Terms of Service
These Terms of Service (“Terms”) govern your access to and use of BidAngel, software provided by Brian Pasfield (ბრაიან ფასფილდ), Individual Entrepreneur registered in Georgia (the country), registration number 305874809 (“we”, “us”). By creating an account, or by accepting these Terms on behalf of an organisation, you agree to them and confirm you are authorised to bind that organisation.
1. What BidAngel is
BidAngel is a multi-tenant procurement intelligence and proposal operating system. It ingests procurement opportunities from public and customer-supplied sources, extracts requirements and evaluation criteria, supports qualification and go/no-go decisioning, orchestrates pursuit workflow, and drafts proposal content grounded in content your organisation has approved.
BidAngel is a tool. It does not provide legal, procurement, tax, or regulatory advice, and it does not warrant that a submission prepared with it satisfies a solicitation’s requirements or any applicable procurement law. Your organisation remains responsible for what it submits to a buyer.
2. AI-generated output is advisory until you approve it
This is a product boundary, not a disclaimer of convenience. Requirement extractions, evaluation-criterion extractions, fit scores, faithfulness verdicts, and drafted sections are generated into an advisory state. They become part of your approved record only when a member of your organisation with the appropriate role approves them. Where a drafting agent cites your content, we check the cited sentence against the cited source and surface the result — but a supported verdict is a machine judgement, not a warranty of accuracy.
You must review AI-generated output before relying on it or submitting it to a buyer. We do not warrant that any output is accurate, complete, or fit for a particular solicitation, and we are not responsible for the consequences of submitting unreviewed output.
3. Your account and your team
An account is created for an organisation (a “workspace”). The organisation is our customer and the contracting party under these Terms. Members you invite act within the role you assign them and are bound by these Terms through your organisation’s acceptance; you do not need to have each member accept separately.
You are responsible for your members’ use of the workspace, for keeping credentials secure, and for promptly removing members who should no longer have access. Where your organisation enables single sign-on or enforces multi-factor authentication, you are responsible for the configuration of those controls.
4. Plans, trials, usage and billing
Plans, included allowances, overage rates and billing periods are described on our pricing page and, where applicable, in a signed order form. A trial gives time-limited access to a plan without payment; we may end or change trial terms at any time, except where a signed order form provides otherwise. Trial usage is not retrospectively charged.
Certain features are metered by Pursuits and agent operations, as defined on our pricing page. Unless a signed order form provides otherwise, included allowances and overage are calculated per subscription billing period. The meter recorded in your workspace is the record of use, and the workspace billing page displays current recorded usage and accrued overage. Metering errors may be challenged with supporting information, and we will correct verified errors.
Your workspace administrators may set daily and/or monthly limits on agent-operation usage through billing settings, measured in agent-operation units rather than money. These limits reset by UTC day and UTC calendar month, which may differ from your billing period. Once a limit is reached, new counted agent operations are refused until the limit resets or an administrator raises or removes it. Operations already in progress may complete and take usage slightly past the limit; that usage is billable on a paid subscription. Read-only operations do not count and are never refused because of these limits. Promoting Pursuits is not subject to these limits.
We send usage notices as described on our pricing page. Notices are sent on a best-effort basis and are informational only: they are not an additional payment approval requirement, and a missing or delayed notice does not make correctly recorded usage non-billable.
No subscription begins without the required checkout or other valid payment authorisation. Paid subscriptions, taxes, cancellation and refunds are subject to the terms disclosed at purchase, including the merchant-of-record terms where applicable, and to our Refund & Cancellation Policy. Where you have signed an order form, its specifically agreed price, entitlement, term and conflicting commercial terms prevail over general published offers; checkout inconsistencies must be resolved before charging. These Terms govern everything else.
5. Acceptable use
You agree not to:
- use the platform unlawfully, or to prepare a submission you know to be false or misleading;
- assert a capability, certification, or past-performance claim through the platform that your organisation does not hold;
- upload content you do not have the right to upload, including another party’s confidential or proprietary proposal material;
- attempt to access another tenant’s data, circumvent role or permission checks, or bypass usage metering or plan limits;
- interfere with the service, probe it for vulnerabilities outside a disclosure process we have agreed, or use it to train a competing model or product;
- connect an external agent or integration that exceeds the permissions granted to the identity it acts under.
Agents — ours and yours — reach the platform through the same typed, permission-checked tool surface as a human member, and their actions are recorded. Using an agent identity to do something the corresponding human role could not do is a breach of these Terms.
6. Your content and your data
Your organisation retains all rights in the content it uploads and the artefacts it creates — proposal content, capability claims, pursuit records, and drafts. You grant us the limited licence needed to host, process, and display that content in order to provide the platform to you, including processing it through the AI subprocessors listed in our Data Processing Agreement.
