TERMS OF SERVICE

Last Updated: February 18, 2026

Welcome to BidGrid, a service provided by Spatula Labs LLC ("we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of the BidGrid website, application, and services (collectively, the "Service").

By accessing or using BidGrid, you agree to be bound by these Terms. If you do not agree to these Terms, do not use the Service.

1. DESCRIPTION OF SERVICE

BidGrid is a web-based platform that helps organizations create requests for proposals (RFPs), collect structured vendor responses, and evaluate bids. The Service uses artificial intelligence (AI) technology to:

  • Generate RFP content and response forms based on user input
  • Analyze and score vendor responses
  • Provide comparison reports and recommendations

The Service is intended for business and organizational use in procurement processes.

2. USE OF ARTIFICIAL INTELLIGENCE

2.1 AI-Generated Content

BidGrid uses AI technology (including large language models provided by third-party services) to generate RFP documents, response forms, evaluation criteria, and analysis reports. While we strive for accuracy and quality:

  • AI-generated content may contain errors, inaccuracies, or omissions
  • You are solely responsible for reviewing, editing, and verifying all AI-generated content before use
  • We do not guarantee the accuracy, completeness, or suitability of AI-generated content for any particular purpose
  • You should consult with legal, financial, or other professional advisors as appropriate

2.2 AI Analysis and Scoring

The Service uses AI to analyze vendor responses and generate scoring recommendations. These analyses are provided as tools to assist your decision-making process and should not be relied upon as the sole basis for vendor selection. Final procurement decisions remain your sole responsibility.

2.3 Data Processing for AI

When you use AI features, your input data (including RFP content, vendor responses, and evaluation criteria) may be processed by our AI service providers. We select AI providers with strong privacy and security practices, but you acknowledge that your data will be processed by these third-party services as necessary to provide the Service.

3. ACCOUNT REGISTRATION AND SECURITY

3.1 Account Creation

To use certain features of the Service, you must create an account. You agree to:

  • Provide accurate, current, and complete information during registration
  • Maintain and promptly update your account information
  • Maintain the security of your account credentials
  • Accept responsibility for all activities that occur under your account
  • Notify us immediately of any unauthorized use of your account

3.2 Account Restrictions

You must be at least 18 years old and have the legal capacity to enter into contracts to create an account. You may not:

  • Share your account credentials with others
  • Create multiple accounts for the same individual or organization
  • Use another person's account without permission
  • Sell, transfer, or sublicense your account

4. ACCEPTABLE USE

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree NOT to:

  • Use the Service to create fraudulent, deceptive, or misleading RFPs or bids
  • Upload or transmit any content that infringes intellectual property rights
  • Upload or transmit malicious code, viruses, or harmful software
  • Attempt to gain unauthorized access to the Service or other users' accounts
  • Use automated scripts or bots to access the Service (except as explicitly permitted)
  • Interfere with or disrupt the Service or servers
  • Use the Service to harass, abuse, or harm others
  • Violate any applicable laws or regulations
  • Reverse engineer, decompile, or attempt to extract the source code of the Service

5. USER CONTENT AND DATA

5.1 Your Content

You retain all ownership rights to the content you upload to the Service, including RFP documents, vendor responses, company logos, and other materials ("Your Content"). By uploading Your Content, you grant us a limited, non-exclusive, royalty-free license to:

  • Store, process, and transmit Your Content as necessary to provide the Service
  • Use Your Content to train, improve, and operate our AI models and Service features
  • Create derivative works from Your Content (such as AI-generated RFPs and analysis reports)

5.2 Vendor-Submitted Content

Content submitted by vendors through your RFP response portals becomes part of Your Content, and you are responsible for its management and use in accordance with applicable laws.

5.3 Confidentiality and Security

We implement reasonable security measures to protect Your Content, but no system is completely secure. You acknowledge that:

  • Internet transmission is never completely secure or error-free
  • We cannot guarantee absolute security of Your Content
  • You are responsible for maintaining backups of important data
  • You should not upload highly sensitive information (such as social security numbers, credit card details, or other protected personal information) unless absolutely necessary

5.4 Data Retention

We retain Your Content for as long as your account is active or as needed to provide the Service. You may delete Your Content at any time through your account settings. After account deletion, we will delete Your Content within 30 days, except as required by law or as necessary to resolve disputes.

