Terms and Conditions

Welcome to MLNO'sMART (the “Platform”), a B2B online marketplace owned and operated by MLNO Professional Services Private Limited (“MLNO”), registered at A-1203, Prateek Wisteria, Sector 77, Noida – 201301, Uttar Pradesh, India.

These Terms and Conditions (“Agreement”) govern your access to and use of the Platform. If you do not agree to this Agreement, you must refrain from using the Platform.

All registered Buyers, Sellers, and other Users are expected to comply with this Agreement, as well as any guidelines, communications, policies, and the User Manual, which forms an integral part of this Agreement.

• Headings, numbering, and formatting are for convenience only and do not affect interpretation.
• The word “including” means “including without limitation.”
• All annexures, appendices, notices, and mutually agreed written communications form an integral part of this Agreement.
• Words denoting any gender include all genders; singular includes plural, and vice-versa.
• Terms such as “hereof,” “herein,” and “hereto” refer to this Agreement as a whole or to the relevant clause.
• References to any law include that law as amended, re-enacted, or replaced from time to time.

User

An individual registered on MLNO'sMART on behalf of a business entity, acting as a Buyer, Seller, or both.

Buyer

A business entity registered to purchase products or services through the Platform.

Seller

A business entity registered to list, promote, and sell products or services through the Platform.

MLNO'sMART / Platform

The B2B online marketplace owned and operated by MLNO.

MLNO

MLNO Professional Services Private Limited — owner, administrator, and service provider of the Platform.

Use of the Platform is limited to registered business entities with valid GST registration (or equivalent recognized business identification). Users must provide accurate and complete details during registration and remain compliant with all applicable laws. MLNO reserves the right to conduct KYC verification to confirm business authenticity.

• Initial Access: The initial User ID and password for each entity are issued by MLNO.
• Additional User IDs: Entities may request additional User IDs, subject to MLNO's approval and policy.
• Responsibility: Users are solely responsible for the confidentiality and use of their login credentials. MLNO is not liable for unauthorized access unless caused by its proven negligence.

MLNO may, at its sole discretion, temporarily suspend access for maintenance, upgrades, or unforeseen technical disruptions. MLNO disclaims liability for unavailability due to circumstances beyond its control.

MLNO is not liable for delay or failure in performance arising from causes beyond its reasonable control — including acts of God, natural disasters, telecommunications failure, power outages, labour unrest, pandemics, war, or government restrictions. Affected obligations remain suspended for the duration of the disruption.

Each User is solely responsible for maintaining the confidentiality and security of their login credentials. Unauthorized access, suspicious activity, or misuse must be reported to MLNO immediately.

MLNO is not liable for loss or damage resulting from compromised credentials unless directly and solely attributable to MLNO's proven negligence.

• All commercial payments related to orders are settled directly between Buyer and Seller.
• MLNO charges a non-refundable service commission on each transaction, pre-communicated and payable by either or both parties.
• Commission is due prior to the exchange of contact details; MLNO shares the requested information within 24 hours of receipt.
• MLNO may, at its sole discretion, refund up to 90% of the commission in cases of substantiated fraud, verified misconduct, or legitimate cancellations, based on internal review.
• No commission is returned to the party accused of fraud or misconduct.
• Documentation may be required to process any refund request.
• Statutory taxes already deposited with authorities (e.g., GST) are not refundable under any circumstances.

Each User is independently responsible for calculating, collecting, remitting, and reporting all applicable taxes (GST, customs duties, surcharges, levies, cess, etc.) and for ensuring compliance with all applicable statutory and regulatory obligations in India. MLNO disclaims liability for compliance failures or misreporting by Users.

By registering, Users consent to receive communications from MLNO via:

Such communications may be transactional (order updates, alerts) or promotional. MLNO may moderate inter-party communications on the Platform to safeguard commercial integrity; any moderation is transparent to the original sender.

All parties agree to comply with the Digital Personal Data Protection Act, 2023 (DPDP Act) and related rules and amendments.

Roles under the DPDP Act

• User (Client): Acts as the Data Fiduciary, determining the purpose and means of data processing.
• MLNO: Acts as the Data Processor, processing data strictly on documented instructions.

