Terms of Service

1 Acceptance and accounts

You accept these Terms by clicking an acceptance control or otherwise affirmatively agreeing when they are presented. If you do not agree, do not use Services requiring acceptance. You must be at least 18, have reached the age of majority where you live, and have authority to enter this agreement. If you act for an organization, you must have authority to bind it.

Provide accurate account information, protect your credentials, and promptly report unauthorized access. You are responsible for activity you authorize and for managing access by your team. You are not responsible for unauthorized activity to the extent caused by our failure to meet our legal obligations.

2 The Services and our role

BidLightning helps you organize property information, compare scenarios, perform calculations, and prepare reports and decision records. Features and limits depend on the version and plan available to you. A Deal is a decision workspace; outputs and recorded Decisions are non-binding planning materials, not offers, contracts, or authority to act for you.

We provide software, not brokerage, auction, legal, tax, accounting, investment-advisory, lending, appraisal, title, escrow, or other licensed professional services. Neither BidLightning nor Zeus acts as your agent or fiduciary. The current Services do not conduct bidding, negotiate transactions, or receive or hold earnest money or closing funds. We charge no transaction success fees through the current Services. You enter transactions and engage professionals independently.

3 AI limitations and investment risk

AI explanations, document extraction, calculations, property data, and projections may contain errors, omissions, or outdated information. Results depend on inputs and assumptions and may change. A source label, confidence indicator, or AI explanation does not establish independent verification. Alerts can be delayed or missed and do not replace your own deadline tracking.

Independently verify material inputs, calculations, sources, and conclusions. Obtain advice from appropriately licensed professionals before making financial, legal, or property commitments. Do not use an output as the sole basis for a consequential decision. A suggested scenario is a comparison under stated assumptions, not professional advice or an instruction to buy, sell, borrow, or invest.

Real estate involves risk, including loss of capital and liabilities beyond that capital where debt or guarantees apply. Values, rents, expenses, financing, taxes, property condition, and market conditions may differ from estimates. Projections and past performance do not guarantee future results. You are responsible for your decisions and due diligence; this does not excuse our obligations under applicable law.

4 Permitted use

Use the Services lawfully. Do not commit fraud, infringe others’ rights, discriminate unlawfully, upload malicious code, bypass security or payment controls, disrupt the Services, or access accounts without permission. Do not scrape or extract data in bulk without authorization, resell the Services or provider data without permission, or reverse engineer software except where applicable law permits.

The Services are not offered as a consumer report, tenant-screening tool, or system for determining a person’s eligibility for housing, credit, employment, or insurance. Do not use them for those purposes or misrepresent an output as a licensed professional’s approval. These restrictions do not limit lawful criticism, protected reviews, or reports to regulators.

5 Your content and privacy

You retain your rights in information and documents you submit (“Your Content”). You must have permission to provide them and authorize their use as described here. Avoid uploading unnecessary sensitive personal information or material you are not permitted to disclose.

You grant us a nonexclusive license to host, copy, process, transmit, and display Your Content only as needed to provide, maintain, secure, and support the Services, carry out your instructions, and comply with law. We may use service providers for these purposes under appropriate contractual restrictions. This license does not authorize selling Your Content or using it to train general-purpose AI models. Any additional use requiring consent will be separately presented.

Our Privacy Policy describes our handling of personal information, including service providers, retention, and available rights. Account closure does not necessarily delete all retained information immediately. We retain content only as permitted by the Privacy Policy, applicable agreements, and law. No system is completely secure, and these Terms do not promise absolute confidentiality or security.

When you share a report or link, verify what it contains and who can access it. Unless the feature expressly restricts access, anyone with a shared link may be able to view it. Recipients may save or forward copies, and revoking a link cannot recall those copies. Preserve material assumptions, dates, source notices, and limitations when sharing outputs.

6 Intellectual property and third parties

BidLightning and its licensors own the Services, software, branding, and materials they supply, excluding Your Content. Subject to these Terms and your plan, you may use the Services for lawful personal or internal business purposes and use enabled sharing features. You may use generated reports and outputs for lawful business purposes, subject to privacy obligations and third-party rights. Outputs may be similar to others’ outputs and are not guaranteed to be exclusive or eligible for copyright protection.

Third-party data may be incomplete or unavailable and remains subject to disclosed source and license restrictions. External services and links have their own terms and privacy practices. We do not guarantee their performance or endorse them merely by including a link. We remain responsible for our own obligations.

7 Fees and cancellation

If you select a paid plan, we will disclose the price, billing frequency, plan limits, renewal terms, and applicable trial terms before you subscribe. You authorize only the charges you expressly approve, plus applicable disclosed taxes. A recurring plan renews for the disclosed period until canceled. A trial converts to a paid plan only if you expressly agreed to that conversion and its charges.

You may cancel renewal through account settings or the support email in Section 13. We will acknowledge cancellation. Cancel before the next renewal to avoid the next charge; access ordinarily continues through the paid period. Fees are nonrefundable except as disclosed at purchase, provided below, or required by law. Statutory cancellation, refund, and payment-dispute rights remain available.

We will give at least 30 days’ notice of a price increase, or longer if required by law. Increases apply to a future renewal, and you may cancel beforehand. We will obtain any legally required consent. Keep payment details current; unpaid approved charges may lead to suspension after reasonable notice and an opportunity to resolve the issue.

8 Changes and termination

We may update the Services, change or withdraw beta features, or discontinue features. If we materially reduce a paid Service during a prepaid period, we will give reasonable advance notice where practicable and allow cancellation for a prorated refund of unused prepaid fees. If we terminate a paid Service for our convenience, we will provide that refund.

