Terms of Use

These Terms of Service apply to the Croux website and mobile application, along with any other service or tool provided by Croux, Inc. and its subsidiaries and/or affiliates ("Croux") and accessed or used by you (collectively, the "Platform"). BY USING THE PLATFORM, YOU AGREE TO THESE TERMS OF SERVICE.

By using any part of the Services, you agree to be bound by these Terms of Service, our Privacy Policy, and our Community Guidelines. You confirm that you are at least eighteen (18) years old and have the legal authority to accept these Terms.

Croux reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Service, at any time. Material changes require your affirmative acceptance through a click-wrap prompt at your next login. Continued use of the Platform alone does not bind you to material changes.

Croux Services

Croux is a neutral technology platform that facilitates connections between users for the provision of services. Croux is not an employment service and does not serve as an employer of any user. The Platform comprises the Croux Mobile Platform, Croux Marketplace, and related services, which provide opportunities through which Talent seek temporary employment opportunities with Business Users who post temporary job opportunities ("shifts" or "gigs") in various industries, including but not limited to hospitality, manufacturing, and construction.

Definitions

• "Business User" means any business who posts a shift in the Croux Marketplace.
• "Croux Marketplace" or "Marketplace" means the marketplace where Business Users post shifts for Croux Members to fill.
• "Croux Mobile Platform" or "Platform" means the software that Users download from the Web, Apple Store, or Google Play Store.
• "Shift" or "gig" means a temporary job opportunity.
• "Croux Member" or "Talent" means any individual using the Croux Marketplace to find shifts from Business Users.
• "Users" or "You" means anyone who uses the Croux Mobile Platform or Croux Marketplace, including both Croux Members and Business Users.
• "Trust Score" means a proprietary score that depicts reliability and trustworthiness using various information collected on Talent, including shifts completed, timeliness, Business User feedback, and user reports.

IC Status and Control

Nothing in these Terms creates an employment, joint venture, or agency relationship between Croux and Talent. Talent control the manner and means of performing shifts and provide required tools unless the Business User provides them.

No Delegation/Subcontracting

Talent may not delegate or subcontract a shift without the Business User's prior written consent.

User Account

You may be required to register for an account to use parts of the Services. You must provide accurate, current, and complete information during registration and at all other times when you use the Platform. You are the sole authorized user of any account you create and are solely and fully responsible for all activities that occur under your password or account.

Croux will not be liable and you may be liable for losses, damages, liability, expenses, and fees incurred by Croux or a third party arising from someone else using your account, regardless of whether you have notified us of such unauthorized use.

By utilizing Croux, all Talent agree to abide by the Community Guidelines.

Verification and Monitoring

Croux may implement identity checks, device fingerprinting, geolocation, or usage pattern analysis to protect the Platform and Users. Accounts engaging in fraud or evasion of controls may be suspended or removed.

Deactivation and Appeal

Croux may pause or remove access for violations of Terms, Guidelines, safety risks, or fraud. You may appeal within 14 days by contacting support@croux.co and providing relevant information.

Croux provides a formal process for reporting issues, including safety concerns, discrimination or harassment, policy violations, or shift disputes. Croux may temporarily pause an account's access to new shifts while a good-faith complaint is under active investigation.

Use by Minors

The Croux platform is not intended for use by individuals under the age of 18. We do not knowingly collect or solicit personal information from children under 18. If you are under 18, do not attempt to register for or use the platform or send any personal information to us. If we learn that we have collected personal information from someone under 18, we will delete that information promptly.

Fees and Payment Terms

Payment processing services for Users through Croux are provided by Stripe and are subject to the Stripe Connected Account Agreement. By agreeing to these Terms, you agree to be bound by the Stripe Services Agreement, as modified by Stripe from time to time.

Business Users must onboard as Stripe customers, attach a payment method, and be vetted and approved by Croux. Croux Members must onboard as Stripe Connect vendors, attach a bank account or debit card, and be vetted and approved by Croux before using the Platform.

Upon completion of a Shift, payment shall be made to Talent's Stripe Account. Payouts are typically processed within 24 hours after shift clock-out confirmation unless otherwise stated in the shift description. Disputes regarding hours or pay must be submitted via the in-app Dispute Pay feature within 7 days of the shift.

All charges include a service fee. Croux reserves the right to change the Service Fee at any time. Invoices not paid within seven (7) days of the due date will incur a late fee of five percent (5%) of the total invoice amount until paid in full.

In the event a Business User or its affiliates hire a Talent directly within six months of the Talent last performing work for that Business User, a Direct Hire Fee of $2,000 (or $1,000 for Talent with at least 200 hours worked with that Business User) will be charged. This fee is liquidated damages, not a penalty.

