Terms of Service
Effective Date: August 1, 2026
Last Updated: July 29, 2026
Please read these Terms of Service ("Terms") carefully, as they govern your access to and use of our website, platform, and services. These Terms constitute a binding legal agreement between you (the "User," which includes both Buyers and Sellers) and Spartera, Inc. ("Spartera," "we," "us," or "our").
1. Acceptance of Terms and Governing Agreements
By accessing or using Spartera's website (spartera.com, marketplace.spartera.com, app.spartera.com) and services, you affirm that you are of legal age to enter into these Terms and agree to be bound by them. If you do not agree, you may not access or use our services.
- Seller Agreements: If you are a Seller/Partner on the Marketplace, your rights and obligations are also governed by a separate Platform Partner Agreement at app.spartera.com/terms, which supplements these general Terms. In the event of a conflict, the Platform Partner Agreement shall take precedence regarding revenue, data rights, assignment, Partner-specific liability, and the termination of Partner accounts (including the timing and manner of any final payout owed upon such termination).
- Advisory Services: If you engage Spartera for advisory, consulting, or implementation services (including Demand Intelligence Analysis, Data-to-Revenue Strategy, Cloud FinOps, AI FinOps, or White-Label Marketplace deployment), such services are governed by a separate Spartera Advisory Services Master Services Agreement and applicable Statement of Work.
- Authority: If you are accessing or using the services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.
- Export Compliance: You agree to comply with all U.S. and foreign export laws and regulations. You represent and warrant that you are not on any U.S. or foreign government list of prohibited or restricted parties.
2. Description of Services
Spartera operates a digital marketplace that connects Sellers (Data Providers) with Buyers (Customers) seeking analytics, insights, visualizations, and live data access. We facilitate transactions by providing the infrastructure for search, processing, payment, and delivery. Spartera acts as a platform and conduit. Spartera does not store, retain, or resell raw Seller data. Seller datasets, tables, and files remain in the Seller’s own systems as the system of record, and Spartera does not replicate, ingest, or maintain a copy of them. Fulfilling a Buyer request necessarily involves retrieving data from the Seller’s system, applying the applicable logic and filters, and transmitting the result to the Buyer, so data transits Spartera’s infrastructure in the course of a transaction. Section 9 sets out exactly what Spartera retains from that process. The Marketplace is not a venue for the sale of personal data: products distributed through the Marketplace may not contain Prohibited Data, as described in Section 5 and, for Sellers, the Platform Partner Agreement, Section 5.2.
Data Sourcing Models (Governing Liability)
- Platform Model: Analytics processing occurs in the Sellers' external infrastructure. Spartera acts solely as the marketplace platform and conduit.
- API Data Products Model: Sellers expose live data endpoints accessible to Buyers via Spartera's API infrastructure. Spartera facilitates authenticated query routing and usage metering but does not store, cache, or retain the underlying data returned by the Seller's systems. Buyers purchase the right to query a Seller's live data source; Spartera does not guarantee the availability, accuracy, completeness, or freshness of data returned by Seller systems. All liability for data quality and endpoint availability in this model rests solely with the Seller.
3. User Accounts and Responsibilities
- Account Creation: User accounts are created and maintained using Google and Microsoft Single Sign-On (SSO) authentication. Spartera does not manage a separate user registration process.
- User Responsibility: You are solely responsible for maintaining the security and confidentiality of your linked Google or Microsoft account credentials and for all activities that occur under your account. Spartera will not be liable for any losses or damages arising from unauthorized access to your account.
4. User-Generated Content and IP Safety
- Review Submission: Users may submit reviews, ratings, and feedback ("User Content") regarding purchased analytics or Seller performance. All User Content must comply with standard e-commerce marketplace rules and must not be false, misleading, defamatory, or violate any third-party rights.
- License and Moderation: By submitting User Content, you grant Spartera a perpetual, irrevocable, worldwide, royalty-free, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content in any medium. Spartera reserves the right, but not the obligation, to remove, edit, or refuse to publish any User Content at its sole discretion for any reason, including violation of these Terms or for objectionable content.
- Copyright Takedown Procedure: Spartera respects the intellectual property rights of others and is committed to following all applicable laws regarding copyright infringement. If you believe any content or analytics available on the Marketplace infringes your copyright, you must submit a written request containing the following information to support@spartera.com: (a) identification of the copyrighted work claimed to have been infringed; (b) identification of the material claimed to be infringing; (c) your contact information; and (d) a statement, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner, and that the information provided is accurate. Upon receipt of a compliant notice, Spartera will take appropriate action, which may include removing or disabling access to the allegedly infringing material.
