Terms Of Service

Overview

These Terms of Service (“Terms”) govern your access to and use of SprukoMarket, operated by Spruko Technologies Private Limited (“Spruko”, “we”, “us”, “our”). Our marketplace enables independent creators (“Authors”) to license digital items to customers (“Buyers”) worldwide. By creating an account, listing, purchasing, downloading, or otherwise using SprukoMarket, you agree to these Terms and the policies referenced below, including our Privacy Policy and other applicable marketplace policies (collectively, the “Policies”). If you do not agree, you must not use the Services.

Operator location: India (global services).

These Terms explain the rules for using the SprukoMarket marketplace, including how digital licenses work, how payments and payouts are processed, and the responsibilities of both Buyers and Authors.

These User Terms (also called “Terms of Service” or “Terms & Conditions”) apply to all visitors, buyers, and authors using SprukoMarket. If you plan to list items, you must also comply with our Author/Seller Terms.

1. Definitions

• Account: A user profile registered on SprukoMarket (individual or organization) that may act as an Author and/or Buyer.
• Author: An independent creator or entity that lists and licenses Items via the Services.
• Buyer: A person or entity that acquires a License to use an Item.
• Item: (also referred to as “Product” in SprukoMarket Licensing Terms): Digital content, assets, or services offered by Authors, including (without limitation) themes, templates, code, UI kits, graphics, fonts, 3D models, audio, video, plugins, documentation, presets, datasets, and configuration files.
• Bundle: A collection of two or more Items sold together at a single price under one transaction. Unless expressly stated otherwise on the Bundle page, each Item in a Bundle is licensed to the Buyer separately under the applicable License type chosen at checkout, and Bundle pricing does not expand License scope for any included Item.
• License: The end-user rights granted to a Buyer for an Item, as described in the applicable Spruko License selected at purchase (e.g., Standard/Extended, seat/domain/project, redistribution limits, and restrictions on use in competing products).
• End Product: The application, website, design, media, or other output created by or for the Buyer using an Item under the License.
• Support: Author-provided technical assistance for an Item during the stated support window if the Item is marked “Supported”.
• Update / Updates: Revisions to an Item released by the Author (e.g., bug/security fixes, compatibility updates). Inclusion of new features depends on the Item page and License terms.
• Services: The SprukoMarket website, accounts, dashboards, APIs, checkout, hosting/delivery, moderation and review tools, messaging, and related features operated by Spruko.
• Policies: These Terms and the incorporated documents, including the Privacy Policy, Acceptable Use Policy, Licensing page, Refund Policy, and any product- or region-specific terms referenced by us.
• Preview: Non-licensed demonstrations of an Item (e.g., screenshots, low-resolution/watermarked files, live demos) provided solely to evaluate an Item prior to purchase.
• Fees: Marketplace, processing, currency-conversion, and other charges disclosed by Spruko or the payment processor from time to time.
• Taxes: Any sales, GST/VAT, withholding, duties, digital services taxes, or similar, applicable to transactions or payouts.
• Seller of Record (SoR): The party legally identified as the seller for a transaction. Unless we state otherwise at checkout, the Author is SoR; Spruko acts as a limited payment/service agent.
• Gross Sale / Net Sale: Gross Sale is the total price paid by the Buyer for an Item (including any taxes collected by us where applicable). Net Sale is Gross Sale less marketplace fees, processor fees, taxes/withholdings collected or remitted by us, and any adjustments (refunds, reversals) as applicable.
• Payout: The amount payable to an Author from Net Sales after clearance, fraud/compliance checks, and subject to thresholds and schedules posted by Spruko.
• Chargeback / Dispute: A payment reversal or challenge initiated through a payment method or processor; may lead to holds, offsets, or account restrictions.
• Open-Source Components: Third-party code under an OSI-approved or similar license included in an Item. Authors must disclose components, provide required notices, and ensure license compatibility with the Item’s intended use.
• AI-Generated Content: Content generated or materially modified using artificial-intelligence tools. Authors must disclose such use and warrant lawful training data and compliant outputs.
• Malicious Code: Code intended to harm or secretly track users (e.g., malware, spyware, credential harvesters). Obfuscation solely for license enforcement or IP protection is not “malicious” if clearly disclosed and compliant with law and these Terms.
• Third-Party Services: Services not operated by Spruko (e.g., payment processors such as Razorpay/PayPal, CDN, analytics, cloud hosts). Their terms and privacy notices apply in addition to these Terms.
• Intermediary: Status under India’s Information Technology Act and Rules indicating that Spruko does not initiate transmissions, select receivers, or modify information provided by users.
• KYC/AML: Know-Your-Customer and Anti-Money-Laundering checks (including sanctions and export-control screening) that Spruko or processors may conduct to meet legal and risk-management obligations.
• Takedown Notice / Counter-Notice: A report alleging infringement or a response disputing such a report, submitted with information we reasonably require to act.
• Business Day: Monday–Friday excluding public holidays in Telangana, India.
• Force Majeure: Events beyond reasonable control (e.g., natural disasters, war, labor disputes, internet or cloud-provider outages, regulatory blocks) that excuse delays or failures to perform.