6. INTELLECTUAL PROPERTY

6.1 Our Intellectual Property

The Service, including its design, features, functionality, and underlying technology, is owned by Spatula Labs LLC and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Service without our express written permission.

6.2 AI-Generated Output

Content generated by the Service's AI features based on Your Content inputs is licensed to you for your use. However, we retain rights to the underlying AI models, templates, and technology used to generate such content.

6.3 Trademarks

"BidGrid," the BidGrid logo, and "Spatula Labs" are trademarks of Spatula Labs LLC. You may not use these trademarks without our prior written consent.

7. PAYMENT AND BILLING

7.1 Fees

Certain features of the Service require payment. Current pricing is available at GetBidGrid.com/pricing. We reserve the right to change our fees at any time with 30 days' notice.

7.2 Payment Processing

Payments are processed through third-party payment processors (currently Stripe). You agree to pay all fees and charges incurred under your account. All fees are non-refundable except as required by law or as explicitly stated in our refund policy.

7.3 Automatic Renewal

Subscription plans automatically renew unless canceled before the renewal date. You may cancel your subscription at any time through your account settings.

7.4 Taxes

You are responsible for all taxes associated with your use of the Service, excluding taxes based on our net income.

8. PRIVACY AND DATA PROTECTION

Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy at GetBidGrid.com/privacy to understand how we collect, use, and protect your information.

Key privacy points:

  • We collect information you provide when creating RFPs and using the Service
  • We use AI service providers to process your data for generating and analyzing content
  • We implement security measures to protect your data
  • We do not sell your personal information to third parties
  • You have rights to access, correct, and delete your data

9. THIRD-PARTY SERVICES

The Service may integrate with or link to third-party services, including:

  • AI/machine learning providers (e.g., Anthropic Claude)
  • Payment processors (e.g., Stripe)
  • Email delivery services (e.g., AWS SES, Mailgun)
  • Cloud storage providers (e.g., DigitalOcean)

Your use of third-party services is subject to their respective terms and privacy policies. We are not responsible for the practices or content of third-party services.

10. DISCLAIMERS AND LIMITATIONS OF LIABILITY

10.1 Service Provided "As Is"

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

10.2 No Warranty for AI-Generated Content

WE DO NOT WARRANT THAT AI-GENERATED CONTENT WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. YOU ACKNOWLEDGE THAT AI TECHNOLOGY MAY PRODUCE UNEXPECTED OR INCORRECT RESULTS.

10.3 No Professional Advice

THE SERVICE DOES NOT PROVIDE LEGAL, FINANCIAL, OR PROFESSIONAL ADVICE. AI-GENERATED CONTENT AND ANALYSIS ARE FOR INFORMATIONAL PURPOSES ONLY. YOU SHOULD CONSULT WITH QUALIFIED PROFESSIONALS FOR ADVICE SPECIFIC TO YOUR SITUATION.

10.4 No Guarantee of Results

WE DO NOT GUARANTEE THAT USE OF THE SERVICE WILL RESULT IN SUCCESSFUL PROCUREMENT OUTCOMES, VENDOR SELECTION, OR ANY PARTICULAR BUSINESS RESULTS.

10.5 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPATULA LABS LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR:

  • ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
  • ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES
  • ANY DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR CONTENT
  • ANY DAMAGES RESULTING FROM RELIANCE ON AI-GENERATED CONTENT OR ANALYSIS
  • ANY DAMAGES ARISING FROM VENDOR SELECTION OR PROCUREMENT DECISIONS

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU EXCEED THE AMOUNT YOU PAID TO US IN THE 12 MONTHS PRECEDING THE CLAIM, OR $100, WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability, so some of the above limitations may not apply to you.

11. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Spatula Labs LLC and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with:

  • Your access to or use of the Service
  • Your violation of these Terms
  • Your violation of any third-party rights, including intellectual property rights or privacy rights
  • Your Content or any content submitted through your RFP portals
  • Your procurement decisions or vendor selection based on Service-generated analysis

12. TERMINATION

12.1 Termination by You

You may terminate your account at any time by following the account deletion process in your account settings.