Occupational Accident Insurance (OAI) Deductions

As a condition of accessing and performing shifts through the Platform, all Talent are covered by Croux's Occupational Accident Insurance ("OAI"). To fund this coverage, Croux will deduct $0.50 per hour from Talent compensation for each hour or partial hour worked. Time worked is rounded up to the next full hour.

This deduction is mandatory for all Talent using the Platform and applies regardless of shift type, employer, or location. OAI is not a substitute for workers' compensation, and coverage is limited as described in these Terms.

Shift Cancellations by Business Users

If a Business User cancels a shift within 24 hours of its scheduled start time, the Business User will be charged a Late Cancellation Fee equal to (a) 50% of the total value of the scheduled shift, or (b) four (4) hours of Talent pay at the applicable hourly rate, whichever is greater. All Late Cancellation Fees are final, nontransferable and nonrefundable.

Business Users will be required to pay an ongoing membership/subscription fee for each location or unique operation that Croux supports. Subscriptions are auto-renewing. Croux will provide 30 days' notice of any rate increase prior to it going into effect.

Disclaimer

Croux is a technology platform that facilitates connections between independent service providers ("Talent") and businesses seeking to engage services for specific tasks or shifts ("Business Users"). Croux does not employ Talent, does not supervise the performance of services, and does not control or direct the manner, means, or methods of any services rendered through the platform.

Nothing contained in these Terms of Use shall be construed to create an employment, joint venture, partnership, franchise, or agency relationship between Croux and any user. Talent are at all times acting as independent contractors and are solely responsible for determining when, where, and how they provide services.

Talent are solely responsible for complying with all legal and regulatory obligations applicable to independent contractors, including tax reporting, income tax payments, self-employment taxes, unemployment insurance, and workers' compensation. Croux does not withhold, pay, or remit any taxes or employment-related payments on behalf of any user.

Use of Platform/Restrictions

By using the Services, you agree that:

• Your use of the Services is governed by this Agreement, the Privacy Policy, and the Community Guidelines
• You will only use the Services for lawful purposes and will not use them for deceptive or fraudulent purposes
• You will not use another User's account, impersonate any person, or forge or manipulate identifiers
• You will not engage in harassment, discriminatory or derogatory language, or other conduct that creates a hostile environment
• You will not copy or distribute any information or content from the Platform for commercial purposes without prior written consent
• You will keep your account password secure and confidential
• You will not attempt to gain unauthorized access to the Platform or any account or network
• You will not use any automated tools to scrape, copy, index, or monitor any portion of the Platform
• You may not use, incorporate, or extract any Content or data from the Platform to develop, train, or fine-tune any artificial intelligence or machine-learning model

Croux reserves the right to suspend and/or permanently deactivate your account at its sole discretion in the event of any breach of these restrictions.

Biometric/Voice Features

Where a feature collects or processes voiceprints or similar biometric identifiers, Croux will provide a separate notice and obtain required consent before collection and will retain and delete such data as required by law.

Automated Tools and AI

To enhance the Platform's safety, efficiency, and user experience, Croux utilizes automated systems and artificial intelligence (AI). These tools may be used to analyze usage patterns, generate recommendations, provide eligibility indicators, assess fraud or safety risks, or assist in content moderation. For any significant decision (such as account deactivation) that is materially influenced by an automated tool, you may have the right to request a human review by contacting support@croux.co.

Autonomy During On-Site Engagements

As an independent contractor, you maintain control over the manner in which you perform your services. You are responsible for managing your own time and taking necessary breaks to perform effectively. Croux does not set or enforce a break schedule.

Functional Capabilities and Role Requirements

Each shift may include physical or functional requirements described in the posting (for example: the ability to stand for extended periods, lift certain weights, or navigate crowded spaces).

By accepting any assignment, you confirm that you are able to perform the described duties safely, effectively, and without on-site assistance beyond what is customarily provided. If you believe you may need an accommodation, contact Croux prior to accepting the assignment.

Failure to perform assigned duties due to undisclosed functional limitations may result in removal from the shift and may affect eligibility for future opportunities.

Zero-Tolerance

Harassment, discrimination, or retaliation is prohibited. Croux may pause access during investigation and remove violators consistent with applicable law.

Accessibility and Accommodations

Croux is committed to prohibiting discrimination and facilitating reasonable accommodations for known disabilities, consistent with applicable law. If you require a reasonable accommodation to access or use the Platform, please contact support@croux.co. Croux may facilitate communications between you and a Business User regarding an on-site accommodation request, but the Business User is solely responsible for its own legal obligations and for conditions at the worksite.

Content

All content, including text, graphics, photographs, trademarks, logos, sounds, music, and computer code arranged to create the design, structure, and appearance of the Platform is owned, controlled or licensed by or to Croux, and is protected by United States and international patent, copyright, trademark and trade secret laws.

Except as expressly provided in the Terms of Service, no part of the Platform and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way without Croux's prior express written consent.