Scope, consent & security

• MLNO processes personal data only to the extent required for service delivery.
• Users must ensure data shared is collected lawfully and with proper consent.
• MLNO implements appropriate technical and organizational safeguards; access is restricted to personnel with legitimate need. MLNO disclaims liability for breaches beyond its reasonable control.

Confidentiality

Non-public, business-sensitive, or transactional information exchanged between Buyers and Sellers is confidential and must be handled with the highest degree of care. No confidential information may be uploaded to, processed by, or disclosed to any publicly available AI/ML system, model, or dataset without prior written consent of the originating Party.

Retention, deletion & breach notice

• MLNO retains user-related data indefinitely unless deletion is requested in writing, subject to legal retention obligations.
• Verifiable identity documentation may be required before any deletion is initiated.
• Users may request account deactivation or deletion at any time via a formal email request; MLNO will delete data except where retention is required by law, public interest, legal defense, or contractual obligations with another User.
• In the event of a personal data breach, MLNO will notify the User without undue delay.
• Each Party indemnifies the other for claims arising from its own breach of data protection obligations.

All proprietary content on MLNO'sMART — logos, trade names, software, design elements, and interface components — belongs to its respective owners; no endorsement or affiliation is implied unless expressly stated.

Unauthorized use, reproduction, or distribution of such content without prior written consent is strictly prohibited and may result in legal action. MLNO disclaims liability for IP infringements by Sellers or Buyers; responsibility rests with the infringing party.

Strictly prohibited

• Money laundering, fraud, unethical activity, or other illegal transactions
• Listing, promoting, or selling counterfeit, restricted, unlawful, or banned products

Zero-tolerance enforcement

• Immediate removal of offending listings
• Suspension or permanent termination of the account without prior notice
• Notification to, and cooperation with, competent legal or regulatory authorities

For general policy violations, MLNO may issue a warning or request corrective action before removing content or suspending the account.

MLNO and MLNO'sMART function solely as facilitators of transactions and do not verify, guarantee, or endorse the quality, specifications, legality, or authenticity of any listed product or service. All content is provided “as-is” without warranties of any kind. Sellers bear sole responsibility for product warranties and after-sales obligations.

MLNO'sMART may integrate third-party services (payment processors, logistics providers, etc.); MLNO does not control or guarantee their accuracy, reliability, or availability. Users must independently assess third-party terms — MLNO is not liable for any resulting loss or disruption. Any recommendations MLNO makes are offered in good faith and without liability.

Each User and/or their business entity agrees to indemnify, defend, and hold harmless MLNO and its representatives from claims, liabilities, or damages arising from:

• Breach of this Agreement
• Disputes with other Users
• Infringement of third-party rights
• Violation of applicable laws
• Product issues or misrepresentations

This Agreement is governed by the laws of India. All disputes are subject to the exclusive jurisdiction of the courts in Delhi.

• Parties shall first attempt to resolve the issue amicably through direct communication.
• MLNO may intervene only upon formal request from a Buyer or Seller, at its sole discretion.
• If mediation fails, the aggrieved party may pursue legal recourse under the stated jurisdiction.

Supporting documentation may be required for mediation, which all Users agree to provide unconditionally.

Users shall refrain from corrupt practices, including bribery, kickbacks, or unethical inducements. MLNO enforces a strict anti-corruption policy aligned with applicable Indian and international standards.

• Reviews must be factual, civil, and not defamatory or unlawful.
• MLNO may edit, moderate, or remove reviews that are misleading, offensive, or policy-violating.
• Feedback and suggestions can be shared at info@mlno.in.

If any provision of this Agreement is found invalid or unenforceable, the remaining provisions continue in full force and effect.

• MLNO may update these Terms & Conditions from time to time; continued use after amendment constitutes acceptance.
• This Agreement does not create any association, teaming agreement, or joint venture with MLNO.
• Users cannot bind MLNO / MLNO'sMART to any additional terms beyond those explicitly stated here.

This Agreement constitutes the entire agreement between the Parties, superseding all prior understandings or representations.

For any queries regarding these Terms & Conditions, contact us at info@mlno.in.