12.2 Termination by Us

We may suspend or terminate your access to the Service at any time, with or without notice, for:

  • Violation of these Terms
  • Fraudulent, abusive, or illegal activity
  • Non-payment of fees
  • Extended periods of inactivity
  • Any reason or no reason, at our sole discretion

12.3 Effect of Termination

Upon termination:

  • Your right to access and use the Service immediately ceases
  • We may delete Your Content after 30 days (you should download any needed data before termination)
  • Sections of these Terms that by their nature should survive termination will survive (including indemnification, limitation of liability, and dispute resolution)

13. MODIFICATIONS TO THE SERVICE AND TERMS

13.1 Service Modifications

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Service.

13.2 Terms Modifications

We may modify these Terms at any time. We will notify you of material changes by:

  • Posting the updated Terms on the Service
  • Sending an email to your registered email address
  • Displaying a notification on the Service

Your continued use of the Service after the effective date of modified Terms constitutes acceptance of those changes. If you do not agree to the modified Terms, you must stop using the Service.

14. DISPUTE RESOLUTION

14.1 Informal Resolution

Before filing a claim, you agree to contact us at [email protected] to attempt to resolve the dispute informally. We will attempt to resolve disputes in good faith within 30 days.

14.2 Governing Law

These Terms are governed by the laws of the State of Illinois, United States, without regard to its conflict of law provisions.

14.3 Arbitration

Any dispute arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the American Arbitration Association's rules, except that either party may bring an action in court for:

  • Intellectual property infringement
  • Violations of the Computer Fraud and Abuse Act
  • Injunctive or equitable relief

Arbitration shall take place in Cook County, Illinois. The arbitrator's decision shall be final and binding.

14.4 Class Action Waiver

YOU AND SPATULA LABS AGREE THAT DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, CONSOLIDATED ACTION, OR REPRESENTATIVE ACTION. You and we expressly waive any right to pursue claims on a class or consolidated basis.

14.5 Jury Trial Waiver

YOU AND SPATULA LABS WAIVE ANY RIGHT TO A JURY TRIAL.

15. GENERAL PROVISIONS

15.1 Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published by us on the Service, constitute the entire agreement between you and Spatula Labs LLC regarding the Service.

15.2 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign or transfer these Terms without restriction.

15.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

15.4 Waiver

Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

15.5 Force Majeure

We shall not be liable for any failure to perform our obligations due to causes beyond our reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15.6 Export Controls

You agree to comply with all applicable export and import laws and regulations. You may not use the Service if you are located in a country embargoed by the United States or are on any U.S. government list of prohibited or restricted parties.

15.7 Government Use

If you are a U.S. government entity, the Service is a "commercial item" as defined in 48 C.F.R. ยง2.101, and is licensed in accordance with these Terms.

15.8 Contact Information

For questions about these Terms, please contact us at:

Spatula Labs LLC
Email: [email protected]
Website: GetBidGrid.com

16. SPECIFIC AI USAGE ACKNOWLEDGMENTS

By using BidGrid's AI-powered features, you specifically acknowledge and agree that:

a) AI models may occasionally generate content that is inaccurate, biased, or inappropriate. You will review all AI-generated content before using it in official RFPs or procurement decisions.

b) AI analysis and scoring recommendations are decision-support tools only and do not constitute professional advice or guaranteed outcomes.

c) You are responsible for ensuring that your use of AI-generated RFPs complies with all applicable procurement laws, regulations, and internal policies of your organization.

d) Vendor scoring and recommendations generated by AI should be supplemented with human judgment, due diligence, and compliance with your organization's procurement policies.

e) The AI may use your input data to improve its models and services, subject to our Privacy Policy and data protection commitments.

f) We use third-party AI service providers who may process your data according to their terms of service and privacy policies.

g) You will not attempt to use the Service to generate content that violates laws, regulations, or third-party rights.

ACCEPTANCE OF TERMS

BY CLICKING "I ACCEPT," CREATING AN ACCOUNT, OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.

If you have any questions about these Terms, please contact us at [email protected] before using the Service.

Spatula Labs LLC
BidGrid Terms of Service
Version 1.0
Effective Date: February 18, 2026