BIDISTRY TERMS OF SERVICE

1. Description of the Service

Bidistry is a platform that connects property managers, HOAs, and property owners ("Property Managers") with service vendors ("Vendors") for the purpose of posting jobs, receiving and submitting bids, managing preferred vendor networks, communicating, and related activities.

Either a Property Manager or a Vendor may post a job on the Platform (a "Job Posting"). Property Managers typically post Job Postings to source services for their properties. Vendors may also post Job Postings — for example, when seeking a subcontractor to help fulfill an awarded job. In either case, the party who posts the Job Posting is referred to as the "Job Poster," and the party who submits a proposal in response is referred to as the "Bidder," regardless of whether that party is a Property Manager or a Vendor.

Bidistry provides the technology and tools to facilitate these interactions. Bidistry is not a party to any agreement, contract, or transaction between a Job Poster and a Bidder. The actual performance of work, quality of services, payment for services, insurance, licensing, and all related obligations remain solely between the parties to that transaction.

You acknowledge that Bidistry does not guarantee the quality, safety, legality, or outcome of any services arranged through the Platform.

2. Eligibility and Accounts

• You must be at least the age of majority in your jurisdiction and have the legal capacity to enter into a binding contract.
• You may create only one account unless Bidistry expressly permits otherwise. You agree to provide accurate, current, and complete information and to keep it updated.
• You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify Bidistry immediately of any unauthorized use or security breach.
• Bidistry reserves the right to refuse registration, suspend, or terminate accounts at its discretion, including for suspected fraud, violation of these Terms, or risk to the Platform or other users.

3. Fees, Billing & No Refunds

3.1 Subscription Fees

Bidistry offers paid subscription plans for Property Managers and Vendors. Pricing, features, and billing frequency (monthly or annual) are displayed on the Platform at the time of purchase or renewal. By selecting a paid plan, you authorize Bidistry or its payment processor to charge your designated payment method on a recurring basis.

3.2 Service Transaction Fees

Bidistry may charge service transaction fees on certain completed transactions that occur on the Platform (including when a job is awarded or marked complete through Bidistry).

Service transaction fees charged by Bidistry on completed transactions are non-refundable. Once a transaction is completed on the Platform and the related Bidistry service fee has been charged, that fee will not be refunded under any circumstances.

3.3 Taxes

You are responsible for all applicable taxes. Where required by law, Bidistry will collect and remit taxes.

3.4 Payment Failures

If payment fails or your payment method is declined, Bidistry may suspend or limit access to paid features until the outstanding balance is paid. You remain responsible for unpaid amounts.

3.5 Refund Policy

Service transaction fees on completed transactions are non-refundable. Subscription fees are generally non-refundable. Bidistry may, at its sole discretion, issue a refund or credit in limited cases such as clear billing errors. Any such decision does not create an obligation to issue refunds in other situations.

3.6 Fee Changes

Bidistry may change subscription prices or introduce new fees with reasonable prior notice. Changes will apply to subsequent billing cycles unless otherwise stated.

3.7 Bidistry-Verified Badge

The optional annual Bidistry-Verified badge fee ($65/year) is billed in full at the time of purchase and automatically renews annually thereafter unless canceled prior to renewal. This fee compensates Bidistry for the manual review service performed, and is non-refundable regardless of the outcome of that review — including if the vendor's submitted documentation is ultimately determined to be invalid, expired, incomplete, or otherwise insufficient to qualify for the badge. A denied application does not entitle the vendor to a refund; Bidistry retains the fee as compensation for the review already performed, and the vendor's underlying bidding/posting access (per the baseline self-certification gate) remains unaffected by badge denial.

4. Preferred Networks

Both Property Managers and Vendors may create and manage private Preferred Networks of other Users. A Preferred Network built by a Property Manager remains private to that Property Manager; a Preferred Network built by a Vendor remains private to that Vendor — in each case, unless the owner of the network chooses to share, refer, or make specific entries visible to another User.

Bidistry supports long-term professional relationships. However, Users may not use the Platform to systematically move transactions off-platform in a manner that harms the marketplace, engage in spam, or harass other Users.

5. User Content, Reviews, and Listings

• You retain ownership of content you submit to the Platform ("User Content"), including profiles, job postings, bids, reviews, messages, and related materials.
• By submitting User Content, you grant Bidistry a worldwide, non-exclusive, royalty-free, transferable license to use, reproduce, modify, distribute, and display that content as necessary to operate, improve, and promote the Platform.
• You are solely responsible for the accuracy, legality, and appropriateness of your User Content. You represent that you have all rights necessary to submit it and that it does not infringe any third-party rights.
• Bidistry may remove or restrict User Content that violates these Terms, applicable law, or that Bidistry determines is harmful to the Platform or other Users.

