1. Introduction
These Universal Terms and Conditions (“Terms”) govern the use of the reMARKET.us platform (“Platform”), owned and operated by INSTACOM AI LTD and its affiliated entities (“Provider,” “we,” “us,” or “our”).
By accessing or using the Platform, the Client (“Client,” “you,” or “your”) agrees to be bound by these Terms, including any Order Form, Statement of Work (“SOW”), Pricing Schedule, or Data Processing Agreement (“DPA”) executed between the parties.
Where conflicts exist, the following hierarchy shall apply: (1) Order Form → (2) SOW → (3) Universal Terms → (4) Policies → (5) Documentation.
2. Services Covered
The Platform may provide one or more of the following services:
- Data Validation & Hashing (Self-Serve or Managed)
- Attribution & Financial Model Configuration
- Email Activation
- SMS Activation
- Voice Activation & Call Centre Conversion
- CRM Performance Benchmarking
- Competitive Intelligence Insights (CRMTracker®)
- Reporting, Dashboards & Real-Time KPIs
All services are delivered under a unified activation ecosystem. Your CRM remains the primary system of record; reMarket Us provides the external benchmark and performance activation layer.
3. Client Responsibilities
The Client shall provide accurate, complete, and lawful datasets. Random lists and cross-sell are not accepted. The client must deliver 100 Known Active IDs for validation providing at least seven (7) days of gross financial activity thereby creating and agreeing to financial reporting precedent.
The Client must maintain compliance with local regulations and ensure no attempt is made to manipulate data for fee avoidance.
4. Data Quality, Validation & Impairment Model
All Uploaded Records undergo validation to determine Hash integrity, duplicate presence, and attribution correctness.
4.2 Curvilinear Impairment Adjustment
To compensate for the exponentially increasing costs associated with low-quality datasets, Baseline Fees are adjusted based on the Validity Rate using our impairment formula.
5. Attribution & EUID Model
Attribution is tied to the data subject (EUID), not the brand. This prevents internal brand switching, shifting revenue across subsidiaries to avoid payment, and ensures reporting integrity.
Attribution applies to the duration of the active campaign and any post-campaign window defined in the SOW (default: 30 days).
6. Billing Models
CPA Model (Cost Per Action): Client pays a fixed amount per validated conversion event, multiplied by the impairment factor.
Revenue Share Model: Client pays a percentage of Net Revenue associated with attributed EUIDs, multiplied by the impairment factor.
7. Reporting, Accuracy & Disputes
The Provider will make available reports on Valid Records, Conversions, and Net Revenue. All reporting disputes must include the 100 Known Active IDs and 7 days of timestamped financial activity. Provider’s logs are authoritative unless proven otherwise.
8. Compliance
The Client must comply with GDPR, UK GDPR, PIPEDA, CCPA/CPRA, CASL, and the ePrivacy Directive. The Provider acts as a Processor under GDPR and PIPEDA, and a Service Provider under CCPA.
9. Intellectual Property
All software, models, reports, dashboards, and methodologies remain the exclusive property of the Provider. Client receives a non-exclusive, non-transferable, revocable license to use the Platform during the Term.
10. Term & Termination
Unless otherwise stated, the default Term is 24 months, renewable thereafter. Provider may terminate immediately for non-payment, fraudulent data manipulation, or breach of attribution rules.
11. Confidentiality
Both parties shall maintain confidentiality of campaigns, datasets, reports, and financial logs. This obligation survives 5 years post-termination.
12. Liability & Indemnity
Provider is not liable for inaccurate data uploaded by the Client or failure of third-party carriers. The Client shall indemnify Provider against regulatory actions resulting from the Client’s misuse of data.
13. Governing Law & Dispute Resolution
This Agreement is governed by the laws of Malta. Disputes shall proceed through internal negotiation, mediation, and finally arbitration in Malta under ICC or LCIA rules.
14. Amendments & Modifications
Provider may update these Terms with 30 days’ notice. Continued use of the Platform constitutes acceptance.
15. Entire Agreement
These Terms, together with the Order Form, SOW, and any policies referenced herein, constitute the entire agreement between the parties.
16. Contact Information
For legal inquiries, notices, or disputes, please contact us at legal@remarket.us.