Terms of Service

3.1 Eligibility

You must be at least 18 years old and capable of entering into a legally binding contract. Submit only typed responses via the Platform’s forms; you will not upload agreements or documents that may be subject to nondisclosure obligations.

3.2 Account Credentials

You are responsible for maintaining the confidentiality of your login credentials and for all activities under your account. Notify us immediately at https://vendorpricetransparency.com/dtc/contact/ of any unauthorized use.

3.3 Lawful Use

You represent and warrant that you will (a) provide accurate, lawful, and non-misleading data; (b) comply with all applicable laws and regulations; and (c) refrain from activity that disrupts, impairs, or interferes with the Platform. For clarity, any attempt to submit forged, fabricated, or vendor‑authored data will result in immediate suspension and referral to applicable authorities.

3.4 Antitrust & Competition Law Compliance

(a) Permitted Data. You may contribute only historical pricing or cost information that is at least ninety (90) days old and aggregated such that no single participant’s current or future pricing can be reverse-engineered.

(b) Minimum Dataset. We will publish benchmark metrics only once inputs from five (5) or more unaffiliated contributors are combined, with no single contributor representing more than twenty-five percent (25%) of any published statistic. (b‑1) Profile Verification. Platform participation is limited to entities that meet the Company’s verified‑profile criteria for the relevant industries. Data from ineligible profiles will be discarded and excluded from all outputs.

(c) No Collusion. You shall not (i) use the Platform to set, coordinate, or signal prices, discounts, margins, volumes, bidding strategies, or market shares, or (ii) solicit, receive, or transmit competitively sensitive information about any current or forward-looking business strategy.

(d) Advisory-Only Tools. Any optimization, forecasting, or AI-driven feature is advisory only. You must make independent pricing decisions.

4.1 Ownership of Submissions

Except as stated herein, you retain all right, title, and interest in and to the data, information, or other content you submit (“User-Generated Content” or “UGC”).

4.2  License Grant & Anonymized Use

(a) Internal Use. You hereby grant the Company a perpetual, irrevocable, worldwide, royalty‑free, non‑exclusive license (with the right to sublicense) to access, store, process, and use your User‑Generated Content (“UGC”) internally for the purpose of operating, securing, and improving the Platform.
(b) Statistically Safe Data. Once your UGC has been de‑identified, anonymized and/or aggregated such that no individual contributor or transaction can be reasonably re‑identified (“Statistically Safe Data”), the Company may display, reproduce, distribute, create derivative works from, commercialize, or otherwise exploit that Statistically Safe Data for any lawful business purpose.
(c) Raw Data Non‑Disclosure. Except (i) to subprocessors and advisers that are bound by written confidentiality obligations no less protective than these Terms, or (ii) as required by applicable law or court order, the Company will not disclose or provide UGC in raw, unaggregated form to any third party.
(d) “Statistically Safe Data” Thresholds. The Company’s minimum release criteria are (i) inputs from at least five (5) unaffiliated contributors, (ii) no single contributor representing more than twenty‑five percent (25 %) of any published statistic, and (iii) differential‑privacy noise calibrated to an ε value not greater than 1.  The Company may adjust these thresholds upward but will never lower them without updating these Terms.

4.3 Vendor NDA, MFN & Trade Secret Representations

By submitting UGC you represent and warrant that: (a) you are not breaching any confidentiality, most-favored-nation, secrecy, or non-disparagement clause with vendors or any third party; (b) you have obtained all necessary permissions and consents; and (c) your submission does not misappropriate or infringe any third-party right, including trade secrets.

4.4 Prohibited Uses of Platform Data

You shall not (i) scrape, harvest, or extract data for external commercial use without our prior written consent; (ii) resell, redistribute, or republish any Platform data in a manner that competes with our services; or (iii) allow unauthorized individuals to access the Platform or its data.

5.1 Subscription Tiers

Details of free and paid plans appear on the Platform.

5.2 Payment Terms

You agree to pay all fees when due. All sales are final; no refunds unless required by law. You irrevocably waive chargebacks.

5.3 Taxes

Fees exclude applicable taxes, which you are responsible for paying.

6.1 Intended Use & Ethical Standards

The Platform functions as a benchmarking and auditing tool similar to those used by certified professionals.

6.2 Your Representations

You reiterate the warranties in Section 4.3 and confirm that your participation complies with all professional and contractual obligations.

6.3 Data Privacy & Security

Personal data processed through the Platform is governed by our Privacy Policy and Data Processing Addendum (collectively, “DPA”), incorporated by reference. We employ commercially reasonable safeguards (ISO 27001-aligned). You agree to implement industry-standard security controls when accessing or storing Platform data.

8.1 Scope

You agree to indemnify, defend, and hold harmless Normatic LLC, its affiliates, and their respective directors, officers, employees, agents, and licensors (collectively, “Released Parties”) from and against any and all claims, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

(a) your access to or use of the Platform;
(b) any UGC you submit, including alleged infringement, misappropriation, or violation of third-party rights;
(c) your breach of these Terms or violation of any law, regulation, or professional or contractual obligation; and
(d) any regulatory or governmental investigation attributable to your conduct.