5. Prohibited Conduct and Restricted Use of Analytics
You agree to use Spartera's services and any purchased analytics or data access in accordance with all applicable international, federal, state, and local laws and regulations. You shall not
- Engage in any unlawful, fraudulent, abusive, or harmful activity, as determined by Spartera.
- Interfere with the operation, security, or integrity of our services or attempt to gain unauthorized access to our systems or other users' accounts.
Prohibited Data (Sellers): The Marketplace may not be used to sell, license, or make available personal data. Sellers shall not include in, or make available through, any product, listing, analytics output, or endpoint response any Prohibited Data: information that identifies, relates to, or is reasonably capable of being linked, directly or indirectly, to an identified or identifiable natural person, household, or personal device; protected health information; sensitive data categories (including data revealing racial or ethnic origin, religious beliefs, health condition or diagnosis, sex life or sexual orientation, citizenship or immigration status, or transgender or non-binary status; genetic or biometric data; data of individuals under eighteen (18); precise geolocation data; and financial account numbers or credentials); or data whose sale or disclosure is restricted by sectoral law. Properly aggregated, anonymized, or de-identified data that cannot reasonably be re-identified is permitted. The complete Prohibited Data definition, certification requirements, and enforcement provisions applicable to Sellers are set forth in the Platform Partner Agreement, Section 5. Spartera may immediately remove any listing, or suspend any account, it reasonably suspects of violating this provision.
AI and Machine Learning Training (Permitted): AI and machine learning training is permitted. Buyers may use purchased analytics, API responses, and purchased content to create, train, fine-tune, evaluate, and improve machine learning models and artificial intelligence systems, including model weights and derived artifacts — except with respect to any product a Seller has excluded under the Platform Partner Agreement, Section 3.6. This permission confers no right to redistribute, resell, sublicense, or otherwise make the underlying data or analytical output available to any third party, which remains prohibited under Data Redistribution below. It remains subject to every other restriction in this Section 5, including Re-Identification, Eligibility Determinations, and Restricted Foreign Transfers. The version of these Terms in effect at the time of a purchase or consumption event governs that event; a Seller’s later withdrawal of this permission applies prospectively only and does not affect content already purchased.
Restrictions on Purchased Analytics, Data Access, and Content: You shall not, directly or indirectly
- Competitive Use: Use the services or purchased analytics to build, train, or operate a competing data marketplace, analytics distribution platform, or substantially similar intermediary service, or to systematically replicate the Content for redistribution. This restriction does not limit your use of purchased analytics within your own products, services, research, or internal operations, including products or services that compete with those of a Seller.
- Re-Identification: Attempt to identify, re-identify, locate, contact, or track any natural person, household, or personal device from any data, analytics output, or API responses obtained through the platform, whether alone or in combination with other data, or use any such data to derive or infer the identity, characteristics, or location of any individual.
- Eligibility Determinations: Use any data, analytics output, or API responses obtained through the platform, in whole or in part, to determine any individual's eligibility for credit, insurance, employment, housing, tenancy, government benefits, or any other purpose that would cause such data to constitute a "consumer report" or Spartera or any Seller to act as a "consumer reporting agency" under the Fair Credit Reporting Act (15 U.S.C. 1681 et seq.) or analogous law. No data available through the platform is provided or intended for use as a factor in establishing eligibility for any purpose regulated by the FCRA.
- Restricted Foreign Transfers: Sell, license, transfer, disclose, or otherwise provide access to any data, analytics output, or API responses obtained through the platform to any country of concern, foreign adversary, or covered person designated under 28 C.F.R. Part 202 (the U.S. Department of Justice Data Security Program implementing Executive Order 14117), the Protecting Americans’ Data from Foreign Adversaries Act, or applicable U.S. sanctions and export control laws, or to any entity owned or controlled by any of the foregoing.
- Data Harvesting: Engage in any "data mining," "deep-link," "page-scrape," "crawls," or use "bots," "spiders," or similar data gathering and extraction tools or methods in connection with the Content (through use of manual or automated means).
- Reverse Engineering: Disassemble, decompile, reverse-engineer, or use any other means to attempt to discover any source code, algorithms, or trade secrets underlying the services.
- API Abuse: Exceed your purchased query limits, share API credentials with unauthorized third parties, attempt to circumvent usage metering, or use automated systems to systematically extract data beyond the scope of your purchased access. Spartera reserves the right to rate-limit, suspend, or terminate API access for any account found to be in violation of this provision.