License and Confidentiality

You grant Croux a non-exclusive, worldwide, royalty-free license to host and display content you provide solely to operate the Platform. This does not include Business User confidential information or Talent personal data, which remain subject to confidentiality and privacy obligations.

Talent will not disclose or misuse Business User confidential information obtained during shifts.

Use of Business Logos

By agreeing to these terms, you grant Croux Inc. the right to use your business's logo for marketing and promotional purposes, including use on our website, social media, email campaigns, and other promotional materials. The logo will be used in a manner that maintains its quality and integrity.

You have the right to revoke this consent at any time by contacting us at support@croux.co. Upon receiving such a request, we will cease using your logo within 30 days.

Trademarks and Intellectual Property

The trademarks of Croux, including the Croux name and associated logos, are not to be used without permission. The content included in the Platform is protected by copyright and is owned or used with permission by Croux.

By accessing the Platform, you grant Croux the right to use and display your name, logo, and a description of your use on Croux's website and in marketing materials, subject to your standard trademark usage guidelines.

License and Platform Access

As long as you are in compliance with the Terms of Service, Croux grants you a personal, non-exclusive, nontransferable, limited privilege to enter and use the Platform. This license does not include any resale or commercial use of the Platform or Content.

From time to time, Croux may make available beta offerings. Any private beta offering is strictly for testing purposes only. Private beta offerings are considered Confidential Information of Croux.

Third Party Links

Links to other websites or applications are provided for the convenience and information of visitors to the Platform. The inclusion of links on the Platform does not represent an endorsement, authorization, sponsorship, or affiliation with the linked site. Croux is not responsible for the content or presentation of any linked Platform.

SMS/Messaging Terms and Conditions

Transactional and Support Messages. By creating an account and using the Croux platform, you consent to receive customer support, operational, and transactional text messages from Croux related to your use of the platform, including but not limited to shift confirmations, schedule updates, account notifications, and support communications. These messages are a core part of how Croux communicates with its business partners and are necessary for platform operation. Message and data rates may apply. Message frequency varies based on your platform activity. To stop receiving messages, reply STOP to any Croux text message. Reply HELP for assistance. See our Privacy Policy and these Terms of Use for more information.

By opting in to or using the Croux Text Message Service, you provide your express written consent to these Terms. You authorize Croux to use autodialer or non-autodialer technology to send text messages to the cell phone number associated with your account. You also authorize Croux to include marketing content in any such messages.

Message and data rates may apply. Unless otherwise noted, Text Message Services send multiple, recurring messages. Text HELP to the number that sends you text messages for help and STOP to opt out. You must be 18 years of age or older (except Alabama and Nebraska, where you must be 19 years of age or older).

User's Representations and Warranties

By using the Platform, you represent and warrant that:

• You are of legal age and sufficient authority to enter a binding agreement
• All data supplied will be complete and accurate to the best of your ability
• You will not impersonate any person or entity or misrepresent your affiliation with a person or entity
• You agree your information may be processed using artificial intelligence to create a Trust Score
• You will not transmit any unlawful, defamatory, obscene, threatening, or harassing content
• You have read, acknowledged, understood, and agree to the Terms of Service and Privacy Policy

Confidentiality of Croux Information

Users may obtain access via the Platform to certain confidential information of Croux and its affiliates, including technical, contractual, product, pricing, marketing, algorithms, and other valuable information ("Confidential Information"). Users must hold Confidential Information in strict confidence. All right, title and interest in the Confidential Information remains with Croux and its affiliates.

Ownership of Data

You will own all user data associated with your use of the Platform and by utilizing the Platform grant Croux a perpetual, irrevocable, assignable, worldwide, royalty-free license to use, reproduce, electronically distribute, and display this data for the following purposes: (a) providing and improving the services on the Platform; (b) internal usage, including data analytics so long as such data is anonymous and aggregated; (c) complying with applicable legal requirements and assisting law enforcement agencies; and any other purpose consistent with the Terms of Service.

Intellectual Property Infringement

It is Croux's policy to respond to claims of intellectual property infringement. Notifications of claimed copyright infringement should be sent to Croux's designated agent:

Gatehouse Law, LLC 3108 Blue Lake Drive, Suite 200 Birmingham, Alabama 35243 Phone: 205.208.9595 Email: dmca@gatehouse.law

Disclaimers

Croux makes no claim that the Platform or any content, service or feature will be error-free or uninterrupted. The Platform and its content are delivered on an "as-is" and "as-available" basis. Croux disclaims all warranties, express or implied, including any warranties of accuracy, non-infringement, merchantability and fitness for a particular purpose.

Access to the Platform and continued use may require the successful completion of a background screening conducted by Croux's third-party provider (Turn). Croux complies with the federal Fair Credit Reporting Act (FCRA) and all applicable state and local laws.