We do not use your content to train foundation models, and we do not sell it. Our handling of personal data is described in our Privacy Policy; our obligations as a processor are set out in the Data Processing Agreement, which forms part of these Terms.
Shared market data — procurement sources, published opportunities, buyers, and source documents — is not your content. It is platform data available to every tenant, and your organisation’s judgements about it (reviews, qualifications, decisions) remain yours.
7. Availability, changes and suspension
We may change, add, or remove features. We may suspend access where required to protect the platform or other customers, where an account is materially in breach of these Terms, or where fees are unpaid after notice. Where we suspend for a reason other than an active security threat, we will tell you why.
We do not commit to an availability target under these Terms. Where your organisation has a signed service-level commitment, that document governs.
8. Termination, export and deletion
You may stop using the platform and close your workspace at any time, and may cancel a subscription under our Refund & Cancellation Policy. Ending a design-partner programme does not, by itself, terminate a separately authorised subscription.
When workspace access ends, your organisation can request an export during the 30-day post-termination request window. Verified requests received within that window will be fulfilled under the Data Retention Schedule, even if routine deletion would otherwise occur during processing of the request. We will preserve only the minimum data needed to complete an outstanding valid export request, securely and for no longer than reasonably required. Our obligations as a processor on return and deletion are set out in the Data Processing Agreement.
9. No warranty
The platform is provided “as is” and “as available”, without warranties of any kind, whether express or implied. We do not warrant that the platform will be uninterrupted or error-free, that ingested source data is complete or current, or that any output is fit for a particular procurement, regulatory, or compliance purpose.
10. Limitation of liability
10.1 Excluded losses. To the maximum extent permitted by applicable law, neither party is liable to the other for indirect, incidental, special, consequential, exemplary or punitive loss or damage, or for lost profits, revenue, business opportunities, bids or contract awards, whether arising in contract, tort (including negligence) or otherwise. This exclusion does not apply to the extent prohibited by applicable law. Loss or corruption of your data is not excluded by this paragraph; it is subject to the cap in §10.2.
10.2 General aggregate cap. To the maximum extent permitted by applicable law, the total aggregate liability of BidAngel and its affiliates, successors, personnel and approved subprocessors, taken together, for all claims arising out of or related to the BidAngel service or the contractual relationship, is limited to the greater of (a) US$5,000 and (b) the subscription fees and metered overage charges paid or payable for the affected workspace, whether to us or to our merchant of record, during the 12 months immediately before the event first giving rise to the claim, excluding taxes. This is one shared limit for all claims, claimants and documents combined; it does not reset with each claim or legal theory.
10.3 [Reserved.]
10.4 Single contractual allocation. §§10.1–10.5 apply collectively to claims arising under these Terms, any Data Processing Agreement, any signed order form or design-partner agreement, and any contractual confidentiality undertaking between the same parties concerning the service, regardless of whether a claim is framed in contract, tort, statute or otherwise, to the extent permitted by law. No separate liability cap or additional recovery is created by having multiple documents, claims, incidents, or causes of action. Amounts paid under one count toward the same aggregate cap under all. A specifically negotiated signed liability amendment may expressly displace this clause.
10.5 Non-excludable liability. Nothing limits or excludes liability for fraud or fraudulent misrepresentation, deliberate misconduct, a customer’s obligation to pay fees properly due, or liability that cannot lawfully be limited or excluded. The cap applies only insofar as applicable law permits.
10.6 Allocation of risk. The parties acknowledge that the subscription price and availability of the service reflect this allocation of risk.
11. Changes to these Terms
We publish a version identifier and a last-updated date for each revision, both shown at the top of this page, and record the version accepted by your organisation. We will provide advance notice of material changes. Continued use after a lawfully notified change takes effect may constitute acceptance of revised general Terms where applicable law permits. Changes will not unilaterally displace specific fixed pricing, discount duration, permitted publicity, or other commercial rights expressly agreed in a signed order form for its agreed duration. If a materially adverse change to the general service terms is proposed during a paid period, we will describe available cancellation or other remedies. The amendment and data-protection requirements of the Data Processing Agreement continue to apply.
12. Governing law, disputes and contact
These Terms are governed by the laws of Georgia (the country).
Before commencing ordinary litigation, either party will give written notice of the dispute and allow 30 days for good-faith discussion between representatives able to resolve it. This does not restrict urgent protective remedies or statutory rights. If the dispute is not resolved, the Tbilisi City Court has exclusive jurisdiction, subject to mandatory applicable law.
Questions about these Terms: [email protected], or via our contact page.