- Data Redistribution: Resell, sublicense, redistribute, or otherwise make available to any third party the data, analytical output, or API responses obtained through the Spartera platform as such, whether standalone or as a substantial component of another offering, without the express written consent of both Spartera and the applicable Seller. This restriction does not prohibit incorporating purchased insights into your own products, services, research, or communications as permitted by Section 8, nor publishing individual insights or visualizations with the attribution Section 8 requires.
6. Transactions and Credits (Buyers)
- Payment Processing: Spartera uses Stripe as its third-party payment processor for all transactions. Spartera is not responsible for any security breaches or errors on the part of the payment processor.
- Fees and Credits: Spartera charges fees in the form of pre-purchased Credits, which are required to process and consume analytics and data products on the platform. Spartera remits payments to Sellers from these credit fees according to separate agreements. Customers may purchase credits via one-time payments, bundled discounts, or subscription plans. Product prices are displayed in U.S. dollars, are set by the Seller, and are inclusive of any sales, use, or similar transaction taxes for which Spartera is responsible. Spartera does not add transaction taxes at checkout.
- Credit Terms: All credit purchases are final and non-refundable. Purchased Credits do not expire by time. Credits remain subject to forfeiture upon termination of your account for cause, as set forth in Section 12; Credits are not forfeited where Spartera terminates your account without cause. Credits retain their purchased transactional value regardless of any future changes to the list price of a single Credit. Credits acquired via a subscription plan will automatically roll over from one subscription period to the next.
- Refund Policy: Due to the instant, high-value nature of analytical data and live data consumption, Spartera does not offer any refunds for processed analytics, API query results, or purchased credits. All sales are final. Spartera may, in its sole discretion, assist in mediating disputes between Buyers and Sellers regarding analytic or data quality.
- Chargebacks: Spartera, as the merchant of record, is responsible for responding to payment disputes and chargebacks initiated by Buyers with their card issuer. By making a purchase, you agree to contact Spartera at support@spartera.com before initiating any chargeback with your financial institution. Spartera reserves the right to suspend or terminate accounts associated with fraudulent or unwarranted chargebacks.
7. Seller Payouts and Stripe Connect
This section governs how Sellers receive payment for analytics and data products sold through the Spartera marketplace. The terms of this Section 7 are supplemented by the Platform Partner Agreement at app.spartera.com/terms; in the event of conflict on Partner-specific matters, the Platform Partner Agreement controls.
- Payout Schedule: Spartera remits Seller earnings on a monthly basis, calculated as eighty percent (80%) of Gross Revenue attributable to each Seller's products during the prior calendar month. Gross Revenue means, for each consumption or purchase event, the list price of the applicable product as displayed on the Marketplace at the time of that event, without regard to the amount the Buyer paid to acquire the Credits applied to that event, and without reduction for Credit bundle pricing, subscription pricing, payment processing costs, or any other cost or discount borne by Spartera. A sale price set by the Seller on its own product reduces the displayed list price and therefore reduces Gross Revenue; a Credit discount offered by Spartera does not. Spartera retains twenty percent (20%) as a platform fee and bears all payment processing costs, including Stripe processing and Stripe Connect fees, from its own share. Seller earnings are subject to offset only for refunds and chargebacks, Buyer accommodations arising from Seller unavailability or data quality failure, amounts withheld under Payout Withholding below, and amounts Spartera is required by law to withhold. Payouts shall be remitted no later than the fifth (5th) business day of the calendar month following the month in which revenue was recognized, subject to the minimum disbursement threshold described below. Spartera may modify the payout schedule, revenue share, or minimum disbursement threshold upon thirty (30) days' written notice to Sellers, as set forth in the Platform Partner Agreement, Section 8.2. A Seller who does not wish to accept such a change may terminate its account prior to the effective date of the change, or Spartera may elect to terminate the Seller's account pursuant to Platform Partner Agreement Section 8.6, which provides for an accelerated final payout in that circumstance.
- Stripe Connect Requirement: To receive payouts, Sellers must connect a valid Stripe account to their Spartera profile via Stripe Connect Express. By connecting a Stripe account, Sellers enter into a direct relationship with Stripe, Inc. and agree to be bound by the Stripe Connected Account Agreement (available at stripe.com/legal/connect-account). Spartera is not responsible for Stripe's actions, platform fees, payout delays, or errors in processing Seller payouts.
