Audit Readiness Review — Engagement Letter

About this form

Crucible Group, LLC · Form IEL-AR v1.0.0 · For engagements accepted before the Master Terms of Service and Schedule AR are published; superseded for new engagements on publication (§14).

This letter sets out the terms on which Crucible Group, LLC (“Crucible,” “we”) will perform an Audit Readiness Review (the “Review”) for the client named in the acceptance record (the “Client,” “you”). It becomes a binding agreement when you accept it in the manner stated in §15.

1. The engagement

1.1 The Review is a fixed-fee documentary audit of the Client’s motor-carrier safety records, modeled on the documentary examination conducted in a compliance review. It examines the records the Client supplies against the requirements of 49 CFR Parts 382, 383, 387, 390–396 (and, where applicable, Part 397) and presents findings under the six safety-fitness factors of 49 CFR Part 385, Appendix B.

1.2 Sample. The Client supplies four structured sets against Crucible’s templates: driver roster, equipment roster, accident register (49 CFR 390.15), and roadside inspection history. From those, the platform draws the sample deterministically: every driver and unit with an out-of-service violation or an accident (as defined in 49 CFR 390.5) within the preceding 24 months is selected; the balance is drawn randomly by a seeded, reproducible method to a fleet-sized target. Crucible’s advisor may add or remove subjects before the sample issues, with the reason recorded. The selection method, the seed, and every selection reason are preserved in the engagement record and reported.

1.3 Deliverable. The Audit Readiness Report, presented factor by factor: scope examined, documents reviewed, findings with evidence references and severity, or the affirmative statement that the examined records supported no finding. Findings also enter the Client’s program record, where the Client’s acceptance, declination, and corrective actions are recorded.

1.4 How the Review is performed under this letter. Documents are read and findings are authored by a named Crucible advisor. Platform tooling used in this engagement is deterministic — sampling, completeness, expiry arithmetic computed from dates the Client typed and confirmed — and no Client document is processed by an artificial-intelligence model under this letter. Regulatory citations are to Crucible’s stored, versioned copy of the regulations as of the draft date; the official eCFR controls in the event of difference.

2. Fees and payment

2.1 Fee. Fixed, determined by fleet size (power units) at the tier below from the Client’s FMCSA registration record at the time of request, subject to re-tiering if the roster delivered under §1.2 differs materially:

Up to 10 power units — $3,500 · 11–50 — $5,500 · 51–150 — $8,500 · 151–500 — $12,500 · Over 500 — quoted.

2.2 Elevated history. Where the mandatory selections (out-of-service violations and accidents) materially exceed the sampling targets for the Client’s fleet size, Crucible may quote the engagement instead of applying the table. A quote is stated in writing before any invoice issues, supersedes the table, and is accepted by the Client in writing.

2.3 Invoicing. One invoice, issued through Stripe on the Client’s acceptance of this letter; payment due net 14 by card or ACH. Crucible never sees or stores card numbers. The audit sample issues when the invoice is paid; intake and the draw proceed in the meantime.

2.4 Credit. Fifty percent of the fee actually paid credits against the first invoice(s) of any Crucible Retained Advisory program commenced within thirty days after delivery of the Report. The credit is non-cash, non-transferable, and lapses if no program commences within that window.

2.5 Amounts unpaid thirty days after the invoice date may bear interest at 1.5% per month (O.C.G.A. §7-4-16) and Crucible may suspend work after notice and a ten-business-day cure period. Fees exclude taxes, which are the Client’s responsibility other than taxes on Crucible’s income.

3. The Client’s responsibilities and warranties

3.1 Accuracy. The rosters, accident register, and inspection history supplied for sampling are accurate and complete to the Client’s knowledge. The sample is only as sound as its inputs.

3.2 Authority to disclose. The Client is the employer and custodian of the driver and vehicle records it submits and warrants that it is authorized to disclose them to Crucible for this engagement, and that it has given any notice to the individuals concerned that its own policies or applicable law require. Crucible supplies a driver notice (Attachment A) for the Client’s use; the Client is responsible for its distribution.

3.3 DPPA. Motor vehicle records in the Client’s driver qualification files were obtained by the Client under a permissible use of the Driver’s Privacy Protection Act, 18 U.S.C. §2721(b) — including subsection (b)(9) for holders of a commercial driver’s license and subsections (b)(2), (b)(3), and (b)(13) as applicable. The Client’s disclosure of those records to Crucible, as its agent and contractor for this Review, is a redisclosure under §2721(c) for the same permitted use. Crucible will use the information only for that purpose and will not redisclose it except to the service providers identified in §5.3 under equivalent restrictions. This executed letter serves as the Client’s record of the redisclosure, identifying the recipient and the permitted purpose, and the Client will retain it for not less than five years.

