Last Updated: December 2025 | Version 1.2
These General Terms and Conditions (“Terms“) govern your access to and use of the Instarails Platform. By accessing or using the Platform, you agree to be bound by these Terms and the following incorporated documents, and any applicable Partner Agreement:
“Instarails” means Instarails Inc., together with its parent company, affiliates, and subsidiaries.
“Platform” means all applications, software, websites, APIs, networks, portals, and services provided by Instarails for cross-border payments, payouts, invoicing, and related financial infrastructure.
“Partner Agreement” means any additional terms, service orders, or agreements between you and Instarails governing specific products or regional services.
We may modify these Terms to reflect changes in law, regulation, or our Services. For material changes, we will provide at least thirty (30) days’ advance notice via email to your registered address or through the Platform dashboard. Non-material changes take effect upon posting.
Your continued use of the Platform after changes become effective constitutes acceptance. If you do not agree to modified Terms, you must discontinue use of the Platform before the changes take effect.
If there is a conflict between these Terms and a Partner Agreement, the Partner Agreement controls to the extent of the conflict. All other provisions of these Terms remain in full effect.
In these Terms, “you” and “your” refer to the Account owner. These Terms apply to all Instarails Services, whether provided directly by Instarails or through our affiliates.
Certain Services may be subject to additional terms or product-specific requirements. When additional terms apply, they will be disclosed with the relevant Service and become part of your agreement with Instarails. Fees are set forth in your Letter of Intent and Partner Agreement. Service level commitments, where applicable, are set forth in your Partner Agreement.
Instarails Inc. is a provider of financial infrastructure and technology. Please note the following:
We grant you a limited, nonexclusive, non-transferable, non-sublicensable license to access and use the Platform solely for informational, transactional, or other approved purposes. All other rights in the Platform are reserved by Instarails.
You agree not to:
The Platform may not be used in any jurisdiction where its provision or use would violate applicable laws. If you reside in such a jurisdiction, you agree not to use the Platform in any manner that would violate local laws or regulations.
You may only create and control one Account. To request an additional Account, contact us through our support form with your proposed purpose. We are under no obligation to approve additional Accounts. If we find you are operating multiple Accounts without permission, we may terminate your Account, revoke your license, and take any other measures necessary to protect our users and Platform.
Your use of the Platform is at your sole risk. Instarails assumes no responsibility for underlying fund transactions or the actions or identity of any sender or recipient. If a chargeback or dispute arises between you and another party, we are not responsible for intermediating or resolving the dispute.
Although we intend to provide accurate and timely information, Platform content (“Content“)—including market data—may not always be complete, current, or error-free. Content may be updated at any time without notice. You should verify all information before relying on it; decisions based on Platform Content are your sole responsibility.
Links to third-party websites or materials are provided for convenience only. Instarails does not control and is not responsible for any content, information, or services on third-party sites.
Instarails may make preview, beta, pilot, or early access features available to you (“Preview Services”). Preview Services are provided “as is” and “as available” without any warranty. By their nature, Preview Services may be feature-incomplete, unstable, or contain bugs.
You acknowledge that:
To the maximum extent permitted by law, Instarails provides no warranty, indemnity, or SLA for Preview Services, and our aggregate liability for Preview Services is limited to US$10,000.
Instarails may modify, update, or discontinue any aspect of the Platform or Services, including imposing conditions on use or ceasing to offer Services in specific countries or regions. We will provide you reasonable notice if a modification would materially reduce the functionality of a Service you are actively using, except where such notice would:
If we make updates that require changes to your implementation, you must implement those changes by the deadline stated in our notice. If no deadline is stated, you must implement updates within thirty (30) days.
To use our Services, you must create an Account as a Partner, subject to these Terms and any applicable Partner Agreement. You will be asked to provide an email and password, and may be required to set up two-factor authentication (“2FA“) powered by our partner IValt (ivalt.com).
We are required to perform customer due diligence (and in some cases, enhanced due diligence) for legal, regulatory, and compliance purposes. We may collect and verify your business information, including:
We may verify information directly or through third parties, including banks and identity verification services.