- Payout Withholding: Spartera reserves the right to withhold, delay, or adjust Seller payouts in the following circumstances: (a) investigation of suspected fraud, money laundering, or violation of these Terms; (b) a chargeback or payment dispute has been initiated that is directly attributable to the Seller's product, data quality, or misrepresentation, in which case Spartera may deduct the full chargeback amount, plus any associated fees, from current or future Seller payouts; (c) the Seller's Stripe account is not properly configured or has been flagged by Stripe; or (d) the Seller's account has been suspended or terminated.
- Minimum Payout Threshold: Spartera reserves the right to establish a minimum payout threshold, below which earnings will be carried forward and accumulate until the threshold is met. Any applicable threshold, and any change to it, will be communicated to Sellers in advance. The threshold currently in effect is set forth in the Platform Partner Agreement, Section 7.6.
- Statements and Disputes: Spartera makes payout statements available to Sellers through the Seller Application. Each statement is deemed accepted and final unless the Seller delivers written objection, describing the disputed items in reasonable detail, within sixty (60) days after the statement is first made available. The Seller’s sole remedy for an error identified in a timely objection is correction in a subsequent payout. Nothing in this provision limits Spartera’s right to correct its own errors, including both underpayments and overpayments, at any time.
- Tax Responsibility: Spartera is responsible for determining, collecting, and remitting any sales, use, or similar transaction taxes applicable to Buyer purchases of Credits, and bears such taxes from its own share. Marketplace prices displayed to Buyers are inclusive of such taxes. Sellers are solely responsible for all taxes on earnings received through the platform, including income tax, self-employment tax, and any value-added tax or equivalent applicable to the Seller in its own jurisdiction. As a condition of payout, Spartera may require a Seller to provide a valid IRS Form W-9, Form W-8BEN-E, or equivalent tax documentation, and may withhold from payouts any amount required by applicable law, including United States withholding on payments to non-U.S. persons. Spartera may issue IRS Form 1099-K, Form 1042-S, or equivalent documentation where required by law. Spartera does not provide tax advice.
- Unclaimed Payouts: If a Seller's Stripe account becomes invalid, disconnected, or otherwise unable to receive transfers, Spartera will make reasonable efforts to notify the Seller. Earnings that remain uncollectable for more than ninety (90) days due to Seller inaction may be forfeited at Spartera's discretion.
8. Intellectual Property
- Spartera's Intellectual Property: Spartera owns all rights, title, and interest in and to its website, platform technology, code, logo, name, slogan, backend AI/engineering processes, authoring tools, and other intellectual property.
- Purchased Analytics and Data Access License (Buyers): Buyers are granted a non-exclusive, non-transferable license to use purchased insights, statistics, visualizations, and API query results in their business, including incorporating them into their own products, services, research, analyses, and communications — including products and services the Buyer sells. Buyers own any derivative work they create from purchased content, but acquire no right, title, or interest in the purchased content itself or in a Seller’s underlying data. This license does not permit redistribution, resale, or sublicensing of the data, analytical output, or API responses as such, whether standalone or as a substantial component of another offering. If a Buyer publishes any purchased visualization or insight publicly (e.g., on a website or in communications), the Buyer must provide prominent attribution to the Seller and/or Spartera. This license includes the right to use the Content for the creation, training, fine-tuning, and evaluation of machine learning models and artificial intelligence systems, except with respect to any product a Seller has excluded under the Platform Partner Agreement, Section 3.6. Where a product delivers a rendered visualization, the Buyer receives the rendered output only and acquires no right to, or copy of, the underlying records. Purchased content is retained for your account and remains available to you as described in Section 9. This license is subject to the restrictions in Section 5 and to removal of non-compliant content under Section 12.
- Seller Content: Sellers retain ownership of the underlying data (Source Data), the transformation logic, and the live data endpoints they provide, and of analytics products created using Spartera authoring tools from their Source Data. Spartera is granted a license to host, reproduce, route, process, meter, index, display, distribute, and sublicense access to the analytical output and API responses, and to generate platform metadata, previews, quality scores, and aggregated marketplace analytics, in each case as detailed in the Platform Partner Agreement, Sections 3.3, 3.5, 3.6, 3.7, and 3.8. For data returned by Seller-operated endpoints under the API Data Products Model, Spartera’s rights are limited to metadata, schema, and usage telemetry, consistent with Section 9 (No Data Storage for API Products).
9. Data and Privacy
Spartera's collection, use, and disclosure of user data are described in our separate Privacy Policy, which is incorporated by reference into these Terms.
