Terms of Service | BidNotes.ai

These Terms of Service (“Terms”) are an agreement between bidnotes.ai LLC (“BidNotes”, “we”, “us”) and the business or organization that signs up for BidNotes (“Customer”, “you”). They cover the BidNotes website at bidnotes.ai and the BidNotes application (together, the “Service”). If you accept these Terms for a company, you confirm that you have authority to bind it.

If you have a separate signed agreement with us, such as an Enterprise order form, that agreement controls where it conflicts with these Terms.

1. What BidNotes does

BidNotes reviews construction bid packages, including contracts, specifications, drawings, addenda and exhibits, and produces notes on requirements, risks and scope. Each note is linked to its source in your documents so your team can check it, edit it, approve it and export it.

BidNotes is an assistant, not a substitute for professional review. Notes are produced with the help of artificial intelligence and can be incomplete or wrong. You remain responsible for reviewing your bid documents, verifying every note before you rely on it, and for your bids, pricing and contract decisions. BidNotes does not provide legal, engineering or other professional advice.

2. Accounts

BidNotes is for business use. You must be at least 18 and use it on behalf of a business or organization, not as a consumer.
Access to the BidNotes application is currently by invitation. After you subscribe, we send an invitation to the email address you used at checkout.
Each user is one named person. Do not share sign-in links or codes.
You are responsible for the people you invite and for activity under your account. Tell us promptly at support@bidnotes.ai if you believe your account has been used without permission.

3. Plans, users and limits

Plans, prices and included users and packages are listed on our pricing page, and your plan is shown when you subscribe and on your invoices. At the date of these Terms:

Starter includes 2 users and 5 bid packages per month. Additional packages are $49 each.
Pro includes 5 users and 15 bid packages per month. Additional packages are $39 each.
Business terms, including package volume and users, are set in a written quote or order form.

A “bid package” is one project’s set of bid documents from a general contractor: the contract or subcontract, specifications, drawings, addenda, insurance exhibits and bid forms for that bid. New addenda for the same bid are part of the same package. Packages over your plan’s monthly allowance are billed as additional packages at the end of each month, on both monthly and annual plans. Unused packages don’t carry over to the next month. If you regularly go over, we may suggest a plan that fits better. We will not delete your work because of it.

“Unlimited” means unlimited for normal use by your own team. We may set reasonable limits on things like document size, processing volume or storage to keep the Service working for everyone. If your use is far beyond what is typical, we will contact you before limiting it.

4. Billing and renewal

Free trial. New Starter and Pro subscriptions start with a 14-day free trial that includes one bid package review. We collect a payment method when the trial starts. Unless you cancel before the trial ends, your subscription starts and your first payment is charged when it ends.
Plan fees are billed in advance, monthly or annually, and additional packages are billed monthly after the month they’re used, through our payment processor, Stripe. By subscribing you authorize recurring charges to your payment method until you cancel.
Subscriptions renew automatically at the end of each billing period at the then-current price for your plan. We will give you at least 30 days’ notice of a price increase, and it takes effect at your next renewal.
Prices are in US dollars and exclude taxes. Where we are required to collect sales tax, VAT or a similar tax, it is added at checkout and shown on your invoice.
Upgrades take effect immediately, with a prorated charge for the rest of the current period. Downgrades and cancellations take effect at the end of the current period.
You can update your payment method, cancel and download invoices from Manage billing. To change plans, contact us.
If a payment fails, Stripe will retry it. If the payment still cannot be collected, we will suspend your access until the balance is paid. Your Customer Content is kept while your subscription is suspended.
Refunds are covered by our Refund and Cancellation Policy.

5. Your content

“Customer Content” means the documents you upload and the notes, edits and exports created from them in your account. You own your Customer Content.
You grant us a limited license to host, copy, process and display Customer Content only as needed to provide, secure and support the Service for you.
You confirm that you have the right to upload the documents you upload, including under any confidentiality terms from the project owner or general contractor.
We treat Customer Content as confidential and do not sell it. How we handle it is described in our Privacy Policy.
Your documents are not used to train AI models, ours or anyone else’s. Our AI providers process Customer Content under terms that prohibit using it for training.

