Terms of Service

1. Our agreement with you

These Terms of Service form an agreement between Larry NeJame LLC DBA BidGroove (“BidGroove,” “we,” “us,” or “our”) and you. If you use the service for a company or other organization, “you” includes that organization, and you represent that you are authorized to bind it. You must be at least 18 and legally capable of entering this agreement. Contractor workspaces are intended for business use.

By affirmatively agreeing during registration, or accepting these terms in another expressly identified agreement flow, you accept this version. Merely receiving a contractor’s proposal does not make a homeowner a subscriber or impose the subscriber’s obligations on that homeowner. Your acknowledgment of our Privacy Policy is notice of our practices, not blanket consent to optional marketing or a waiver of privacy rights.

A separately signed agreement with us controls over a conflicting provision here. The selected order or checkout controls the purchased plan, billing period, quantities, and price. Your purchase-order boilerplate does not modify these terms unless we expressly agree in writing.

2. Accounts and company workspaces

Provide accurate registration and billing information and keep it current. Protect your credentials, use an individual account for each person, and promptly notify us of suspected unauthorized access. You are responsible for activity you authorize and for taking reasonable steps to prevent misuse of your account.

Workspace owners and administrators can manage membership, permissions, company information, and business records. Your employer or workspace administrator may control your access and the records you create for that organization. Confirm the correct company before entering information or sending proposals. Seats, brands, and workspace limits follow your purchased plan; sharing credentials to avoid seat charges is prohibited.

We may require reasonable verification of identity, authority, ownership, or billing instructions before transferring control or responding to sensitive requests. We do not decide private ownership disputes between employees, business partners, or contractors.

For a new company subscription, signup includes entering company details, choosing a plan, and providing payment information through Stripe before entering the workspace. Saving company details or registering an email alone does not activate the workspace, start a trial, or authorize a charge. If you leave checkout before completing it, your company details remain saved so you can resume signup. Joining an existing company follows its subscription and permissions; existing no-card trials and grandfathered workspaces retain their applicable terms.

3. Proposal software and contractor responsibilities

BidGroove supplies software. We do not perform or supervise construction, inspect property, supply materials, provide insurance adjusting, act as an escrow agent, or become a party to an agreement between a contractor and its customer. A company’s use of BidGroove is not our endorsement of its licensing, insurance, competence, products, or work.

You are solely responsible for reviewing every proposal before sending or signing it, including measurements, quantities, formulas, tax treatment, pricing, discounts, scope, exclusions, project conditions, dates, allowances, payment schedules, warranties, and customer selections. Calculators, sample prices, addresses, templates, and examples may contain errors or may be unsuitable for a particular project.

You must obtain the licenses, insurance, permits, permissions, and professional advice your work requires and supply all legally required contract language, disclosures, cancellation notices, lien notices, and other documents. This includes applicable roofing, home-improvement, consumer, insurance, and electronic-signature requirements. BidGroove does not provide legal, engineering, tax, insurance-coverage, or financial advice or guarantee that a template or completed proposal complies with any jurisdiction.

You remain responsible for sales communications, change orders, performance of the work, disputes, refunds, taxes, and customer funds. Displaying a project deposit or payment schedule does not collect or hold that payment. Subscription payments to BidGroove are separate from payments owed by a homeowner to a contractor.

4. Electronic proposals, signatures, and records

Electronic acceptance tools document the actions and information captured by the service. They do not guarantee a signer’s identity, authority, capacity, receipt of notices, or the enforceability or admissibility of a particular agreement. You must decide whether electronic contracting is appropriate and obtain all required disclosures and consents. Proposal-specific electronic-record disclosures and choices are presented separately to signers.

Check the recipient and all attachments before sharing a proposal. Anyone who receives a shareable proposal link may be able to view its customer-facing contents. Use the available link controls and protect downloaded documents. Email delivery or view events do not guarantee that a particular person read, understood, or accepted a document.