3.4 Regulated records — what the Client will not submit. The Client will submit only the document types listed on the engagement checklist and will not submit: individual drug or alcohol test results or any record subject to 49 CFR 40.321 or 382.405; medical review officer or substance abuse professional records; the content of Drug and Alcohol Clearinghouse query results; the content of safety-performance-history investigation files under 49 CFR 391.53 (process evidence — inquiry dates, responses received, good-faith-effort documentation — may be submitted); medical examination reports (MCSA-5875), skill-performance-evaluation or exemption medical documentation; Social Security cards; Form I-9 or other immigration documents; or financial account records. The drug and alcohol domain is reviewed at the program level — written policy, random-selection records, management information system summaries, the Clearinghouse query log, and supervisor training records — and through the Client’s own attestations of the presence and dates of required results, never the results themselves.

3.5 Use of findings. The Review is an audit of the Client’s records. It is not a background investigation or a consumer report under the Fair Credit Reporting Act, 15 U.S.C. §1681 et seq., and no finding is a determination about any individual. The Client will not take adverse action against any driver on the strength of a finding without its own review of the underlying record.

3.6 Originals. The Client remains the custodian of its records and retains the originals.

4. Disclaimers

4.1 The Review is advisory. It is not legal advice, creates no attorney-client relationship, and is not a determination of compliance by any regulator or under 49 CFR Part 385 or any other authority.

4.2 Crucible does not predict or warrant any FMCSA safety rating, audit outcome, insurance decision, or enforcement result. The Review rehearses the documentary examination; the agency’s own review is the agency’s.

4.3 The Review is sample-based and is not represented as exhaustive. It relies on documents supplied by the Client, which Crucible does not authenticate.

4.4 The platform is not the Client’s system of record. Placing a document in it discharges none of the Client’s own recordkeeping duties, and the Client retains sole responsibility for its compliance with FMCSA, DOT, and all other requirements and for every operational and safety decision.

4.5 The Client may describe the Review accurately as an advisory review of its records. It will not represent to any regulator, insurer, court, or third party that Crucible audits, certifies, rates, or operates the Client’s compliance program.

5. Documents, security, and confidentiality

5.1 The document room. Audit documents are uploaded to a private, tenant-isolated document room in Crucible’s platform. Access is enforced server-side; every download re-checks the reader and is audit-logged; each file is hash-pinned at intake; superseded documents are flagged, never erased.

5.2 Security. Crucible maintains reasonable administrative, technical, and physical safeguards for Client records as described in its Information Security Policy and published at gocruciblegroup.com/trust, including the gaps stated there. Crucible will notify the Client without undue delay, and in any event within 72 hours of confirming it, of any unauthorized access to or disclosure of Client records in Crucible’s possession, and will cooperate reasonably in the Client’s response.

5.3 Service providers. Client records are stored and processed by Crucible’s infrastructure providers (Neon — database; Vercel — hosting and file storage), with authentication by Clerk, transactional email by Resend, and billing by Stripe, all in the United States. No Client document is transmitted to an artificial-intelligence provider under this letter.

5.4 Confidentiality. Each party will protect the other’s non-public information with at least the care it uses for its own, and use it only to perform this letter, subject to the standard exclusions (independently known or developed, lawfully received, public through no fault) and to compelled disclosure with notice where lawful. Crucible may state that the Client is a client; any other use of the Client’s name requires written consent.

6. Retention and deletion

6.1 Document files remain in the Client’s document room during the engagement and for 24 months after delivery of the Report, or until the Client requests their deletion, whichever is earlier.

6.2 The engagement record — findings and their dispositions, the sampling methodology and seed, the Report, and document metadata (document file names, dates, and hashes, with driver identities pseudonymized on deletion of the files) — is retained by Crucible for not less than six years after delivery of the Report as the record of its professional engagement.

7. Intellectual property

7.1 The Report and the findings prepared for the Client are the Client’s on payment, excluding Crucible’s methodology, checklists, sampling engine, templates, and frameworks, for which the Client receives a perpetual internal-use license as embedded in the deliverable. Crucible may use aggregate, de-identified learnings to improve its services.

