Terms and Conditions

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "Customer", or "you") and RFP Forge AI ("RFP Forge AI", "we", "us", or "our") governing your access to and use of our website, applications, software, artificial intelligence features, APIs, and related services (collectively, the "Service").

By creating an account, clicking "I Agree," accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.

1. Eligibility

You represent and warrant that you are at least eighteen (18) years of age and possess the legal capacity to enter into a binding agreement. If you are using the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you have authority to bind that entity to these Terms.

2. Accounts and Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities occurring under your account. You agree to provide accurate and complete information during registration and to keep such information current.

You must immediately notify us of any suspected unauthorized access to or use of your account.

We reserve the right to suspend, restrict, or terminate accounts at any time, with or without notice, if we believe a user has violated these Terms, created risk or liability for RFP Forge AI, or engaged in conduct that may adversely affect the Service or other users.

3. Service Provided "As Is"

THE SERVICE IS PROVIDED ON AN "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" BASIS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RFP FORGE AI DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, SECURITY, OR RESULTS OBTAINED FROM USE OF THE SERVICE.

We do not guarantee that the Service will operate without interruption, delay, errors, defects, security incidents, outages, or incompatibilities. Your use of the Service is entirely at your own risk.

4. Artificial Intelligence Outputs

The Service utilizes artificial intelligence systems and third-party large language models to generate content, recommendations, summaries, analyses, proposals, drafts, compliance assistance, and other outputs ("AI Output").

AI Output may be inaccurate, incomplete, outdated, misleading, fabricated, biased, offensive, or otherwise unsuitable for your intended purpose.

You acknowledge and agree that AI Output does not constitute legal, financial, tax, accounting, procurement, regulatory, compliance, engineering, or professional advice of any kind.

You are solely responsible for reviewing, verifying, editing, approving, and independently validating all AI Output before relying upon it, distributing it, submitting it, or incorporating it into any proposal, contract, business process, or decision.

RFP Forge AI makes no representation or warranty that AI Output is accurate, original, non-infringing, complete, compliant, or fit for any particular purpose.

5. Procurement and RFP Disclaimer

RFP Forge AI is a software platform designed to assist users with drafting and workflow processes. We do not act as a procurement consultant, legal advisor, bid consultant, compliance advisor, or representative.

You remain solely responsible for ensuring that all submissions, proposals, bids, tenders, responses, certifications, declarations, and supporting materials comply with applicable procurement requirements, eligibility criteria, laws, regulations, contractual obligations, and submission deadlines.

RFP Forge AI shall not be responsible for bid disqualification, evaluation outcomes, missed deadlines, lost opportunities, lost contracts, procurement disputes, regulatory issues, or any other consequences arising from your use of the Service or AI Output.

6. User Content

You retain ownership of all documents, files, prompts, materials, and other content that you upload, submit, or provide through the Service ("User Content").

You grant RFP Forge AI a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, reproduce, display, and otherwise use User Content solely as necessary to provide, maintain, secure, improve, and support the Service and to comply with legal obligations.

You represent and warrant that you possess all rights, permissions, and authority necessary to submit User Content and that such content does not violate any law or third-party right.

Unless expressly disclosed and authorized by you, RFP Forge AI does not use User Content to train third-party foundation AI models.

7. Data Retention and Deletion

You acknowledge that you are solely responsible for maintaining backups of your data and User Content.

RFP Forge AI may delete User Content upon account termination, prolonged inactivity, legal necessity, operational requirements, or other legitimate business reasons. We are under no obligation to retain, recover, restore, archive, or provide copies of User Content after deletion or termination.

8. Acceptable Use

You agree not to use the Service in any manner that violates applicable laws or infringes upon the rights of others.

Without limitation, you agree not to upload malicious software, attempt unauthorized access to systems, circumvent security controls, reverse engineer the Service, scrape data, abuse rate limits, interfere with Service operation, resell the Service without authorization, or submit content that violates intellectual property, privacy, confidentiality, or other legal rights.

9. Third-Party Providers

The Service relies on third-party providers, including cloud infrastructure providers, payment processors, authentication providers, analytics providers, and artificial intelligence model providers.

Such providers may change their pricing, services, capabilities, functionality, availability, policies, or terms at any time. We may modify, replace, add, or remove providers at our discretion.

RFP Forge AI shall not be liable for outages, interruptions, delays, inaccuracies, data loss, service degradation, pricing changes, policy changes, or other issues caused by third-party providers.

10. Beta and Experimental Features

From time to time, we may make available beta, preview, experimental, or early-access features.

Such features may contain defects, may be incomplete, may be modified without notice, and may be discontinued at any time.

All beta and experimental features are provided without warranties of any kind and are used entirely at your own risk.

11. Service Availability

RFP Forge AI does not guarantee uptime, availability, response times, processing speed, storage retention, uninterrupted access, or continuous operation of the Service.

Maintenance activities, infrastructure failures, internet disruptions, third-party provider outages, security incidents, force majeure events, and other circumstances may affect Service availability.

12. Intellectual Property

The Service, including all software, code, interfaces, designs, templates, prompts, documentation, trademarks, logos, and related intellectual property, is owned by RFP Forge AI or its licensors and is protected by applicable intellectual property laws.

