Readout Terms
Version of October 5, 2026
Read with the Data Processing Addendum and the Terms of Use. Questions: legal@roiva.ai.
These Readout Terms govern a 30-Day ROI Readout ordered by a customer ("Customer") from Roiva LLC ("Roiva") on a signed Readout Order Form (the "Order Form"). Together with the Order Form, the Roiva Terms of Use published at roiva.ai/terms (the "Terms of Use") and the Roiva Data Processing Addendum published at roiva.ai/dpa (the "DPA"), they form the agreement between the parties for the Readout (the "Readout Agreement").
1. Which version applies
1.1 The version of these Readout Terms, the Terms of Use and the DPA that applies is the one published on the Order Form's Effective Date. Roiva may publish later versions, but a later version does not change a Readout already ordered unless both parties agree in writing.
2. The Readout
2.1 Scope. For the Readout Period stated on the Order Form, Roiva will measure the one initiative named there and prepare a readout of it: its cost, approved value and return, with the baseline, formula and assumptions behind them, as PDF and PowerPoint documents (the "Readout"). Roiva will present the Readout to Customer on or about the last day of the Readout Period.
2.2 Access to the Service. During the Readout Period, Customer's account has access to the Service without plan limits. After it, the account continues under §8.
2.3 Nature of the Readout. The Readout reports estimates and calculated values derived from formulas, baselines and attribution rules that Customer agrees and approves. It is not financial, accounting, tax or audit advice, and Roiva does not warrant that any value is attributable in a causal sense to the initiative.
3. Roiva working in Customer's account
3.1 Authorization. Customer authorizes Roiva to configure its account and to enter data in it on Customer's behalf, for the purpose of the Readout. Roiva personnel do this as users Customer invites, and Customer may remove them at any time.
3.2 What Roiva records, and what it does not. Each entry Roiva makes is recorded in the account's audit log under the name of the person who made it, with its source. Roiva will not approve a value, record a decision on the initiative, or change who may approve either. Those are Customer's acts, made by the people Customer designates. A value Roiva enters counts in Customer's reported figures only once Customer's approver has approved it.
3.3 Credentials. Roiva will not ask for or accept passwords, API keys or other credentials to Customer's systems. Customer's own administrators authorize each connection.
4. Customer's part
4.1 Customer will make available the people the Order Form names, for approximately the time it states: interviews with the initiative's owner, a session with an administrator for each system to be connected, and one approval session.
4.2 Customer is responsible for having the right to provide the documents and data it gives Roiva, including any third party's confidential information contained in them.
5. Fees
5.1 Fee. Customer will pay the fee on the Order Form, invoiced on its Effective Date and due within the period stated there.
5.2 Credit. The fee is credited in full against the first year's fees of a Roiva subscription ordered within thirty (30) days after the Readout Period ends.
5.3 No refund. The fee is not refundable, except under §6.2.
5.4 Taxes. Fees are exclusive of sales, use and similar taxes, which are Customer's responsibility where applicable.
6. Warranties
6.1 Authority. Each party warrants that it has authority to enter into the Readout Agreement.
6.2 Delivery. Roiva warrants that it will deliver the Readout within the Readout Period. If it does not for a reason attributable to Roiva, Roiva will continue at no additional charge for up to thirty (30) further days. If the Readout is still not delivered at the end of that time, Customer may end the Readout Agreement and receive a refund of the fee. This is Customer's exclusive remedy for late or non-delivery.
6.3 Disclaimer. Except as expressly stated in these Readout Terms, the Service and the Readout are provided as described in §7 of the Terms of Use.
7. Confidentiality
7.1 Each party may receive the other's non-public information ("Confidential Information"). Customer's Confidential Information includes the data and documents it provides for the Readout and the Readout itself. The receiving party will use Confidential Information only to perform under the Readout Agreement, protect it with at least reasonable care, and not disclose it except to personnel and advisors bound by comparable obligations.
7.2 Confidential Information does not include information that is public through no fault of the receiving party, was known without obligation before disclosure, is independently developed, or is rightfully received from a third party.
7.3 Compelled disclosure is permitted with prompt notice where lawful.
7.4 These obligations continue for three (3) years after the Readout Agreement ends, and for trade secrets for as long as they remain trade secrets.
7.5 Publicity. Roiva will not name Customer as a customer, or describe the Readout or its results to anyone, without Customer's prior written approval.
8. After the Readout Period
8.1 Subscription. If Customer orders a subscription, the Master Subscription Agreement it signs governs Customer's account from that order's Effective Date. It covers the data already in the account, and it supersedes these Readout Terms for anything that happens after that date.
8.2 No subscription. Otherwise, Customer's account moves to Roiva's free plan ("Free") and continues under the Terms of Use and the DPA. Customer keeps the Readout and its data, subject to Free's limits. Customer may delete the account and its data at any time, as the DPA describes. §7 continues to apply to everything Customer provided for the Readout.
8.3 Roiva's access ends. At the end of the Readout Period, Roiva personnel stop working in Customer's account, except to present the Readout or where Customer asks them to continue. Customer may remove them as users at any time.
9. Limitation of liability
9.1 Exclusion. Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits or revenue, however caused.
9.2 Cap. Each party's total aggregate liability arising out of the Readout Agreement will not exceed the fee on the Order Form.
9.3 Confidentiality and data security. Notwithstanding §9.2, each party's total aggregate liability for breach of §7, and Roiva's for breach of its security obligations under the DPA, will not exceed two (2) times the fee on the Order Form.
9.4 Exclusions from the caps. §9.1 to §9.3 do not apply to Customer's payment obligations or to either party's fraud or willful misconduct.
10. General
10.1 Order of precedence. In the event of conflict: (1) the Order Form; (2) the DPA, as to the Processing of Personal Data; (3) these Readout Terms; (4) the Terms of Use.
10.2 Governing law. The governing law and venue in the Terms of Use apply.
10.3 Entire agreement. The Readout Agreement is the entire agreement on the Readout and supersedes prior discussions about it. Customer purchase-order terms do not apply, even if accepted or acknowledged by Roiva.
10.4 Amendment. Amendments to the Readout Agreement must be in writing and signed by both parties.