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Document: Terms of Service — Partner Programme
Platform: CruxGroup (“Platform,” “we,” “us,” “our”)
User category: Equipment owners and their authorized users accessing the Partner OS and related B2B services (each, a “Partner,” collectively “Partners”).
Effective date: [INSERT DATE]
Last updated: [INSERT DATE]
By registering for, accessing, or using the Partner OS, you agree to these Terms of Service (“Terms”). If you do not agree, do not use the Platform.
1.1 “Partner OS” means the software, dashboards, APIs, mobile or web applications, and related tools we make available to Partners to manage fleet, payroll-related workflows (as configured on the Platform), bookings originating from our B2C marketplace, and related operations.
1.2 “Marketplace” means the B2C marketplace operated by CruxGroup through which end-customers may discover and request bookings for equipment listed by Partners.
1.3 “Equipment” means heavy equipment (including without limitation cranes, tractors, excavators/diggers, loaders, and similar assets) that a Partner lists, offers, or deploys in connection with the Marketplace or Partner OS.
1.4 “Booking” means a transaction, reservation, dispatch request, or similar engagement facilitated through the Platform between a Partner and an end-customer.
1.5 “Operator” means any person engaged or supplied by a Partner to operate, supervise, load, rig, or otherwise support the use of Equipment at a site.
1.6 “Ghost Fleet” means a status or mode in which a Partner’s Equipment or listings may be withheld from public discovery on the Marketplace, limited in visibility, or otherwise restricted, as determined by CruxGroup in its sole discretion (including for unverified or non-compliant accounts).
1.7 “KYC” means know-your-customer / know-your-business verification processes and document collection as described in these Terms or as communicated by us from time to time.
2.1 You represent that you are a business entity or an authorized representative of a business entity with authority to bind that entity to these Terms.
2.2 You must provide accurate, current, and complete registration information and keep it updated. You are responsible for all activity under your account and for safeguarding credentials.
2.3 We may refuse registration, suspend access, or impose conditions on accounts that we reasonably believe pose legal, reputational, fraud, or safety risks.
3.1 Technology facilitator / marketplace role. CruxGroup provides software and marketplace infrastructure to connect Partners with end-customers and to support Partner operations. Unless expressly stated in a separate written agreement for a specific transaction, CruxGroup does not sell, lease, own, possess, control, operate, maintain, insure, or transport Equipment.
3.2 No agency. CruxGroup is not the agent, employer, principal, broker, or insurer of any Partner, Operator, or end-customer, except to the limited extent required to operate the Platform (for example, displaying listings and routing communications or payments as described herein).
3.3 Contracts between Partner and end-customer. The contractual relationship for the supply of Equipment and on-site services is between the Partner and the end-customer (subject to any separate terms the Partner elects to impose, provided they do not conflict with applicable law or these Terms). CruxGroup is not a party to that underlying supply contract unless explicitly stated otherwise in writing.
3.4 No liability for equipment, operators, or site incidents. To the fullest extent permitted by applicable law, CruxGroup shall not be liable for:
3.5 No warranty on third parties. We do not warrant the identity, creditworthiness, behavior, or compliance of end-customers, Partners, Operators, or other users.
4.1 KYC obligations. Partners must submit valid and legible documentation we request, which may include (without limitation):
4.2 Accuracy and updates. You warrant that all KYC information is true and complete. You must promptly update documents upon expiry, change in control, change in bank details, or material change in business status.
4.3 Verification discretion. CruxGroup may verify information using internal checks and third-party verification providers. Verification is not an endorsement of a Partner, Equipment, Operators, or compliance with law.
4.4 Suspension and Ghost Fleet. CruxGroup reserves the right, at its sole discretion, to:
even if partial verification has occurred, where we deem it necessary for legal, safety, fraud-prevention, brand, or operational reasons.
4.5 No entitlement to public listing. Marketplace visibility is a privilege, not a right. We may change visibility rules, ranking, and eligibility criteria.
