TERMS & CONDITIONS FOR VENUE PARTNERS

These Terms govern the relationship between Aruva and every Venue Partner registered on the Platform.

The Platform enables Venue Partners to:

• Create and manage Venue profiles;
• List one or more Venues;
• Discover and book Artists available on Aruva;
• Organise Events;
• Publish Ticketed or Free Events;
• Sell Event Tickets through Aruva;
• Manage customer attendance;
• Receive payments through the Platform; and
• Access additional services introduced by Aruva from time to time.

Unless the context otherwise requires:

• Venue Partner: means any individual, proprietorship, partnership firm, LLP, company, trust, society, institution or other legal entity registered on the Platform for listing and managing one or more Venues.
• Venue: means any restaurant, café, bar, lounge, nightclub, hotel, banquet hall, auditorium, theatre, club, resort, corporate premises, educational institution, religious premises, studio or any other location where Events may be conducted.
• Artist: means any performer, musician, singer, DJ, comedian, anchor, speaker, instructor, dancer, band, technician or any other service provider registered on the Platform.
• Event: means any performance, concert, workshop, seminar, cultural programme, ticketed show, open mic, devotional gathering, private event or any other activity created through the Platform.
• Booking: means a confirmed engagement between a Venue Partner and an Artist facilitated through Aruva.
• Ticketed Event: means an Event where attendees are required to purchase tickets through Aruva or another authorised sales channel approved by Aruva.
• Free Event: means an Event where no entry fee is charged to attendees.
• Platform: means the Aruva Website, Customer App, Partner App and all associated services operated by Krubinox Technologies Private Limited.

To register as a Venue Partner, the applicant must:

1. a. Be at least eighteen (18) years of age.
2. b. Be legally competent to enter into binding agreements.
3. c. Own, lease, manage or be duly authorised to operate the listed Venue.
4. d. Possess all registrations, licences and approvals required for operating the Venue.
5. e. Complete all verification requirements prescribed by Aruva.
6. f. Agree to comply with these Terms and all applicable laws.

Aruva reserves the right to approve, reject, suspend or terminate any Venue Partner account at its sole discretion where necessary for operational, commercial, safety or legal reasons.

To access Venue Partner services, the applicant shall create a registered account on the Platform.

During registration, Aruva may require:

• Business Name
• Venue Name
• Contact Person
• Mobile Number
• Email Address
• Business Address
• GST Number (where applicable)
• PAN Details
• Bank Account Details
• UPI ID
• Business Category
• City
• Venue Location
• Other information as required by Aruva.

The Venue Partner shall ensure that all information submitted is true, accurate and complete. Providing false, misleading or incomplete information may result in rejection, suspension or termination of the account.

Before becoming eligible to publish Events or book Artists, the Venue Partner shall complete the verification process prescribed by Aruva. Verification may include, without limitation:

• PAN Verification;
• GST Verification (where applicable);
• Business Registration Verification;
• Bank Account Verification;
• Penny Drop Verification;
• Identity Verification of the authorised representative;
• Address Verification;
• Business Licence Verification; and
• Any additional verification considered necessary by Aruva.

Completion of verification does not guarantee approval. Aruva may request updated documents at any time during the tenure of the account.

A verified Venue Partner may list one or more Venues through a single registered account, subject to Aruva's approval.

Each Venue shall have an independent profile and may contain:

• Venue Name;
• Venue Type;
• Address;
• Geo Location;
• Capacity;
• Operating Hours;
• Photographs;
• Amenities;
• Stage Details;
• Parking Availability;
• Accessibility Features;
• Contact Information;
• Venue Policies; and
• Other details prescribed by Aruva.

The Venue Partner shall ensure that all listed information remains accurate and up to date. Aruva reserves the right to reject, suspend or remove any Venue listing that contains inaccurate, misleading or inappropriate information.

The Venue Partner shall be solely responsible for maintaining an accurate and updated Venue profile.

The Venue Partner may update:

• Venue photographs;
• Description;
• Facilities;
• Operating hours;
• Capacity;
• Contact details;
• Event preferences;
• Booking availability;
• Ticketing preferences; and
• Other information permitted by the Platform.

Changes made to the Venue profile may be subject to review or approval by Aruva.

The Venue Partner shall maintain the confidentiality of all login credentials, passwords and one-time passwords (OTPs).

The Venue Partner shall immediately notify Aruva if:

• unauthorised access is suspected;
• login credentials are compromised;
• an authorised representative leaves the organisation;
• any fraudulent activity is detected.

The Venue Partner shall remain responsible for all activities carried out through its account until Aruva has been notified and appropriate action has been taken.

The Venue Partner shall maintain an accurate calendar of Venue availability.

