Terms of Service

1. Introduction

These Terms of Service ("Terms", "Agreement") constitute a legally binding contract between you — a registered Chartered Accountant firm or practitioner ("Firm", "you", "your") — and Ledgr Technologies Pvt. Ltd. ("Ledgr", "we", "us", "our"), governing your access to and use of the Ledgr SaaS platform, associated mobile applications, APIs, and related services (collectively, the "Service").

By registering for an account, clicking "I Agree", or accessing or using the Service in any manner, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are accepting these Terms on behalf of a firm or organisation, you represent that you have the authority to bind that entity to this Agreement.

2. Service Description

Ledgr is a multi-tenant, cloud-based practice management platform built exclusively for Chartered Accountant firms and practitioners registered with the Institute of Chartered Accountants of India (ICAI). The Service provides, among other features:

• GST return management: GSTR-1, GSTR-3B, GSTR-9, GSTR-9C preparation and filing workflows
• GSTR-2B reconciliation engine for ITC mismatch detection
• TDS return management: Form 24Q, 26Q, 27Q, 27EQ preparation
• Income tax return (ITR) preparation workflows and AIS/26AS reconciliation
• Unified compliance calendar with automated deadline reminders across GST, TDS, ROC, FEMA, PF/ESI, and Advance Tax obligations
• Secure credential vault for storing firm and client GST/IT portal credentials
• Client management, engagement letters, billing, and receivables tracking
• Staff task assignment, workload management, and time tracking
• Notices and demand order tracker with response deadline management
• UDIN generation and tracking; DSC expiry management
• Document storage, e-sign workflows, and client portal

Ledgr reserves the right to add, modify, or discontinue features at any time, subject to the notice requirements in Section 14. The Service is provided on a subscription basis; feature availability depends on the plan tier subscribed to.

3. Eligibility

To register for and use the Service, you must:

• Be a Chartered Accountant registered with ICAI, a CA firm (whether a proprietorship, partnership, or LLP) registered with ICAI, or a company employing CA practitioners for the purposes of practising chartered accountancy
• Have the legal authority and capacity to enter into a binding contract under Indian law (be at least 18 years of age and not under any legal disability)
• Not be barred or suspended from practice by ICAI or any court of competent jurisdiction
• Provide accurate, current, and complete registration information

Ledgr reserves the right to verify ICAI membership details at registration or at any time during the subscription. We may require you to provide your ICAI membership number, certificate of practice number, or firm registration number. Providing false eligibility information is grounds for immediate termination under Section 13.

Corporate entities that are not CA firms but employ CA practitioners (e.g., for in-house compliance) may use the Service subject to Ledgr's prior written approval. Contact enterprise@askcapro.in for eligibility assessment.

4. Account Registration & Responsibilities

4.1 Firm Admin

One individual in your firm will be designated as the "Firm Admin" — the primary account holder. The Firm Admin is responsible for: (a) maintaining the accuracy of all registration information; (b) managing and revoking access for all other users ("Members") within the workspace; (c) ensuring all Members comply with these Terms; and (d) all actions taken by Members under the workspace account.

4.2 Workspace Users

The Firm Admin may invite staff members, partners, and authorised personnel to join the firm's Ledgr workspace. Each invited user must create their own account with unique credentials. The Firm is responsible for the conduct of all users it invites. Ledgr is not liable for actions taken by any user that violate these Terms.

4.3 Account Security

You are responsible for maintaining the confidentiality of your login credentials. You must immediately notify Ledgr at security@askcapro.in of any actual or suspected unauthorised access to your account. Ledgr will not be liable for any loss or damage arising from your failure to protect your credentials. We strongly recommend enabling multi-factor authentication (MFA) for all workspace users; MFA is mandatory for Firm Admin accounts.

4.4 Account Information Accuracy

You must keep your account information — including firm name, ICAI registration number, billing email, and GST number — accurate and up to date. Ledgr may use this information for regulatory compliance, invoicing, and communications. Providing false information is a material breach of these Terms.

