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Royalty Reporting
// Legal

Terms of Service

Last updated: May 13, 2026

1. Agreement to Terms

These Terms of Service ("Terms") are entered into between you and RetailNorthstar, Inc., a Delaware corporation ("RetailNorthstar," "we," or "us"), and govern access to and use of the Royalty Reporting website (royalty-reporting.com) and the Royalty Reporting platform (collectively, the "Service"). By accessing or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

2. Definitions

  • "Service" — the Royalty Reporting website, hosted Platform, APIs, downloadable materials, and any other product or service we make available under these Terms.
  • "Service Agreement" — an order form, master subscription agreement, or other written agreement between you and RetailNorthstar that governs your specific subscription. These Terms apply where there is no separate Service Agreement; if there is a Service Agreement, its terms control to the extent of conflict.
  • "Your Data" — all data, content, and information you or your authorized users upload, submit, or generate using the Platform, including licensor agreements, rate cards, sales data, advance schedules, royalty calculations, statements, audit history, and any derived calculations, reports, or analytics generated from such data.
  • "DPA" — the Data Processing Addendum, available at /company/dpa, which forms part of these Terms for customers processing personal data through the Service.

3. Description of Service

Royalty Reporting is a cloud-based royalty management and reporting platform for licensed-apparel and licensed-merchandise brands. The Platform provides contract management, royalty calculation, advance and minimum-guarantee tracking, statement generation, audit-trail recordkeeping, and analytics delivered as a software-as-a-service subscription.

4. Account Registration

  • You must provide accurate and complete information when creating an account.
  • You are responsible for maintaining the security of your account credentials and for all activity under your account.
  • You must notify us promptly of any unauthorized access to your account.
  • One person or entity may not maintain more than one account without prior written consent.

5. Subscription and Payment

  • Access to the Platform requires a paid subscription.
  • Subscription terms, pricing, and billing frequency are as agreed in your Service Agreement.
  • Fees are non-refundable except as expressly stated in your Service Agreement.
  • We may modify pricing with 30 days' written notice before your next renewal.
  • Failure to pay may result in suspension or termination of access; payment obligations accrued before termination survive.

6. Your Data

You retain all ownership rights to Your Data.

  • We will access, use, or share Your Data only to provide the Service to you and as permitted by your Service Agreement and the DPA.
  • We will not use Your Data to train AI/ML models, benchmark against other customers, or for any purpose other than delivering the Service.
  • We will not transmit Your Data to third-party AI/ML services without your prior written consent.
  • We implement tenant isolation, role-based access controls, and engineering practices designed to prevent Your Data from being accessed by other customers, including other licensees that may report to the same licensors. While we apply commercially reasonable safeguards, no multi-tenant system can guarantee zero risk of accidental exposure; the DPA governs incident handling.
  • Upon termination of your subscription, you may request an export of Your Data within 30 days. After that period, we will delete or anonymize Your Data, except where retention is required by applicable law or your Service Agreement.

7. Confidentiality

Each party may have access to confidential information of the other, including Your Data, licensor agreements, business plans, pricing, and technical and operational information about the Service. Each party agrees to use the same degree of care it uses to protect its own confidential information (and at least reasonable care) to safeguard the other's confidential information and to use it only for purposes contemplated by these Terms and the Service Agreement. These obligations survive termination for as long as the information remains confidential.

8. Acceptable Use

You agree not to:

  • Use the Service for any unlawful purpose.
  • Reverse engineer, decompile, or disassemble the Service.
  • Attempt to gain unauthorized access to other accounts or systems.
  • Resell, sublicense, or redistribute the Service without written consent.
  • Upload malicious code, viruses, or any harmful content.
  • Interfere with the performance or availability of the Service.
  • Use the Service to misrepresent your relationship with any licensor, league, team, university, or organization referenced in the Service.

9. Intellectual Property

The Service, including its design, code, features, documentation, and branding, is owned by RetailNorthstar, Inc. and protected by intellectual property laws. Your subscription grants you a limited, non-exclusive, non-transferable, revocable license to use the Service for your internal business purposes during the subscription term. Nothing in these Terms transfers ownership of the Service or our intellectual property to you.

10. Third-Party Trademarks

References to licensors, leagues, teams, universities, athletes, and other organizations on the Site and in the Service are for identification, compatibility, and reporting-context purposes only. All such trademarks, names, and marks are the property of their respective owners. Royalty Reporting is not affiliated with, endorsed by, or sponsored by these organizations unless explicitly stated.

11. Marketing Materials

Statements, screenshots, ranges, and capability descriptions on the Site (including claims about implementation timelines, audit-trail behavior, multi-licensor handling, transaction volumes, and similar) are illustrative and informational. Only the specifications, service levels, and warranties expressly stated in your Service Agreement are contractually warranted by RetailNorthstar. Site content does not constitute an offer, warranty, or guarantee outside the four corners of the Service Agreement.