Croux is not involved in the transactions between users. Users of the services arrange for the services solely between themselves, and Croux is not party to any of those service arrangements.

Croux reserves the right to modify, suspend or terminate operation of or access to the Platform at any time without notice.

Right to Refuse Service

Croux reserves the right to refuse service to anyone and terminate your account at any time.

Limitation of Liability

To the maximum extent permitted by law, Croux's aggregate liability shall not exceed amounts paid or payable by you to Croux in the six months preceding the claim, excluding willful misconduct.

Insurance and Indemnification

Each User agrees to indemnify and hold harmless Croux from any claims, damages, or losses arising out of or related to (a) User's performance or nonperformance of services; (b) breach of these Terms; (c) bodily injury, property damage, or other harm occurring during or resulting from services performed by Talent; and (d) misrepresentation of employment status.

In the event User requires Talent to serve alcohol or operate a motor vehicle as part of the Services, User must procure and maintain Commercial General Liability insurance of at least $2 million per occurrence, Business Auto Liability insurance of at least $2 million, and Liquor Liability coverage in compliance with applicable state regulations.

Talent are responsible for maintaining any insurance required by law for their services. Business Users are responsible for on-site safety, PPE availability, and compliance with workplace safety laws.

Incidents or injuries must be reported within 24 hours via email to support@croux.co.

Indemnity

To the fullest extent permitted by law, Business User will indemnify, defend, and hold harmless Croux from and against any and all loss, damage, costs (including attorneys' fees, expert fees and expenses, and court costs), or liability resulting from any demands, claims, suits, costs, fines, penalties, proceedings, or actions caused by, arising out of, or related to any act or omission of Talent; provided, however, if any Claim is determined to have been caused by the sole negligence of Croux, then User will not be liable under this section.

Independent Contractor Liability Release and Assumption of Risk

As an independent contractor, User acknowledges that shifts and services are performed at Business User worksites that are not owned, operated, or controlled by Croux and may involve inherent risks. User voluntarily assumes all risks associated with providing services at these locations.

To the maximum extent permitted by law, Talent agrees to release Croux and its affiliates, officers, directors, and employees from any and all claims, liabilities, damages, losses, and expenses arising out of or in connection with any injury, illness, death, or property damage occurring at a Business User's worksite, except to the extent caused by Croux's own willful misconduct.

Disclaimers/Force Majeure

The Platform is provided "as is" and "as available." Croux is not responsible for delays or failures due to events beyond its reasonable control.

Violation of These Terms of Service

Croux may disclose any information about you if it determines such disclosure is necessary in connection with any investigation or complaint regarding your use of the Platform. Some violations may include:

• Using the Platform without the requisite authority to ratify legally binding contracts
• Circumventing or manipulating the billing process, or any fees owed to Croux
• Distributing or posting spam, chain letters, or pyramid schemes
• Distributing viruses or any other technologies that may harm Croux or its customers
• Copying, modifying, republishing or distributing content from the Platform without authorization
• Impersonating another person or misrepresenting your affiliation with any person or entity
• Conducting fraud, hiding or attempting to hide your identity
• Harvesting or otherwise collecting information about users without their consent

Croux may, in its sole discretion and without notice, terminate your access to the Platform if it determines you have violated these Terms of Service. Any violation by you will constitute an unlawful and unfair business practice that will cause irreparable harm to Croux.

Governing Law; Dispute Resolution

All matters relating to your access to or use of the Platform, including all disputes, will be governed by the laws of the United States and by the laws of the state of Alabama without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Jefferson County, Alabama.

Any claim under these Terms of Service must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred.

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND CROUX AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY SHALL BE RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION AND NOT AS A PLAINTIFF, CLASS MEMBER, OR REPRESENTATIVE IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE PROCEEDING.

Either party may seek injunctive relief in court for unauthorized use or disclosure of confidential information or IP rights.

International Use

Croux makes no representation that the Platform is accessible, appropriate or legally available for use in locations outside the United States. Accessing and using the Platform is prohibited from territories where doing so would be illegal. If you access or use the Platform from other locations, you do so at your own initiative and risk and are solely responsible for compliance with local laws.

Miscellaneous

Each provision of the Terms of Service shall be considered severable, and if for any reason any provision is determined to be invalid, unenforceable, or illegal, such determination shall not impair the operation of or affect those portions of the Terms of Service which are valid, enforceable, and legal.

Croux's failure to enforce strict performance of the Terms of Service shall not be construed as a waiver of any provision or any right it has to enforce the Terms.

You acknowledge that Croux does not provide legal, tax, or employment advice, and no communication from Croux should be construed as such.

Any feedback you provide regarding the Platform is not considered confidential. Croux is free to use such information without restriction.

Please report any violation of these Terms of Service to Croux. The information contained in this Platform is subject to change without notice.