5. Acceptable Use

5.1 Permitted Use

The Service is licensed for use solely in connection with your firm's legitimate Chartered Accountancy practice, including managing compliance, filing returns, tracking deadlines, and billing for your CA firm's own clients. You may not resell, sublicense, or white-label the Service without Ledgr's written authorisation.

5.2 Prohibited Activities

You must not, and must ensure your users do not:

• Share access credentials with any person not authorised as a workspace Member, or use another user's credentials
• Reverse-engineer, decompile, or disassemble any part of the Service, or attempt to derive the source code
• Upload malware, ransomware, viruses, or malicious code of any kind to the platform or any connected storage
• Conduct automated scraping or data harvesting of the Service at a rate or volume that places unreasonable load on our infrastructure, or use bots to extract data
• Attempt unauthorised access to any other firm's workspace, our databases, servers, or network infrastructure
• Use the Service for clients outside your firm's own practice without a valid plan that covers such usage (e.g., sharing a single subscription across multiple independent CA firms)
• Upload data for purposes unrelated to CA practice, including personal data unconnected to tax or compliance obligations
• Circumvent billing by sharing an account across unaffiliated firms or by exploiting trial periods repeatedly
• Violate any Indian law, including the IT Act 2000, the DPDP Act 2023, the Prevention of Money Laundering Act 2002, or ICAI professional standards and Code of Ethics
• Remove or alter any copyright, trademark, or proprietary notices on any part of the Service
• Use the Service to facilitate tax evasion, fraudulent filings, or any act that would violate applicable law or ICAI ethics guidelines

Violation of acceptable use provisions may result in immediate suspension or termination of your account without notice, and may be reported to relevant authorities including ICAI, the Income Tax Department, or law enforcement.

5.3 Compliance with ICAI Standards

You acknowledge that your use of the Service is subject to all applicable ICAI guidelines, standards, and the Code of Ethics for Chartered Accountants. Ledgr does not represent that use of the Service automatically ensures compliance with ICAI standards. You are solely responsible for ensuring that your firm's use of the platform meets professional standards.

6. Subscription & Payment Terms

6.1 Subscription Plans

Ledgr offers multiple subscription plans (e.g., STARTER, PROFESSIONAL, ENTERPRISE) with different feature sets, client limits, and user seats. Current plan details and pricing are published at askcapro.in/pricing. Plan terms may be updated from time to time with 30 days' notice to existing subscribers.

6.2 Free Trial

New Firm registrations are eligible for a 14-day free trial of the PROFESSIONAL plan. No credit card is required to start a trial. At the end of the trial period, your workspace will automatically revert to the free tier (with limited features) unless you have selected and paid for a subscription plan. Trial workspaces are subject to all provisions of these Terms. Firms that have previously held a paid subscription are not eligible for a new trial on the same ICAI registration.

6.3 Billing Cycle

Subscriptions are billed on a monthly basis (or annually, if the annual plan is selected) via Razorpay. Your billing date is the date on which you activated your paid subscription. Subscription fees are exclusive of GST at applicable rates (currently 18%); GST will be added to your invoice. We will issue a GST-compliant tax invoice within 5 business days of each billing event.

6.4 Payment Processing

All payments are processed by Razorpay Software Pvt. Ltd., a PCI-DSS compliant payment gateway. Ledgr does not store full card numbers. By providing payment details, you authorise Razorpay to charge your nominated payment method for the subscription amount on each billing date. If payment fails, we will retry up to 3 times over 7 days and notify you by email; if payment remains outstanding after 7 days, your account may be suspended per Section 13.3.

6.5 Refund Policy

All subscription fees are non-refundable once a billing cycle has commenced. There are no pro-rata refunds for cancellation mid-cycle. If you cancel your subscription, you will retain access to the Service until the end of the then-current billing period. Exceptions may be made at Ledgr's sole discretion in cases of documented billing errors; contact billing@askcapro.in within 7 days of the billing date to raise a dispute.

