RTP Platform End User License Agreement
Effective Date: January 26, 2026
This End User License Agreement ("Agreement") governs your access to and use of the RTP benchmarking platform ("Platform") operated by Provarro ("we," "us," or "our"). By accessing or using the Platform, you agree to be bound by this Agreement.
1. Definitions
- "User" means an individual granted access credentials to the Platform.
- "Company" means a business entity whose data is submitted to the Platform.
- "Group" means a peer group of Companies participating in shared benchmarking under a separate Group Addendum.
- "Your Data" means financial, operational, and business information you submit to the Platform.
- "Derived Data" means aggregated, anonymized benchmarks and analytics we generate from Your Data and data from other Platform users.
2. License Grant
Subject to the terms of this Agreement, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your internal business purposes.
2.1 Access Structure
- Each User receives individual access credentials
- Users are granted access to specific Companies and Groups as configured by your organization or by us
- Access rights are personal to each User and may not be shared or transferred
- Data sharing within Groups is governed by the applicable Master Service Agreement Addendum ("Group Addendum")
2.2 Restrictions
You may not:
- Share your access credentials with any other person
- Access the Platform using another User's credentials
- Attempt to access Companies or Groups not assigned to you
- Reverse engineer, decompile, or disassemble any part of the Platform
- Use automated means to access the Platform without our written permission
- Use the Platform for any purpose competitive with our services
3. Your Data
3.1 Ownership
You retain ownership of Your Data. By submitting Your Data to the Platform, you grant us a license to use, process, and store Your Data to provide the Platform services and as otherwise described in this Agreement.
3.2 Data Handling
- Your Data is used to generate benchmarks and analytics for your benefit
- Your individual Company data is never shared with third parties
- Your individual Company data is never shared outside your designated Group(s), even in anonymized form
- Within your Group, data sharing operates according to your Group Addendum—Group members may view each other's financial and operational data as specified therein
3.3 Derived Data
We may create Derived Data from Your Data combined with data from other Platform users. You agree that:
- We own all Derived Data
- We may use Derived Data for any purpose, including improving the Platform, generating industry benchmarks, and publishing aggregate reports
- This right to use Derived Data continues in perpetuity, including after termination of your access
- Derived Data will not identify you or your Company
3.4 Data Retention and Deletion
- We retain Your Data for as long as your access is active and thereafter as described below
- You may request deletion of Your Data by contacting us at [email protected]
- Upon deletion request, we will remove identifiable data within a reasonable timeframe
- We may retain anonymized, non-identifiable data derived from Your Data for our purposes, including historical benchmarking integrity
3.5 No Export
The Platform does not currently provide a bulk data export feature. You may access and view Your Data through the Platform interface while your access is active.
4. Confidentiality
4.1 Our Obligations
We will maintain the confidentiality of Your Data and will not disclose it except:
- To Users with authorized access to the applicable Company or Group
- To Group members as specified in your Group Addendum
- To service providers who assist us in operating the Platform, subject to confidentiality obligations
- As required by law, court order, or governmental authority
4.2 Your Obligations
You agree to maintain the confidentiality of any data you access through the Platform belonging to other Group members, using at least the same degree of care you use to protect your own confidential information.
5. Termination
5.1 Termination Events
Your access to the Platform terminates:
- Upon termination of your Master Service Agreement or Group participation
- Upon our decision to terminate your access for any reason
- Upon your request
5.2 Effect of Termination
Upon termination:
- Your access to the Platform ceases immediately
- You will no longer be able to access or view Your Data through the Platform
- Data retention and deletion will be handled as described in Section 3.4
- Our rights to Derived Data continue as described in Section 3.3
- Sections 3.3, 3.4, 4, 6, 7, and 8 survive termination
6. Disclaimers
THE PLATFORM IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
We do not warrant that:
- The Platform will be uninterrupted or error-free
- Benchmarks or analytics will be accurate or complete
- The Platform will meet your specific requirements
Benchmarks and analytics are provided for informational purposes only and should not be relied upon as the sole basis for business decisions.
7. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVARRO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE PLATFORM, INCLUDING DAMAGES FOR LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION.
OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM THIS AGREEMENT SHALL NOT EXCEED THE FEES YOU PAID FOR PLATFORM ACCESS IN THE TWELVE MONTHS PRECEDING THE CLAIM.
8. General Terms
8.1 Modifications
We may modify this Agreement at any time by posting the revised Agreement on the Platform or our website. Continued use after modifications constitutes acceptance.
8.2 Governing Law
This Agreement is governed by the laws of the State of North Carolina, without regard to conflict of law principles.
8.3 Dispute Resolution
Any disputes arising from this Agreement shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.
8.4 Entire Agreement
This Agreement, together with your Master Service Agreement and any applicable Group Addendum, constitutes the entire agreement between you and Provarro regarding the Platform.
8.5 Severability
If any provision of this Agreement is found unenforceable, the remaining provisions shall continue in effect.