Welcome to WiftHub, a global B2B marketplace platform operated by Wift Corp ("Company," "we," "us," or "our"). These Terms of Service ("Terms," "Agreement") constitute a legally binding contract between you and Wift Corp.

By creating an account, accessing, browsing, or using our platform and services (collectively, the "Services"), you represent and warrant that:

• You have read and understood these Terms in their entirety
• You have the legal authority to enter into this Agreement
• You are acting on behalf of a legitimate business entity
• You agree to comply with all applicable federal, state, and local laws

If you do not accept these Terms, you must immediately cease using our Services. Your continued use of the platform constitutes ongoing acceptance of these Terms and any future modifications.

We reserve the right to modify, amend, or update these Terms at any time at our sole discretion. We will provide notice of material changes through:

• Email notification to your registered email address
• Prominent notice on the platform homepage
• In-app notifications
• Updated "Last Modified" date at the top of this document

Your continued use of the Services after such modifications constitutes acceptance of the updated Terms. If you disagree with the modifications, you must discontinue use of the platform immediately.

California & Indian Law Notice: In compliance with consumer protection laws, we will provide at least 30 days' notice for material changes that substantially affect your rights or obligations.

3.1 Account Eligibility

To use our Services, you must:

3.2 Account Security

You are solely responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account, whether authorized or unauthorized
• Immediately notifying us of any suspected unauthorized access or security breach
• Ensuring your account information remains accurate and up-to-date

3.3 Account Types and Verification

WiftHub offers different account types (Buyer, Seller, or Both). Seller accounts require additional verification including business registration documents, tax identification, and contact verification. We reserve the right to request additional documentation at any time.

4.1 Service Description

WiftHub provides a digital platform that facilitates B2B transactions by connecting buyers with suppliers. Our Services include but are not limited to:

• Product catalog browsing and search functionality
• Supplier directory and discovery tools
• Quote request and negotiation tools
• Secure messaging system for business communications
• Company storefront creation and management
• Order management and tracking systems
• Review and rating systems

4.2 Platform Role and Limitations

Important: WiftHub acts solely as an intermediary platform. We do not:

• Take ownership or possession of any products listed
• Guarantee the quality, safety, legality, or accuracy of listed products
• Act as a party to transactions between buyers and sellers
• Provide warranties or guarantees on behalf of sellers
• Handle payment processing directly (except where explicitly stated)

4.3 User Conduct Standards

All users must conduct themselves professionally and ethically. You agree to:

• Provide truthful, accurate, and complete information in all listings and communications
• Honor commitments made through the platform
• Respond promptly to inquiries and quote requests
• Comply with all applicable laws and regulations
• Respect intellectual property rights of others
• Maintain professional and respectful communications

Violation Notice: Engaging in any prohibited activities may result in immediate account suspension or termination, and may expose you to civil and criminal liability.

You are strictly prohibited from:

6.1 Platform Ownership

All intellectual property rights in the WiftHub platform, including but not limited to software, text, graphics, logos, icons, images, audio clips, video clips, data compilations, and the design, structure, selection, coordination, and arrangement thereof, are owned by or licensed to Wift Corp and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

6.2 User Content License

By uploading, posting, or submitting content to WiftHub ("User Content"), you grant us a worldwide, non-exclusive, royalty-free, perpetual, transferable, and sublicensable license to use, reproduce, distribute, prepare derivative works of, display, and perform your User Content in connection with operating and providing the Services.

You retain all ownership rights in your User Content. You represent and warrant that you own or have the necessary rights to use and authorize us to use all User Content as described herein.

6.3 Copyright Infringement (DMCA Compliance)

We respect intellectual property rights and expect users to do the same. Under the Digital Millennium Copyright Act (DMCA), we will respond to notices of alleged copyright infringement. If you believe your copyrighted work has been infringed, please contact us at legal@wifthub.com with:

• Identification of the copyrighted work claimed to have been infringed
• Identification of the material claimed to be infringing
• Your contact information
• A statement of good faith belief that use is not authorized
• A statement under penalty of perjury that the information is accurate
• Your physical or electronic signature

7.1 Transaction Facilitation

WiftHub provides tools to facilitate transactions between buyers and sellers. However, the actual purchase agreement is directly between the buyer and seller. Users are responsible for:

• Negotiating and agreeing to all terms and conditions of sale
• Determining payment methods and terms
• Completing payment transactions
• Arranging shipping, delivery, and logistics
• Fulfilling all order obligations
• Handling disputes, returns, and refunds
• Complying with all applicable tax obligations

7.2 Platform Fees

We may charge fees for certain services. All fees will be clearly disclosed before you incur them. Fees are non-refundable except as required by law or as explicitly stated in our refund policy.