Subject to these Terms, RFP Forge AI grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Service solely for lawful internal business purposes.

13. Exported Content

Once AI Output or User Content has been exported, downloaded, copied, transmitted, submitted, distributed, or otherwise removed from the Service, RFP Forge AI assumes no responsibility for its ongoing accuracy, legality, compliance, completeness, security, suitability, or subsequent use.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RFP FORGE AI, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, AND SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR SIMILAR DAMAGES.

THIS INCLUDES DAMAGES ARISING FROM LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF BIDS, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION, OR PROCUREMENT-RELATED LOSSES.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF RFP FORGE AI ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS EXCEED THE GREATER OF (A) THE FEES PAID BY YOU TO RFP FORGE AI DURING THE ONE (1) MONTH IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) FIFTY CANADIAN DOLLARS (CAD $50).

THESE LIMITATIONS APPLY REGARDLESS OF THE FORM OF ACTION AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

15. Indemnification

You agree to defend, indemnify, and hold harmless RFP Forge AI and its affiliates, officers, directors, employees, contractors, licensors, suppliers, and agents from and against any claims, demands, actions, damages, liabilities, losses, judgments, penalties, costs, and expenses, including reasonable legal fees, arising from or related to your use of the Service, your User Content, your AI-generated submissions, your violation of these Terms, your violation of applicable law, or your infringement of any third-party rights.

16. No Fiduciary or Advisory Relationship

Nothing contained in these Terms or arising from your use of the Service shall create any partnership, joint venture, agency, fiduciary, employment, advisory, representative, or similar relationship between you and RFP Forge AI.

RFP Forge AI acts solely as a software provider.

17. Confidentiality and Security

We implement commercially reasonable administrative, technical, and organizational measures designed to protect User Content and account information.

However, no system is completely secure. Except where prohibited by law, RFP Forge AI shall not be liable for unauthorized access, disclosure, interception, alteration, destruction, or loss of data unless directly caused by our gross negligence or willful misconduct.

18. Termination

We may suspend, restrict, or terminate access to the Service at any time, with or without notice, for any reason or no reason.

Upon termination, your right to access and use the Service shall immediately cease. We may delete User Content and account information following termination.

All provisions which by their nature should survive termination shall remain in effect, including ownership provisions, disclaimers, indemnification obligations, limitations of liability, and dispute resolution provisions.

19. Modifications to the Service

RFP Forge AI may modify, suspend, discontinue, replace, restrict, or remove any aspect of the Service, including features, functionality, pricing, plans, AI models, integrations, and service providers, at any time and without liability.

20. Modifications to These Terms

We may revise these Terms from time to time by publishing updated versions on the Service.

Your continued use of the Service following the effective date of revised Terms constitutes acceptance of the updated Terms.

21. Governing Law

These Terms and any disputes arising out of or relating to them shall be governed exclusively by the laws of the Province of Manitoba and the federal laws of Canada applicable therein, without regard to conflict-of-law principles.

22. Dispute Resolution

Before initiating arbitration, each party agrees to provide written notice of the dispute and participate in good-faith efforts to resolve the matter informally for a period of at least thirty (30) days.

Any dispute, controversy, or claim arising out of or relating to these Terms, the Service, or the relationship between the parties shall thereafter be resolved exclusively through binding individual arbitration.

The arbitration shall be conducted virtually, in English, and shall have its legal seat in Winnipeg, Manitoba, Canada. The arbitration shall be administered in accordance with the applicable commercial arbitration laws and procedures of Manitoba.

The arbitrator's decision shall be final and binding and may be entered in any court having jurisdiction.

YOU AND RFP FORGE AI AGREE THAT ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, CLASS ARBITRATION, REPRESENTATIVE ACTION, OR CONSOLIDATED PROCEEDING.

Notwithstanding the foregoing arbitration requirements, RFP Forge AI may seek immediate injunctive, equitable, or other extraordinary relief in any court of competent jurisdiction to protect its intellectual property, confidential information, proprietary technology, systems, data, trademarks, copyrights, trade secrets, or other business interests. RFP Forge AI shall be entitled to seek such relief without the requirement of posting bond, proving actual damages, or exhausting arbitration remedies first. The parties acknowledge that unauthorized use, disclosure, or misappropriation of such rights may cause irreparable harm for which monetary damages alone would be an inadequate remedy.

23. Force Majeure

RFP Forge AI shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including acts of God, natural disasters, governmental actions, war, terrorism, labor disputes, telecommunications failures, internet disruptions, cloud provider outages, AI provider outages, cyberattacks, pandemics, or other force majeure events.

24. Miscellaneous

These Terms, together with our Privacy Policy and any applicable order forms, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements relating to the same subject matter.

If any provision of these Terms is held unenforceable, the remaining provisions shall remain in full force and effect.

Our failure to enforce any right or provision shall not constitute a waiver of that right or provision.

You may not assign these Terms without our prior written consent. RFP Forge AI may assign these Terms without restriction.

No third-party beneficiary rights are created under these Terms.

25. Contact

Questions regarding these Terms may be directed to the contact information listed on our website.

BY CREATING AN ACCOUNT OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND THE PRIVACY POLICY.