8. Limitation of liability

8.1 NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY.

8.2 CRUCIBLE’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS LETTER IS CAPPED AT THE FEE PAID FOR THE REVIEW, EXCEPT THAT FOR A BREACH OF §5 (SECURITY AND CONFIDENTIALITY) IT IS CAPPED AT THE GREATER OF TWO TIMES THE FEE PAID OR $50,000.

8.3 The caps do not apply to the Client’s payment obligations, to either party’s gross negligence or willful misconduct, or to the indemnity in §9.

9. Indemnity

The Client will defend and indemnify Crucible against third-party claims arising from the Client’s breach of §3 (including any claim that records were disclosed to Crucible without authority or in violation of the Driver’s Privacy Protection Act, 49 CFR Part 40, Part 382, or Part 391, or applicable state law) or from the Client’s use of the Review in violation of §3.5, §4.4, or §4.5, provided Crucible gives prompt notice and reasonable cooperation and the Client controls the defense.

10. Term and termination

10.1 This letter runs from acceptance until delivery of the Report and completion of the retention terms in §6. Either party may terminate for material breach uncured thirty days after written notice.

10.2 If the Client terminates before the sample issues, Crucible refunds the fee less $500 for intake and draw work performed. After the sample issues, the fee is earned; Crucible delivers the record as it stands.

11. Dispute resolution and governing law

11.1 This letter is governed by Georgia law without regard to conflicts rules.

11.2 Any dispute arising out of or relating to this letter will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules before a single arbitrator seated in Atlanta, Georgia, except that either party may seek injunctive relief in court to protect confidential information or intellectual property, and either party may bring a claim within the jurisdiction of a small-claims court in that court. Judgment on the award may be entered in any court of competent jurisdiction. Each party bears its own costs unless the arbitrator awards otherwise.

12. Notices

To Crucible: Crucible Group, LLC, 8735 Dunwoody Place, Atlanta, Georgia 30350, with a copy to legal@gocruciblegroup.com. To the Client: the administrative email of record. Notices are effective on receipt.

13. General

Independent contractors; no third-party beneficiaries. Assignment only with consent, except to a successor by merger or sale of substantially all assets, with notice. Force majeure for events beyond reasonable control other than payment. Severability and non-waiver as standard. “Including” means “including without limitation.” Electronic acceptance and electronic signatures are valid under the Electronic Signatures in Global and National Commerce Act and the Georgia Uniform Electronic Transactions Act, O.C.G.A. §10-12-1 et seq.

14. Entire agreement; migration

14.1 This letter, with Attachment A, is the entire agreement for the Review and supersedes all prior discussions and the content of any request form. Crucible’s Privacy Policy (gocruciblegroup.com/legal/privacy) describes its processing of personal information and is incorporated as a description of practice, not as a term that enlarges this letter.

14.2 When Crucible publishes its Master Terms of Service and Schedule AR, the Client may elect, by written notice or in-platform acceptance, to have this engagement governed by those terms from the date of election. Absent election, this letter continues to govern.

15. Acceptance

Accepted on behalf of the Client by the signature or electronic acceptance — including acceptance recorded inside the Crucible platform — of a person who represents that they are authorized to bind the Client. The acceptance record identifies the person, their title, the Client, this form and its version, and the date and time.

Attachment A — Driver Notice (for the Client to distribute)

Crucible supplies this notice; the Client distributes it to the drivers whose records are within the audit sample, in the manner the Client’s counsel directs.

Notice: safety records review by Crucible Group, LLC.

Your employer has engaged Crucible Group, LLC, a safety and compliance advisory firm, to review its own motor-carrier safety records. Crucible’s review examines whether your employer’s driver qualification, hours-of-service, vehicle maintenance, and safety program records meet Federal Motor Carrier Safety Administration requirements.

What is reviewed. Records your employer keeps about you under 49 CFR Parts 382, 383, 391, 395, and 396 may be included: your driver qualification file (application, employment verification, motor vehicle record, medical certificate status, road test or CDL equivalence), hours-of-service records, and inspection and accident records involving a vehicle you operated.

What is not reviewed. Your individual drug or alcohol test results, medical examination reports, Social Security card, and immigration documents are not provided to Crucible. The review is sample-based and may not include your records at all.

What Crucible does with the records. Crucible reads them to assess your employer’s recordkeeping and compliance program. Crucible makes no determination about you, provides no report about you to anyone, and plays no part in any employment decision. Records are held in a private system with access logging, are not sold, and are retained only as the engagement requires.

Questions. Contact your employer’s safety department, or Crucible at legal@gocruciblegroup.com or 8735 Dunwoody Place, Atlanta, Georgia 30350.