The Venue Partner shall promptly update any changes relating to:

• blocked dates;
• private bookings;
• maintenance schedules;
• operational closures;
• public holidays; or
• any other circumstance affecting Venue availability.

Aruva shall not be responsible for disputes arising due to inaccurate availability maintained by the Venue Partner.

Subject to these Terms, Aruva may provide the Venue Partner with access to features including:

• Artist Discovery;
• Artist Booking;
• Event Creation;
• Event Publishing;
• Ticket Sales;
• Customer Management;
• Reservation Management;
• Promotional Campaigns;
• Event Analytics;
• Revenue Reports;
• Venue Dashboard; and
• Additional Platform services introduced from time to time.

Aruva reserves the right to add, modify, suspend or discontinue any Platform feature without prior notice.

The Platform enables a Venue Partner to browse, search and discover Artists registered on Aruva based on categories, genres, location, availability, pricing, ratings and other filters provided by the Platform.

The Venue Partner may submit a Booking Request to an Artist through the Platform.

Submission of a Booking Request shall not constitute confirmation of the Booking until the Artist accepts the request and all applicable payment and confirmation requirements have been fulfilled.

Aruva reserves the right to modify the Artist discovery process, search results, recommendations and visibility based on operational requirements, Platform policies or commercial considerations.

Unless otherwise specified by Aruva, Booking Requests may be created only for Events scheduled between Seven (7) days and Forty-Five (45) days from the date of the Booking Request.

Aruva may modify the applicable Booking Window for selected Artists, campaigns, premium users or special Event categories without prior notice.

Upon acceptance of a Booking Request by the Artist and fulfilment of the applicable booking requirements, the Booking shall be treated as confirmed.

The Venue Partner acknowledges that a confirmed Booking creates a binding commercial arrangement between the Venue Partner and the Artist, facilitated by Aruva.

The Venue Partner shall not request or encourage an Artist to complete any Booking outside the Platform.

To facilitate increased booking opportunities and provide greater flexibility to Venue Partners, Aruva may offer one or more payment options for confirming a Booking, including Pay at Venue, Reservation Fee, Partial Advance Payment, Full Advance Payment, or any other payment model introduced by the Platform.

Unless otherwise determined by Aruva, the following payment structure may apply:

The applicable payment model shall be determined solely by Aruva based on business requirements, operational considerations, promotional campaigns, customer experience, fraud prevention measures or any other commercial factors.

Aruva reserves the right to revise, modify or discontinue any payment collection model, reservation fee percentage or advance payment requirement at any time.

A Venue Partner may create an Event through the Platform after a Booking with an Artist has been confirmed or, where permitted by Aruva, independently for future publication.

The Event creation interface may require the Venue Partner to provide information including:

• Event Title;
• Event Category;
• Event Description;
• Date and Time;
• Venue;
• Featured Artist(s);
• Age Restrictions;
• Capacity;
• Ticket Categories;
• Event Images;
• Terms applicable to attendees; and
• Any additional information required by Aruva.

The Venue Partner shall ensure that all Event information is accurate, complete and regularly updated.

Following successful creation of an Event, the Venue Partner may publish the Event on the Platform, subject to Aruva's review, verification or approval requirements where applicable.

Aruva reserves the right to reject, suspend, edit, delay or remove any Event listing that:

• violates applicable laws;
• contains misleading information;
• infringes third-party rights;
• poses safety or operational risks;
• is inconsistent with Platform policies; or
• may adversely affect the reputation or integrity of the Platform.

Publication of an Event shall not guarantee ticket sales, attendance or commercial success.

The Platform enables Venue Partners to organise both:

• Ticketed Events; and
• Free Entry Events.

For Ticketed Events, the Venue Partner may, subject to Platform capabilities, create multiple ticket categories including:

• Early Bird;
• General Admission;
• VIP;
• Couple Pass;
• Group Pass;
• Student Pass;
• Corporate Pass; or
• Other ticket categories introduced by Aruva.

The Venue Partner shall ensure that ticket prices, inventory, eligibility conditions and Event information remain accurate throughout the ticket sale period.

The Venue Partner shall determine and maintain the maximum attendance capacity for each Event.

The Venue Partner shall ensure that attendance does not exceed the legally permitted or operationally safe capacity of the Venue.

The Venue Partner shall remain solely responsible for:

• Entry Management;
• Crowd Control;
• Security Personnel;
• Seating Arrangements;
• Queue Management;
• Emergency Evacuation Procedures; and
• Compliance with occupancy limits prescribed by applicable authorities.

Aruva shall not be responsible for overcrowding or operational issues arising at the Venue.

The Venue Partner agrees to maintain the Venue in a safe, clean and operational condition suitable for conducting the scheduled Event.