6. Acceptable use

You will not:

use the Service in violation of any law or of anyone else’s rights;
upload malware, or try to probe, disrupt or gain unauthorized access to the Service or other customers’ data;
reverse engineer the Service, or use it to build a competing product;
resell, sublicense or provide the Service to third parties outside your organization, except as we agree in writing;
use automated means to access the Service beyond its normal features.

7. Confidentiality

Each party will keep the other’s non-public business information confidential, use it only for this relationship, and protect it with reasonable care. This doesn’t cover information that is already public, that the receiving party already had, that it develops independently, or that it receives lawfully from someone else. A party may disclose confidential information if the law requires it, after giving the other party notice where allowed.

8. Our property and feedback

We own the Service, including its software, design and branding. These Terms do not give you any rights in them beyond using the Service during your subscription. If you send us suggestions, we may use them without any obligation to you.

9. Third-party services

The Service relies on third-party providers, such as hosting, payment and AI model providers, listed in our Privacy Policy. Their availability can affect the Service. We are not responsible for third-party websites or services that you choose to connect to or use alongside BidNotes.

10. Availability and changes to the Service

We work to keep BidNotes available, but we don’t promise uninterrupted service, and outages at our providers can affect it. Uptime commitments (a service level agreement) are available only in an Enterprise order form. We may improve, change or remove features. If we remove a feature that is central to your plan, we will give you reasonable notice, and you may cancel and receive a refund of the unused part of any prepaid fees.

11. Suspension and termination

You can cancel at any time from Manage billing. Your access continues until the end of the period you have paid for.
We may suspend or end your access if you materially breach these Terms, if payment cannot be collected (see section 4), or if we must do so to protect the Service or other customers. Where reasonable, we will notify you first and give you a chance to fix the problem.
After your subscription ends, you have 30 days to ask us for an export of your Customer Content. We then delete it as described in our Privacy Policy.

12. Disclaimers

The Service is provided “as is” and “as available”. To the fullest extent allowed by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Service, or any note it produces, will be accurate, complete, error-free or uninterrupted.

13. Limitation of liability

To the fullest extent allowed by law:

Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost bids, lost revenue or lost data, even if advised they were possible.
Each party’s total liability arising out of or relating to these Terms is limited to the amount you paid us for the Service in the 12 months before the event giving rise to the claim.

These limits do not apply to your payment obligations, to either party’s indemnity obligations, or to liability that cannot be limited by law.

14. Indemnity

You will defend and indemnify BidNotes against third-party claims arising from your Customer Content or your use of the Service in breach of these Terms.

15. Changes to these Terms

We may update these Terms. If a change is material, we will notify you by email or in the Service at least 30 days before it takes effect. If you continue using the Service after that date, you accept the updated Terms. If you do not agree, you can cancel before the change takes effect.

16. General

Governing law. These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-law rules. The state and federal courts located in Collin County, Texas have exclusive jurisdiction.
Assignment. Neither party may assign these Terms without the other’s consent, except to a successor in a merger or sale of substantially all of its business.
Entire agreement. These Terms, together with any order form and the policies linked here, are the entire agreement between us about the Service.
Severability and waiver. If part of these Terms is unenforceable, the rest stays in effect. Not enforcing a term is not a waiver of it.
Force majeure. Neither party is responsible for delays or failures caused by events beyond its reasonable control, such as natural disasters, wide-scale internet or utility outages, or government action. This does not excuse payment obligations.
Export controls. You will not use or give access to the Service in violation of US export control or sanctions laws, including from a sanctioned country or by a sanctioned person.
Notices. We send notices to the email address of your account owner. Send notices to us at support@bidnotes.ai.
Publicity. We will not use your name or logo to promote BidNotes without your permission.

17. Contact

bidnotes.ai LLC, [MAILING ADDRESS]. Email support@bidnotes.ai, or use our support form.