Clarification: Buyers acquire a License to use an Item (or Items within a Bundle); they do not acquire ownership of the Item(s). All intellectual property rights remain with the Author or the respective rights holder unless explicitly stated otherwise.

2. Agreement to Policies

These Terms incorporate and you agree to the following Policies (as updated from time to time): Privacy Policy, Acceptable Use Policy, Licensing, Refund Policy, and any product- or region-specific terms shown at point of use.

3. Eligibility & Accounts

• You must be at least 18 (or the age of majority in your jurisdiction) and able to form a binding contract.
• Provide accurate, current, and complete information and keep it updated. We may require identity, business, sanctions, and tax information, and may enable, limit, or disable access at our reasonable discretion.
• Safeguard your credentials. All activity under your account is deemed yours. Accounts are personal and non-transferable; do not sell, share, or reassign them.
• Promptly notify us of suspected unauthorized access or security incidents.

4. Customer Access & Restrictions

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Services for personal or business use. All rights not expressly granted are reserved.

Important: You must not scrape, mass-download, bypass security or license checks, remove watermarks, misuse automation, or impersonate others—see our Acceptable Use Policy for the detailed rules that form part of these Terms.

5. Browsing Content & Free Files

From time to time we may make limited content (including previews or free files) accessible without purchase. Your use of such content is subject to these Terms, the Acceptable Use Policy, and any file-specific restrictions shown at point of access. Unless a free file expressly includes a license grant, previews and free files are for evaluation only and may not be used in End Products.

6. Acceptable Use

• Illegal or rights-infringing activity (including piracy and IP violations) is prohibited.
• Malware, security abuse, or attempts to circumvent access controls are prohibited.
• Fraud, deceptive conduct, or off-platform fee-evasion is prohibited.
• Violations of sanctions, export controls, data-protection or consumer laws are prohibited.

Detailed conduct rules (including automation, scraping, previews/watermarks, and review behavior) are set out in our Acceptable Use Policy, which is incorporated into these Terms. We may remove content and restrict or suspend accounts to protect users, rights, and our Services.

7. Copyright & DMCA

SprukoMarket respects intellectual property rights and expects Authors and users to do the same. If you believe that content on SprukoMarket infringes your copyright or other intellectual property rights, you may submit a takedown notice to our designated copyright contact.

Please send your notice to [email protected] including sufficient information to identify the copyrighted work, the allegedly infringing material, and your contact details.

Upon receiving a valid notice, we may review the report and remove or disable access to the allegedly infringing content where appropriate, consistent with applicable law.

8. Buying & Licensing (Buyers)

• Each purchase grants a limited, non-exclusive, non-transferable license under the selected Spruko License. Choose the correct license for your intended use.
• Unless stated otherwise, licenses are for a single end product or seat/domain/project as specified by the license. Redistribution, sharing, or resale outside license scope is prohibited.
• Items marked “Supported” include support for the stated period; any extensions are at the Author’s discretion.
• Review Item descriptions, requirements, and compatibility before purchasing. Digital licenses are generally non-refundable (see Section 11 and the Refund Policy).
• Updates: Unless an Item page or license states otherwise, updates within the same major version line are included during the support/maintenance window.

1. EU/EEA Consumers — Right of Withdrawal for Digital Content

2. Subscriptions (if offered)

Subscriptions do not auto-renew. Renewals are manual each term. If you do not renew, access to subscription benefits ends at the conclusion of the paid term. Unless required by law, fees paid for a term are non-refundable once access is provided.