The Venue Partner shall:

• provide the facilities described in the Event listing;
• honour confirmed Bookings;
• provide access to the Artist within reasonable reporting time;
• maintain adequate lighting, electricity and essential utilities;
• ensure that technical arrangements committed to the Artist are available;
• cooperate with Aruva representatives where required; and
• comply with all applicable laws, regulations and safety requirements.

Failure to fulfil these responsibilities may result in cancellation of the Event, suspension of the Venue listing, withholding of payouts or termination of the Venue Partner account.

The Venue Partner shall facilitate timely check-in of the Artist upon arrival at the Venue.

Where enabled by the Platform, the Venue Partner shall verify the Artist through the designated OTP verification process before commencement of the performance.

Upon successful verification, the Artist may initiate the performance through the "Start Gig" workflow available on the Platform if the Artist finds your Venue deemed fit for performance.

The Venue Partner shall not request or permit commencement of a confirmed performance through unofficial procedures that bypass the Platform's verification process, except where expressly authorised by Aruva.

Failure to comply with the prescribed verification workflow may affect payout eligibility, dispute resolution rights or other operational benefits available under the Platform.

The Venue Partner agrees to:

• provide the Venue substantially as described on the Platform;
• ensure reasonable access for the Artist;
• provide agreed facilities and technical arrangements;
• honour confirmed Bookings;
• maintain a safe and lawful environment;
• cooperate with Artists, Users and Aruva representatives;
• comply with applicable laws and venue regulations; and
• promptly report any incident that may materially affect an Event.

Repeated operational failures may result in reduced visibility, suspension or permanent removal from the Platform.

The Venue Partner shall ensure that all agreed operational arrangements, performance infrastructure and venue facilities are fully prepared and functional prior to the scheduled commencement of the Event. This includes, where applicable, stage readiness, electrical power supply, sound and lighting infrastructure, green room facilities, seating arrangements, venue accessibility, safety measures and any other amenities which are must required for the performance.

The Artist shall have the right to verify that the agreed operational requirements and performance arrangements are reasonably available before commencing the performance. Where any material deficiency is identified, the Artist shall promptly notify the Venue Partner through the Platform and both parties shall cooperate in resolving the issue before the performance begins.

The Venue Partner shall be solely responsible for obtaining, maintaining and renewing all licences, permits, registrations, approvals, No Objection Certificates (NOCs), and statutory permissions required for operating the Venue and conducting Events.

Such approvals may include, without limitation:

• Trade Licence;
• GST Registration (where applicable);
• Shops & Establishment Registration;
• Fire Safety Approval;
• Building Occupancy Certificate;
• Police Permissions;
• Public Performance Licences;
• Music Copyright Licences;
• Sound Permissions;
• Municipal Approvals;
• Excise Licence (where applicable);
• FSSAI Licence (where food or beverages are served); and
• Any other approval required under applicable law.

Failure to obtain or maintain the necessary approvals shall constitute the sole responsibility of the Venue Partner.

The Venue Partner shall ensure that every Event is conducted in a safe, secure and legally compliant environment.

Without limitation, the Venue Partner shall be responsible for:

• Crowd Management;
• Emergency Exits;
• Fire Safety Equipment;
• Security Personnel;
• Medical Assistance (where required);
• Electrical Safety;
• Structural Safety of Stage and Venue;
• Parking Management;
• Emergency Evacuation Procedures; and
• Compliance with local safety regulations.

Aruva shall not be responsible for managing or supervising safety arrangements at the Venue.

The Venue Partner shall provide all facilities expressly committed to the Artist or Users at the time of Booking.

Where applicable, such facilities may include:

• Stage;
• Green Room;
• Sound System;
• Lighting;
• LED Display;
• Power Supply;
• Wi-Fi;
• Seating Arrangement;
• Parking;
• Hospitality;
• Loading & Unloading Access; and
• Other agreed infrastructure.

The Venue Partner shall remain responsible for the functionality, maintenance and safety of all venue infrastructure and equipment owned or provided by the Venue.

The Venue Partner acknowledges and agrees that it shall be solely responsible for obtaining all approvals required for hosting an Event.

Aruva acts only as a technology platform facilitating Artist discovery, Event publishing and ticket sales.

Accordingly, Aruva shall not be responsible for:

• obtaining statutory approvals;
• verifying licences;
• monitoring legal compliance;
• ensuring venue eligibility; or
• supervising regulatory obligations.

Where any Event is cancelled, interrupted or subjected to action by any Government Authority due to non-compliance by the Venue Partner, Aruva shall not be liable for any resulting loss.

The Venue Partner agrees to indemnify and hold Aruva harmless against any claims arising from such non-compliance.

A confirmed Event shall not be cancelled by the Venue Partner except under exceptional circumstances.

Where cancellation becomes unavoidable, the Venue Partner shall immediately notify Aruva through the Platform.