6.6 Price Changes

Ledgr may change subscription pricing with 30 days' advance written notice to the Firm Admin email address. Price changes take effect at the start of the next billing cycle following the notice period. If you do not accept a price change, you may cancel your subscription before the new price takes effect.

6.7 Taxes

You are responsible for all taxes, duties, and levies applicable to your purchase of the Service under Indian law, beyond the GST that Ledgr collects and remits. Where applicable, provide your firm's GSTIN at registration to enable B2B invoicing and input tax credit.

7. Data Ownership & Processing

7.1 Your Data is Yours

You (the Firm) retain full ownership of all data you upload to, create within, or export from the Ledgr platform, including all client financial data, documents, and firm records ("Firm Data"). Ledgr claims no ownership rights over Firm Data. You grant Ledgr a limited, non-exclusive, non-transferable licence to store, process, and transmit Firm Data solely to the extent necessary to provide the Service.

7.2 Ledgr as Data Processor

With respect to personal data contained in Firm Data (including client PAN, Aadhaar, financial records), Ledgr processes such data as a Data Processor on behalf of the Firm, which acts as the Data Fiduciary under the Digital Personal Data Protection Act, 2023. The terms governing this relationship are set out in the Data Processing Agreement, which is incorporated by reference into these Terms. By accepting these Terms, you also accept the DPA.

7.3 Firm's Responsibilities as Data Fiduciary

As the Data Fiduciary for your clients' personal data, you represent and warrant that: (a) you have a lawful basis to upload and process each client's personal data on the platform; (b) you have obtained all necessary consents, authorisations, or engagement letter approvals from your clients to use a cloud-based SaaS tool to process their data; and (c) your use of the platform complies with the DPDP Act 2023, the IT Act 2000, and applicable professional obligations under ICAI.

7.4 Data Export

You may export your Firm Data at any time via the platform's export functionality. Following termination or cancellation of your subscription, you will have a 30-day window to export your data. After this window, Ledgr will archive or delete the data in accordance with our Privacy Policy and DPA.

7.5 Aggregated Analytics

Ledgr may use anonymised, aggregated, and de-identified usage statistics (e.g., most-used features, error rates, platform load patterns) to improve the Service. Such aggregated data will never identify your firm or any individual client.

8. Service Levels & Availability

8.1 STARTER Plan

For STARTER plan subscribers, Ledgr provides the Service on a commercially reasonable efforts basis. No formal SLA or uptime guarantee is provided for STARTER plan users. We will endeavour to maintain reasonable availability but make no binding commitment on uptime percentages, recovery time objectives, or recovery point objectives.

8.2 PROFESSIONAL and ENTERPRISE Plans

For PROFESSIONAL and ENTERPRISE plan subscribers, Ledgr commits to a monthly uptime of 99.5%, measured on a rolling 30-day basis, excluding Scheduled Maintenance Windows (see 8.3). "Uptime" means the platform is accessible and responsive for normal use; degraded performance not constituting a complete outage does not count as downtime.

In the event of a calendar month where uptime falls below 99.5%, eligible PROFESSIONAL/ENTERPRISE subscribers may claim a service credit equal to the applicable proportional monthly fee for the period of downtime. Service credit claims must be submitted within 15 days of the end of the affected month. Service credits are the sole remedy for downtime and do not apply if downtime is caused by: (a) Firm actions or misconfigurations; (b) Force Majeure events; (c) third-party dependencies outside Ledgr's reasonable control; or (d) Scheduled Maintenance.

8.3 Scheduled Maintenance

Ledgr may perform scheduled maintenance with at least 48 hours' advance notice via in-app notification and email to Firm Admin. Maintenance will preferably be scheduled outside peak filing periods (i.e., not between the 1st and 11th, or the 18th and 20th of any month, which correspond to common GST and TDS filing deadlines). Emergency maintenance may be performed without notice.

8.4 No Warranty on Regulatory Compliance

Ledgr provides tools to facilitate compliance workflows, but does not guarantee that any return prepared or filing made using the Service will be accepted by GSTN, the Income Tax Department, MCA, or any other regulatory body. The accuracy of filings remains the professional responsibility of the CA firm. Ledgr is a tool; you are the professional.

