Terms of Service
Last updated: February 2026
These Terms of Service ("Terms") govern your access to and use of BidCompliance (the "Service"), operated by Sharp Logica, Inc. ("Sharp Logica", "we", "us", or "our"). By accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service.
1. The Service
BidCompliance helps users analyze RFP and bid documents and generate a requirements-based compliance matrix, findings, and citations. The Service provides decision-support information and does not guarantee outcomes, acceptance of bids, or compliance with any legal or contractual requirements. The Service is intended for business and professional use.
2. Eligibility
You must be at least 18 years old to use the Service. By using the Service, you represent that you meet this requirement and have the authority to enter into these Terms.
3. Accounts
- You must create an account to access certain features.
- You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account.
- You agree to provide accurate account information and keep it up to date.
- We may suspend or terminate access if we reasonably believe your account has been compromised or used in violation of these Terms.
4. Documents and User Content
You may upload documents such as RFPs and bid submissions ("Documents"). You retain ownership of your Documents.
By uploading Documents, you represent and warrant that
- You have the legal right and authority to upload and process the Documents
- Uploading and processing the Documents does not violate any law, regulation, confidentiality obligation, or third-party rights
- The Documents do not contain malicious content (e.g., malware)
You grant us a limited, non-exclusive, worldwide license to host, store, transmit, and process your Documents solely to provide and improve the Service, generate your analysis results, and operate related features you use.
5. AI Processing
- The Service may send Documents (or relevant portions) to an AI processing provider via API solely to generate analysis results.
- We send only what is necessary to perform the analysis.
- We do not use your Documents to train our AI models.
6. Data Deletion and Retention
- You may delete Documents and results at any time from within the Service.
- If you enable the option "Delete document upon completed analysis", your uploaded Documents will be physically deleted from Azure Blob Storage immediately after the analysis completes.
- Deleting an analysis or your account deletes associated Documents and results, subject to any limited retention required by law (e.g., billing records).
7. Acceptable Use
You agree not to
- Use the Service for unlawful, harmful, or abusive activities
- Upload Documents you do not have the right to use or disclose
- Upload, transmit, or include content that is illegal, threatening, hateful, or harassing, including content that promotes racism, discrimination, violence, or harassment
- Upload, transmit, or include sexually explicit content, child sexual abuse material, or content that exploits or endangers minors
- Upload, transmit, or include content that encourages or enables wrongdoing, including instructions for violence or illegal activities
- Upload, transmit, or include content intended to bypass safeguards, manipulate system behavior, or "jailbreak" AI systems (including prompt injection instructions embedded in Documents)
- Attempt to bypass security, access other users' data, or probe the Service for vulnerabilities without authorization
- Interfere with or disrupt the Service (including automated scraping or excessive requests)
- Reverse engineer or attempt to extract source code or underlying models from the Service
- Upload malware, viruses, or other harmful code
We may suspend or terminate your access if we reasonably believe you have violated these rules.
7.1 Content Moderation and Enforcement
- We may use automated tools (including content moderation checks) to detect prohibited or abusive content.
- If a Document fails moderation checks, we may refuse to process it, stop an analysis, and/or delete related outputs.
- Repeated or severe violations may result in account suspension or termination.
- You acknowledge that moderation tools are not perfect and may occasionally flag content incorrectly.
8. Plans, Credits, and Payments
- Some Service features require payment or the purchase of credits.
- Prices, plan details, and credit limits are shown on the pricing page and may change as described in Section 15.
- Payments are processed by Stripe. We do not store full payment card details.
- Taxes may apply depending on your location and will be displayed where required.
Refunds
- Unless required by law, payments are non-refundable.
- If we determine that a charge was made in error, we may issue a refund or credit at our discretion.
9. Intellectual Property
The Service, including its software, design, text, graphics, trademarks, and other content (excluding your Documents), is owned by Sharp Logica or its licensors and is protected by intellectual property laws.
You may not copy, modify, distribute, sell, or lease any part of the Service except as permitted by these Terms.
10. Confidentiality
We treat your Documents and results as confidential and use them only to provide the Service. You are responsible for ensuring you have permission to upload and process any confidential or proprietary materials.
11. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, 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 produces automated analysis that may contain errors, omissions, or inaccuracies.
- We do not guarantee the Service will identify every requirement, obligation, risk, gap, or issue in your Documents.
- The Service is not a substitute for professional review. You must independently validate requirements, obligations, and your submission pack.
- You are solely responsible for how you use the results, including any decisions, submissions, or actions you take.
- The Service does not provide legal advice, compliance certification, or guarantees of bid acceptance or scoring.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHARP LOGICA AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THE SERVICE WILL NOT EXCEED THE AMOUNT YOU PAID TO SHARP LOGICA FOR THE SERVICE IN THE THREE (3) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM (OR $100 IF YOU HAVE NOT PAID ANY AMOUNT).
13. Indemnification
You agree to indemnify and hold harmless Sharp Logica from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to
- Your Documents, including any allegation that they infringe or violate third-party rights
- Your use of the Service in violation of these Terms or applicable law
- Your misuse of the analysis results
14. Suspension and Termination
- You may stop using the Service at any time and may delete your account where available.
- We may suspend or terminate your access if you violate these Terms, if required by law, or to protect the security and integrity of the Service.
- Upon termination, your right to use the Service ends immediately.
15. Changes to the Service or Terms
We may update the Service and these Terms from time to time. We will post the updated Terms and revise the "Last updated" date. If changes are significant, we will provide notice via email or an in-Service notice. Your continued use of the Service after changes become effective constitutes acceptance of the updated Terms.
16. Third-Party Services
The Service relies on third-party services such as Clerk (authentication), Stripe (payments), Azure (cloud infrastructure and storage), and Vercel (hosting). Your use of those services may be subject to their separate terms and policies.
17. Governing Law and Venue
These Terms are governed by the laws of the State of New York, without regard to conflict of laws principles. Any dispute arising out of or relating to these Terms or the Service will be brought in the state or federal courts located in New York County, New York, and you consent to their jurisdiction.
18. Contact Us
For questions about these Terms, contact us at
- Email: support@sharplogica.com
- Address: 580 5th Avenue, Ste 820, New York, NY 10036
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