7.3 Taxes and Duties

Users are solely responsible for determining and paying all applicable taxes, duties, customs fees, and other governmental charges associated with transactions. This includes but is not limited to sales tax, use tax, value-added tax (VAT), goods and services tax (GST), and import/export duties.

Indian Tax Compliance: Indian users must comply with GST regulations and maintain proper documentation for all transactions. Sellers must provide valid GSTIN where applicable.

8.1 "As Is" Service

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

We disclaim all warranties, including but not limited to:

• Merchantability, fitness for a particular purpose, and non-infringement
• Accuracy, reliability, or completeness of information on the platform
• Uninterrupted, timely, secure, or error-free service
• Quality, safety, or legality of products listed
• Accuracy of user-provided information
• Performance or conduct of users

8.2 No Guarantee of Results

We do not guarantee that use of our Services will result in successful transactions, business relationships, or any particular outcome. You acknowledge that results may vary.

8.3 Third-Party Services

The platform may contain links to third-party websites or services. We do not endorse, control, or assume responsibility for any third-party content, services, or practices.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WIFT CORP, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, WHETHER IN AN ACTION IN CONTRACT, TORT, OR OTHERWISE, ARISING FROM YOUR USE OF THE SERVICES.

9.1 Specific Exclusions

We are not liable for:

• Actions or omissions of other users
• Quality, safety, legality, or delivery of products
• Breaches of contract between users
• Loss of business opportunities or profits
• Unauthorized access to your account or data
• Service interruptions, technical failures, or data loss
• Disputes between users

9.2 Maximum Liability Cap

In no event shall our total liability to you for all damages exceed the greater of (a) the amount you have paid us in the twelve (12) months prior to the event giving rise to liability, or (b) one hundred US dollars ($100).

Jurisdictional Variations: Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, our liability is limited to the maximum extent permitted by law. California and Indian users retain all rights that cannot be waived under applicable consumer protection laws.

You agree to indemnify, defend, and hold harmless Wift Corp, its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, liabilities, expenses, damages, and costs, including reasonable attorneys' fees, arising from or related to:

• Your use or misuse of the Services
• Your violation of these Terms
• Your violation of any rights of another party, including other users
• Your User Content or business activities on the platform
• Your breach of any representations or warranties
• Any transaction or dispute between you and other users

This indemnification obligation will survive termination of these Terms and your use of the Services.

11.1 Informal Resolution

Before initiating formal proceedings, you agree to attempt to resolve any dispute informally by contacting us at legal@wifthub.com. We will attempt to resolve the dispute informally within sixty (60) days.

11.2 Binding Arbitration

If informal resolution fails, any dispute arising from or relating to these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association (AAA) or the Singapore International Arbitration Centre (SIAC) for international disputes.

11.3 Class Action Waiver

Important: You agree that disputes will be resolved on an individual basis only. You waive any right to participate in a class action lawsuit or class-wide arbitration, except where such waiver is prohibited by law.

11.4 Exceptions

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened infringement of intellectual property rights.

12.1 Termination by User

You may terminate your account at any time by accessing your account settings or contacting our support team. Upon termination, your access to the Services will cease.

12.2 Termination by WiftHub

We reserve the right to suspend or terminate your account and access to the Services, without prior notice, for any reason, including but not limited to:

• Violation of these Terms
• Fraudulent, abusive, or illegal activity
• Prolonged inactivity
• Requests by law enforcement or government agencies
• Unexpected technical issues or security risks

12.3 Effect of Termination

Upon termination:

• Your right to use the Services immediately ceases
• We may delete your account data in accordance with our data retention policies
• You remain liable for all obligations incurred prior to termination
• Provisions that by their nature should survive termination shall survive

13.1 California Law Provisions

• California Civil Code Section 1542 waiver applies where permitted
• Compliance with California Consumer Privacy Act (CCPA)
• California users have specific rights under California law

13.2 Indian Law Provisions

• Compliance with Information Technology Act, 2000
• Compliance with Consumer Protection Act, 2019
• GST compliance for Indian transactions
• Data protection under Digital Personal Data Protection Act where applicable

13.3 Exclusive Venue

Subject to the arbitration provisions above, the exclusive venue for any legal action shall be the state or federal courts located in San Diego County, California, USA, or the appropriate courts in India for users primarily operating in India.

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published on the platform, constitute the entire agreement between you and Wift Corp regarding the Services.

14.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

14.3 No Waiver

Our failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing.

14.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights without restriction.

14.5 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, terrorism, pandemics, or government restrictions.

14.6 Export Compliance

WiftHub is a global B2B marketplace facilitating international trade. All users must comply with applicable export control laws and regulations.