3. On-Demand/Platform Restriction

Unless expressly permitted by the applicable License, you may not use an Item in systems that generate end products “on demand” (e.g., theme/site/app generators, logo makers) or to create a library that competes with the Item itself. See examples in the AUP.

4. License Compliance

To enforce licensing, we may use automated checks and request limited, non-personal logs or proof of seat/domain usage. You agree to cooperate reasonably; we will not request your customer personal data except where strictly necessary and lawful.

9. Selling (Authors)

• Listing is subject to review for quality, safety, and compliance. We may accept, reject, recategorize, or remove Items (acting reasonably).
• You must own or have all necessary rights, licenses, and releases (including model/property releases if applicable). Listings must be accurate and non-misleading; Items must be functional and free of malicious code.
• If you mark an Item “Supported,” you must provide timely support during the included period and any paid extensions.
• Author-driven pricing: You set your Item price independently (no coordination or collusion). You may not override Spruko’s standard Buyer License/Terms on your Item page.
• License to Spruko: You grant Spruko a limited, worldwide, royalty-free license to host, cache, transmit, display, promote, and deliver your Items and watermarked previews to operate and market the marketplace. Ownership remains with you.
• Open-Source & Third-Party Components: If your Item includes third-party or open-source components, you must (a) list them and their licenses, (b) include required notices/attributions, and (c) ensure their licenses permit the Item’s intended use. Do not include code that would require Buyers to open-source their proprietary projects unless clearly disclosed prior to purchase.
• AI-Generated Content: Clearly disclose when Items (or material portions) are AI-generated or AI-modified. You warrant that training data and outputs do not infringe third-party rights and do not include personal data without a lawful basis and required notices/consents.
• Security: No obfuscated malicious code, hidden telemetry, or network beacons beyond clearly stated analytics. Promptly remediate reported vulnerabilities.
• Abandonment: If a “Supported” Item receives no updates or responses for a commercially unreasonable period, we may remove the “Supported” badge and/or take appropriate marketplace actions; security-only community patches may be allowed to protect Buyers.

10. Payments, Payouts, Taxes & Seller of Record

• Buyer payments: Processed by third-party providers (currently Razorpay and PayPal; others may be added). Processor fees and FX rates are controlled by those providers. We do not store full card/bank details.
• Seller of Record (SoR): Unless expressly stated at checkout, the Author is the seller of record for the Item and responsible for Item-level obligations. Spruko acts as a limited payment/service agent to facilitate transactions.
• Author earnings: On each sale, you earn the Item price less the applicable marketplace fee and any taxes/withholdings we are required to collect/remit. Payouts are made to an Author-owned destination after clearance, fraud, and compliance checks, and subject to the posted minimum payout threshold and payout calendar.
• FX & currency: Prices may be displayed in different currencies. Conversions occur at processor-provided rates and may include spreads/fees.
• Holds/offsets: We may hold, delay, offset, or claw back amounts for refunds/chargebacks, suspected fraud, disputes, or legal obligations for a commercially reasonable time.
• Set-off; Negative balances: If your account balance is negative, you authorize Spruko to set off amounts you owe against amounts we owe you, debit your default payout or payment method, and/or invoice you for immediate payment.
• Taxes & facilitator clause: Authors and Buyers are responsible for their own taxes except where law requires us to collect/remit (e.g., GST/VAT/DST). We may collect/remit such taxes and deduct from payouts as required. You must provide accurate tax/KYC details (e.g., PAN, GSTIN, W-8/W-9 equivalents) or we may withhold as permitted by law.
• Invoices/receipts: Transaction documents will reflect the parties and any taxes collected by us or processors, as applicable.
• Dormancy & unclaimed property: After prolonged inactivity, we may (where permitted) charge a reasonable administrative fee and/or comply with applicable escheat/unclaimed-property laws.
• Pricing errors: We may cancel a transaction and issue a refund if an obvious pricing, currency conversion, or tax-calculation error occurred. Where feasible, we may honor the price or provide a coupon at our discretion.

