Terms

Last Updated: September 4, 2024

If you signed a separate Cover Page to access the Product with the same account, and that agreement has not ended, the terms below do not apply to you. Instead, your separate Cover Page applies to your use of the Product.

This Agreement is between GovSignals Inc. and the company or person accessing or using the Product. This Agreement consists of: (1) the Order Form below and (2) the Framework Terms defined below.

If you are accessing or using the Product on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company. By signing up, accessing, or using the Product, Customer indicates its acceptance of this Agreement and agrees to be bound by the terms and conditions of this Agreement.

Cover Page

Order Form

Framework Terms: This Order Form incorporates and is governed by the Framework Terms that are made up of the Key Terms below and the Common Paper Cloud Service Agreement Standard Terms Version 2.0, which are incorporated by reference. Any modifications to the Standard Terms made in the Cover Page will control over conflicts with the Standard Terms. Capitalized words have the meanings given in the Cover Page or the Standard Terms.

Cloud Service: The Cloud Service available under this Order Form is GovSignals, a cloud-based capture and proposal development platform designed for the BD professional.

Order Date: The Effective Date

Subscription Period: 1 year(s)

Certain parts of the Product have different pricing plans. Customer will pay Provider the applicable Fees based on the Product tier and Customer’s usage.

Payment Process:

Automatic payment: Customer authorizes Provider to bill and charge Customer's payment method on file Monthly for immediate payment or deduction without further approval.

Non-Renewal Notice Period: At least 30 days before the end of the current Subscription Period.

Use Limitations: Number of proposals in a calendar year and the number of Data Sources.

Key Terms

Customer: The company or person who accesses or uses the Product. If the person accepting this Agreement is doing so on behalf of a company, all use of the word "Customer" in the Agreement will mean that company.

Provider: GovSignals Inc.

Effective Date: The date Customer first accepts this Agreement.

Governing Law: The laws of the State of Delaware

Chosen Courts: The state or federal courts located in Delaware

Covered Claims:

  • Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights.
  • Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights; or (2) results from Customer’s breach or alleged breach of Section 2.1 (Restrictions on Customer).

General Cap Amount: The fees paid or payable by Customer to Provider in the 12-month period immediately before the claim.

Notice Address:

  • For Provider: [email protected]
  • For Customer: The main email address on Customer's account

Attachments and Supplements

Security Policy:

Provider will use commercially reasonable efforts to secure the Cloud Service from unauthorized access, alteration, or use and other unlawful tampering. Security Policy available at: https://trust.oneleet.com/govsignals

Provider will maintain annually updated reports or annual certifications of compliance with the following: Penetration Testing and SOC2 Type II.

Insurance Minimums:

  • Commercial general liability with a minimum limit for each occurrence of at least $2,000,000.00 and at least $4,000,000.00 in the aggregate.

Changes to the Standard Terms

Machine Learning: Usage Data and Customer Content may not be used to develop, train, or enhance artificial intelligence or machine learning models that are part of Provider's products and services, including third-party components of the Product, and Customer authorizes Provider to process its Usage Data and Customer Content for such purposes. Nothing in this section will reduce or limit Provider's obligations regarding Personal Data that may be contained in Usage Data or Customer Content under Applicable Data Protection Laws. Due to the nature of artificial intelligence and machine learning, information generated by these features may be incorrect or inaccurate. Product features that include artificial intelligence or machine learning models are not human and are not a substitute for human oversight.

Compliance with CUI Data Handling Requirements: Customer users handling CUI information are required to protect it from unauthorized disclosure. Handling, storage, reproduction, and disposition of CUI document(s) must be in accordance with 32 CFR Part 2002 and applicable agency policy. Access to and dissemination of Controlled Unclassified Information shall be allowed as necessary and permissible to any individual(s), organization(s), or grouping(s) of users, provided such access or dissemination is consistent with or in furtherance of a Lawful Government Purpose and in a manner consistent with applicable law, regulations, and Government-wide policies. Provider adheres to NIST 800-171 compliance requirements in accordance with DFARS Clause 252.201-7012.