6. Acceptable Use

You agree not to:

• Use the Platform for any illegal purpose or in violation of applicable laws
• Post false, misleading, or fraudulent information
• Harass, threaten, or abuse other Users
• Send spam or unsolicited commercial messages
• Scrape, crawl, or use automated means to access the Platform without authorization
• Reverse engineer, decompile, or attempt to extract source code
• Interfere with or disrupt the Platform or other Users' access
• Impersonate any person or entity
• Use the Platform if you are a direct competitor of Bidistry without prior written consent

Bidistry may investigate violations and take action, including suspension or termination of accounts, removal of content, and cooperation with law enforcement.

7. Intellectual Property

• The Platform, including all software, design, text, graphics, logos, trademarks, and related intellectual property, is owned by Bidistry or its licensors.
• Bidistry grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for its intended purpose and in accordance with these Terms.
• No ownership rights are transferred to you. You may not use Bidistry's name, logo, or branding without prior written permission.

8. Disclaimers

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

Bidistry does not warrant that the Platform will be uninterrupted, error-free, secure, or free of viruses or other harmful components.

Bidistry does not guarantee the quality, reliability, licensing, insurance status, or performance of any Vendor or the outcome of any job arranged through the Platform.

You use the Platform and enter into transactions with other Users at your own risk.

8.1 Self-Certified Documentation

All licenses, permits, insurance certificates, tax identification numbers, and other compliance documents uploaded to the Platform are self-certified by the submitting User. By uploading such documents and/or completing the attestation process, the User represents and warrants that all submitted documentation is genuine, current, and not fraudulent, expired, or otherwise invalid. Bidistry does not independently verify the validity, authenticity, or currency of self-certified documents as a condition of baseline platform access, and disclaims all liability for any User's reliance on another User's self-certified compliance status. Users engaging in transactions with other Users are solely responsible for independently confirming any compliance information they deem material to their decision. This disclaimer applies equally to the optional paid Bidistry-Verified badge review process: Bidistry's review of documentation for badge purposes constitutes a good-faith service review and does not constitute a guarantee, warranty, or legal certification of the reviewed User's licensure, insurance, or legal compliance, and Bidistry shall not be held liable for any claim arising from a badge-holder's documentation later being found invalid, fraudulent, or expired.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BIDISTRY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM OR ANY TRANSACTION BETWEEN USERS.

BIDISTRY'S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE AMOUNT OF FEES YOU PAID TO BIDISTRY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Some jurisdictions do not allow certain limitations of liability. In those jurisdictions, Bidistry's liability will be limited to the maximum extent permitted by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless Bidistry and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Platform
• Your User Content
• Your transactions or disputes with other Users
• Your violation of these Terms or applicable law
• Your violation of any third-party rights

11. Termination

• You may stop using the Platform and request account closure at any time.
• Bidistry may suspend or terminate your access to the Platform, with or without notice, if you violate these Terms, if we reasonably believe your account poses a risk, or for any other legitimate business reason.
• Upon termination, your right to use the Platform ends immediately. Outstanding fees remain due. Provisions that by their nature should survive termination (including fees, disclaimers, limitation of liability, indemnification, and dispute resolution) will survive.

12. Dispute Resolution and Arbitration

Informal Resolution

Before filing a formal claim, you agree to contact Bidistry and attempt to resolve the dispute informally in good faith.

Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform that cannot be resolved informally shall be resolved by binding arbitration on an individual basis, rather than in court.

Arbitration will be administered by a recognized arbitration provider under its applicable rules. The arbitration will take place in the State of Georgia, unless the parties agree otherwise.

Class Action Waiver

You and Bidistry agree that disputes will be resolved only on an individual basis. Class actions, collective actions, and representative proceedings are not permitted.

Opt-Out

You may opt out of the arbitration provision by sending written notice to Bidistry within thirty (30) days of first accepting these Terms. The notice must include your name, account email, and a clear statement that you wish to opt out of arbitration.

Exceptions

Either party may seek injunctive or other equitable relief in court for intellectual property infringement or unauthorized access to the Platform. Small claims court actions are also permitted where eligible.

13. Changes to These Terms

Bidistry may update these Terms from time to time. When we make material changes, we will provide notice through the Platform or by email.

The updated Terms will become effective on the date stated in the notice. Your continued use of the Platform after the effective date constitutes acceptance of the revised Terms.

If you do not agree to the updated Terms, you must stop using the Platform and close your account.

14. General Provisions

• Governing Law: These Terms are governed by the laws of the State of Georgia, without regard to conflict of law principles.
• Entire Agreement: These Terms, together with any additional policies referenced herein (including the Privacy Policy), constitute the entire agreement between you and Bidistry regarding the Platform and supersede all prior agreements.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.
• Waiver: Bidistry's failure to enforce any right or provision does not constitute a waiver of that right or provision.
• Assignment: You may not assign these Terms without Bidistry's prior written consent. Bidistry may assign these Terms without restriction.
• Force Majeure: Bidistry is not liable for any failure or delay resulting from circumstances beyond its reasonable control.
• Contact: Questions about these Terms may be sent to support@bidistry.com (or the contact email then listed on the Platform).

By using Bidistry, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.