9. Intellectual Property

All rights, title, and interest in and to the Ledgr platform — including its software, algorithms, UI/UX design, databases, documentation, trademarks, and all other proprietary technology — are and will remain the exclusive property of Ledgr Technologies Pvt. Ltd. Nothing in these Terms transfers any intellectual property rights in the platform to you.

You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Service during your subscription solely for the purposes set out in Section 5.1. This licence terminates immediately upon expiry or termination of your subscription.

"Ledgr" and the Ledgr logo are trademarks of Ledgr Technologies Pvt. Ltd. You may not use our trademarks without prior written consent.

Any suggestions, feedback, or ideas you provide to Ledgr regarding the Service ("Feedback") are voluntarily given, and Ledgr may use such Feedback without restriction or obligation. You assign to Ledgr all rights in Feedback with effect from the moment it is provided.

10. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given its nature ("Confidential Information").

Ledgr's Confidential Information includes: source code, architecture documentation, internal pricing models, unreleased roadmap features, and security infrastructure details.

Your Confidential Information includes: all Firm Data, client data, and any business information shared with Ledgr for the purpose of technical support or onboarding.

Confidential Information shall not be disclosed to third parties and shall be used solely for the purpose of this Agreement, with the same degree of care each party uses to protect its own confidential information (but no less than reasonable care). Confidentiality obligations do not apply to information that: (a) is or becomes publicly available without breach; (b) was already known to the receiving party; (c) is independently developed; or (d) is required to be disclosed by law or court order (with prompt notice to the disclosing party).

11. Limitation of Liability & Disclaimers

11.1 Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE INDIAN LAW, LEDGR EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. LEDGR DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM MALWARE OR VULNERABILITIES.

11.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LEDGR'S TOTAL AGGREGATE LIABILITY TO YOUR FIRM FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) EXCEED THE TOTAL SUBSCRIPTION FEES ACTUALLY PAID BY YOUR FIRM TO LEDGR IN THE THREE (3) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11.3 Exclusion of Consequential Damages

IN NO EVENT WILL LEDGR BE LIABLE FOR ANY: (a) LOSS OF PROFITS OR REVENUE; (b) LOSS OF DATA OR BUSINESS; (c) CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES; (d) REGULATORY PENALTIES OR FINES IMPOSED ON YOUR FIRM BY GSTN, THE INCOME TAX DEPARTMENT, ICAI, OR ANY OTHER AUTHORITY; OR (e) THIRD-PARTY CLAIMS AGAINST YOUR FIRM — EVEN IF LEDGR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The above limitations apply regardless of the form of action and shall survive termination of these Terms. Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for consequential damages; in such cases, liability will be limited to the maximum extent permitted by law.

11.4 Professional Responsibility

Ledgr is a software tool. The professional, legal, and ethical responsibility for all tax filings, compliance activities, client advice, and professional judgements made using the platform rests entirely with your firm and the CA practitioners using the Service. Ledgr does not provide tax, legal, or professional advice.

12. Indemnification

You agree to indemnify, defend, and hold harmless Ledgr Technologies Pvt. Ltd., its directors, officers, employees, and agents from and against any and all claims, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Your breach of any provision of these Terms
• Your violation of any applicable law, ICAI regulation, or third-party right
• Your (or your users') negligent or wrongful acts or omissions in connection with use of the Service
• Your failure to obtain appropriate authorisation from your clients to process their data on the platform
• Any inaccuracies in data you upload to the platform or filings made using the Service

Ledgr reserves the right to assume exclusive control of the defence of any matter subject to indemnification by you, in which case you agree to cooperate fully.

13. Termination & Suspension

13.1 Termination by You

You may cancel your subscription at any time by: (a) using the cancellation option in Account Settings; or (b) contacting billing@askcapro.in. Cancellation takes effect at the end of the then-current billing period. You will retain full access to the Service until that date. No refund is provided for the remaining period.

