These terms of use (the "Terms") form an agreement between you and Proposal+ ("Proposal+", "we", "us") and govern access to the Proposal+ platform and the proposal.plus and proposition.plus websites (collectively, the "Service"). By creating an account or using the Service, you confirm that you have read, understood and accepted these Terms. If you use the Service on behalf of a business, you confirm that you have the authority to bind it.
1. Description of the Service
Proposal+ is a software-as-a-service that enables professional services businesses ("Firms") to catalogue their service offers, prepare AI-assisted proposals, send them to their clients and obtain acceptance through electronic signature. The Service is currently offered in an early stage; its features may evolve.
2. Accounts and eligibility
- Access to the Service is by invitation. You must provide accurate information and keep it up to date;
- You are responsible for the confidentiality of your credentials and for all activity under your account. Notify us without delay of any unauthorized access;
- The Service is aimed at businesses; it is not intended for consumers or for persons under 14 years of age.
3. Licence and restrictions
Subject to compliance with these Terms, we grant you a limited, non-exclusive, non-transferable and revocable licence to use the Service for your internal business purposes. You agree not to:
- Use the Service for unlawful or fraudulent purposes or in violation of the rights of others;
- Copy, modify, decompile, disassemble or attempt to extract the source code of the Service;
- Resell, sublicense or give access to the Service to unauthorized third parties;
- Circumvent security measures, probe for vulnerabilities or overload the infrastructure;
- Upload malicious content or information you have no right to communicate.
4. Firm content and client data
- Ownership. The Firm remains the owner of all content it enters into the Service (service offers, client data, proposals, clauses). We claim no ownership over that content;
- Operating licence. The Firm grants us a limited licence to host, reproduce and process that content solely to the extent necessary to provide the Service (including the artificial-intelligence generation described in section 5 and in our privacy policy);
- Firm's responsibility. The Firm warrants that it holds the rights and consents required with respect to the personal information of its own clients that it enters into the Service, and that it complies with the laws applicable to it, including Law 25.
5. AI-generated content
The Service uses language models to suggest proposal text. That content is generated automatically and may contain inaccuracies, omissions or inappropriate wording. The Firm must review and validate any generated content before sending it to a client. Generated content does not constitute legal, accounting or professional advice of any kind. The Firm remains solely responsible for the proposals it sends, for their accuracy and for their contractual effects.
6. Electronic signature
The Service allows proposals to be accepted by means of an electronic signature accompanied by an audit trail (name, email, timestamp, IP address, browser identifier). The parties acknowledge that such a signature may validly bind the parties under Quebec's Act to establish a legal framework for information technology (CQLR, c. C-1.1) and articles 2826 and following of the Civil Code of Québec. It remains the Firm's responsibility to assess whether this method of signature is appropriate to the nature of each agreement.
7. Protection of personal information
The processing of personal information is described in our privacy policy, which forms an integral part of these Terms.
8. Service availability and disclaimer of warranties
We make reasonable efforts to keep the Service available and reliable, without however guaranteeing uninterrupted or error-free operation. To the maximum extent permitted by law, the Service is provided "as is" and "as available", without warranty of any kind, express or implied, including as to merchantability, fitness for a particular purpose or non-infringement. We may temporarily suspend the Service for maintenance, while striving to limit the impact.
9. Limitation of liability
To the maximum extent permitted by applicable law, the total liability of Proposal+ to the Firm, on any basis whatsoever, is limited to the amount paid by the Firm for the Service in the twelve (12) months preceding the event giving rise to the claim — or to one hundred Canadian dollars (CAD $100) if the Service was then offered free of charge. Proposal+ is not liable for indirect, incidental or consequential damages, nor for loss of profits, revenue, data or business opportunities. Nothing herein limits liability that cannot be excluded by law, including in the event of intentional or gross fault.
10. Proposal+ intellectual property
The Service, its code, its interface, its trademarks, its logos and its documentation remain the exclusive property of Proposal+ or its licensors. No right is assigned to you other than the limited licence set out in section 3.
11. Termination
- The Firm may stop using the Service and request the closure of its account at any time;
- We may suspend or terminate an account in the event of a material breach of these Terms, after reasonable notice where circumstances permit;
- Upon account closure, the Firm may request a copy of its data; the information is then destroyed or anonymized in accordance with our privacy policy.
12. Governing law and jurisdiction
These Terms are governed by the laws of Québec and the laws of Canada applicable therein. Any dispute relating to the Service falls under the exclusive jurisdiction of the courts of the judicial district of Montréal, Québec, subject to applicable mandatory provisions.
13. Language
These Terms are published in French and in English. In the event of a discrepancy, the French version prevails. The parties confirm their wish that any related document be available in French, in accordance with the Charter of the French Language.
14. General provisions
- Entire agreement. These Terms and the privacy policy constitute the entire agreement between the parties regarding the Service;
- Severability. If any provision is held invalid, the others remain in force;
- No waiver. Failure to exercise a right does not constitute a waiver of that right;
- Assignment. You may not assign these Terms without our written consent; we may assign them as part of a reorganization or business transfer.
15. Changes to the Terms
We may amend these Terms. The current, dated version is permanently published at this address. In the event of a significant change, reasonable notice will be given to account holders; continued use of the Service after the change takes effect constitutes acceptance of the amended Terms.
16. Contact
Proposal+
Montréal, Québec, Canada
Email: confidentialite@proposal.plus