- No Personal Data in Marketplace Products: Products, analytics outputs, and endpoint responses distributed to Buyers through the Marketplace may not contain Prohibited Data, as set forth in Section 5 and, for Sellers, the Platform Partner Agreement, Section 5.2. This prohibition applies to content delivered to Buyers. It does not prohibit the presence of personal data within a Seller’s own Source Data (which remains in the Seller’s own systems as the system of record), provided that all content distributed to Buyers is free of Prohibited Data.
- Data Sharing: No personal Buyer data is shared with Sellers; only anonymous, aggregated data is shared to help Sellers improve their offerings.
- Data Retention for API Products: For API Data Products, Spartera acts solely as an authenticated routing, transformation, and metering layer. Data returned by a Seller endpoint passes through Spartera’s infrastructure so it can be filtered, formatted, metered, and delivered to the Buyer. Spartera does not retain that content for its own purposes: it does not use that content to train models, build derivative products, generate cross-Seller aggregates, or compete with Sellers, and it does not make one Buyer’s results available to any other Buyer. Buyers acknowledge that queried data is delivered directly from Seller infrastructure and that Spartera assumes no responsibility for its content, accuracy, or availability.
- Your Purchased Content: When you purchase analytics or data through the Marketplace, Spartera retains a copy of that result for your account so you can access it again later, in the same way a purchased download remains available in a media library. Purchased content is retained for the purchasing account only and is never made available to another Buyer. Purchased content is permanent: Spartera does not delete, expire, or revoke access to it because a product was delisted, a Seller’s account was closed, or these Terms were terminated. The only exceptions are removal required by law and removal of non-compliant content under Section 12.
- Sample Previews: Product pages may display a short sample of a Seller’s output — by default no more than three (3) records — so prospective Buyers can evaluate the product. Samples are generated only when the Seller runs a preview of their own listing, are replaced when the Seller previews again, and are deleted when the listing is removed. Samples are publicly visible and may be indexed by search engines. Spartera does not retain a sample from any Buyer transaction. The Seller certifies the contents of each sample under Platform Partner Agreement, Section 5.3.
- What Spartera Stores: Spartera does not store Seller raw datasets, tables, or files, and does not replicate, ingest, or maintain a copy of them. Source Data remains in the Seller’s own systems as the system of record. How data is handled depends on the product type. Logic executes in the Seller’s environment: for computed metrics and data feeds, Spartera transmits the transformation logic to the Seller’s system, and only the computed result or filtered result set returns; the underlying dataset is never transferred to Spartera. Transient processing for rendered output: where a product delivers a rendered visualization, Spartera retrieves the records required to produce it, renders the output in memory, and discards the records without writing them to storage — only the rendered output is delivered or retained, and the number of records retrievable for this purpose is capped by product configuration. From these processes, Spartera retains only the following: (a) previews of analytics output — text, numeric results, and rendered charts — generated when a Seller previews its own listing; (b) sample previews of endpoint output, limited by default to three (3) records, generated when a Seller previews its own listing; (c) analytics purchased by a Buyer, retained for that Buyer’s account only; (d) data feed snapshots purchased by a Buyer, retained for that Buyer’s account only; (e) transformation logic — the queries, code, and configuration used to produce an analytics output or endpoint response; and (f) product metadata, including names, descriptions, schemas and field definitions, categories, pricing, and usage telemetry. None of the foregoing includes a Seller’s underlying dataset, tables, or files.
- No Expectation of Confidentiality: You acknowledge that, unless otherwise agreed in a separate written Non-Disclosure Agreement, Spartera may use generalized information and feedback related to your use of the services for internal development, reporting, and marketing purposes.
10. Liability and Disclaimers
Disclaimer of Warranties: Spartera provides its services "AS IS" and "AS AVAILABLE" without any warranties of any kind, express or implied. Spartera does not warrant that the services will be uninterrupted, error-free, secure, or free from viruses or other harmful components. Specific warranty coverage depends on the data sourcing model.
Analytic Quality and Content Responsibility
- Platform Model: Spartera expressly disclaims all responsibility for the quality, accuracy, reliability, and content of analytics processed in the Seller's external infrastructure. The responsibility for the analytic output rests solely with the Seller/Data Provider.
- API Data Products Model: Spartera expressly disclaims all responsibility for the availability, latency, accuracy, completeness, or content of data returned by Seller-operated live data endpoints. Spartera's sole responsibility in this model is the authenticated routing and metering of API requests. Sellers are solely responsible for the uptime, security, and data quality of their endpoints.
