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Terms of Service

Last updated: October 14, 2026
Effective date: October 14, 2026

These terms are the agreement between BRIMSCOUT LLC ("BrimScout", "we", "us") and the business that uses BrimScout ("you", "Client"). By signing an Engagement Summary, creating an account, or using BrimScout, you agree to these terms. If you accept for a business, you confirm that you are authorized to bind it.

BrimScout is for businesses only. It is not offered to consumers.

The short version

This summary is for reading only. The numbered sections below are the agreement.

  • You approve changes. We propose bid, keyword and budget changes, and we apply them only with your approval, given one change at a time or as a standing approval you set.
  • Your ad spend is yours. Ad spend, creator fees and samples are paid by you, to the platforms and creators. We never hold your money.
  • During the pilot there is no base fee. You pay 20% of the profit increase over a baseline we both sign before we start. A month with no increase costs nothing.
  • We do not guarantee results. Marketplaces, competitors and demand are outside our control.
  • You can cancel at any time. We stop making changes, give you your data, and delete it as described below.

1. Definitions

  • Service means BrimScout's audits, reports, profit figures, proposed changes, application of approved changes, creator program work, the client app, the AI chat, and support.
  • Engagement Summary means the written summary we both approve before the Service starts. It records your fee terms, your Baseline, the accounts and campaigns in scope, your limits, and your review dates.
  • Connected Accounts means your accounts on Amazon, TikTok Shop, Shopify, Meta and other platforms that you give us access to.
  • Client Data means data from your Connected Accounts, files you send us, and information you enter in the app.
  • Change means any edit we make in a Connected Account, such as a new bid, a paused keyword, a negative keyword, a new campaign or a budget change.
  • Approval means your permission to make a Change. It can be given for a single Change (for example, by pressing Approve in the app) or as a Standing Approval: a written rule or app setting under which Changes that meet conditions you set are approved in advance.
  • Limits means the controls you set, such as target ACOS, maximum bid, maximum daily spend, protected terms that are never blocked or paused, words we never bid on, and the dollar amount above which a Change always needs a single Approval.
  • Baseline, Profit, Profit Increase and Fee have the meanings in section 7.

2. The Service

We read your Client Data, show your results and profit by product, and propose Changes with the reasons and math behind them. With your Approval, we apply Changes. If you choose, we also run creator programs for your brand: finding and contacting creators, preparing briefs, arranging samples, tracking content and usage rights, and running approved creator videos as ads.

The Service is new and in a pilot stage. Features may change, and some work may be done by our team by hand rather than by software. We will tell you before we remove a feature you rely on.

3. Your accounts and access

  • You keep ownership and control of every Connected Account. You remain the account holder under each platform's own agreement, for example the Amazon Ads agreement and the Amazon Business Solutions Agreement.
  • You give us access by granting an official authorization, inviting a user with the permissions you choose, or sending us files. You must have the right to give us that access.
  • We act for you only within the access, scope and Limits you give us. You can reduce or remove our access at any time in each platform, and you should tell us when you do.
  • We will not ask for your passwords. We do not share logins, and we do not use screen-scraping or automated browser tools on your Connected Accounts.
  • Platforms may change, limit or end access for tools like ours. If that happens we may switch to another method you approve, such as bulk files, or pause the affected work.

4. Approvals and Limits

  • We do not make a Change without your Approval. Every proposed Change is shown in the app with its reason.
  • A Standing Approval you set in the app or in writing counts as Approval for the Changes it covers. You can change or withdraw a Standing Approval at any time. Withdrawal applies to Changes not yet made.
  • We will not knowingly make a Change that breaks your Limits.
  • If you ask the AI chat to change a setting, such as your target ACOS, it can save that setting. It does not change bids or campaigns directly. Changes in your Connected Accounts still follow this section.
  • Each Change we make is recorded in the change log with the value before and the value we set. On request, we will help you reverse a Change where the platform allows it.
  • Platforms can take time to apply Changes, can apply them differently than expected, and can spend above a daily budget on some days under their own rules. We are not responsible for platform delays, errors or spending rules.
  • You should review your Connected Accounts regularly. Tell us right away if something looks wrong.

5. Ad spend and other costs are yours

  • All ad spend, platform fees, creator fees and commissions, samples, shipping and product costs are your responsibility, and you pay them directly to the platforms, creators and suppliers involved.
  • We do not hold, move or pay your money unless we agree to do so in writing for a specific cost. If we do, you will repay us within 15 days of our invoice.
  • Your ad spend can go up or down because of Changes, platform behavior or market conditions. Our fees do not depend on how much you spend.