5.1 Sole Partner responsibility. Partners are solely responsible for ensuring that Equipment is:
5.2 Listings must be truthful. Specifications, capacities, attachments, certifications, photographs, availability, and pricing representations must be accurate and not misleading.
5.3 Recalls and defects. Partners must not deploy Equipment subject to safety recalls or known critical defects without lawful remediation.
5.4 Right to audit information. We may request proof of registration, insurance, inspection certificates, and maintenance records. Failure to provide reasonable proof may result in suspension or Ghost Fleet placement.
5.5 No safety guarantee by CruxGroup. The Platform may display safety-related reminders or fields, but such features do not constitute a safety audit, engineering certification, or legal clearance to operate Equipment.
6.1 Sole Partner responsibility for Operators. Partners are solely responsible for:
6.2 No employment relationship. Unless expressly agreed in writing for a specific pilot or managed service (if ever offered), CruxGroup does not employ Operators and is not responsible for payroll obligations beyond software features Partners choose to use for their own record-keeping.
6.3 Operator vetting. Any background checks or credential uploads facilitated through the Platform are Partner-controlled processes unless we expressly state otherwise. Partners remain accountable for Operator suitability.
7.1 Accurate service radius and capacity. Partners are responsible for configuring accurate service areas, radii, mobilization constraints, lead times, and capacity within the Partner OS. Partners must not accept Bookings they cannot lawfully or safely fulfill.
7.2 Logistical failures outside our control. To the fullest extent permitted by law, CruxGroup is not liable for logistical failures—including delays, cancellations, inability to mobilize, route restrictions, permits, escorts, or site access issues—where a Partner accepts a job outside their capacity or misrepresents coverage, or where events are beyond CruxGroup’s reasonable control.
7.3 Permits and site access. Partners are responsible for obtaining and maintaining permits, approvals, and lawful access required for Equipment operation at customer sites, except where expressly stated otherwise in a separate written agreement.
8.1 Third-party payment processing. Payments may be collected, routed, or settled through third-party payment gateways and banking partners (for example, Razorpay or other providers we designate). Your use of payment services may be subject to additional terms imposed by those providers.
8.2 Platform fee / commission. CruxGroup may deduct a platform fee, commission, service fee, taxes (if collected as applicable), chargeback reserves, refunds, adjustments, and payment processing costs (“Fees”) before remitting amounts to Partners (“Payouts”), according to the fee schedule communicated in the Partner dashboard, onboarding materials, or separate commercial terms.
8.3 Settlement timing. Payout timing, minimum thresholds, holds, and reconciliation rules will be as stated in the Partner dashboard or policy pages. We may delay Payouts for fraud checks, disputes, chargebacks, regulatory inquiries, or incomplete KYC.
8.4 Chargebacks and disputes. Partners agree to cooperate with reasonable evidence requests. CruxGroup may offset amounts owed to us against Payouts where permitted.
8.5 Taxes. Partners are responsible for determining and remitting applicable taxes on their services, issuing valid tax invoices/credit notes where required, and providing accurate GST/legal details. CruxGroup may collect/withhold amounts as required by law or gateway rules.
8.6 No guarantee of volume. We do not guarantee a minimum number of Bookings or revenue.
9.1 If CruxGroup charges subscription fees, usage fees, or module fees for Partner OS features, those fees, billing cycles, and late payment consequences will be stated at checkout or in an order form. Failure to pay may result in suspension.
10.1 CruxGroup IP. The Platform, trademarks, logos, software, documentation, and content we provide are owned by CruxGroup or licensors. Subject to these Terms, we grant Partners a limited, non-exclusive, non-transferable license to use the Partner OS for internal business purposes during the term.
10.2 Partner content. Partners grant CruxGroup a license to host, display, reproduce, distribute, and otherwise use Partner-provided content (listings, images, documents) as needed to operate, promote, and improve the Marketplace and Platform, including de-identified analytics.
10.3 Restrictions. Partners must not reverse engineer (except where mandatory law allows), scrape in violation of our policies, circumvent security, misuse APIs, or resell access except as permitted in writing.