We may suspend or terminate access for a material breach, unlawful activity, security risk, or nonpayment. Where reasonably practicable, we will explain the reason and allow correction; urgent risks or legal requirements may require immediate action. You may request review or close your account through support. Where lawful and safe, we will provide a reasonable opportunity to obtain Your Content before permanent loss of access, subject to third-party rights. Keep your own copies. Accrued payment obligations and provisions that by their nature survive termination continue to apply.

9 Third-party claims

For business or organizational use, you agree to defend and indemnify BidLightning and its officers, directors, employees, and agents against third-party claims and reasonable resulting costs caused by your unlawful use, material breach, or infringement through Your Content. This does not cover claims caused by our breach, negligence, or misconduct, or ordinary permitted use of an inaccurate output. We will promptly notify you and reasonably cooperate at your expense. You may control the defense with reasonably acceptable counsel, but cannot settle a claim that imposes obligations or admits fault for us without our written consent, not unreasonably withheld.

10 Warranties and liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES AND OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” EXCEPT FOR EXPRESS COMMITMENTS IN THESE TERMS OR A SIGNED AGREEMENT, WE DISCLAIM IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. We do not guarantee uninterrupted availability, complete or accurate data, or any investment or transaction outcome.

To the maximum extent permitted by law, BidLightning and its officers, directors, employees, and agents are not liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, opportunities, or data. Their combined aggregate liability arising from the Services or these Terms will not exceed the greater of US $100 or the fees you paid us during the 12 months before the event giving rise to the claim.

These exclusions and limits do not apply to fraud, willful misconduct, gross negligence, death or personal injury caused by negligence, refunds expressly owed, or any liability or remedy that cannot lawfully be limited. Nothing in these Terms removes mandatory consumer rights or permits us to disregard our express commitments.

11 Disputes and governing law

Either party may send a written dispute notice describing the issue and requested relief. We will try to resolve it in good faith for 30 days. This voluntary process does not prevent timely filing, emergency relief, or regulator complaints.

Except for the exclusions below or a timely opt-out, disputes relating to these Terms or the Services will be resolved by binding individual arbitration before one neutral arbitrator administered by the American Arbitration Association (“AAA”). The Federal Arbitration Act governs. AAA’s Consumer Arbitration Rules apply where AAA determines they apply; otherwise its Commercial Arbitration Rules apply. Rules and fees are available at https://www.adr.org/rules-forms-and-fees/.

Either party may bring an individual small-claims case within that court’s jurisdiction or seek temporary court relief pending arbitration. Nonarbitrable claims and nonwaivable rights to public injunctive relief remain available in court. Government complaints are unrestricted. Hearings may be remote under the applicable rules; required in-person hearings occur in your county of residence unless otherwise agreed, subject to mandatory AAA rules. For consumer disputes, we pay AAA and arbitrator fees beyond the consumer filing amount and any additional amount required by law to make arbitration accessible. Other fees follow applicable rules and law. The arbitrator may award any individual remedy available in court, including authorized attorneys’ fees, and will issue a reasoned award enforceable in court.

ARBITRATION IS INDIVIDUAL, NOT A CLASS OR REPRESENTATIVE PROCEEDING, AND REPLACES A JURY TRIAL FOR ARBITRATED CLAIMS. A court decides the formation, scope, validity, and enforceability of this arbitration agreement and class waiver. Claims cannot be consolidated without consent, except administrative coordination under AAA rules preserving individual adjudication. If the individual-proceeding restriction is unenforceable for a claim, that claim proceeds in court, not class arbitration.

You may opt out of arbitration and its class waiver within 30 days after first accepting these Terms by sending the legal contact in Section 13 your name, account email, and clear opt-out statement. No special form is required. We will confirm receipt; opting out does not affect access or pricing. A prior valid opt-out remains effective unless you expressly agree otherwise. If AAA is unavailable and no alternative is agreed within 30 days, either party may proceed in court. We will not enforce arbitration when our failure to pay fees or meet AAA requirements prevents it.

West Virginia law governs, excluding conflict-of-law rules and subject to applicable federal law and mandatory consumer protections. For permitted court proceedings, the parties consent to state or federal courts with jurisdiction in West Virginia, except where consumer protections or small-claims rules allow another forum. These Terms do not separately waive jury trial in court.

12 Updates and general terms

We will post revised Terms with an effective date and give at least 30 days’ notice of material changes where practicable, or longer when required. Urgent legal or security changes may take effect sooner with appropriate notice. Changes apply prospectively. Material changes to arbitration require affirmative acceptance and do not apply to disputes already noticed or filed. We will also obtain any required assent to payment, data-use, or other changes; continued use alone does not replace required consent.

These Terms and expressly accepted plan or feature terms form the agreement for the Services. A separately signed agreement controls conflicts within its scope, followed by accepted feature terms for that feature. Applicable privacy notices and data-processing agreements govern their subject matter. Unenforceable provisions are severed where lawful, subject to Section 11; nonenforcement is not a waiver. We may assign this agreement with a business transfer if the successor assumes our obligations. You may not assign it without consent except where law permits. Ordinary service notices may be delivered electronically; this is not marketing consent or a substitute for separately required electronic-disclosure consent.

13 Contact

Bid Lightning, Inc.

Mailing address: 63 Mathieson Street, Morgantown, WV

Support and cancellation email: marketing@bidlightning.com

Legal notices and arbitration opt-out email: marketing@bidlightning.com

Privacy Policy - <INSERT LINK HERE>