6. No guarantee of results

We work to improve your profit, but we do not promise any result. We do not guarantee sales, profit, ACOS, TACOS, return on ad spend, organic ranking, reviews, creator performance, or the success of any Change. Estimates in audits, reports and proposed Changes, including estimated savings, are estimates. Results we show from other brands, including brands owned by our founder, do not predict your results. Marketplace algorithms, competitors, pricing, inventory, seasonality and demand are outside our control.

7. Fees, Baseline and billing

7.1 Pilot fee

During the pilot, there is no base fee. The Fee is 20% of the Profit Increase in each billing month, unless your Engagement Summary states a different percentage.

7.2 Baseline

Before we make any Change, we record your Baseline: your sales, ad spend, ACOS and Profit for the 60 days before the start date shown in your Engagement Summary, using the same Profit definition below. We both approve the Baseline in writing. We do not charge a Fee until the Baseline is approved.

Baseline daily profit means Baseline Profit divided by the number of days in the Baseline period.

7.3 Profit

Profit, for any period and for the products and channels in scope, means:

net sales (sales minus refunds and returns),
minus cost of goods for the units sold (using the costs you provide),
minus marketplace and platform fees (such as referral and fulfillment fees),
minus all ad spend on the channels in scope,
minus creator fees, commissions and sample costs for programs we run for you.

Your Engagement Summary lists the channels and products in scope and any other cost you want included. The same definition is used for the Baseline and for every billing month.

7.4 Profit Increase and Fee

Profit Increase for a billing month = Profit for that month minus (Baseline daily profit x the number of days in that month).

If the Profit Increase is zero or negative, the Fee for that month is zero. A negative month does not reduce the Fee for any other month, unless your Engagement Summary says otherwise.

7.5 Data and corrections

We calculate the Fee from your platform data and the costs you provide, and we show the calculation with each invoice. Platforms sometimes revise their data later, for example for late refunds. If a revision changes a Fee, we will correct it on the next invoice. You are responsible for giving us accurate costs. We may adjust the Baseline only if we both agree in writing, for example after a major change in your catalog.

7.6 Invoices and payment

We invoice monthly in arrears. Invoices are due within 15 days. If you disagree with an invoice, tell us in writing within 15 days of receiving it and explain why. We will work it out in good faith, and you will pay any amount not in dispute on time. If an undisputed amount is more than 15 days late, we may pause the Service after giving you notice. Fees do not include taxes. You are responsible for any sales, use or similar taxes that apply.

7.7 After the pilot

Any base fee or other change to your fee terms after the pilot applies only if you agree to it in writing.

8. Your responsibilities

You agree to:

  • give us accurate information, including product costs, and keep it up to date;
  • follow the terms and policies of every platform you use, including Amazon's selling and advertising policies;
  • make sure your products, listings, claims, labels and ads are lawful and accurate, and that you can support any claim you ask us or a creator to make;
  • review and approve creator briefs, offers and any product claims before they are used;
  • keep your BrimScout logins private and give access only to people who should have it; and
  • follow our Acceptable Use Policy.

9. Creator programs

  • We contact creators on your behalf, in your brand's name or ours as we agree with you.
  • Every brief and offer we send requires the creator to disclose the paid or free-product relationship clearly in each post, as the Federal Trade Commission's Endorsement Guides require, and to use the platform's disclosure tools, such as TikTok's commercial content disclosure setting and paid-partnership labels.
  • We check the posts we are shown or can find for those disclosures and ask creators to fix missing ones. We will tell you if a creator does not fix them.
  • We never offer anything in exchange for Amazon reviews, and we never ask creators to post product reviews on Amazon.
  • Creator fees, commissions and samples are paid by you, from your stock or funds. Usage rights for creator content are set in each creator's agreement.
  • You are responsible for your products and for claims made about them. Creators are not our employees, and we are not responsible for what a creator says outside the approved brief.

10. AI features

The AI chat uses a third-party model (currently Anthropic's Claude). AI output can be wrong or incomplete. Check any factual statement or figure before relying on it, and do not rely on AI output for legal, tax or financial decisions. Changes in your Connected Accounts still require Approval under section 4.

11. Your data and our property

  • You own your Client Data. You give us permission to use it only to provide the Service to you, as described in our Privacy Policy and Data Processing page. We do not sell your data, and we do not use it to provide the Service to anyone else.
  • Audits and reports we deliver to you are yours to keep and use in your business.
  • We own BrimScout's software, rules, models, templates and methods, including improvements, but not your Client Data. If you send us suggestions, we may use them without obligation to you.

