Terms of Service

1. Acceptance of Terms

Welcome to Bidroom! These Terms of Service ("Terms") constitute a legally binding agreement between you and Bidroom, Inc. ("Bidroom," "we," "us," or "our") governing your access to and use of our construction management platform, website, mobile applications, and related services (collectively, the "Services").

By creating an account, accessing, or using our Services, you agree to be bound by these Terms, our Privacy Policy, and any additional terms referenced herein. If you do not agree, you may not use our Services.

2. Eligibility

To use Bidroom, you must:

• Be at least 18 years old
• Have the legal capacity to enter into binding contracts
• Not be prohibited from using our Services under applicable law
• Provide accurate, current, and complete registration information

For Contractors: You must hold valid licenses, permits, and insurance required by applicable state and local laws for the services you offer. In California, you must maintain a current California State License Board (CSLB) license for any work requiring a license under California Business and Professions Code Section 7000 et seq.

For Organizations: If registering on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

3. Account Registration and Security

Account Creation

• You must provide accurate and complete information during registration
• You must verify your email address to activate your account
• One person or entity may maintain only one account per role
• Business accounts must be registered by authorized representatives

Account Security

• You are responsible for maintaining the confidentiality of your login credentials
• You must immediately notify us at security@bidroom.io of any unauthorized access
• You are responsible for all activities that occur under your account
• We recommend enabling two-factor authentication when available
• You must not share, transfer, or sell your account credentials to any third party

Account Types

Bidroom supports multiple user roles including Property Owner, Contractor, Project Manager, Skilled Labor, and Administrator. Each role has specific permissions and responsibilities as described in our platform documentation. You agree to use your account only for its designated purpose.

4. Platform Services

What Bidroom Provides

Bidroom is a technology platform that connects property owners with contractors. We provide:

• Job posting and competitive bidding tools
• Contractor verification and matching services
• Project management features (milestones, daily logs, photo/video documentation)
• Secure payment processing and escrow services
• AI-powered tools for bid analysis, cost estimation, compliance assistance, and more
• Messaging and communication tools
• Document management and contract generation
• Contractor website builder
• Referral and rewards program
• Enterprise multi-tenant management

What Bidroom Does NOT Provide

Service Availability

We strive to maintain 99.9% uptime but do not guarantee uninterrupted access. We may temporarily suspend access for maintenance, updates, or security reasons. We will provide reasonable notice of planned downtime when possible.

5. User Responsibilities

All Users

• Comply with all applicable federal, state, and local laws and regulations
• Maintain accurate and up-to-date account information
• Communicate professionally and respectfully with other users
• Report any suspicious activity, fraud, or Terms violations
• Not circumvent platform fees by arranging payments outside Bidroom

Property Owners

• Provide accurate project descriptions, specifications, and requirements
• Make timely payments for completed and approved milestones
• Fund escrow accounts before work begins on milestoned projects
• Obtain necessary permits (unless the contractor has agreed in writing to handle permitting)
• Provide safe and legal site access for contractors
• Review and approve or dispute milestones within 7 business days of completion notification

Contractors

• Maintain valid licenses, permits, bonds, and insurance as required by law
• Provide accurate, good-faith bids and complete work as agreed
• Comply with all applicable building codes, OSHA regulations, and safety standards
• Communicate project progress honestly and submit accurate daily logs
• Honor warranty, guarantee, and workmanship commitments
• Not subcontract work without written approval from the property owner
• Carry workers' compensation insurance if employing workers

Project Managers

• Fulfill contracted project management duties diligently and professionally
• Maintain required professional licenses or certifications
• Provide accurate project reporting and documentation
• Disclose any conflicts of interest

6. Fees, Payments, and Escrow

Platform Fees

All fees are subject to change with 30 days' advance notice. Current pricing for subscriptions, credit packs, and add-on services is available on our Pricing page.

Escrow Services

• Funds deposited in escrow are held by our payment processor (Stripe) and released only upon milestone approval by the property owner
• A 10% retention is withheld from each milestone payment for 35 days, consistent with California Civil Code Section 8814
• Escrow funds are not commingled with Bidroom's operating funds
• In the event of a dispute, up to 150% of the disputed amount may be withheld pending resolution, consistent with California mechanics' lien law

Subscription Plans

• Subscription plans renew automatically at the end of each billing period unless canceled
• You may cancel your subscription at any time; cancellation takes effect at the end of the current billing period
• No prorated refunds are provided for partial billing periods
• We reserve the right to modify subscription pricing with 30 days' notice
• Downgrading may result in loss of access to premium features and accumulated credits above the new tier's limits

AI Credits

• AI credits are consumed when using AI-powered features
• Purchased credits do not expire but are non-refundable and non-transferable
• Monthly subscription credits reset at the beginning of each billing cycle and do not roll over
• Credit costs per tool vary; see our AI Tools page for current pricing

Refund Policy

• Subscription fees: No refunds for partial periods; cancel anytime to prevent future charges
• AI credit packs: Non-refundable once purchased
• Verification fees: Non-refundable once verification processing has begun
• Escrow funds: Released per milestone approval or dispute resolution; not refundable through Bidroom directly
• Featured listings and bid boosts: Non-refundable once the promotion period has started

7. Contractor Verification

We offer multiple levels of contractor verification:

• Basic Verification ($49): CSLB license number validation, license status check, classification verification
• Premium Verification ($149): All basic checks plus insurance certificate validation, bond verification, and enhanced background screening

Verified contractors receive a verification badge on their profile. Misrepresentation of verification status or credentials is grounds for immediate account termination and may result in legal action.

8. Contractor Website Builder

Bidroom provides a website builder that allows contractors to create a public-facing business website. By using this feature, you agree:

• All content you publish through the website builder must be accurate, lawful, and not misleading
• You are solely responsible for the content on your website, including text, images, testimonials, and claims
• You must not use the website builder to publish defamatory, obscene, or infringing content
• Bidroom reserves the right to remove or disable websites that violate these Terms or applicable law
• Custom domains are subject to DNS propagation and may take up to 48 hours to become active
• Bidroom is not responsible for downtime, data loss, or accessibility issues related to custom domain configurations
• Websites created through our builder may display a "Powered by Bidroom" attribution

9. Referral Program

Bidroom's referral program allows users to earn rewards by referring new users to the platform. By participating:

• Referral rewards are earned when a referred user completes a qualifying action (e.g., first paid project)
• Rewards are calculated based on the tier structure published on our referral program page and are subject to change
• Referral rewards are subject to a review and approval process before payout
• Self-referrals, fraudulent referrals, and referrals obtained through spam or misleading means are prohibited and will result in forfeiture of rewards and possible account termination
• Bidroom reserves the right to modify, suspend, or discontinue the referral program at any time with reasonable notice
• You are responsible for any tax obligations arising from referral earnings
• Referral payouts are processed via the payment method on file and may take up to 30 days

10. Prohibited Conduct

You agree NOT to:

• Provide false, misleading, or fraudulent information on your profile, in bids, or in project descriptions
• Circumvent platform fees by arranging payments, communications, or work agreements outside Bidroom
• Harass, threaten, intimidate, or discriminate against other users
• Post fraudulent jobs, bids, reviews, or referrals
• Violate any applicable federal, state, or local laws or regulations
• Attempt to hack, reverse-engineer, scrape, data-mine, or interfere with our Services or infrastructure
• Create multiple accounts, impersonate others, or misrepresent your identity or qualifications
• Use automated bots, crawlers, or tools to access or interact with our Services without written authorization
• Share, sell, or transfer your login credentials or account access to others
• Post content that infringes intellectual property rights, including copyrights, trademarks, or trade secrets
• Transmit malware, viruses, or other harmful code through the platform
• Use the platform to solicit users for competing services
• Manipulate reviews, ratings, or the bidding process
• Use AI features to generate content for illegal purposes or to produce content that violates third-party rights

11. User-Generated Content

Your Content

You retain ownership of content you upload to the platform (photos, videos, documents, reviews, messages, daily logs). By uploading content, you grant Bidroom a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, display, distribute, and store your content as necessary to provide, improve, and promote our Services.

Content Standards

All user-generated content must:

• Be accurate and not misleading
• Not violate any third party's intellectual property, privacy, or publicity rights
• Not contain personal information of others without their consent
• Not be defamatory, obscene, threatening, or discriminatory
• Comply with all applicable laws and regulations

Content Moderation

We reserve the right to review, edit, or remove any content that violates these Terms. We are not obligated to monitor all content but may do so at our discretion. You can report objectionable content through our reporting tools.

