Terms of Service

1. Definitions

• Service — the EkamBase software, its web application, and the emails it sends you.
• Workspace — the single, isolated set of records belonging to your business. One business, one workspace.
• Owner / Admin / Staff — the three access levels described in clause 4.
• Your Data — everything you put into the Service or generate through it: products, batches, purchases, expenses, invoices, suppliers, reports.
• End-Customer Data — personal data about *your* customers and suppliers that you record in the Service: names, phone numbers, addresses, GSTINs, and their transaction history.
• AI Features — bill/invoice scanning (OCR), voice entry, and the AI chat and insights features.
• Public Invoice Link — the shareable, unauthenticated web link described in clause 10.
• Data Fiduciary, Data Processor, Data Principal — as used in the Digital Personal Data Protection Act, 2023 ("DPDP Act").

2. Eligibility and your account

• You must be at least 18 years old and competent to contract under the Indian Contract Act, 1872.
• You must be operating a lawful business in India, and the business details you give us must be accurate and kept up to date.
• You are responsible for keeping your password confidential and for everything done using your credentials.
• You must tell us promptly at [PLACEHOLDER: support@yourdomain] if you believe someone else has gained access to your account.

We may ask you to verify your email address. Some features and notifications depend on a verified address.

3. Workspace roles, and users you invite

Each workspace has exactly one Owner — normally whoever created it. Ownership can only be transferred to an existing Admin, by the Owner.

• Owner — full access. The only role that can delete records, deactivate users, revoke invitations, create Admins, or transfer ownership.
• Admin — full day-to-day access, and may invite Staff. An Admin cannot delete records, cannot deactivate users, and cannot create other Admins.
• Staff — access only to the specific pages the Owner or an Admin has granted. Nothing is granted by default.

You are responsible for all activity in your workspace, including anything done by users you or your Admins invite. We will treat any instruction from a signed-in user in your workspace as authorised by you. If someone's access should end, you must deactivate them — we cannot decide that for you, and we are not responsible for their actions until you do.

We cannot adjudicate internal disputes about who in your business was permitted to do what, including disputes about edited invoices or stock adjustments.

4. Your right to use the Service

We grant you a limited, non-exclusive, non-transferable, revocable right to use the Service for the internal business purposes of your own shop or shops, for as long as these Terms apply.

You may not resell the Service, white-label it, offer billing-as-a-service to third parties using it, or share one workspace across separate businesses.

5. Acceptable use

You agree not to:

• upload or store anything unlawful, or anything you don't have the right to store;
• use the Service to issue invoices for transactions that did not happen, or to misstate tax;
• attempt to access another workspace's data, or to defeat the workspace isolation or permission model;
• probe, attack or enumerate the Public Invoice Link endpoint;
• scrape the Service or place automated load on it beyond ordinary use;
• reverse-engineer, decompile or attempt to derive our source code;
• upload malware, or anything designed to disrupt the Service;
• use the AI Features to process data you have no lawful basis to process.

We may suspend access for breach of this clause — see clause 17.

6. Your data, your customers' data, and our respective roles

You own Your Data and End-Customer Data. We claim no ownership over them. We use them only to provide and support the Service, and as described in our Privacy Policy.

Responsibility under the DPDP Act is split by category of data, not globally:

Because you are the Data Fiduciary for End-Customer Data, you confirm that: you have a lawful basis under the DPDP Act to collect it and to have it processed by us and the providers listed in our Privacy Policy (including the AI provider described in clause 8, which is outside India); you have given your customers whatever notice the law requires; and you will pass on to us any request from one of your customers that needs our action.

For our part, we will:

• process End-Customer Data only to provide the Service to you, and on your instructions;
• maintain the security measures described in our Privacy Policy;
• not sell End-Customer Data, and not use it for advertising;
• tell you without undue delay if we become aware of a personal data breach affecting your workspace, so that you can meet your own obligations.

7. AI features: what they do, and their limits

8. We are not your accountant, tax advisor or lawyer

EkamBase helps you record and format transactions. It does not give tax, accounting, legal or regulatory advice.

The correctness of GST rates, HSN/SAC codes, place of supply, invoice particulars, e-invoicing and e-way-bill applicability, input tax credit, and all returns and filings remains entirely yours. We do not file anything on your behalf, and we do not warrant that an invoice generated by the Service satisfies every requirement applicable to your business. Tax rates are configured by you against each product — the figures on your invoices are the ones you set.

If your trade is regulated, your own obligations continue to apply. In particular, pharmacy and medical-store users remain solely responsible for their record-keeping under the Drugs and Cosmetics Act, 1940 and the rules made under it. Batch and expiry tracking in the Service is a convenience feature, not a compliance system, and not a substitute for any statutory register.

9. Sharing invoices publicly (WhatsApp links)

The link is not listed or indexed anywhere by us, and the token is randomly generated, but it is no longer secret once you have sent it. Because it travels over WhatsApp, we have no control over onward forwarding.

You decide whether to share an invoice and who to send it to, including whether the recipient's number is correct. The WhatsApp message is sent from your own WhatsApp account; we only prepare the link.

10. Plans, fees and cancellation

We may introduce paid plans in future. If we do, we will give you advance notice by email, publish the applicable fees and a separate refund and cancellation policy, and you will be able to decide whether to subscribe before anything is charged.

Plan limits described on our website (for example a products cap, or a monthly cap on bill scans) are not currently enforced. We may begin enforcing them, or change them, on prior notice to you.

11. Availability and support

The Service is provided "as is" and "as available". We do not commit to any uptime level, and we may carry out maintenance, or change, add or remove features. The AI Features depend on a third-party provider and may be unavailable, rate-limited or withdrawn.