12. Confidentiality

Each of us will keep the other's non-public business information confidential, use it only for this agreement, and share it only with people and service providers who need it and are bound to protect it. This does not cover information that is public, already known to the recipient, independently developed, or received lawfully from someone else. Either of us may disclose information if the law requires it, after giving notice where allowed. We will not name you as a client publicly without your permission.

13. Third-party platforms and services

The Service depends on platforms and providers we do not control, such as Amazon, TikTok, Meta, Shopify, Cloudflare, Anthropic and Windsor.ai. Their terms apply to your use of them. We are not responsible for their outages, policy changes, data errors, suspensions or decisions about your accounts.

14. Term, cancellation and suspension

  • This agreement starts when you accept it and continues until either of us ends it.
  • You can cancel at any time by emailing support@brimscout.com. Cancellation takes effect when we receive your notice, or on a later date you choose. Fees for the period up to that date are still due. For a partial month, the Fee is based on the Profit Increase for the days up to the cancellation date, measured against the Baseline daily profit for those days.
  • We may end this agreement with 15 days' written notice. We may end it sooner if you materially breach it and do not fix the breach within 10 days after notice.
  • We may suspend the Service right away, with notice, if needed to protect the security of the Service or your accounts, to comply with the law or a platform's requirements, or if undisputed fees are more than 15 days late.

15. When the engagement ends

  • We stop proposing and making Changes on the end date.
  • We remove our users and authorizations from your Connected Accounts. You should also check each platform and remove any access that remains.
  • We do not reverse Changes automatically. We give you the change log with each value before and after. If you ask in writing before the end date, we will reverse the Changes you list, where the platform allows.
  • For 14 days after the end date, you can ask us for an export of your change log, reports, costs and creator records in common file formats. We send it before we delete your data.
  • We then delete your Client Data as described on our Data Processing page, except records we must keep by law, such as invoices and fee calculations.

16. Warranties and disclaimers

Each of us confirms that it has the authority to enter into this agreement. We will provide the Service with reasonable care and skill. Except as stated in these terms, the Service is provided "as is" and "as available", and to the extent the law allows we disclaim all other warranties, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not promise that the Service will be uninterrupted or error-free.

17. Limitation of liability

To the extent the law allows:

  • Neither of us is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost sales, lost data, ad spend, or account suspensions, even if advised that they were possible.
  • Our total liability arising out of or relating to this agreement is limited to the fees you paid us in the 12 months before the event that gave rise to the claim.
  • These limits do not apply to your obligation to pay fees, to either party's indemnity obligations, or to liability for fraud, gross negligence or willful misconduct, or any other liability that cannot be limited by law.

18. Indemnity

You will defend and indemnify us, and our owners and contractors, against third-party claims, and related losses and reasonable legal costs, arising from your products, listings, product claims or ads; creator content you approved; information you provided to us; or your breach of these terms, a platform's terms or the law.

19. Governing law and disputes

  • These terms are governed by the laws of the State of Florida, without regard to its conflict-of-law rules.
  • Before starting a legal claim, the party with the concern will write to the other and both will try in good faith to resolve it within 30 days.
  • Any dispute will be decided in the state or federal courts located in Broward County, Florida, and each of us consents to those courts. Either of us may bring an individual claim in small claims court if it qualifies.

20. Changes to these terms

We may update these terms. For a material change, we will email you at least 30 days before it takes effect. If you do not agree, you may cancel before the change takes effect. Changes to your fee terms require your written agreement.

21. General

  • Order of documents. If these terms and your Engagement Summary conflict, the Engagement Summary controls for the items it covers.
  • Notices. We send notices to the email address on your account. You send notices to support@brimscout.com. Written notice by mail may be sent to BRIMSCOUT LLC, 4861 NE 12th Ave, Oakland Park, FL 33334.
  • Independent parties. We are an independent contractor. Nothing in these terms creates a partnership, joint venture or employment relationship.
  • Assignment. Neither of us may assign this agreement without the other's consent, except to a successor in a merger or sale of the business that agrees to these terms.
  • Events outside our control. Neither of us is responsible for delays caused by events outside reasonable control, such as platform outages, natural disasters or internet failures. This does not excuse payment of fees.
  • Entire agreement. These terms, your Engagement Summary and the policies linked here are the entire agreement on this subject.
  • Severability and waiver. If a provision is unenforceable, the rest stays in effect. Not enforcing a provision is not a waiver.
  • Survival. Sections on fees owed, confidentiality, data deletion, disclaimers, limitation of liability, indemnity and governing law survive the end of this agreement.

22. Contact

BRIMSCOUT LLC
4861 NE 12th Ave, Oakland Park, FL 33334
support@brimscout.com