- Authoring Tools: Where a Seller creates a product using Spartera authoring tools, including AutoInsights, the resulting product is the Seller’s Derived Data and the Seller remains solely responsible for its accuracy, quality, and legal compliance, as set forth in the Platform Partner Agreement, Section 3.8. Spartera provides such tools without warranty as to the accuracy, completeness, or fitness of their output.
Infrastructure and Performance Responsibility
- Platform Model: Spartera assumes no responsibility for the security, availability, connectivity, speeds, or latencies associated with the Seller's external infrastructure/cloud environments. This responsibility rests solely with the Seller.
- API Data Products Model: Spartera is responsible solely for the availability of its routing and authentication infrastructure. Spartera assumes no responsibility for the availability or performance of Seller-operated data endpoints. Buyers acknowledge that API product availability is dependent on third-party Seller infrastructure outside of Spartera's control.
Data Loss and Corruption: Spartera expressly disclaims any warranty regarding the loss or corruption of data or content uploaded to, stored by, or transmitted by the services, including without limitation Seller Source Data.
Chargeback Recovery: In the event that Spartera incurs a chargeback, payment dispute, fine, or associated processing fee that is directly attributable to a Seller's product, data quality failure, misrepresentation, or violation of these Terms, Spartera reserves the right to recover the full amount of such chargeback plus any associated fees from the Seller by deducting such amounts from current or future Seller payouts. Spartera will provide the Seller with written notice of any such deduction.
Limitation of Liability: To the fullest extent permitted by law, Spartera shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including, but not limited to, loss of profits, data, or use, arising out of or in connection with your use of our services. In no event shall Spartera's total aggregate liability exceed the greater of: (i) the total amounts paid by you to Spartera for the use of the services over the six (6) months immediately prior to the date on which the applicable claim first accrued, or (ii) Ten U.S. Dollars ($10.00).
11. Indemnification
You agree to indemnify, defend, and hold harmless Spartera and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Services, including, but not limited to, your User-Generated Content, your data products or endpoints, or your violation of any third-party rights, including intellectual property or privacy rights.
12. Termination
Grounds for Termination: Spartera may suspend your account and access to the services immediately for investigation or terminate your account immediately upon notice for
- Violation of these Terms, including the restrictions in Section 5.
- Engaging in bad behavior, attempting to hack our systems, or other similar reasons, as determined by Spartera in its sole discretion.
- For any other reason, or no reason, upon thirty (30) days' written notice.
Effect of Termination: Upon termination, your account access will cease. Spartera may delete your account and account data, but does not delete content you have already purchased, which remains subject to the permanence described in Section 9. Where your account is terminated without cause, Spartera will make your purchased content available for export for at least thirty (30) days following termination. Where Spartera terminates your account for cause — including violation of these Terms, fraud, or the conduct described above — any remaining, unused, or unexpired Credits are immediately and irrevocably forfeited and voided without refund, and you expressly waive any right to such Credits. Where Spartera terminates your account without cause upon thirty (30) days’ notice, Credits are not forfeited: Spartera will, at its election, either permit consumption of the remaining Credit balance during the notice period or refund the unused balance at the price paid. Spartera may also alert authorities if warranted.
Removal of Non-Compliant Content: Notwithstanding any other provision, including the permanence of purchased content under Section 9, Spartera may immediately and without prior notice disable access to, quarantine, and permanently delete any content — including purchased content held for a Buyer, sample previews, export artifacts, and caches — that Spartera reasonably suspects or determines contains Prohibited Data or was distributed in violation of applicable law or third-party rights. Content removed under this provision is not restored from backup and expires from routine backups in accordance with Spartera’s retention schedule. Spartera will notify affected Buyers following such action unless prohibited by law or directed otherwise by a governmental or regulatory authority. No refund is owed for content removed under this provision. Spartera may, in its sole discretion, issue platform Credits to an affected Buyer as an accommodation; issuing Credits in any instance creates no entitlement in any other instance. Upon notice, the Buyer shall destroy all copies of the affected content within its possession or control, including exports and derivative materials, and shall certify destruction upon request. This obligation survives termination.