13.2 Immediate Suspension for Security or Fraud

Ledgr may immediately suspend or terminate your account, without prior notice, if we have reasonable grounds to believe you are: (a) engaged in a security breach, cyberattack, or attempted unauthorised access; (b) facilitating fraud, tax evasion, or criminal activity; (c) uploading malware or otherwise compromising the integrity of the platform; or (d) in material breach of the acceptable use provisions in Section 5.2. We will notify you of the suspension as soon as practicable after taking action.

13.3 Suspension for Non-Payment

If your subscription payment fails and remains outstanding for more than 7 calendar days, Ledgr will send written notice to the Firm Admin email. If payment is not received within 7 days of such notice, Ledgr may: (a) restrict access to non-essential features (read-only mode); and (b) after a further 14-day grace period, suspend the account entirely. Your data will be retained for a minimum of 30 days after suspension before any deletion process commences, giving you time to settle outstanding amounts and export your data.

13.4 Termination for Cause by Ledgr

Ledgr may terminate your account for cause with 30 days' written notice if you commit a material breach of these Terms that is not remedied within 14 days of written notice specifying the breach.

13.5 Effect of Termination

Upon termination: (a) your right to access the Service ceases; (b) you have 30 days to export your data; (c) Ledgr will process data deletion per the DPA and Privacy Policy; (d) accrued but unpaid fees become immediately due and payable; (e) Sections 7.1 (data ownership), 9 (IP), 10 (confidentiality), 11 (liability), 12 (indemnification), and 15 (governing law) survive termination.

14. Amendments to These Terms

Ledgr may amend these Terms from time to time. The nature of the amendment determines the notice period:

Continued use of the Service after the effective date of any amendment constitutes acceptance. If you do not accept a material change, you may terminate your account before the effective date and receive no further charges for that billing cycle.

15. Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with the laws of India, without regard to conflict of laws principles.

15.1 Informal Resolution

Before initiating formal proceedings, both parties agree to attempt to resolve any dispute informally by sending written notice to the other party describing the dispute and proposed resolution. The parties will negotiate in good faith for at least 30 days from the date of notice.

15.2 Arbitration

If the dispute is not resolved informally within 30 days, it shall be referred to binding arbitration under the Arbitration and Conciliation Act, 1996. The arbitration shall be conducted by a sole arbitrator mutually agreed upon by both parties, or if no agreement is reached, appointed by the Mumbai Centre for International Arbitration (MCIA). The seat and venue of arbitration shall be Mumbai, Maharashtra, India. The language of arbitration shall be English. The arbitral award shall be final and binding.

15.3 Court Jurisdiction

For matters that are not arbitrable under Indian law, or for urgent interim relief (e.g., injunctions to prevent misuse of data or IP), the parties submit to the exclusive jurisdiction of the competent courts in Mumbai, Maharashtra, India.

16. Miscellaneous

• Entire Agreement: These Terms, the Privacy Policy, and the DPA constitute the entire agreement between the parties regarding the Service and supersede all prior agreements and understandings.
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.
• Waiver: Failure by Ledgr to enforce any provision of these Terms shall not constitute a waiver of our right to enforce that provision in the future.
• Assignment: You may not assign or transfer your rights or obligations under these Terms without Ledgr's prior written consent. Ledgr may assign its rights to a successor entity in connection with a merger or acquisition, subject to the notice provisions in the Privacy Policy.
• Force Majeure: Ledgr is not liable for any delay or failure to perform resulting from causes beyond our reasonable control, including but not limited to acts of God, government orders, cyberattacks on third-party infrastructure, pandemics, or internet outages.
• Relationship: The parties are independent contractors. Nothing in these Terms creates any agency, partnership, joint venture, franchise, or employment relationship between the parties.
• Language: These Terms are written in English. In case of any inconsistency between an English version and any translated version, the English version shall prevail.
• Notices: Legal notices to Ledgr must be sent by registered post or email (with read receipt) to the address in Section 17. Ledgr will send notices to the Firm Admin email address registered on the account.

17. Contact

For questions about these Terms, billing disputes, or legal notices: