Terms of Service

1. Agreement to Terms

1.1 Binding Agreement

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Technuf LLC ("Company," "we," "us," or "our") governing your access to and use of Proposal Connect (the "Service"), including any related websites, applications, and services.

1.2 Acceptance of Terms

By 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.

Your acceptance of these Terms occurs when you:

• Click "I Agree" or similar acceptance button during registration
• Access or use any part of the Service
• Create an account
• Upload content to the Service

1.3 Authority to Bind

If you are using the Service on behalf of an organization (such as your employer or a company), you represent and warrant that:

• You have the authority to bind that organization to these Terms
• Your acceptance of these Terms binds that organization
• References to "you" in these Terms include both you and the organization

2. Eligibility

2.1 Age Requirement

You must be at least 18 years of age to use the Service. By using the Service, you represent and warrant that you are at least 18 years old.

2.2 Business Use

The Service is intended for business and professional use. By using the Service, you represent that you are using it for lawful business purposes.

2.3 Prohibited Users

You may not use the Service if:

• You have been previously banned or removed from the Service
• You are located in, or are a national of, a country subject to U.S. trade sanctions
• You are on any U.S. Government list of prohibited or restricted parties
• Your use would violate any applicable law or regulation

3. Description of Service

3.1 Service Overview

Proposal Connect is a cloud-based software-as-a-service (SaaS) platform that provides:

• RFP/Solicitation Analysis: AI-powered extraction and analysis of requirements from Request for Proposal documents
• Compliance Management: Tools for tracking and verifying compliance with solicitation requirements
• Proposal Development: AI-assisted content generation and proposal writing tools
• Document Management: Secure storage and organization of proposal-related documents
• Collaboration: Team features for multi-user proposal development
• Go/No-Go Analysis: Decision support tools for bid pursuit decisions
• Knowledge Base: Company-specific content repositories for reuse
• Integrations: Connections to third-party services like GovWin/Deltek

3.2 Service Availability

We strive to maintain high availability but do not guarantee uninterrupted access. The Service may be temporarily unavailable due to:

• Scheduled maintenance (we will provide advance notice when possible)
• Emergency maintenance or repairs
• Third-party service outages (cloud providers, AI services)
• Force majeure events

3.3 Service Level

Our target availability is 99.5% uptime, measured monthly, excluding scheduled maintenance windows. This is a target, not a guarantee, unless you have a separate Service Level Agreement (SLA) with us.

4. Account Registration and Security

4.1 Account Creation

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

• Provide accurate, current, and complete registration information
• Maintain and promptly update your account information to keep it accurate
• Use a valid email address that you control
• Create only one account per person (unless authorized for multiple organizational roles)

4.2 Account Security

You are responsible for maintaining the security of your account:

• Choose a strong, unique password
• Do not share your password with anyone
• Do not allow others to access your account
• Log out when using shared or public computers
• Notify us immediately of any unauthorized access or security breach

You are solely responsible for all activities that occur under your account, whether or not authorized by you.

4.3 Account Types

5. Subscription and Payment

5.1 Subscription Plans

The Service is offered under various subscription plans with different features, usage limits, and pricing. Current plans and pricing are available on our website. We reserve the right to modify plans and pricing at any time.

5.2 Billing Terms

• Billing Cycle: Subscription fees are billed in advance on a recurring basis (monthly or annually, depending on your plan).
• Payment Authorization: By subscribing, you authorize us to charge your payment method for all applicable fees.
• Automatic Renewal: Subscriptions automatically renew at the end of each billing period unless cancelled.
• Price Changes: We may change subscription prices with 30 days' advance notice. Price changes take effect at your next renewal.
• Taxes: All fees are exclusive of applicable taxes, which will be added where required.

5.3 Payment Methods

We accept major credit cards and other payment methods as displayed during checkout. Payment processing is handled by Stripe, Inc. By providing payment information, you represent that you are authorized to use the payment method.

5.4 Failed Payments

If a payment fails, we will:

• Notify you by email
• Attempt to charge your payment method again
• Provide a grace period (typically 7-14 days) to update payment information
• Suspend or terminate your account if payment is not received

5.5 Refund Policy

6. Free Trials and Promotions

6.1 Free Trial Terms

We may offer free trials of the Service. Free trial terms:

• Trial length and features will be specified at sign-up
• You may be required to provide payment information
• Your subscription will begin automatically at the end of the trial unless you cancel
• You will be charged the applicable subscription fee upon trial expiration
• Free trials are limited to one per person or organization

6.2 Promotional Offers

Promotional pricing or discounts are subject to specific terms communicated at the time of the offer. Promotional rates are not retroactive and may not be combined with other offers.

7. Acceptable Use Policy

7.1 Permitted Uses

You may use the Service for:

• Analyzing RFP and solicitation documents for your business
• Developing and managing proposals
• Collaborating with your team members
• Managing compliance requirements
• Any other lawful purpose consistent with these Terms

7.2 Prohibited Uses

You agree NOT to use the Service to:

Illegal or Harmful Activities

• Violate any applicable laws, regulations, or third-party rights
• Engage in fraud, misrepresentation, or deceptive practices
• Infringe intellectual property rights of others
• Harass, abuse, threaten, or harm others
• Promote violence, hatred, or discrimination

Technical Violations

• Attempt to gain unauthorized access to the Service or other accounts
• Interfere with or disrupt the Service or its infrastructure
• Introduce viruses, malware, or other harmful code
• Bypass or circumvent security measures
• Use automated systems, bots, or scrapers without permission
• Reverse engineer, decompile, or disassemble any part of the Service
• Probe, scan, or test the vulnerability of the Service

Commercial Misuse

• Resell, sublicense, or redistribute the Service without authorization
• Use the Service for competitive analysis or to build competing products
• Share your account credentials or allow unauthorized access
• Exceed usage limits or fair use guidelines

Prohibited Content

• Upload classified or controlled unclassified information (CUI)
• Upload ITAR or EAR controlled data
• Upload content you don't have rights to share
• Upload illegal, obscene, or objectionable content
• Upload malicious files or code

8. Your Content

8.1 Ownership

You retain all ownership rights to the content you upload to the Service ("Your Content"). We do not claim ownership of Your Content.

8.2 License Grant

By uploading content, you grant us a limited, non-exclusive, worldwide, royalty-free license to:

• Store and host Your Content on our servers and those of our service providers
• Process Your Content using AI services to provide analysis and insights
• Display Your Content to you and authorized team members
• Create backups for disaster recovery and service reliability
• Make technical copies as necessary for Service operation

This license terminates when you delete Your Content or close your account, except for content shared with others or included in aggregated data.

8.3 Your Representations

By uploading content, you represent and warrant that:

• You own or have the necessary rights to Your Content
• Your Content does not infringe any third-party rights
• Your Content does not violate any applicable laws
• Your Content does not contain classified, CUI, or export-controlled information
• You have authority to grant us the license described above

8.4 Content Removal

We reserve the right to remove or disable access to any content that violates these Terms, without notice. We are not obligated to monitor Your Content, but may do so.

9. AI-Powered Features

9.1 Nature of AI Features

The Service uses artificial intelligence and machine learning technologies provided by third parties (OpenAI and Google) to analyze documents and generate content. By using these features, you acknowledge and agree to the following:

9.2 AI Limitations

• Accuracy Not Guaranteed: AI-generated content may contain errors, inaccuracies, hallucinations, or omissions. AI may produce plausible-sounding but incorrect information.
• Not Professional Advice: AI outputs are not a substitute for professional judgment by qualified proposal professionals, attorneys, or other experts.
• Review Required: You MUST review and verify all AI-generated content before use. You are solely responsible for the accuracy and suitability of any content you use.
• No Guarantee of Results: We do not guarantee that AI features will produce results suitable for any particular purpose, including winning contracts.
• Changing Capabilities: AI capabilities may change over time as underlying models are updated by third-party providers.

9.3 Your Responsibilities

• Human Review: All AI-generated content must be reviewed by qualified personnel before use in proposals or submissions.
• Compliance: You are responsible for ensuring AI-generated content complies with solicitation requirements and applicable laws.
• Sensitive Information: Do not input classified, CUI, ITAR, or EAR-controlled information into AI features.
• Final Responsibility: You bear full responsibility for any proposal content, regardless of whether AI assisted in its creation.