Effect of Termination on Seller Payouts: Upon termination of a Seller account, Spartera will calculate any outstanding earnings owed through the termination date. Spartera reserves the right to withhold final payouts for up to ninety (90) days following termination to allow for the resolution of any pending chargebacks, disputes, or investigations. Any amounts subject to chargeback recovery under Section 10 will be deducted before final disbursement. Spartera is not obligated to disburse final payouts to Sellers terminated for cause, including fraud or material violation of these Terms. Notwithstanding the foregoing, a termination effected under Platform Partner Agreement Section 8.6 (Termination for Any Reason) is instead governed by that Section's accelerated payout timeline, which requires disbursement of all accrued and undisputed amounts within ten (10) business days of termination.
13. Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms, other than for payment obligations, for causes beyond that party's reasonable control, including, without limitation, acts of God, war, acts of terrorism, riots, embargoes, fire, flood, or other natural disaster, delays in transportation, or governmental acts.
14. Governing Law and Dispute Resolution
Governing Law: These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflict of laws principles.
Binding Arbitration and Class Action Waiver: BY USING SPARTERA'S SERVICES, YOU HEREBY WILLINGLY, EXPRESSLY, AND KNOWINGLY WAIVE ALL RIGHT TO BRING OR PARTICIPATE IN ANY CLASS-ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR PRIVATE ATTORNEY-GENERAL ACTION BROUGHT UNDER OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES. Any disputes arising out of or relating to these Terms shall be resolved solely through binding arbitration in accordance with the rules of the American Arbitration Association, conducted in Fairfax County, Virginia. If arbitration is unsuccessful, litigation may be pursued in a court of competent jurisdiction in Fairfax County, Virginia.
15. Marketing Communications
By creating an account or completing a transaction on the Spartera Marketplace, you consent to receive marketing and operational communications from Spartera. The specific types of communications you may receive depend on your role on the platform.
Communications by Role
- Buyers: Buyers may receive communications including: new analytics product announcements and marketplace updates, curated product recommendations based on purchase history, platform feature releases and usage tips, promotional credit offers, and Spartera newsletters and industry insights.
- Sellers: Sellers may receive communications including: platform and API feature announcements, seller-specific newsletters and monetization guides, marketplace performance reports and revenue opportunity alerts, promotional campaigns in which Seller Content may be featured, and partner spotlights or co-marketing opportunities.
Opt-Out: You may opt out of marketing communications at any time by: (a) clicking the "unsubscribe" link included in any marketing email; (b) emailing support@spartera.com with "Unsubscribe" in the subject line; or (c) updating your communication preferences in your Marketplace account settings. Opting out of marketing communications does not affect your receipt of transactional or service-related messages, including purchase confirmations, credit statements, payout notifications, material Terms change notices, or account security alerts, which Spartera is entitled to send regardless of marketing preferences.
General Terms Reference: The full canonical marketing communications policy, including additional opt-out mechanisms and information about how Spartera collects and uses personal data, is set forth in Spartera's general Terms of Service at spartera.com/terms and Privacy Policy at spartera.com/privacy.
16. Miscellaneous
- Modifications to Terms: Spartera may modify these Terms at any time by posting the updated Terms on our website. Your continued use of our services after the effective date of the updated Terms constitutes your acceptance of the updated Terms. Modifications to economic terms applicable to Sellers (such as the revenue share, commission percentage, minimum disbursement threshold, or fees for optional authoring tools) are governed by the Platform Partner Agreement, Section 8.2, which requires thirty (30) days’ written notice to Sellers. A Seller who does not wish to accept such a change may terminate its account prior to the effective date, or Spartera may elect to terminate the Seller’s account under Platform Partner Agreement Section 8.6, which provides for an accelerated final payout in that circumstance.
- Contact Information: For general support, contact us at support@spartera.com. For legal matters, contact us at legal@spartera.com. For general website inquiries, contact us at hello@spartera.com.
- Service Modifications: Spartera reserves the right to modify, limit, suspend, or discontinue, temporarily or permanently, any feature, service, product, or any part of the Marketplace at any time, with or without notice, without liability to you.
- Severability: If any provision or part thereof of these Terms is wholly or partially unenforceable, the parties, or a court of competent jurisdiction, shall put in place thereof an enforceable provision that as nearly as possible reflects the original terms, and the remainder of these Terms shall continue in full force and effect.
- Assignment: You may not assign or transfer your rights or obligations under these Terms without our prior written consent, except that a Seller may assign to a successor in interest by merger, consolidation, reorganization, or sale of all or substantially all of its assets or equity as set forth in the Platform Partner Agreement, Section 8.7, which provides for uninterrupted listing and payout continuity through the transition. Spartera may assign or transfer its rights and obligations under these Terms, in whole or in part, without restriction.
- Age and Capacity: You represent and warrant that you are of sufficient legal age and capacity to enter into and abide by these Terms and to create binding legal obligations for any liability you may incur as a result of the use of the services.
Revision History
Removed the Custodian Model. Spartera does not host Seller raw data — datasets, tables, and files remain in the Seller’s own systems as the system of record, and Spartera maintains no copy — so the model described a service Spartera does not offer and assigned Spartera responsibility it does not bear. Removed from §2 (sourcing models), §10 (analytic quality and infrastructure responsibility), and the §9 personal-data carve-out. §§2, 8, and 9 now distinguish storage from transit and describe handling by product type — logic executes in the Seller’s environment for computed metrics and data feeds, while rendered visualizations are produced in memory from records that are then discarded, with the Buyer receiving the rendered output only: data necessarily passes through Spartera’s infrastructure when a Buyer request is fulfilled, and §9 enumerates exactly what Spartera retains from that process: seller-generated analytics and sample previews, Buyer-purchased analytics and feed snapshots, transformation logic, and product metadata.
§5 AI/ML Training changed from a blanket prohibition to a default permission: Buyers may use purchased content to create, train, fine-tune, and evaluate AI and machine learning systems, subject to the continuing bans on redistribution, re-identification, FCRA-regulated uses, and restricted foreign transfers. Sellers may exclude specific products, or withdraw the permission prospectively on thirty (30) days notice, under Platform Partner Agreement §3.6. Moved out of the prohibitions list into its own provision, since it is now a grant rather than a restriction. §8 Buyer licence broadened: the previous “primarily for internal business purposes” limit is replaced with an express right to incorporate purchased insights into the Buyer’s own products and services, including products the Buyer sells, with Buyers owning their derivative works but acquiring no interest in the underlying content. §5 Data Redistribution narrowed correspondingly — it previously banned publication outright, which contradicted the attribution-on-publication term in §8. §7 Gross Revenue clarified: a sale price the Seller sets on its own product reduces Gross Revenue, whereas a Credit discount Spartera offers Buyers does not — matching Platform Partner Agreement §1.
Defined Gross Revenue on a list-price basis in §7 — Seller earnings are calculated on the displayed product price at the time of consumption, regardless of any discount, bundle, or subscription pricing under which the Buyer acquired Credits. Removed processor fees and taxes from Seller payout deductions; Spartera now bears all payment processing costs and any transaction taxes from its own share, and Marketplace prices are tax-inclusive at checkout. Added a Statements and Disputes provision to §7 with a sixty (60) day objection window. §5 Competitive Use narrowed to competing marketplaces and systematic replication, so it no longer restricts ordinary use of purchased analytics in a Buyer’s own products. §6 and §12 qualified Credit forfeiture to for-cause termination, with wind-down or refund where Spartera terminates without cause. §8 Seller Content updated; §8 Seller Content updated from "resell" to "sublicense" and expanded to reflect the platform operations and authoring-tool provisions of Platform Partner Agreement §§3.5–3.8. §16 Assignment now permits Seller assignment to a successor in interest under Platform Partner Agreement §8.7, with uninterrupted listing and payout continuity. §2 replaced the categorical statement that Spartera is not a data broker with a description of the platform model.
Added Prohibited Data regime. §2 now states the Marketplace is not a venue for the sale of personal data. §5 adds a Prohibited Data (Sellers) provision cross-referencing Platform Partner Agreement §5.2, and three new Buyer use restrictions: Re-Identification (ban on identifying individuals from purchased data), Eligibility Determinations (no FCRA-regulated uses), and Restricted Foreign Transfers (no onward transfer of covered data to countries of concern or foreign adversaries, aligned with 28 C.F.R. Part 202 and PADFA). §9 adds a "No Personal Data in Marketplace Products" item clarifying the outputs-only scope of the prohibition and the Custodian Model Source Data carve-out.
Updated §1 precedence clause to explicitly cover termination of Partner accounts (removes ambiguity with Partner Agreement §8.6). Corrected §7 Payout Schedule and §16 Modifications to Terms — both previously stated that revenue share changes require Seller consent; the Platform Partner Agreement §8.2 no longer requires consent (notice-only, with termination under §8.6 as the remedy for a Seller who objects). Added cross-reference in §12 noting the accelerated (10 business day) payout exception for terminations under Partner Agreement §8.6.
Aligned with Advisory MSA/SOW/DPA. Removed phantom Custodian Services Agreement reference in §1; clarified credit forfeiture vs non-expiration in §6; added DPA reference for Custodian Model in §9.