11. Geography, Currency & Price Changes

• Geographic pricing: Prices or plans may vary by region or promotion. Eligibility may be determined using reasonable signals (e.g., billing country, location information, taxes).
• Price changes: We may change prices; increases for ongoing subscriptions (if any) apply no earlier than a reasonable notice period before the renewal date.
• Currency & conversion: Display currency may vary. Your bank/processor may apply conversion or other fees beyond our control.

12. Refunds, Chargebacks & Disputes

• Because Items are digital and typically delivered immediately, purchases are generally non-refundable except where required by applicable law or permitted under our Refund Policy (e.g., confirmed non-trivial defects not remedied within a reasonable time, or material misrepresentation).
• Chargeback/refund abuse may result in account restrictions and fund holds. Processor disputes may lead to temporary suspension until resolved.
• Authors must respond in good faith to Buyer issues, provide reasonable troubleshooting for supported Items, and cooperate in resolutions.

Nothing in this Section limits any non-waivable consumer rights that may apply to you by law.

13. Third-Party Offers & Services

You may see offers from third-party providers. If you redeem an offer, your contract is with that provider and their terms apply. We are not responsible for third-party products/services or representations; use them at your own risk.

We also use third-party services (e.g., payment processors, hosting, analytics). Their terms and privacy notices apply in addition to these Terms.

14. Privacy & Data

• See our Privacy Policy for details on how we collect, use, store, and share data. We use PCI-compliant gateways, encryption, and fraud controls, but no system is 100% secure.
• Do not misuse personal data obtained via the marketplace. Authors processing Buyer data must comply with applicable data-protection laws and provide any notices required by law. Spruko is a controller for platform operations; Authors act as independent controllers for Buyer data they export or process off-platform.
• India (DPDP Act 2023): We process personal data lawfully, enable user rights (access/correction/erasure and grievance), and may transfer data cross-border subject to law. Data Protection Desk: please submit a request.

Privacy/DPO contact: [email protected] (use for data-rights requests, GDPR/DPDP queries).

15. Compliance: KYC/AML, Sanctions & Export

• We may screen users and transactions for compliance with anti-money laundering (AML), counter-terrorist financing (CTF), sanctions, and export control laws. We may restrict features or access pending verification.
• You represent that you are not located in, residing in, or a national of any country or region subject to comprehensive sanctions, and that you are not on any applicable restricted-party list (including UN, US OFAC, EU, UK, and India lists).
• You agree not to export, re-export, or provide Items to prohibited jurisdictions or parties, and not to use the Services for prohibited end uses.

16. India: Intermediary & Grievance

Intermediary Status. Spruko operates as an intermediary under the Information Technology Act, 2000 and the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021. We do not initiate transmissions, select receivers, or modify information. Upon receiving actual knowledge via a valid notice or upon court/government order, we may disable access to allegedly unlawful content within timelines prescribed by law.

Grievance Officer (India)

Name : Akula UdayKumar
Email: [email protected]
Customer Support : Requests must be submitted through the SprukoMarket Help Center.
Contact form: Submit a request
Postal Address: LIG-215, 1-8-67/83, APIIC Colony, ECIL, Kushaiguda, Hyderabad, Telangana 500062, India
Timelines: Acknowledge within 24 hours; resolve within 15–30 days as applicable.

17. Search, Ranking & Placement

The visibility and order of Items in search results or curated areas may depend on factors like relevance, quality, recency, engagement, editorial input, compliance, and ownership/source. We may, at our discretion, prioritize Items we operate, license, or produce. We may modify ranking or placement methodologies over time.

18. Fair Use & Download Behaviour

We may apply technical limits and anti-abuse controls to protect users and rights holders. Specific download, automation, and rate-limit rules are described in the Acceptable Use Policy.

19. Reviews, Moderation & Off-platform Steering

• We may moderate or withhold reviews that are unlawful, abusive, spam, or appear incentivized/manipulated. Incentivized reviews must be clearly disclosed where permitted.
• Authors and affiliates must comply with endorsement/advertising rules (e.g., FTC/ASA/CMA disclosure of material connections).
• Steering deals that originated on Spruko off-platform to avoid fees is prohibited and may result in account action.

20. APIs & Automation

• API keys are personal to your account. Do not share or embed keys in public code. Beta/experimental features are provided “as is,” may change or break, and may have limited support.

Allowed endpoints, key handling practices, scraping rules, and rate limits are set out in the Acceptable Use Policy.

