RGL8R Terms of Service (v1)

Effective date: 2026-03-02

1. Definitions

• Service: The RGL8R compliance platform, including all APIs, dashboards, and related tooling provided under a customer agreement.
• Customer: The entity that has entered into an agreement with RGL8R for access to the Service.
• Tenant: A logically isolated environment within the Service, scoped to a single Customer organization. All data, configuration, and access controls are tenant-bound.
• Workflow Data: Files, records, and outputs uploaded to or generated by the Service, including shipment CSVs, product catalogs, classification results, findings, disputes, and compliance reports.
• Integration Key: A cryptographic credential issued to a Customer for programmatic API access. Integration keys are revealed once at creation and stored in hashed form thereafter.

2. Service Scope

RGL8R provides the following modules and platform capabilities:

SHIP Module (Parcel Audit)

• Carrier invoice analysis and exception detection
• DIM weight validation and contract rate enforcement
• Duplicate charge and service level verification
• Dispute workflow management (filing, tracking, resolution)
• Carrier agreement ingestion and management
• Claims semi-automation

TRADE Module (Compliance Screening)

• AI-assisted HS code classification
• SIMA, ADD, and CVD screening for US imports
• CBSA measure matching for Canadian imports
• Landed cost estimation
• Attribute validation and compliance evidence trail
• Product catalog management

Compliance Navigator

• Obligation evaluation for HS code, origin country, and product category combinations

Platform Features

• Multi-tenant isolation with row-level security
• RESTful API access with JWT authentication
• Integration key management (create, rotate, revoke)
• Notification preferences and delivery history
• Global search across shipments, findings, and compliance results
• Dashboard with action queue and value reporting
• CSV and compliance report exports
• Billing and invoice management

3. Account Responsibilities

The Customer agrees to:

• Provide accurate and current account information, including organization name and contact details.
• Safeguard integration keys and access credentials. Integration key secrets are displayed once at creation and cannot be retrieved again.
• Respect API rate limits and queue admission caps as documented. Exceeding limits may result in temporary throttling (HTTP 429).
• Not attempt to bypass security controls, including but not limited to authentication, tenant isolation, or rate limiting.
• Accept responsibility for the accuracy and legality of all data uploaded to the Service, including shipment records, product catalogs, and order files.
• Promptly notify RGL8R of any suspected unauthorized access or credential compromise.

4. API Usage

• Authentication: All API requests require a valid RS256 JWT obtained via token exchange (POST /api/auth/token or POST /api/auth/token/integration).
• Integration Keys: Keys are issued per tenant and revealed once at creation. After creation, only the masked prefix is accessible. Keys may be rotated or revoked at any time.
• Webhook Verification: Customers receiving webhook callbacks must validate HMAC signatures before processing payloads.
• Guest Audit Sessions: Unauthenticated discovery audits are available via guest session tokens (gst_ prefix). Guest sessions are subject to file size, row count, and rate limits.
• Bulk Operations: Batch endpoints (e.g., POST /api/ship/findings/batch) are subject to per-request item limits. Exceeding limits results in rejection of the entire batch.

5. Billing and Payment

SHIP Module: 15% of realized carrier credits. No savings means no fee. No platform fee, no minimums. The fee is triggered only when a carrier issues a confirmed credit or refund as a result of a dispute filed through the Service.

TRADE Module: $500 per month platform fee, starting at go-live. Includes up to 1,000 SKU classifications per month. Overage: $0.50 per SKU beyond 1,000. Manual HS code research (complex items requiring specialist review): $25 per SKU.

Combined Billing: Customers using both modules receive a single monthly invoice with line items for each module. No bundle discount currently applies.

Payment Processing: Billing is managed through Stripe. Customers may add payment methods via secure setup sessions. RGL8R does not store card numbers.

Payment Terms: Net 30 from invoice date. Late payment accrues interest at 1.5% per month after the due date. Accepted methods: ACH, wire transfer, credit card (credit card payments include a 3% processing fee).

Pilot Period: 90 days at standard rates. No commitment — cancel anytime with 7 days written notice. The pilot auto-converts to an annual agreement unless cancelled before the pilot period ends.

Annual Agreement: 12-month term. Platform fees are committed; gain-share fees are variable. Cancellation requires 30 days written notice, effective at the end of the current period. Auto-renews unless cancelled 30 days prior to the renewal date.

6. Data Ownership

• The Customer retains full ownership of all Workflow Data uploaded to or generated within their Tenant.
• RGL8R processes Customer data solely for the purpose of delivering the contracted Service.
• All Customer data is stored in tenant-isolated database schemas with row-level security enforced at the database layer.
• RGL8R will not sell, share, or disclose Customer data to third parties, except as necessary for Service delivery via listed subprocessors or as required by law.

7. Intellectual Property

• The Service, including its algorithms, detection logic, rule hierarchies, user interfaces, and documentation, is the intellectual property of RGL8R.
• The Customer retains all rights to their Workflow Data and any business insights derived from it.
• RGL8R may use aggregated, anonymized data (from which no individual Customer or data subject can be identified) to improve the Service, train models, and generate benchmarks.

8. Warranties and Liability

• RGL8R provides the Service under commercially reasonable efforts and industry-standard security controls.
• No guaranteed savings. SHIP recovery depends on carrier behavior, data quality, and dispute outcomes. TRADE compliance screening is advisory — it does not constitute legal advice.
• TRADE classifications and screening results are provided as decision-support tools. The Customer is responsible for final compliance decisions, customs filings, and regulatory submissions.
• Liability cap: RGL8R’s total liability under this agreement is limited to the fees paid by the Customer in the trailing 12-month period.
• RGL8R is not liable for: carrier rejection of valid disputes; penalties resulting from Customer-provided incorrect data; customs decisions based on factors outside the Service’s data; or regulatory changes occurring after classification was provided.

9. Remediation

The remediation obligations above are subject to the liability cap defined in Section 8.

10. Termination and Data Export

• Either party may terminate the agreement per the applicable contract terms (pilot: 7 days notice; annual: 30 days notice, effective at period end).
• Upon termination, the Customer has a 30-day window to export their Workflow Data via the API or dashboard export features.
• After the 30-day export window, all Customer data will be permanently deleted from RGL8R systems, including database records and any stored file uploads.
• All fees accrued prior to the termination date remain due and payable.

11. Dispute Resolution

• This agreement is governed by the laws of the Province of Ontario, Canada.
• Any dispute arising under this agreement will first be subject to good-faith negotiation between the parties for a period of 30 days.
• If not resolved through negotiation, disputes will be submitted to binding arbitration under the rules of the applicable arbitration body in Ontario.

12. Changes to Terms

• RGL8R may update these Terms of Service from time to time.
• Customers will receive at least 30 days advance written notice of material changes.
• Continued use of the Service after the effective date of updated terms constitutes acceptance of the changes.
• If the Customer does not agree with the updated terms, they may terminate their agreement per the terms in Section 10.

Contact

For legal questions: legal@rgl8r.com