12. Website Resources

Templates, guides, glossary entries, calculators, and other downloadable or interactive resources on the Site are provided for informational and educational purposes. They may be used for your internal business purposes but may not be redistributed, resold, or published without written consent. They do not constitute legal, accounting, audit, or tax advice; you are responsible for confirming applicability to your specific licensor agreements and obligations.

13. Service Availability and Force Majeure

We strive to maintain high availability of the Service but do not guarantee uninterrupted access. We may perform scheduled maintenance with reasonable notice. Neither party will be liable for any delay or failure to perform caused by a Force Majeure Event.

"Force Majeure Event" means any event beyond the reasonable control of the affected party, including acts of God, natural disasters, war, terrorism, civil unrest, pandemics or epidemics, government action or regulation, labor disputes, internet or telecommunications failures, denial-of-service or other cyber attacks, and third-party service provider outages. The affected party must notify the other party promptly of the Force Majeure Event and use reasonable efforts to mitigate its impact.

14. Indemnification

By RetailNorthstar. We will defend you against any third-party claim alleging that the Service, when used in accordance with these Terms and the Service Agreement, infringes that third party's patent, copyright, or trademark rights, and will pay damages finally awarded against you (or amounts in settlement we approve), provided you promptly notify us of the claim, give us sole control of the defense and settlement, and reasonably cooperate. If the Service becomes, or in our opinion is likely to become, the subject of an infringement claim, we may at our option (a) procure for you the right to continue using the Service, (b) modify the Service to be non-infringing while preserving substantially equivalent functionality, or (c) terminate the affected subscription and refund any prepaid, unused fees. This is your sole and exclusive remedy for infringement claims.

By you. You will defend us against any third-party claim arising from Your Data, your use of the Service in violation of these Terms or applicable law, or your misrepresentation of any relationship with a licensor or rights holder, and will pay damages finally awarded against us (or amounts in settlement you approve), provided we promptly notify you of the claim, give you sole control of the defense and settlement (subject to our right to participate with counsel of our choosing at our expense), and reasonably cooperate.

15. Limitation of Liability

EXCEPT FOR LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW (INCLUDING LIABILITY FOR DEATH, PERSONAL INJURY CAUSED BY NEGLIGENCE, FRAUD, OR INTENTIONAL MISCONDUCT, AND INDEMNITY OBLIGATIONS UNDER SECTION 14): TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY (NOR RETAILNORTHSTAR'S AFFILIATES, OFFICERS, EMPLOYEES, OR AGENTS) WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES. EACH PARTY'S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY YOU TO RETAILNORTHSTAR IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

16. Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN YOUR SERVICE AGREEMENT, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. The Service is designed to support audit-defensible royalty reporting; the accuracy of royalty calculations and statements depends on the data and configurations you provide and on the licensor agreements you maintain. RetailNorthstar does not warrant that the Service will be error-free or uninterrupted.

17. Termination

  • Either party may terminate the subscription as specified in the Service Agreement.
  • We may suspend or terminate access immediately for material violation of these Terms.
  • Upon termination, your right to use the Service ceases immediately and you remain responsible for fees accrued prior to termination.
  • The following provisions survive termination: Section 6 (Your Data — to the extent of post-termination export and deletion), Section 7 (Confidentiality), Section 9 (Intellectual Property), Section 10 (Third-Party Trademarks), Section 11 (Marketing Materials), Section 14 (Indemnification), Section 15 (Limitation of Liability), Section 16 (Disclaimer of Warranties), Section 19 (Governing Law and Disputes), Section 20 (General Provisions), and any accrued payment obligations.

18. Changes to These Terms

We may update these Terms from time to time. We will revise the "Last updated" date for any change. For material changes that adversely affect your rights, we will provide more prominent notice (e.g., banner notice or email to subscribers) and, where required by law or your Service Agreement, obtain affirmative re-acceptance before the changes apply to your existing subscription.

19. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in that jurisdiction for any disputes arising out of or relating to these Terms, except that either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

20. General Provisions

  • Entire Agreement. These Terms, together with your Service Agreement and the DPA (where applicable), constitute the entire agreement between you and RetailNorthstar concerning the Service and supersede all prior or contemporaneous understandings.
  • Severability. If any provision is held to be unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.
  • Waiver. Failure to enforce any provision is not a waiver of that or any other provision.
  • Assignment. You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, on notice to you.
  • Notices. Notices to RetailNorthstar must be given via the legal contact form. Notices to you will be sent to the email address associated with your account.
  • No third-party beneficiaries. These Terms do not create any third-party beneficiary rights.

21. Contact

Questions about these Terms: contact our legal team.