21. Artificial Intelligence Tools (if available)

Use of any AI tools and resulting outputs must comply with the Acceptable Use Policy, including responsibility for evaluating Outputs, respecting third-party rights, and avoiding harmful uses.

22. Accessibility

We strive to improve accessibility and aim for reasonable alignment with WCAG 2.1 AA where feasible.

23. Suspension, Termination & Consequences

• We may (acting reasonably) suspend or terminate accounts for Policy or legal violations, fraud/abuse, IP issues, payment risks, sanctions/export restrictions, repeated inactivity, or failure to complete required checks.
• Consequences may include loss of access to Items or earnings, Item removal, and holds/forfeiture of funds to the extent permitted by law.
• You may cancel at any time. Fees already incurred are non-refundable. Account deletion is available upon request (subject to legal retention obligations).

Breaches of the Acceptable Use Policy may result in removal, restriction, or termination.

24. Disclaimers; Indemnities; Liability Limits

• No warranties: The Services, Items, and third-party services are provided “as is” and “as available” without warranties of any kind (including merchantability, fitness for a particular purpose, non-infringement, or uninterrupted/error-free operation). We do not own or control Items and do not guarantee their quality, suitability, legality, or availability.
• Your indemnity to Spruko: You will defend and indemnify Spruko and its affiliates against claims, damages, and costs (including reasonable legal fees) arising from (i) your Items/content, (ii) your use of the Services, (iii) your breach of these Terms or law, or (iv) your infringement of third-party rights.
• Author → Buyer IP indemnity: Each Author gives each Buyer a limited indemnity for third-party IP claims based on that Buyer’s licensed use of the Item, provided the Buyer gives timely notice and the Author controls the defense and settlement.
• Limitation of liability: To the maximum extent permitted by law, Spruko is not liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenues, data, goodwill, or business interruption. Our total aggregate liability for all claims relating to the Services is limited to the greater of US$100 or the total Buyer service fees paid directly to Spruko during the twelve (12) months preceding the claim.

Some jurisdictions provide non-excludable warranties or remedies for consumers. Where required, this Section applies only to the extent permitted by law.

25. Changes to Services or Terms

We may add, change, or remove features or discontinue parts of the Services. We may update these Terms; for materially adverse changes we will provide reasonable notice (e.g., site banner or email). Continued use after the effective date constitutes acceptance.

26. Governing Law & Jurisdiction

These Terms are governed by the laws of India. You agree to the exclusive jurisdiction of the competent courts in Hyderabad, Telangana, India for disputes arising out of or relating to these Terms or the Services, without prejudice to any non-waivable consumer protections in your home jurisdiction.

27. Miscellaneous

• Notices: We may provide notices on the site or by email to the address associated with your account. Legal notices to Spruko must be mailed to the address below and submitted via our Support Helpdesk.
• E-sign & electronic notices: You consent to receive policies, updates, and transaction records electronically. Clicking “I agree,” creating an account, or continuing to use the Services constitutes your electronic signature.
• Assignment: You may not assign these Terms without our prior written consent. We may assign to an affiliate or successor in connection with a merger, acquisition, or sale of assets.
• Severability; No waiver: If any provision is unenforceable, the remainder remains in effect. Failure to enforce is not a waiver.
• Entire agreement: These Terms and the Policies are the entire agreement and prevail over conflicting Item-page terms.
• Language: English controls. Translations are for convenience only.
• Force Majeure: We are not liable for delays or failures due to events beyond our reasonable control, including regulatory blocks or major internet/cloud outages.

28. Contact

Spruko Technologies Private Limited
Registered Address:
LIG-215, 1-8-67/83, APIIC Colony, ECIL, Kushaiguda, Hyderabad, Telangana 500062, India

Support & General Inquiries:
All customer support, technical assistance, and account-related requests must be submitted exclusively through the SprukoMarket Help Center. Submit a request.

Statutory, Legal & Compliance Contacts
The email addresses below are provided solely for statutory, legal, privacy, grievance, and security-related communications. They are not intended for general customer or technical support.

Grievance Officer (India): [email protected]
Privacy / Data Protection Officer (DPO): [email protected]
Legal Notices: [email protected] · IP / Copyright: [email protected]
Security Vulnerability Reporting: [email protected]