9.4 Third-Party AI Processing

Your content is processed by third-party AI providers (OpenAI and Google) subject to their respective terms of service and privacy policies:

• OpenAI: Terms of Use
• Google Cloud: Terms of Service

9.5 AI Output Rights

Subject to the rights of third parties and applicable law, you may use AI-generated outputs for your business purposes. However, similar outputs may be generated for other users, and we make no claims of exclusivity or originality for AI-generated content.

10. Intellectual Property Rights

10.1 Our Intellectual Property

The Service and its original content, features, and functionality are owned by Technuf LLC and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws. This includes:

• The Proposal Connect name, logo, and branding
• The Service's user interface and design
• Proprietary algorithms and methodologies
• Documentation and training materials
• All software, code, and technical specifications

10.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during your subscription term.

10.3 Restrictions

You may not:

• Copy, modify, or create derivative works of the Service
• Reverse engineer, disassemble, or decompile any part of the Service
• Remove or alter any proprietary notices or labels
• Use our trademarks without prior written consent
• Sublicense, sell, or transfer your rights to the Service

10.4 Feedback

If you provide us with feedback, suggestions, or ideas about the Service ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate the Feedback into our products and services without any obligation to you.

11. Confidentiality

11.1 Our Confidentiality Obligations

We understand that you may upload confidential business information. We commit to:

• Maintaining reasonable security measures to protect your data
• Not accessing Your Content except as necessary to provide the Service
• Not selling or sharing Your Content with third parties for marketing
• Requiring employees and contractors to maintain confidentiality
• Using Your Content only for the purposes specified in these Terms

11.2 Exceptions

Our confidentiality obligations do not apply to information that:

• Is or becomes publicly available through no fault of ours
• Was known to us before you provided it
• Is disclosed to us by a third party without confidentiality obligations
• Is independently developed by us without use of your information
• Must be disclosed by law or legal process

11.3 Your Responsibilities

You are responsible for determining what information to upload and ensuring you have appropriate authorization. We recommend not uploading information that requires government-level security protections.

12. Government Contracting Considerations

12.1 Service Limitations

The Service is designed for unclassified, commercially-available use. The Service is NOT:

• FedRAMP authorized or certified
• CMMC certified at any level
• Authorized for Controlled Unclassified Information (CUI)
• Authorized for classified information at any level
• Compliant with NIST 800-171 requirements
• Authorized for ITAR or EAR controlled data

12.2 Your Compliance Obligations

12.3 Export Compliance

You agree to comply with all applicable export control laws and regulations. You may not use the Service to process, store, or transmit any information subject to export controls (ITAR, EAR, or other applicable regulations).

13. Third-Party Services

13.1 Integrated Services

The Service integrates with and relies on third-party services:

• OpenAI: AI-powered analysis and content generation
• Google Cloud (Gemini): Alternative AI processing
• Supabase: Database and authentication services
• Stripe: Payment processing
• GovWin/Deltek: Optional opportunity data integration

13.2 Third-Party Terms

Your use of third-party services through our platform may be subject to their terms of service and privacy policies. By using our Service, you agree to comply with applicable third-party terms.

13.3 No Endorsement

We are not responsible for third-party services and do not endorse or guarantee their availability, functionality, or accuracy. Third-party service outages may affect our Service availability.

14. Disclaimers

14.1 No Warranty

We do not warrant that:

• The Service will be uninterrupted, timely, secure, or error-free
• Results obtained from the Service will be accurate, reliable, or suitable
• The Service will meet your specific requirements or expectations
• Any errors or defects in the Service will be corrected
• The Service is free of viruses or other harmful components
• AI-generated content will be accurate, complete, appropriate, or original
• Use of the Service will result in winning contracts or business success

14.2 Use at Your Own Risk

Your use of the Service is at your sole risk. You are responsible for evaluating the accuracy, completeness, and usefulness of all information, content, and outputs provided through the Service.

14.3 Third-Party Content

We do not control, endorse, or assume responsibility for any third-party content, including AI-generated outputs, integrated data sources, or linked websites.