11.1 Processing of personal data will be governed by our Privacy Policy (available at /legal/privacy-policy within the CruxGroup applications) and applicable law. Partners must comply with data protection obligations for data they collect from end-customers and Operators.
11.2 Partners must not send unlawful spam or misuse customer contact information obtained through the Platform.
12.1 Partners must not use the Platform for illegal activity, market manipulation, sham transactions, bribery, sanctions violations, or misrepresentation.
12.2 We may monitor usage for fraud prevention, security, and service quality, subject to applicable law.
13.1 Each party will protect the other’s non-public business information using reasonable care and use it only for purposes of these Terms, except as required by law.
14.1 We may suspend or terminate access for breach, risk, legal process, non-payment, or operational reasons, with notice where practicable and unless immediate action is required.
14.2 Partners may terminate by closing the account where the product permits, subject to completion of pending Bookings and settlement obligations.
14.3 Sections intended to survive (including liability limitations, indemnities, governing law, dispute provisions, payment obligations, and confidentiality) survive termination.
15.1 To the fullest extent permitted by law, Partner will indemnify, defend, and hold harmless CruxGroup, its affiliates, directors, officers, employees, contractors, and payment partners from claims, losses, liabilities, damages, penalties, and costs (including reasonable attorneys’ fees) arising out of or related to:
16.1 As-is / as-available. To the fullest extent permitted by law, the Platform is provided “as is” and “as available” without warranties of merchantability, fitness for a particular purpose, or non-infringement, except any mandatory warranties that cannot be excluded under Indian law.
17.1 To the fullest extent permitted by applicable law, CruxGroup’s aggregate liability arising out of or relating to the Platform or these Terms shall not exceed the greater of (a) the Fees actually retained by CruxGroup from the Partner in the three (3) months preceding the claim, or (b) INR 50,000—unless a different mandatory minimum applies under law.
17.2 CruxGroup shall not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits, lost goodwill, or business interruption, even if advised of the possibility, except where such exclusion is prohibited by law.
17.3 Nothing in these Terms limits liability that cannot be limited under applicable law (including death or personal injury caused by negligence where such limitation is not permitted, subject to the clarifications in Section 3 regarding Equipment and site risks).
18.1 CruxGroup is not liable for delays or failures due to events beyond reasonable control, including natural disasters, war, terrorism, strikes, internet outages, government actions, or failures of third-party providers.
19.1 We may modify these Terms by posting an updated version and updating the “Last updated” date. Material changes may require additional notice or acceptance flows as required by law. Continued use after the effective date constitutes acceptance unless law requires otherwise.
20.1 Governing law. These Terms are governed by the laws of India.
20.2 Jurisdiction. Subject to any mandatory consumer or small-business protections that cannot be contractually waived (if applicable to a specific Partner category), the courts located in Hyderabad, Telangana, India shall have exclusive jurisdiction over disputes arising out of or relating to these Terms or the Platform.
20.3 Optional arbitration (review with counsel). The parties may agree in writing to refer disputes to arbitration seated at Hyderabad under the Arbitration and Conciliation Act, 1996. Unless such a separate agreement exists, this Section 20.2 controls.
21.1 Notices to Partners may be sent via email, in-app notifications, or registered address on file. Notices to CruxGroup: [INSERT LEGAL EMAIL AND REGISTERED ADDRESS].
22.1 Assignment. Partners may not assign these Terms without consent; CruxGroup may assign to affiliates or in connection with a merger or sale.
22.2 Severability. If a provision is invalid, the remainder remains enforceable.
22.3 Entire agreement. These Terms and referenced policies constitute the entire agreement regarding the subject matter, superseding prior understandings, unless a separate signed agreement explicitly states otherwise for enterprise customers.
22.4 Language. The English version prevails if translations are provided.
CruxGroup — [INSERT LEGAL ENTITY NAME, CIN/LLPIN IF APPLICABLE]
Address: [INSERT REGISTERED OFFICE, HYDERABAD]
Email: [INSERT]
Grievance / nodal officer (if applicable under IT Rules): [INSERT]