Support is best-effort, by email to [PLACEHOLDER: support@yourdomain] during business hours. We do not guarantee a response or resolution time.

We do not currently offer a backup or disaster-recovery commitment. Please keep your own copies of records you cannot afford to lose — see clause 13.

12. Keeping, exporting and deleting your data

While your account is active we keep Your Data so the Service can work. Short-lived items expire automatically: sign-in sessions, password-reset links, email-verification links and unaccepted invitations.

If you close your account, or we terminate it, we will keep Your Data for a grace period of [PLACEHOLDER: 30] days so you can ask us for a copy, and then delete or irreversibly anonymise it within [PLACEHOLDER: 90] days — except where we must keep it to comply with law or to resolve a dispute.

Your GST records are your legal responsibility, not ours. Tax law requires you to retain business records for a period that is likely to be longer than we keep your account data. Please export and keep your own copies.

13. Intellectual property

The Service — its software, interface, EkamBase name and branding, invoice templates and documentation — belongs to us or our licensors. These Terms give you no rights in it beyond the permission in clause 4.

Your Data remains yours. If you send us feedback or suggestions, we may use them freely and without obligation to you.

14. Limitation of liability

To the extent the law allows, we are not liable for indirect, incidental, special or consequential loss, and in particular not for loss of profits, loss of business, loss of goodwill, losses from being out of stock or over-stocked, tax penalties or interest, or loss or corruption of data.

Our total liability to you, for all claims taken together, is capped at the greater of (a) the fees you paid us in the twelve months before the claim, or (b) [PLACEHOLDER: a fixed rupee floor].

Nothing in these Terms excludes liability that cannot lawfully be excluded — including for death or personal injury, fraud or fraudulent misrepresentation, wilful misconduct or gross negligence, or penalties imposed under the DPDP Act.

15. Indemnity

You agree to indemnify us against third-party claims arising from: Your Data and End-Customer Data; your breach of your own obligations as Data Fiduciary, including claims by your customers about invoices, notices or how their data was handled; your tax and regulatory positions; your decision to share an invoice publicly; and your misuse of the Service.

16. Suspension and termination

We may suspend or terminate your access if you breach clause 6, if we are required to by law, if your use creates a security risk to the platform or other workspaces, or (once paid plans exist) for non-payment. We will give notice where it is practicable to do so.

You may stop using the Service at any time, and ask us to close your workspace. Clauses on intellectual property, liability, indemnity and governing law survive termination. Clause 13 governs what happens to your data.

17. Changes to these Terms

We may update these Terms. If a change is material we will give you advance notice by email and update the version and date at the top of this page. The version history at the foot of this page records every change. Continuing to use the Service after a change takes effect means you accept it.

18. Governing law and disputes

These Terms are governed by the laws of India. The courts at [PLACEHOLDER: city] have exclusive jurisdiction.

Before starting proceedings, please raise the matter with our Grievance Officer (clause 20) and give us a genuine opportunity to resolve it.

19. Grievance Officer and contact

In accordance with applicable Indian law, our Grievance Officer is:

• Name: [PLACEHOLDER: full name]
• Designation: [PLACEHOLDER: designation]
• Email: [PLACEHOLDER: grievance@yourdomain]
• Phone: [PLACEHOLDER: phone]
• Address: [PLACEHOLDER: postal address for grievances]

We will acknowledge a grievance within [PLACEHOLDER: acknowledgement period] and aim to resolve it within [PLACEHOLDER: resolution period].

20. General

• These Terms, together with the Privacy Policy, are the entire agreement between us.
• If any part is found unenforceable, the rest continues to apply.
• If we don't enforce a right immediately, we don't lose it.
• You may not transfer your rights under these Terms. We may transfer ours as part of a reorganisation or sale of our business.
• We will send notices to the email address registered on your account; that counts as valid service.
• Neither of us is liable for failures caused by events outside our reasonable control, including failures of third-party AI, email or hosting providers.
• If these Terms are translated, the English version governs.
• Nothing here creates a partnership, joint venture or agency between us.

21. Schedule A — Data processing terms

This Schedule applies where we act as your Data Processor for End-Customer Data (clause 7), and is intended to satisfy the requirement that a Data Fiduciary engage a processor only under a valid contract.

• Subject matter and duration — processing End-Customer Data to provide the Service, for as long as your account is active plus the retention periods in clause 13.
• Nature and purpose — storing, organising, displaying and printing your business records; generating invoices and reports; and, where you use the AI Features, transmitting content for processing as described in clause 8.
• Categories of Data Principal — your customers and your suppliers.
• Categories of personal data — names, phone numbers, addresses, GSTINs, and transaction history.
• Instructions — we process only as needed to provide the Service and as you direct through it.
• Confidentiality — we keep End-Customer Data confidential and limit access to personnel who need it.
• Subprocessors — the providers listed in our Privacy Policy are authorised. We will update that list and notify you of additions.
• Security — as described in our Privacy Policy. We do not overstate it there, and you should read it before relying on it.
• Assistance — we will help you respond to requests from your customers exercising their rights, so far as we reasonably can.
• Breach — we will notify you without undue delay of a personal data breach affecting End-Customer Data, so you can meet your own notification duties.
• Return and deletion — on termination, per clause 13.
• Cross-border — you acknowledge that the AI and email providers named in our Privacy Policy process data outside India.

22. Schedule B — Fair use and plan limits

The plan inclusions published on our website describe what each plan is intended to offer. As noted in clause 11, these limits are not currently enforced by the software, and all users presently have access to the same functionality at no charge.

We may apply reasonable limits on the volume of bill scans, voice entries and AI chat requests to keep the Service usable for everyone, and may throttle automated or excessive use. We will give notice before enforcing a limit that would change what you can do today.