15. Limitation of Liability

15.1 Types of Damages Excluded

We shall not be liable for:

• Lost profits, revenue, or business opportunities
• Loss of contracts or failed proposals
• Data loss or corruption
• Business interruption
• Costs of substitute services
• Damages resulting from AI-generated content errors
• Any damages arising from third-party services

15.2 Maximum Liability

Our total cumulative liability for all claims arising from your use of the Service shall not exceed the greater of:

• The amounts you paid to us in the twelve (12) months preceding the claim, or
• One hundred U.S. dollars ($100 USD)

15.3 Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law. The limitations in this section shall apply to the maximum extent permitted by applicable law.

16. Indemnification

You agree to defend, indemnify, and hold harmless Technuf LLC, its officers, directors, employees, contractors, agents, licensors, and service providers from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of the Service
• Your Content and any claims related to it
• Your violation of these Terms
• Your violation of any third-party rights
• Your violation of any applicable laws or regulations
• Your use of AI-generated content
• Any proposal or submission you create using the Service
• Any claim by a government agency related to your use of the Service

We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, at your expense. You agree to cooperate with our defense of such claims.

17. Termination

17.1 Termination by You

You may terminate your account at any time by:

• Cancelling your subscription through account settings
• Contacting us at [email protected]

Termination does not entitle you to a refund of any prepaid fees unless otherwise required by law.

17.2 Termination by Us

We may suspend or terminate your account and access to the Service, without prior notice or liability, for any reason, including if:

• You breach any provision of these Terms
• You fail to pay applicable fees
• We reasonably believe you are engaged in fraudulent or illegal activity
• Your use poses a security risk or legal liability
• Required by law or government request
• We discontinue the Service

17.3 Effect of Termination

Upon termination:

• Your right to use the Service immediately ceases
• We may delete your account and Your Content
• All licenses granted to you terminate
• You remain liable for all fees incurred before termination

17.4 Survival

The following provisions survive termination: Sections 8 (Your Content - license grants), 10 (Intellectual Property), 14 (Disclaimers), 15 (Limitation of Liability), 16 (Indemnification), 19 (Governing Law), 20 (Dispute Resolution), and 21 (General Provisions).

18. Modifications to Service and Terms

18.1 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. This includes adding or removing features, changing pricing, and updating AI capabilities.

18.2 Terms Modifications

We may modify these Terms at any time. When we make changes:

• We will update the "Last Updated" date
• For material changes, we will notify you by email or through the Service
• Changes take effect when posted unless otherwise specified

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

19. Governing Law

These Terms and your use of the Service shall be governed by and construed in accordance with the laws of the State of Maryland, United States, without regard to its conflict of law provisions.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

20. Dispute Resolution

20.1 Informal Resolution

Before filing any claim, you agree to try to resolve the dispute informally by contacting us at [email protected]. We will try to resolve the dispute within 60 days.

20.2 Binding Arbitration

If we cannot resolve the dispute informally, any controversy or claim arising out of or relating to these Terms or the Service shall be settled by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules.

• Arbitration will be conducted in Montgomery County, Maryland
• The arbitrator's award shall be final and binding
• Judgment on the award may be entered in any court of competent jurisdiction
• Each party shall bear its own costs and attorneys' fees

20.3 Class Action Waiver

20.4 Exceptions

Notwithstanding the above, either party may:

• Seek injunctive or other equitable relief in any court of competent jurisdiction
• Bring claims in small claims court if eligible

20.5 Opt-Out

You may opt out of the arbitration and class action waiver provisions by sending written notice to [email protected] within 30 days of first accepting these Terms. The notice must include your name, email address, and a clear statement that you wish to opt out.

21. General Provisions

21.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and us regarding the Service.

21.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

21.3 No Waiver

Our failure to enforce any right or provision of these Terms shall not be considered a waiver of those rights. Any waiver must be in writing and signed by us.

21.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign our rights and obligations without your consent.

21.5 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, pandemic, government action, or failure of third-party services.

21.6 No Agency

Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and us.

21.7 Notices

We may send notices to you via email to the address associated with your account or through the Service. Notices to us should be sent to [email protected].

21.8 Headings

Section headings are for convenience only and shall not affect the interpretation of these Terms.

22. Contact Information

If you have questions about these Terms of Service, please contact us: