Terms of Service & End-User License Agreement

These Terms of Service, together with any order form, statement of work, or subscription agreement referencing them (collectively, the “Agreement”), govern access to and use of A2R Delivery OS™ (the “Service”) provided by A2R Ventures LLC (“A2R,” “we,” “us”). By creating an organization, signing in, or otherwise accessing the Service, the individual doing so, and the professional services organization they represent (“Customer,” “you”), agree to be bound by this Agreement. If you do not agree, do not access or use the Service.

“Customer Data” means all data, content, and information that Customer or its authorized users submit to, or generate within, the Service — including but not limited to engagement records, deal sizing and Phase-Effort Matrix inputs, RAID entries, financial actuals and forecasts, schedule and milestone data, audit-control evidence and verification notes, SteerCo decisions, and any files uploaded through the CSV ingestion pipeline or Workspace Backup export.

“A2R IP” means the Service itself and everything that makes it work: the underlying software, source code, calculation engines (including the Commercial Baseline sizing, EAC/Financial Realization, Audit Compliance, Schedule Pace-Risk, Portfolio Rollup, and Executive Reporting engines), user interface designs, workflows, documentation, and the A2R Delivery OS™ name, logo, and trademarks — whether or not registered. A2R IP does not include Customer Data, even where Customer Data is displayed within, or exported from, the Service.

Subject to this Agreement and payment of applicable fees, A2R grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service during the applicable subscription term, solely for Customer’s own internal professional-services delivery operations. The Service is licensed, not sold. A2R and its licensors retain all right, title, and interest in and to the A2R IP, including all intellectual property rights therein. No rights are granted to Customer other than those expressly set out in this Agreement.

Customer Data belongs to Customer. As between the parties, Customer owns all right, title, and interest in and to Customer Data, including any intellectual property rights therein. A2R claims no ownership interest in Customer Data. Customer grants A2R a limited license to host, process, transmit, and display Customer Data solely as necessary to provide, maintain, secure, and support the Service (including generating the exports described in Section 5), and as otherwise described in the Privacy Policy.

A2R IP belongs to A2R. Customer acquires no ownership interest in the Service, the A2R IP, or any derivative works, improvements, or feedback-driven enhancements to either, even where such improvements were suggested by or developed in consultation with Customer. Any suggestions, enhancement requests, or feedback Customer provides (including via the in-app Support & Ticket Submission feature) may be used by A2R without restriction or obligation to Customer.

On termination or expiration of the Agreement, Customer may export Customer Data via the Service’s Workspace Backup export for a period of 30 days, after which A2R may delete Customer Data from active systems in accordance with its data retention practices, subject to standard backup-cycle retention.

Customer shall not, and shall not permit any third party to:

(a) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, algorithms, file formats, or non-public interfaces of the Service, including its calculation engines, except to the extent such restriction is prohibited by applicable law notwithstanding this limitation; (b) copy, modify, translate, or create derivative works based on the Service or any A2R IP; (c) sell, resell, sublicense, rent, lease, or otherwise make the Service available to any third party outside Customer’s own organization, including as part of a managed or outsourced service offering, without A2R’s prior written consent; (d) remove, obscure, or alter any proprietary notices (including copyright and trademark notices) on or within the Service or any exports it generates (such as the confidentiality footer on SteerCo Status Decks and Audit Verification Certificates); (e) use the Service to build, or assist a third party in building, a competitive product or service; or (f) access the Service to benchmark or publish performance or comparison results without A2R’s prior written consent.

A2R provides standard support to active subscribers via the Service’s in-app Support & Ticket Submission feature, described further at Section 6.1 of the Admin Onboarding guide.

Support hours: Monday through Friday, 8:00 AM – 6:00 PM Eastern Time (US), excluding A2R-observed holidays (“Support Hours”). Tickets submitted outside Support Hours are queued and addressed at the start of the next Support Hours window.

Target initial response times (business hours, from ticket submission), by the priority Customer selects at submission: Urgent (Service materially unavailable for the whole organization) — 2 business hours; High (a core workflow is broken with no reasonable workaround) — 1 business day; Medium (a non-blocking defect or a question with a workaround available) — 2 business days; Low (a general question, cosmetic issue, or enhancement request) — 3 business days. These are target response times, not guaranteed resolution times, and do not constitute a financially backed service-level agreement unless separately agreed in an order form.

This Agreement remains in effect for as long as Customer maintains an active subscription or account. A2R may suspend or terminate access immediately if Customer materially breaches this Agreement (including Section 5) and fails to cure within 15 days of notice, or immediately where necessary to prevent harm to the Service, other customers, or third parties. Either party may terminate for convenience in accordance with the applicable order form or, absent one, upon 30 days’ written notice.

Except as expressly stated in an applicable order form, the Service is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. A2R does not warrant that the Service will be uninterrupted, error-free, or that calculated outputs (margin, EAC, compliance scores, schedule risk, or any other computed figure) will be free of defect arising from inaccurate or incomplete Customer Data input.

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or business opportunity, arising out of or related to this Agreement, even if advised of the possibility of such damages. Each party’s total aggregate liability arising out of or related to this Agreement will not exceed the fees paid by Customer to A2R in the 12 months preceding the event giving rise to the claim.

This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, and the parties consent to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute arising out of or relating to this Agreement.

A2R may update this Agreement from time to time. Material changes will be notified via the Service or by email to the organization’s registered administrator at least 30 days before taking effect. Continued use of the Service after the effective date of a change constitutes acceptance of the revised Agreement.

Questions about this Agreement can be directed through the in-app Support & Ticket Submission feature (Help → Contact Support), available to any signed-in user of the Service.