Accepted proposal versions are preserved as immutable records within the application. Correct mistakes through an appropriate new agreement or other documented process rather than attempting to overwrite the signed version. Download and independently retain proposals and evidence for the periods your business or applicable law requires. We do not promise permanent storage or that the service is a substitute for your own records.

For your business account, you agree to receive ordinary account, billing, and service communications electronically at your account email or within the service. You can save or print these terms. Keep your email current. Any right to a particular notice method or to decline electronic treatment of another transaction remains governed by applicable law.

5. Plans, trials, and subscriptions

Features, creator seats, workspace allowances, and usage limits are described in the plan selection and checkout presented to you. An unlimited proposal allowance does not permit abuse, credential sharing, resale, or use that materially disrupts the service. We may apply proportionate technical limits to protect availability and security.

Eligible new companies receive a 14-day trial of the plan selected at checkout after completing payment setup through Stripe as part of company signup. Workspace access opens after we verify the subscription with Stripe. The trial begins when the Stripe subscription starts, not when an email address is registered. It permits creation of 10 proposals in total and first-time external release of 3 proposals across the company subscription. Copies and revisions are separate proposals; editing, archiving, deleting, or sending one does not restore the creation allowance. Resending the same proposal does not consume another send. Preparing an inactive link, previews, and PDF downloads do not consume sends. Email counts when the provider accepts delivery; an uncertain delivery may reserve a send while it is reconciled. We limit repeat trials, including multiple workspaces created by the same user.

No subscription fee is charged during the trial. Unless the billing owner cancels before the displayed trial deadline, the selected plan and creator seats automatically become a paid subscription and Stripe charges the disclosed monthly or full annual amount, plus applicable taxes, to the payment method provided. Your amount, interval, and trial terms are presented before confirmation. Reaching either trial allowance does not end the trial or authorize an early charge. Editing existing drafts remains available until the deadline, subject to other access restrictions. Existing no-card trials keep their original allowances and do not automatically convert without a separate purchase authorization.

Paid subscriptions renew automatically at the end of each selected monthly or annual billing period unless canceled before renewal. By purchasing, you authorize our payment processor to charge the disclosed recurring amount, applicable taxes, and changes you approve to the payment method you provide. We will give advance notice of changes to recurring prices before they take effect for a renewal and honor any longer notice or consent requirement imposed by law. Cancel before the change takes effect if you do not agree.

The billing owner can cancel renewal in Settings → Billing, including during the trial, or through the billing portal. Cancel before the trial deadline to avoid the first subscription charge; trial access then continues until that deadline. After paid billing starts, cancellation ordinarily takes effect at the end of the paid period. Deleting an account, leaving a workspace, or stopping use does not cancel a subscription. If account access prevents cancellation, send a request using the notice address below; applicable cancellation rights remain available.

Plan or seat changes may involve prorated charges or a change scheduled for renewal, as disclosed before confirmation. Except where required by law, a specific order, or our written agreement, fees are nonrefundable and unused time, seats, and allowances are not credited. This does not limit rights relating to unauthorized charges or our failure to provide contracted services.

Keep a valid payment method on file and contact us promptly about a disputed charge. We may restrict paid features after payment failure or expiry. Ordinary subscription expiry preserves access to existing records and signed-contract downloads subject to account access, retention, legal, and security limitations; it does not guarantee indefinite hosting. You are responsible for applicable transaction taxes other than taxes on our net income.

6. License and ownership of the service

During your permitted use, we grant you a limited, nonexclusive, nontransferable right to access the service for your business and to use and adapt templates we provide in your own proposals. That permission does not authorize resale of the software or a standalone template library.

We and our licensors retain ownership of the software, underlying templates and documentation, designs, branding, and other service materials, excluding your content and third-party materials. No ownership transfers to you. Do not remove proprietary notices or use our marks to suggest an endorsement.

You may choose to provide feedback. You grant us a nonexclusive, worldwide, royalty-free right to use that feedback to improve and offer our services without an obligation to compensate you. Do not include confidential customer information in feedback.

