Terms & Conditions

Last updated: August 2026

These Terms and Conditions govern your use of XPD8's Digital Platform. By registering and using the Platform, you agree to be bound by these terms.

1. Definitions

In these Conditions, the following definitions apply:

Buyer: Any company registered on XPD8's Digital Platform.
E-bate: The mandatory rebate offered by a Supplier and applied equally to all Buyers who buy from that Supplier through XPD8.
Platform Offer: The combined Customer Rebate and E-bate offered by a Supplier to Buyers and XPD8 to gain new and additional sales.
Rebate Mechanism: The basis on which the E-bate and BOOST are calculated, collected and distributed.
Request: The electronic capture of data detailing the buyer requirement that you wish to purchase through XPD8's Digital Platform.
Supplier: Any company registered on XPD8's Digital Platform with the intention of selling goods or services.
BOOST: The optional rebate offered by a Supplier and applied to a single Request.
XPD8's Digital Platform: The commercial network for buyers and suppliers operated by XPD8.
We, Us or XPD8: XPD8 Network Solutions Pvt. Ltd., 3rd Floor Corinthian, Linking Road, Khar (W), Mumbai 400050.
You or Your: Your company and employees, whether acting as a Buyer and/or Supplier.

2. Basis of Contract

2.1 These User Terms and Conditions form the basis of the contract between You and Us ("Contract").

2.2 Every new Buyer requirement requires a separate Buyer Request. Each Buyer Request entered into constitutes a new Contract.

2.3 Each Contract becomes effective on the date specified in the Buyer Request and terminates on the date stated in the Buyer Request or otherwise in accordance with these Terms and Conditions.

3. Procurement Through XPD8 Network

3.1 Once registered, XPD8 will provide access to the Digital Platform to post Requests.

3.2 You may invite existing and new suppliers to join XPD8's Digital Platform.

3.3 You decide which Supplier to buy from and negotiate procurement arrangements according to your usual buying procedures. You remain responsible for concluding the legal Supply Contract with the Supplier and ensuring that contract is suitable for the transaction. XPD8 is not responsible for and is not a party to the Supply Contract except where specifically stated in the XPD8 Rebate Mechanism Process Document.

4. Supply Through XPD8

4.1 Once registered, XPD8 will provide access to view Requests, register Platform Offers and respond to Requests.

4.2 XPD8 shall calculate and collect E-bates and BOOSTs offered in accordance with Platform Offers.

4.3 XPD8 shall distribute relevant rebates to Buyers and XPD8 according to the Rebate Mechanism.

5. Our Obligations

5.1 XPD8 shall use reasonable skill and care in performing its obligations and endeavour to maintain operation of the platform and accurate rebate records.

5.2 XPD8 reserves the right to withdraw or amend the platform, content or services without notice.

5.3 XPD8 is not liable if the platform is unavailable for any reason or period.

5.4 Access to some or all parts of the platform may be restricted.

5.5 XPD8 accepts no responsibility for parties falsely representing another company or committing fraud.

5.6 XPD8 is not responsible for the suitability or trading ethics of Buyers or Suppliers.

6. Your Obligations

6.1 You must exercise reasonable skill and care and ensure all platform information is accurate and updated.

6.2 You are responsible for contracts entered into through the platform and compliance with applicable laws and regulations.

6.3 You are responsible for conducting due diligence and verifying the identity and information of Buyers and Suppliers.

7. Charges and Payment

7.1 There is no charge for using the platform.

7.2 XPD8 will collect and/or distribute rebates under Platform Offers according to the Rebate Mechanism.

7.3 XPD8 will pay rebate shares due under the Rebate Mechanism.

7.4 No rebate is payable until XPD8 has received the corresponding amount from the Supplier.

7.5 If a Supplier fails to pay rebate obligations, XPD8 will pursue payment using reasonable means but is not liable for unpaid rebates.

8. Indemnity

8.1 You indemnify XPD8 against liabilities, costs, expenses, losses and claims arising from:

Intellectual property infringement attributable to your acts or omissions.
Third-party claims arising from your breach, negligence, failure, or delay in performance.

8.2 This indemnity survives termination of the Contract.

9. Confidentiality

9.1 Information posted on the platform is generally public except for the following confidential information:

9.1.1 Specific details of Platform Offers and pricing submitted by a Supplier, revealed only to selected Buyers when responding to a Request.
9.1.2 XPD8 may use aggregated and anonymized service usage data for analysis, service improvement, benchmarking and industry reporting, provided no personally identifying information is disclosed.

10. Termination

10.1 Active rebates cannot be terminated before their end date.

10.2 XPD8 may immediately terminate the Contract for material breaches, unremedied breaches, or repeated breaches.

10.3 Termination does not affect accrued rights or remedies, including rebate rights.

10.4 Upon termination, Requests and Platform Offers may be removed and registration details may be deleted. Re-registration may be refused.

10.5 XPD8 will continue collecting or distributing rebates that remain in force.

11. General

11.1 Assignment: Neither party may assign the Contract without written consent.

11.2 Notices: Formal notices must be in writing and delivered by registered post or email.

11.3 Severance: Invalid or unenforceable provisions will be modified or removed without affecting the remainder of the Contract.

11.4 Waiver: A waiver must be in writing and does not constitute waiver of future rights or breaches.

11.5 No Partnership or Agency: Nothing in the agreement creates a partnership, agency or joint venture.

11.6 Third Parties: Third parties have no rights to enforce the Contract.

11.7 Governing Law: These Terms and Conditions shall be governed by and construed in accordance with the laws of India. The courts of Mumbai shall have exclusive jurisdiction to settle any dispute arising out of or in connection with this Contract.

Appendix 1: Platform Offer

Platform Offer Overview
The Platform provides two rebate mechanisms that together form the overall Platform Offer.

E-bate

Purpose: To attract new business from multiple buyers by sharing cost savings associated with aggregated additional sales generated through the platform.

Key Principles:

Benefits all buyers regardless of procurement size.
Based on total sales invoice value rather than individual products.
Operates retrospectively so participants benefit from the maximum rebate level achieved during the validity period.

Mechanics:

One active E-bate at a time.
Applies equally to all buyers.
Minimum duration of one month.
Base rebate applies from INR 1 of platform sales.
Minimum mandatory offer is 1%.
Additional thresholds and rebate levels may be added at the Supplier's discretion.
Offers can only improve after posting and cannot be reduced.
Unsustainable offers may be deactivated, though existing commitments remain binding.

BOOST

Purpose: Allows a Supplier to enhance an offer for a specific opportunity and compete more effectively without affecting general market pricing.

Potential Uses:

Encouraging a new customer relationship.
Rewarding a loyal customer.
Winning an attractive high-profile project.
Generating new work when order books are low.

Mechanics:

Added through the response screen.
May be revised until the Buyer accepts the combined Platform Offer.
Becomes fixed after electronic handshake.
Applies only to a single Request.
Posting a BOOST is entirely optional.

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