8.2 Tender & Control of Defense

The Released Parties may, at their election, tender the defense and settlement of any claim to you. You shall not settle any claim without our express prior written consent if such settlement imposes liability or obligations on any Released Party.

8.3 Survival

This indemnity survives termination of your account and these Terms.

8.4 Insurance

You shall maintain, at your own expense, commercially reasonable cyber-liability and professional-liability insurance covering the obligations herein.

9.1 “As Is” Basis

The Platform, including all content and data, is provided “as is” and “as available” without warranties of any kind, express or implied.

9.2 Waiver of Indirect Damages

To the fullest extent permitted by law, the Released Parties shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, data, or business opportunities.

9.3 Liability Cap

In no event shall the Released Parties’ aggregate liability to you exceed the fees paid by you in the twelve (12) months preceding the event giving rise to liability, or one hundred U.S. dollars (US $100) if you access the Platform for free.

9.4 Non-Waivable Liabilities

Nothing in these Terms limits liability for gross negligence, willful misconduct, fraud, or any liability that cannot be excluded or limited under applicable law.

10.1 Section 230

We operate the Platform as an “interactive computer service” under 47 U.S.C. Section 230; however, you acknowledge that Section 230 provides no immunity for antitrust, intellectual-property, trade-secret, or federal criminal claims.

10.2 Prohibited Activities

You agree not to:

(a) engage in data scraping, reverse-engineering, or unauthorized access;
(b) upload malware or harmful code;
(c) violate any law, regulation, or third-party right;
(d) interfere with other users or Platform operations;
(e) post defamatory, harassing, threatening, or unlawful content; or
(f) rely on Platform data as the sole basis for pricing or strategic decisions.

10.3 Accuracy of Vendor-Related Data

Vendor information may be user-submitted or derived from public sources. Verify data independently before making business decisions.

10.4 Right to Remove or Modify Content

We may remove or modify any content, including UGC, at our sole discretion for any lawful reason.

11.1 Copyright (DMCA)

We respect intellectual-property rights and comply with the Digital Millennium Copyright Act (“DMCA”). If you believe any content on the Platform infringes your copyright, please send a notice to https://vendorpricetransparency.com/dtc/contact/ that includes all information required by 17 U.S.C. Section 512(c)(3). We will promptly remove or disable access to the material at issue. If you believe your content was removed in error, you may submit a counter-notification under 17 U.S.C. Section 512(g).

11.2 Trade Secret and Confidential Pricing Complaints

If you contend that any metric, dashboard, or other content on the Platform discloses your confidential or trade-secret information:

(a) Identification Required. Please identify the precise statistic or output that allegedly reveals your confidential information and explain in detail how it can be reverse-engineered to yield a single vendor’s price or discount. Identification may not rely on information that remains confidential under § 4.2(c).

(b) Temporary Removal. Upon receipt of a compliant notice, we will temporarily disable public access to the disputed output while we investigate.

(c) Offer of Demonstration. At your request—and subject to a mutually executed nondisclosure agreement—we will demonstrate the aggregation logic and mathematical transforms applied, to show that the published value cannot be disaggregated to any one vendor’s pricing.

(d) Resolution. If the evidence shows the output is non-disclosive, we will restore it; otherwise we will permanently remove or modify the content. We will also notify the contributing user and, where appropriate, invoke indemnification under Section 7.

(e) Transparency Report. Consistent with industry practice and our commitment to accountability, the Company publishes a public transparency report that may include (i) the text of any copyright, trade‑secret, or other removal request we receive, and (ii) our ultimate disposition of that request. Prior to publication we will redact personal identifiers, bank details, and any content that is subject to a court‑ordered seal or statutory confidentiality requirement. By submitting a removal request you consent to this disclosure.

This procedure is without prejudice to any other rights or defenses available to us under applicable law.

12.1 User-Initiated Termination

You may terminate your account at any time. We will remove or anonymize your personal account information but may retain UGC in raw or anonymized datasets.

12.2 Our Right to Terminate

We may suspend or terminate your account or access at our discretion, including for breach, inactivity, or harmful conduct.

13.1 Governing Law

This Agreement is governed by and construed under the laws of the State of Delaware, USA, without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

13.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be resolved exclusively by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The seat and venue of arbitration shall be Wilmington, Delaware, USA. Judgment on the award may be entered in any court of competent jurisdiction.

13.3 Class Action Waiver

All claims must be brought on an individual basis; no class or collective actions are permitted.

13.4  Opt‑Out of Arbitration (30 Days)

YOU MAY OPT OUT.  If you do not wish to be bound by this Section 13, you must deliver written notice via https://vendorpricetransparency.com/dtc/contact/ or mail a letter post‑marked within thirty (30) calendar days after the date you first accept these Terms.  Your notice must state: (i) your full legal name, (ii) the email address associated with your Platform account, and (iii) a clear statement that you wish to opt out of mandatory arbitration. Opt‑ing out will not affect any other provision of these Terms or your relationship with the Company.  If you opt out, the exclusive venue for any action shall be the state or federal courts in Wilmington, Delaware, USA.

13.5 Injunctive Relief

Nothing in this Section limits our right to seek injunctive or other equitable relief to protect our intellectual property or confidential information.