “as is” basis.

The Products shall be delivered either by the Third-Party Seller or any logistics/courier partners or delivery service utilized by Machine Spares (“Delivery Executive”). It is hereby clarified that Machine Spares is not a delivery company or a common carrier. A Delivery Executive shall not be an employee, agent or representative of Machine Spares. Machine Spares shall not be responsible or held liable for any actions or omissions of Delivery Executive.