DMCA Copyright Policy

If you believe content on our platform infringes your copyright, submit a DMCA takedown notice to legal@bidroom.io with: (1) identification of the copyrighted work, (2) identification of the infringing material and its location on our platform, (3) your contact information, (4) a statement of good faith belief that the use is unauthorized, (5) a statement under penalty of perjury that the information is accurate, and (6) your physical or electronic signature.

12. Intellectual Property

Bidroom's Rights

All Bidroom content, branding, logos, software, algorithms, AI models, user interfaces, and features are owned by Bidroom, Inc. and protected by United States and international intellectual property laws, including copyright, trademark, patent, and trade secret laws. You may not copy, modify, distribute, sell, lease, or create derivative works of our intellectual property without express written permission.

Trademarks

"Bidroom," the Bidroom logo, and related marks are registered or unregistered trademarks of Bidroom, Inc. You may not use our trademarks without prior written consent, except as necessary to refer to our Services in a truthful, non-misleading manner.

Feedback

If you provide suggestions, ideas, or feedback about our Services, you grant us an unrestricted, irrevocable, perpetual, royalty-free license to use and incorporate that feedback into our products and services without compensation or attribution.

13. AI Features and Limitations

Bidroom uses artificial intelligence (powered by third-party AI providers) to provide features including:

• Smart Bid Analysis and Bid Efficiency Scoring
• Contractor Matching and Recommendations
• Project Cost Estimation
• Compliance and Building Code Assistance
• Photo Progress Analysis and Tracking
• Risk and Delay Prediction
• Smart Contract Review and Generation
• AI Bid Writer and Finish Schedule Generator
• AI Help Chatbot and Message Assistant
• Voice-to-Daily-Log Transcription
• AI Progress Reports

AI Data Usage: Content you submit to AI features (text, images, project data) may be processed by third-party AI providers (such as Google Gemini). This data is used solely to generate responses to your requests and is subject to our Privacy Policy and the AI provider's data handling practices. We do not use your data to train AI models.

14. Contracts and E-Signatures

Bidroom facilitates the creation and execution of construction contracts and lien waivers through its platform. By using these features:

• You consent to the use of electronic signatures in accordance with the federal E-SIGN Act (15 U.S.C. 7001 et seq.) and the California Uniform Electronic Transactions Act (Cal. Civ. Code 1633.1 et seq.)
• Electronic signatures executed through our platform have the same legal validity as handwritten signatures
• Contract templates generated by our AI are starting points; you are responsible for reviewing all terms and seeking legal counsel as appropriate
• Bidroom is not a party to contracts between owners and contractors unless explicitly stated
• Lien waivers generated through our platform are intended to comply with California Civil Code Sections 8132-8138; you should verify compliance for your specific situation

15. Disclaimers and Warranty Exclusions

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BIDROOM DISCLAIMS ALL WARRANTIES INCLUDING BUT NOT LIMITED TO:

• Merchantability and fitness for a particular purpose
• Non-infringement of third-party rights
• Accuracy, reliability, completeness, or timeliness of any content, including AI-generated content
• Uninterrupted, error-free, or secure operation of the Services
• Security or integrity of data transmitted through the Services
• Quality, safety, legality, or completion of any construction work arranged through the platform
• Accuracy of contractor verifications, license checks, or background screening results
• Availability or uptime of contractor websites created through our builder

Some jurisdictions do not allow the exclusion of implied warranties. In such jurisdictions, the above exclusions apply only to the extent permitted by applicable law.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• BIDROOM IS NOT LIABLE FOR THE ACTS, OMISSIONS, NEGLIGENCE, OR MISCONDUCT OF CONTRACTORS, PROPERTY OWNERS, PROJECT MANAGERS, OR ANY OTHER USERS
• WE ARE NOT RESPONSIBLE FOR CONSTRUCTION DEFECTS, PROPERTY DAMAGE, PERSONAL INJURY, DELAYS, COST OVERRUNS, OR DISPUTES ARISING FROM WORK ARRANGED THROUGH THE PLATFORM
• OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO BIDROOM IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100)
• IN NO EVENT SHALL BIDROOM BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES
• BIDROOM IS NOT LIABLE FOR DAMAGES ARISING FROM (A) YOUR FAILURE TO MAINTAIN THE SECURITY OF YOUR ACCOUNT, (B) UNAUTHORIZED ACCESS TO YOUR ACCOUNT, (C) FORCE MAJEURE EVENTS, OR (D) THIRD-PARTY SERVICES INTEGRATED WITH OUR PLATFORM

Some jurisdictions do not allow the limitation or exclusion of liability for certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by applicable law.

17. Indemnification

You agree to indemnify, defend, and hold harmless Bidroom, Inc. and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney fees and court costs) arising from or relating to:

• Your use of or inability to use the Services
• Your violation of these Terms or any applicable law or regulation
• Your violation of any third-party rights, including intellectual property, privacy, or contractual rights
• Construction work performed, managed, or received through the platform
• Content you upload, publish, or transmit through the Services
• Your interaction with other users, whether on or off the platform
• Any dispute between you and another user that Bidroom is drawn into
• Inaccurate, false, or misleading information you provide

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, at your expense.

18. Dispute Resolution and Arbitration

Between Users

Disputes between property owners and contractors should first be resolved through our in-platform dispute resolution process. We may facilitate communication and mediation but are not obligated to resolve disputes and do not act as arbitrators. If our dispute resolution process does not result in a resolution, parties are free to pursue legal remedies.

Disputes with Bidroom

Informal Resolution First: Before filing any formal proceeding, you agree to attempt to resolve disputes with Bidroom informally by contacting us at legal@bidroom.io. We will attempt to resolve disputes within 30 days.

Binding Arbitration: Any dispute, claim, or controversy arising from or relating to these Terms, your use of the Services, or the relationship between you and Bidroom that cannot be resolved informally shall be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures. The arbitration shall take place in Los Angeles County, California, unless you and Bidroom agree otherwise.

CLASS ACTION WAIVER: YOU AND BIDROOM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

Exceptions: Either party may bring claims in small claims court if eligible. Either party may seek injunctive or equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights.

Opt-Out: You may opt out of this arbitration agreement by sending written notice to legal@bidroom.io within 30 days of creating your account. The notice must include your name, email address, and a clear statement that you wish to opt out of the arbitration agreement.

19. Termination

By You

• You may close your account at any time by contacting support or through account settings
• Active subscriptions will continue until the end of the current billing period
• Pending escrow transactions must be resolved before account closure
• You remain liable for any outstanding fees or obligations incurred before termination

By Bidroom

• We may suspend or terminate your account immediately and without notice if you violate these Terms, engage in fraudulent activity, or pose a safety risk to other users
• We may terminate accounts with 30 days' notice for any other reason
• We may suspend access pending investigation of suspected violations

Effect of Termination

• Upon termination, your right to use the Services ends immediately
• We may retain your data as required by law or as described in our Privacy Policy
• Sections regarding intellectual property, disclaimers, limitation of liability, indemnification, arbitration, and governing law survive termination
• Unused AI credits and subscription benefits are forfeited upon termination for cause

20. Electronic Communications Consent

By creating an account, you consent to receive electronic communications from Bidroom, including:

• Account notifications (verification, security alerts, password resets)
• Transaction confirmations and receipts
• Platform updates, feature announcements, and policy changes
• Marketing communications (which you may opt out of at any time via account settings or unsubscribe links)
• Push notifications on your mobile device (which you may disable in device settings)

You agree that these electronic communications satisfy any legal requirement that such communications be in writing.

21. Force Majeure

Bidroom shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to: natural disasters, pandemics, acts of war or terrorism, government orders, power failures, internet outages, third-party service disruptions (including Stripe, cloud hosting providers, and AI providers), labor disputes, or cyberattacks.

22. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Any legal action not subject to arbitration shall be brought exclusively in the state or federal courts located in Los Angeles County, California, and you consent to the personal jurisdiction of such courts.

23. Changes to Terms

We may update these Terms periodically. When we make material changes, we will:

• Update the "Last Updated" date at the top of this page
• Provide notice via email or platform notification at least 30 days before material changes take effect
• Post a summary of changes on our platform

Your continued use of the Services after the effective date of updated Terms constitutes acceptance of the changes. If you do not agree with the updated Terms, you must stop using the Services and close your account.

24. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any applicable subscription or service agreements, constitute the complete agreement between you and Bidroom concerning the Services
• 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
• Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision
• Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. Bidroom may assign these Terms without restriction
• No Third-Party Beneficiaries: These Terms do not create any third-party beneficiary rights
• Headings: Section headings are for convenience only and have no legal or contractual significance
• Notices: Notices to Bidroom must be sent to legal@bidroom.io. Notices to you will be sent to the email address associated with your account