7. Your content and permissions

You retain your rights in the business records, photos, logos, pricing, proposals, and other content you provide. You grant us a limited right to host, copy, transmit, process, display, and format that content as necessary to provide, secure, maintain, and support the service, follow your sharing instructions, and comply with law. This is not permission to sell your confidential proposals or advertise with your company’s content.

You represent that you have the rights and lawful authority needed to upload and use your content, share it with intended recipients, and instruct us to process it. Obtain required notices and permissions from employees, customers, property owners, photographers, and other affected people. Avoid submitting unnecessary sensitive information.

When we process personal information in business records on your behalf, you are responsible for the purposes of that processing and your instructions. Contact us before submitting data that requires special processing terms, a data processing agreement, or a regulated-service commitment that we have not made. Do not use the service for protected health information, payment-card credentials, government identity numbers, or other highly sensitive data unrelated to preparing a proposal.

We may access content as necessary to address a support request, investigate abuse, maintain security, or comply with law. We do not undertake to review every proposal or monitor all content, and retaining content does not endorse it.

8. Acceptable use

You must use the service lawfully and respect the rights and safety of others. You must not:

• Upload unlawful, infringing, deceptive, malicious, or nonconsensual content; send spam; impersonate others; forge signatures or evidence; or misrepresent licensing, insurance, pricing, or customer approval.
• Access another company’s records without authorization; bypass permissions, payment controls, limits, or signing safeguards; or probe or exploit vulnerabilities beyond your lawful authorization.
• Introduce malware, overload the service, scrape private information, or use automated access in a way that materially interferes with service operation.
• Reverse engineer protected software except where a nonwaivable legal right permits it, resell access without permission, or use the service to build a competing service by copying protected materials.

9. Third-party services and integrations

The service depends on third-party hosting, authentication, storage, email, and payment providers. Optional address lookup and other integrations may send information to the provider you choose to use. Third-party products and links may have their own terms, policies, fees, and availability limits.

You are responsible for the third-party accounts and integrations you authorize. We do not control third-party sites or guarantee their independent products or decisions. This does not remove any responsibility we have under applicable law for providers we engage to process personal information.

10. Availability and changes

We may maintain, update, or modify the service and may temporarily interrupt it for maintenance, security, or circumstances outside our reasonable control. Unless separately agreed in writing, no particular uptime, response time, recovery time, or support service level is promised.

We will give reasonable notice of discontinuation or a material reduction of a paid service where practicable. If we permanently discontinue a prepaid core service without your breach and do not provide a reasonably equivalent substitute, we will refund the unused prepaid portion. Emergency, legal, and security measures may require immediate action.

Preview, experimental, and beta features may change or be withdrawn. Do not rely on them as your sole means of performing a critical business function.

11. Suspension and termination

You may stop using the service and cancel renewal as described above. Cancellation and a request to delete personal information are separate actions.

We may suspend or terminate access for material breach, nonpayment, fraud, unlawful conduct, risks to other users or systems, or legal requirements. Where practical and appropriate, we will explain the issue and provide an opportunity to resolve it. Immediate action may be necessary for security, legal compliance, or serious misuse.

On termination, your right to use the service ends, and outstanding payment obligations remain. Where lawful and technically feasible, we will provide a reasonable opportunity to retrieve your business records. Export records while you have access; restrictions, deletion, retention obligations, or backups may affect availability.

Provisions that by their nature should continue, including accrued fees, ownership, confidentiality-related restrictions, liability limitations, indemnification, and disputes, survive termination. Our Privacy Policy governs personal information retained afterward.

12. Warranty disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND ITS CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION, THAT ALL ERRORS WILL BE CORRECTED, OR THAT ANY PROPOSAL, CALCULATION, DELIVERY EVENT, OR SIGNATURE WILL PRODUCE A PARTICULAR LEGAL, FINANCIAL, OR BUSINESS RESULT. YOU MUST REVIEW OUTPUT BEFORE RELYING ON IT. NO DISCLAIMER EXCLUDES AN EXPRESS COMMITMENT IN A SIGNED AGREEMENT OR A WARRANTY THAT CANNOT LAWFULLY BE EXCLUDED.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BIDGROOVE, ITS AFFILIATES, AND THEIR OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR DATA, ARISING OUT OF THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY.

OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF US $100 OR THE AMOUNT YOU PAID US FOR THE AFFECTED SERVICE DURING THE 12 MONTHS BEFORE THE EVENT FIRST GIVING RISE TO THE CLAIM. RELATED EVENTS ARE TREATED AS ONE EVENT FOR THIS PURPOSE.

These exclusions and limits apply across legal theories to the extent permitted by law and reflect the allocation of risk in the service price. They do not limit liability for our fraud, willful misconduct, gross negligence, or any liability or remedy that applicable law does not permit us to exclude or limit. Your statutory rights remain intact.

14. Responsibility for third-party claims

To the extent permitted by law, you will defend and indemnify BidGroove and its officers, employees, and agents against third-party claims and resulting reasonable costs, damages, and legal fees arising from your unlawful content, infringement of another person’s rights, unauthorized use of the service, material breach of these terms, or construction work and customer obligations for which you are responsible.

This obligation does not apply to the extent a claim results from our breach, negligence, willful misconduct, or a matter that cannot lawfully be shifted to you. We will provide prompt notice, with delay excusing your obligation only to the extent you are materially prejudiced, reasonable cooperation at your expense, and control of the defense using competent counsel. No settlement may admit fault by us, impose nonmonetary obligations on us, or fail to release us without our prior written consent, not unreasonably withheld.

15. Governing law and disputes

Florida law governs these terms, without applying conflict-of-law rules that would require another jurisdiction’s law, together with applicable federal law. Unless mandatory law provides otherwise, disputes must be brought in a state or federal court of competent jurisdiction in Florida, and each party consents to that jurisdiction and venue.

Before filing a claim, please send a description of the dispute and requested resolution to our notice address so we can attempt to resolve it. This request does not delay a filing deadline, prevent urgent injunctive relief, or restrict a right to complain to a regulator or use an available small-claims procedure.

Nothing here eliminates protections or forums that mandatory consumer or other applicable law provides. These terms do not impose mandatory arbitration or a class-action waiver.

16. Notices, concerns, and infringement reports

Send legal notices, account-related requests, privacy requests, and reports of misuse or intellectual-property infringement to: Larry NeJame LLC DBA BidGroove, PO Box 2445, Goldenrod, FL 32733, United States. Mark the correspondence with its purpose and include a reply address and sufficient information to locate the issue. Do not send passwords or full payment-card details.

For an infringement report, identify the work, the allegedly infringing material and its location, your authority to act, and accurate contact information. We may request further information or restrict material while reviewing a report. This contact address is not a representation that we have registered a statutory copyright agent.

We may provide ordinary service notices through your account email, the service, or a clearly identified notice on the website. Legally required delivery methods take precedence.

17. Changes to these terms

We will identify each version by its effective date and retain the published version linked from registration. Material changes will be communicated by an appropriate notice before they take effect where required. Where renewed agreement is required, we will request it; a checkbox agreeing to an older version is not agreement to a later version.

Changes will operate prospectively and will not retroactively change a dispute already accrued or overwrite your recorded acceptance. If you do not agree to a proposed change, you may stop using the service and cancel renewal, subject to existing rights and payment obligations.

18. General provisions

If a provision is unenforceable, it will be limited only to the extent necessary if lawful, and the remaining provisions continue. A failure to enforce a provision is not a waiver. Neither party is the other’s partner, employer, agent, or joint venturer.

You may not transfer this agreement without our prior written consent, except as permitted by law. We may transfer it in connection with a merger, reorganization, or sale of the business, subject to applicable law and the Privacy Policy. We will not use a transfer to reduce nonwaivable rights.

Neither party is responsible for delay caused by circumstances beyond its reasonable control, except payment obligations for services already provided. These terms and applicable orders or separately signed agreements are the entire agreement about the service. No third party has enforcement rights except persons expressly protected by the liability and indemnity provisions, to the extent permitted by law.