We are required to identify individuals responsible for managing Partner Accounts. We may collect and verify personal information, including:
By agreeing to these Terms, you certify under penalty of perjury that all information provided is correct. You authorize us to make inquiries—directly or through third parties—to verify your identity, including verifying email ownership, checking third-party databases, and confirming financial instruments.
Your email, password, 2FA credentials, and/or SSO credentials are collectively your “Login Credentials.” You agree to:
By providing a mobile phone number, you consent to receive communications from Instarails via email, SMS, or text message (including automated messages).
To opt out of SMS: Text “STOP” to the short code. For help with messaging, contact support@instarails.io.
Instarails is not liable for damages arising from SMS services, including delays in message transmission.
We do not share your information except:
All information sharing is governed by our Privacy Policy.
If you are creating an Account on behalf of an entity, you confirm that you are an authorized officer with authority to bind that entity. You authorize Instarails to obtain personal and/or business credit reports from credit bureaus in accordance with the Fair Credit Reporting Act when you request certain products or when we reasonably believe there is increased risk associated with your Account.
You represent and warrant that:
You represent that you are not:
You agree not to:
You agree to promptly provide Instarails with information we reasonably request to comply with applicable law, regulatory requirements, and obligations to banking partners and Financial Providers. This may include:
We may suspend or terminate your Account if you fail to provide requested compliance information within the timeframe specified.
Instarails is entitled to rely on any instruction or action taken within your Account. You are solely responsible for:
If you allow, whether through action or inaction, any person to gain access to your Login Credentials (including through compromised email, SMS forwarding, or phishing), you are authorizing that person to use the Platform and will be responsible for all transactions that result, even if unauthorized.
You are solely responsible for any losses, damages, or costs arising from hacking, tampering, or unauthorized access to your Account, your systems, or Protected Data, or from your failure to implement appropriate anti-fraud or data security measures, except to the extent those losses are caused by Instarails’s gross negligence, fraud, or willful misconduct.
By accessing or using the Platform, you agree to be bound by these Terms, including any additional service-specific terms that may apply. This Agreement constitutes a legal contract between you and Instarails.
If you do not accept these Terms, you may not access or use the Platform and must discontinue use immediately.
All Services are provided under the “Instarails” brand. All rights, benefits, liabilities, and obligations under this Agreement accrue to Instarails.
The Platform is not available to:
By using the Platform, you represent that you meet these eligibility requirements, have the legal authority and capacity to enter into this Agreement, and will not impersonate any person or entity.
Instarails reserves the right to suspend or permanently terminate access for any violation of these Terms.
You may cancel your Account if you are in good standing and compliant with these Terms. To cancel, contact us at support@instarails.io.
Upon cancellation request:
You may not cancel your Account to avoid paying amounts owed to Instarails or while your activity is under investigation.
We may terminate, suspend, or restrict your Account if:
Your use of the Platform is a privilege, not a right. We reserve the right to terminate, suspend, or restrict access at any time as we deem necessary.
To the extent permitted by law, you grant Instarails the right to apply or set off any funds, credits, or balances in which you have an interest and which are in our possession, custody, or control, against any amounts or liabilities that you owe to us, including fees, chargebacks, reversals, penalties, or damages arising under this Agreement.
If your Account becomes inactive—meaning no transactions are processed and no login activity occurs for an extended period as determined by Instarails—the following may apply:
To avoid escheatment, you must maintain accurate contact information and respond to any notices regarding inactive funds.
Instarails may, in its sole discretion, establish a reserve of funds (“Reserve”) to secure your obligations under this Agreement. We may require a Reserve if:
The Reserve may be established by:
We will notify you of any Reserve requirement and the conditions for release. Reserves do not accrue interest. Upon termination, any Reserve will be held for up to one hundred eighty (180) days to cover potential chargebacks, reversals, or other liabilities before release of remaining funds.
We may contract with third parties to provide services in connection with the Platform, including financial products and services. Where required by law, we will maintain a list of relevant financial service partners through the Platform. Sharing information with these providers is governed by our Privacy Policy.
You may choose to connect third-party applications to your Account. By doing so, you authorize us to work with these providers to deliver Platform functionality, including fund transfers, conversion, and storage.
You acknowledge that:
You may remove third-party permissions at any time through your Account settings.
Market data and quotes provided by third parties are governed by those third parties’ terms and conditions.
You agree not to misuse, abuse, or resell our Services. You may only access Services using methods authorized in your agreement with us and as permitted by applicable laws, including export and re-export controls.
We may suspend, revoke, or terminate Services if you violate our terms or policies, or if we are investigating suspected misconduct or fraud.
Content Review: Our Services may display proprietary content. Instarails reserves the right to review, remove, or refuse to display content that violates our policies or applicable law.
Service Communications: You agree to receive service notifications, announcements, and administrative messages. You may opt out of certain non-essential communications after accepting these Terms.
If you believe an error has occurred with a transaction processed through the Platform, notify us within sixty (60) days of the transaction date by contacting support@instarails.io.
When reporting an error, provide:
We will acknowledge your report within five (5) business days and investigate promptly. We will communicate the results of our investigation within forty-five (45) days. If we determine an error occurred, we will correct it within one (1) business day of our determination and notify you of the correction.
Transaction limits and processing times vary based on jurisdiction, currency corridor, payout method, and Partner Agreement terms. For specific limits and estimated processing times applicable to your Account, contact support@instarails.io or refer to your Partner Agreement.
Foreign exchange rates are provided by our licensed payout partners and may include a margin. Applicable exchange rates are disclosed upfront through our quote service prior to transaction confirmation. Rates are valid for the period specified in the quote. Instarails does not guarantee any particular exchange rate.
Instarails retains transaction records and Account data for seven (7) years in accordance with applicable financial services compliance requirements. For details on how we handle your personal information, see our Privacy Policy.
If you are a financial institution, mobile application provider, or other partner using Instarails white-label screens, interfaces, or APIs, the following additional terms apply:
Additional white-label terms may be specified in your Partner Agreement.
If a transaction fails to complete, Instarails will not charge fees to the Partner for that transaction. Any fees incurred from third-party providers due to a failed transaction will be borne by Instarails, unless the failure resulted from inaccurate information provided by the Partner or end user, or violation of these Terms.
Instarails reserves the right, in its sole discretion, to impose limits on the amount of funds sent or received through the Platform, on a per-transaction or cumulative basis, and to change those limits at any time without liability to you. Limits may vary based on jurisdiction, currency corridor, verification level, or risk assessment. If we impose or change limits, we will use commercially reasonable efforts to notify you, but are not required to do so.
You authorize Instarails to rectify any processing error we discover that results in you receiving funds to which you were not entitled or that were sent in error. In such instances, you authorize Instarails to debit your linked bank account or withhold from future payouts to correct the error, without prior notice. If we are unable to recover funds through these methods, you agree to return the funds to Instarails within five (5) business days of our request.
To the maximum extent permitted by applicable law, Instarails and its contractors, agents, licensors, partners, employees, directors, and suppliers shall not be liable for any:
arising out of or relating to the Platform or Services.
You agree to indemnify and hold harmless Instarails, its affiliates, directors, officers, employees, agents, and partners from any claims, losses, damages, liabilities, costs, and expenses (including legal fees) arising from:
Instarails reserves the right, at your expense, to assume exclusive defense and control of any matter subject to indemnification, including settlement rights. You agree to cooperate with our defense. We will use reasonable efforts to notify you of any such claims.
If you engage in Prohibited Use or violate these Terms—including chargeback abuse, fraud, money laundering, or sale of login credentials—you acknowledge that calculating actual damages may be impractical. You agree that US$100,000 per violation is a reasonable minimum estimate of Instarails’s damages, and that Instarails may recover the greater of this amount or actual damages incurred, including directly from your Account.
We provide our Services using a commercially reasonable level of skill and care. However, Instarails does not make specific promises about the results of using our Services.
THE FOLLOWING DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW:
THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
WE DO NOT GUARANTEE THAT:
WE MAKE NO REPRESENTATIONS CONCERNING THE REAL OR PERCEIVED VALUE OF ANY CURRENCY.
OUR AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IS LIMITED TO THE GREATER OF:
WHERE APPLICABLE LAW DOES NOT ALLOW LIMITATION OF LIABILITY, OUR LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED.
INSTARAILS IS NOT A MEMBER OF ANY FINANCIAL INDUSTRY REGULATORY AUTHORITY. YOUR FUNDS ARE NOT PROTECTED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC) OR ANY OTHER INSURANCE.
YOU RELEASE INSTARAILS, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, AND SERVICE PROVIDERS FROM ANY CLAIMS AND DAMAGES ARISING FROM OR CONNECTED WITH ANY CLAIM YOU HAVE AGAINST THIRD PARTIES.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
YOU WAIVE ANY RIGHT TO ASSERT CLAIMS AGAINST INSTARAILS AS A REPRESENTATIVE OR MEMBER IN ANY CLASS OR REPRESENTATIVE LEGAL PROCEEDING, INCLUDING CLASS ACTION LITIGATION OR ARBITRATION, EXCEPT WHERE PROHIBITED BY LAW.
IF PERMITTED TO PROCEED WITH A CLASS ACTION, YOU AGREE THAT:
You may not use our Services in connection with the following businesses or activities, also details here in our Instarails Acceptable Use Policy:
Financial Services & Shell Entities
Criminal & Fraudulent Activity
Controlled Substances & Regulated Products
Adult Content & Services
Gambling & Gaming
High-Risk Services
Weapons & Other Prohibited Categories
Restricted Businesses (Software Services Only)
The following may use Instarails software services but may not use Instarails payment services:
You may not use our Services to:
The Platform may include open source software or third-party software components subject to separate license terms. To the extent there is a conflict between an open source license and this Agreement regarding open source code, the applicable open source license terms supersede the conflicting terms of this Agreement solely with respect to such open source code.
A list of open source components and their applicable licenses is available upon request at support@instarails.io.
Instarails owns all intellectual property rights in the Platform and our content. You may not use our content, branding, or logos without written permission.
You agree not to remove, obscure, or alter any legal notices displayed on the Platform. Violation may result in suspension, termination, or legal action.
We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers.
Your Content: You retain ownership of any intellectual property you submit through our Services. Instarails does not claim ownership of your content.
If you provide Instarails with any feedback, suggestions, ideas, comments, or other input regarding the Platform or Services (“Feedback”), you grant Instarails a perpetual, worldwide, non-exclusive, irrevocable, royalty-free, fully paid-up license to use, reproduce, modify, create derivative works from, distribute, and otherwise exploit the Feedback for any purpose without restriction or obligation to you.
Feedback is voluntary and provided “as is” without any warranty. You acknowledge that Instarails may already be developing or may independently develop features, products, or services similar to your Feedback. Nothing in this Agreement obligates Instarails to implement any Feedback or compensate you for any Feedback.
Subject to this Agreement, each party grants to the other a limited, non-exclusive, non-transferable, royalty-free license during the Term to use the granting party’s name, logo, and trademarks (“Marks”) solely as follows:
Instarails’s use of your Marks:
Your use of Instarails Marks:
Each party must comply with the other party’s trademark usage guidelines, if provided. All goodwill arising from use of a party’s Marks inures solely to the benefit of the Mark owner. Either party may revoke this license upon thirty (30) days’ written notice. White-label branding and co-branding arrangements are subject to separate approval in your Partner Agreement.
This Agreement is governed by the laws of the State of Delaware, without regard to conflict of law principles, except to the extent governed by U.S. federal law.
Any dispute arising from this Agreement shall first be addressed through good faith negotiation for thirty (30) days. If unresolved, the dispute shall be referred to binding arbitration in Delaware, USA, in accordance with Delaware law. Arbitration shall be conducted in English before a single arbitrator.
You agree that federal and state courts in Delaware shall have exclusive jurisdiction over any disputes arising under these Terms.
In any dispute, litigation, arbitration, or other legal proceeding arising out of or relating to this Agreement, the prevailing party will be entitled to recover its reasonable attorneys’ fees and costs from the non-prevailing party. If you owe any amounts under this Agreement and Instarails engages collection efforts, you are liable for all collection costs, including reasonable attorneys’ fees, court costs, collection agency fees, and applicable interest.
Legal notices to Instarails must be sent in writing to:
Instarails Inc.
131 Continental Drive, Suite 305
Newark, DE 19713
Our failure to enforce any right or provision of this Agreement does not constitute a waiver. Any waiver must be in writing and signed by Instarails.
If any provision of this Agreement is held invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable while preserving intent. All other provisions remain in full effect.
You may not transfer or assign this Agreement or any rights granted hereunder. Instarails may assign this Agreement without notice to any affiliate, subsidiary, or successor. Any attempted assignment in violation of this section is void.
This Agreement, together with the following incorporated documents, constitutes the entire agreement between you and Instarails and supersedes all prior agreements:
Provisions relating to termination, fees, disputes, liability, indemnification, confidentiality, intellectual property, and general provisions shall survive termination of this Agreement.
There are no third-party beneficiaries to this Agreement.
The English version of this Agreement controls. Any translation is for convenience only.
Section headings are for convenience only and do not affect interpretation.
Questions about this Agreement may be directed to support@instarails.io.
You agree that Instarails may identify you as a partner or customer of Instarails, including through the use of your company name, logo, or trademark, for marketing, promotional, or reference purposes, unless you opt out by notifying us in writing at support@instarails.io.
You must not use or otherwise export, re-export, or transfer the Platform or Services except as authorized by United States law and the laws of the jurisdiction(s) in which the Platform is accessed. Without limiting the foregoing, you must not:
By using the Platform, you represent and warrant that you are not located in, organized under the laws of, or owned or controlled by persons or entities in any jurisdiction subject to U.S. sanctions or embargoes.
Instarails may use subcontractors or its affiliates in the performance of its obligations under this Agreement. Instarails remains responsible for its overall performance under this Agreement and for maintaining appropriate written agreements with its subcontractors and affiliates to enable Instarails to meet its obligations under this Agreement.
“Confidential Information” means all non-public information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. Confidential Information includes business plans, technical data, product information, pricing, customer lists, and financial information.
The Receiving Party will:
Confidential Information does not include information that:
The Receiving Party may disclose Confidential Information if required by law, subpoena, or court order, provided it gives the Disclosing Party prompt notice (to the extent legally permitted) and reasonable assistance if the Disclosing Party wishes to contest the disclosure.
Confidentiality obligations survive termination of this Agreement for three (3) years, except for trade secrets, which remain protected indefinitely.
Instarails shall not be liable for any failure or delay in performing obligations under this Agreement due to circumstances beyond our reasonable control, including but not limited to: acts of God, natural disasters, pandemic, war, terrorism, civil unrest, government actions or sanctions, changes in law or regulation, labor disputes, power outages, telecommunications failures, banking system outages, cyberattacks, or failures of third-party service providers.
In the event of a force majeure occurrence, Instarails will use commercially reasonable efforts to resume performance as soon as practicable and will notify affected Partners of the expected duration of any service interruption.
The following terms have the meanings set forth below or where first defined in this Agreement:
"Instarails has transformed how we handle international payments. Their platform saves us at least 3% in costs, directly improving our bottom line. The batch upload feature streamlines our processes, but what’s most impressive is the impact on our overseas team—they now receive their full salaries directly in their bank accounts in under 1 minute, with zero deductions. The smooth onboarding was just the beginning of an excellent service that has genuinely improved our global operations."
Baldev Krishan Ph.D., President & CEO
iVALT