Aruva may recover or adjust:

• Artist Compensation;
• Customer Refunds;
• Payment Gateway Charges;
• Marketing & Promotional Expenses;
• Operational Costs;
• Platform Fees; and
• Any other reasonable losses arising from such cancellation.

Repeated cancellations may result in:

• Reduced Platform visibility;
• Suspension of Event publishing privileges;
• Temporary suspension of the Venue Partner account; or
• Permanent termination from the Platform.

The Venue Partner may request rescheduling of an Event through the Platform.

Rescheduling shall remain subject to:

• Artist Availability;
• Customer Impact;
• Venue Availability;
• Ticket Status;
• Operational Feasibility; and
• Approval by Aruva.

Submission of a rescheduling request shall not guarantee approval.

Where rescheduling is not feasible, the Event shall be treated as a cancellation under Clause 26.

Where a confirmed Artist cancels or becomes unavailable before the Event, Aruva may, at its sole discretion, assist the Venue Partner in identifying a suitable replacement Artist.

Aruva shall use commercially reasonable efforts to facilitate such replacement but does not guarantee the availability, suitability or acceptance of any alternative Artist.

Where a replacement Artist is confirmed, revised commercial terms, Artist Fees or performance conditions may apply.

Refunds relating to Ticketed Events shall be governed by Aruva's applicable Refund Policy.

Where an Event is cancelled due to reasons attributable to the Venue Partner, Aruva shall be entitled to refund the applicable ticket amount to Customers in accordance with the Refund Policy.

The Venue Partner shall remain liable for all refund obligations, Artist compensation, payment gateway charges, taxes, chargebacks and any other costs arising from such cancellation.

All ticket sale proceeds, reservation fees, convenience fees and other payments collected for an Event through the Aruva Platform shall be received and held by Aruva in a designated settlement or escrow account until completion of the respective Event and settlement in accordance with these Terms.

Unless otherwise determined by Aruva, ticket revenue shall remain on hold until the Event has been successfully completed.

Following successful completion of the Event, and subject to compliance with these Terms, Aruva shall process the eligible payout to the Venue Partner within Seven (7) days after deducting applicable Platform Fees, Payment Gateway Charges, taxes, statutory deductions, promotional adjustments, refunds, chargebacks, penalties and any other applicable deductions.

Where an Event is cancelled by the Venue Partner or cannot be conducted due to reasons attributable to the Venue Partner, Aruva shall be entitled to refund the entire eligible ticket amount collected from Customers in accordance with the applicable Refund Policy. In such cases, the Venue Partner shall not be entitled to receive any payout in respect of the cancelled Event.

The Venue Partner expressly authorises Aruva to deduct, adjust or recover from the settlement amount any refund payable to Customers, compensation payable to Artists, payment gateway charges, chargebacks, statutory deductions, penalties, operational expenses or any other legitimate dues arising in connection with the Event.

Aruva reserves the right to withhold, delay, adjust or recover any settlement or payout where any fraud investigation, customer dispute, Artist dispute, regulatory verification, legal proceeding, chargeback, policy violation or any other compliance-related matter remains pending.

The settlement or payout released by Aruva shall be deemed final unless any subsequent adjustment becomes necessary due to refunds, legal obligations, chargebacks, tax requirements or any other valid commercial or regulatory reason.

The Venue Partner shall remain solely responsible for:

• GST Compliance;
• Income Tax;
• TDS Compliance;
• Entertainment Tax (where applicable);
• Municipal Taxes;
• Local Levies; and
• Any other statutory obligations applicable to its business.

Aruva may deduct taxes wherever required under applicable law.

The Venue Partner shall provide valid tax registration details wherever applicable.

Users and Artists may submit ratings and reviews relating to the Venue.

Ratings may consider:

• Venue Quality;
• Cleanliness;
• Staff Behaviour;
• Safety;
• Facilities;
• Event Management;
• Hospitality; and
• Overall Experience.

The Venue Partner shall not manipulate ratings, submit fake reviews or offer incentives in exchange for favourable reviews.

Aruva reserves the right to remove reviews that violate Platform policies.

Aruva may maintain an internal Venue Performance Score ("VPS") to evaluate the operational quality and reliability of Venue Partners.

The VPS may consider, among other factors:

• Event Completion Rate;
• Venue Cancellation Rate;
• Customer Ratings;
• Artist Feedback;
• Safety Compliance;
• Response Time;
• Operational Reliability;
• Policy Compliance;
• Ticketing Performance; and
• Any other operational metrics determined by Aruva.

The VPS may be used to determine eligibility for:

• Featured Listings;
• Search Rankings;
• Verification Badges;
• Promotional Campaigns;
• Premium Features;
• Priority Support; and
• Other Platform benefits.

Aruva reserves the right to modify the VPS methodology, scoring parameters and eligibility criteria at any time without prior notice.