Terms and Conditions

1. Nature and Function of the Platform

The Platform functions as a technology-enabled business-to-business (“B2B”) marketplace designed to facilitate the discovery, bidding, negotiation, and execution of transactions between registered buyers and sellers of petroleum products, lubricants, base oils, and used oil. The Company provides digital infrastructure, tools, and services that enable users to interact, exchange commercial offers, and complete transactions in a secure and efficient manner.

The Company acts solely as an intermediary and digital facilitator and does not manufacture, store, possess, or take ownership of any products listed on the Platform. The Company is not a party to, nor does it assume any contractual obligations arising from, transactions between buyers and sellers. Users acknowledge that all rights, obligations, and liabilities relating to the quality, quantity, pricing, delivery, and compliance of products rest exclusively with the respective sellers and buyers.

2. Eligibility and Compliance Obligations

Access to and use of the Platform is strictly limited to legally registered business entities and their duly authorised representatives who possess the legal capacity to enter into the deals and into binding commercial agreements under applicable law. By registering on or using the Platform, Users represent and warrant that they meet all eligibility requirements and are competent to act on behalf of the entity they represent.

Users acknowledge and agree that they bear sole responsibility for compliance with all applicable laws and regulations governing their operations, including but not limited to petroleum and energy sector regulations, environmental protection statutes, hazardous materials handling and safety requirements, taxation and financial obligations, and applicable trade and commerce regulations. Users further agree to provide accurate, complete, and up-to-date information as may be required for regulatory reporting, transaction facilitation, and verification purposes.

3. Bidding, Negotiation and Pricing Mechanism

The Platform provides functionality to facilitate various commercial transaction models, including fixed-price listings, negotiable listings, and bidding or reverse auction mechanisms. Buyers and sellers may engage in bidding, price negotiation, or quotation exchanges through the Platform as part of the transaction process. All bids, quotations, and negotiated prices are entirely user-driven and are determined solely by the participating parties.

The Company acts strictly as a digital intermediary and does not influence, set, or guarantee any pricing, bidding outcome, or negotiation result. Users acknowledge and agree that the Company is not responsible for the fairness, accuracy, or suitability of prices determined through the Platform’s bidding or negotiation features, and that all commercial risk, liability, and contractual obligations rest exclusively with the transacting parties.

4. Payments, Security Deposit and Refund Mechanism

All payments conducted through the Platform are processed exclusively via authorised third-party payment gateway service providers, and the Company does not store or have direct access to Users’ banking credentials or card information. Buyers may, at the discretion of the Company or as specified by the relevant transaction, be required to provide a refundable security deposit through bank transfer or other approved payment methods to demonstrate bona fide transactional intent.

Such security deposits do not constitute an escrow arrangement, fiduciary holding, or any form of trust, and the Company shall have no obligation to manage or guarantee the completion of transactions based on the deposit. Refunds of security deposits shall be made in accordance with the terms specified on the Platform and shall be refundable irrespective of whether the underlying deal is ultimately executed, provided there is no evidence of misuse, fraud, or breach of these Terms. Users expressly acknowledge and agree to the nature, purpose, and conditions of such security deposits.

5. Platform Fees and Liability Allocation

Users acknowledge and agree that the Platform may charge fees, commissions, or other service charges (collectively, “Platform Fees”) for the use of its services. Platform Fees are variable and may be determined based on transaction value, type of product, or any other criteria established by the Company. Unless otherwise specified, Platform Fees are primarily payable by sellers, and in transactions where the seller is a government body, Platform Fees may be payable by the buyer.

The Company reserves the right to revise, increase, or decrease Platform Fees at any time, with such changes communicated to Users through the Platform or other communication channels. Continued use of the Platform following notification of revised fees constitutes acceptance of the updated charges.

Users acknowledge that failure to pay Platform Fees in full and on time may result in suspension, restriction, or termination of access to the Platform, including its mobile applications and API interfaces, without prejudice to the Company’s right to recover any outstanding amounts through lawful means. The Company shall not be liable for any loss, liability, or inconvenience arising from the enforcement of fee collection, provided such enforcement is conducted in accordance with these Terms.

6. Logistics, Used Oil Collection and Compliance Tracking

The Platform may provide digital tools and functionalities to track logistics activities, including but not limited to pickup schedules, quantities, transportation routes, and submission or verification of compliance-related documentation. Such tracking is intended solely for monitoring, reporting, and operational coordination purposes and does not constitute physical handling, management, or custody of the goods.

Users acknowledge and agree that the responsibility for the safe, lawful, and compliant handling of petroleum products, lubricants, base oils, or used oil, including adherence to all statutory and regulatory requirements, remains solely with the respective buyers, sellers, or other authorised entities. The Company acts purely as a facilitator of information and does not assume any liability for operational, environmental, safety, or legal compliance in connection with the collection, transport, or storage of such products.

7. Limitation of Liability and Indemnity

To the maximum extent permitted under applicable law, the Company, its directors, officers, employees, agents, and affiliates shall not be liable for any indirect, incidental, consequential, punitive, or special losses or damages arising out of or in connection with the use of the Platform, including but not limited to loss of profits, revenue, business opportunity, goodwill, or anticipated savings.

Users expressly agree to indemnify, defend, and hold harmless the Company and its directors, officers, employees, agents, and affiliates from and against any and all claims, demands, actions, liabilities, losses, damages, costs, and expenses, including reasonable legal fees, arising from or related to their breach of these Terms, regulatory violations, environmental or hazardous material compliance breaches, failure to complete transactions, misuse of the Platform, or any act or omission attributable to the User in connection with the Platform. This indemnity obligation shall survive the termination or expiration of the User’s access to the Platform.

8. Suspension, Termination and Governing Law

The Company reserves the right, at its sole discretion, to suspend, restrict, or terminate a User’s access to the Platform, including its website, mobile applications, and API interfaces, in the event of non-payment of Platform Fees, breach of these Terms, misuse of the Platform, or any conduct that the Company reasonably deems to be improper, unlawful, or detrimental to the Platform or its Users. Suspension or termination may occur without prior notice, and the Company shall not be liable for any losses, damages, or consequences arising from such actions, provided they are undertaken in accordance with these Terms.

These Terms and Conditions, including all matters relating to their interpretation, validity, performance, and enforcement, shall be governed by and construed in accordance with the laws of India. The courts of Kolkata, West Bengal, shall have exclusive jurisdiction over any disputes, claims, or proceedings arising out of or in connection with the use of the Platform, these Terms, or any related matter.

9. Dispute Resolution / Arbitration Clause

All disputes between Users regarding transactions, bidding, pricing, or Platform interactions shall first attempt to be resolved through mutual negotiation or mediation. If unresolved, disputes shall be referred to binding arbitration under the Arbitration and Conciliation Act, 1996, with proceedings conducted in Kolkata, West Bengal, India.

10. Force Majeure

NexG shall not be liable for delays, failures, or interruptions caused by events beyond its reasonable control, including natural disasters, strikes, cyberattacks, system failures, or regulatory interventions.

11. Intellectual Property Rights

All intellectual property rights, including but not limited to software, platform content, databases, designs, graphical user interfaces, algorithms, source code, documentation, trademarks, logos, and proprietary tools or technologies available on or through the Platform, are the exclusive property of NexG Petrolube Private Limited or its licensors. Users acknowledge that they do not acquire any ownership or other rights in such intellectual property by accessing or using the Platform.

Users are expressly prohibited from copying, reproducing, modifying, distributing, reverse engineering, decompiling, disassembling, or otherwise exploiting any intellectual property of the Platform for commercial or personal purposes without the prior written consent of the Company. Any unauthorised use of the Platform’s intellectual property shall constitute a breach of these Terms and may subject the User to legal action, including claims for injunctive relief, damages, and any other remedies available under applicable law.

12. Automated Features and Future Updates

The Platform may, from time to time, introduce new functionalities, tools, or features, including but not limited to artificial intelligence-assisted pricing mechanisms, automated buyer-seller matching systems, live inventory tracking, advanced analytics modules, or other enhancements designed to improve transaction efficiency, operational insights, or user experience. Users acknowledge and agree that the Company may modify, update, or expand the Platform’s features without prior individual notice, and that continued use of the Platform following such modifications constitutes acceptance of these updates and the terms governing their use.

Users further understand and agree that any automated tools or AI-assisted functionalities operate solely as digital aids to facilitate the transaction process, and the Company does not guarantee accuracy, completeness, or outcomes generated by such tools. All commercial and legal responsibility arising from the use of these automated features rests solely with the Users engaging in the relevant transactions.