Terms of Service

01The Service

The Service is Bedrock's hosted software for multifamily operations: capital requests, bid intake, bid comparison, vendor feedback, approvals, and the related records, photos, and reports. Walkthroughs and other modules are part of the Service only if Bedrock has turned them on for Customer.

Bedrock grants Customer a non-exclusive, non-transferable right to access and use the Service during the term for Customer's own internal business purposes, subject to these terms. Bedrock and its licensors own the Service and everything in it other than Customer Data. No ownership of the Service passes to Customer.

The Service is a record and a decision aid. It does not approve spend, select a contractor, or determine that work complies with a code, a loan document, or a housing program. Customer's personnel remain responsible for those decisions.

On-site work Bedrock performs, including due diligence, property assessments, HVAC cataloging, NSPIRE pre-inspections, and roofing, is not governed by these terms. That work is governed by the proposal or agreement for the job.

02Who may use the Service

Customer may let its employees and its property-management staff use the Service for Customer's properties. Customer is responsible for who it invites, for the email accounts those people use to sign in, and for removing access when someone should no longer have it. Customer is also responsible for the acts of everyone it lets use the Service, including staff of a third-party property manager. Requests to export or delete Customer Data must come from Customer's account administrator.

Sign-in is a one-time link or a one-time code sent to the user's work email. There is no separate password. Customer will treat those messages as credentials. Bedrock may end a session, a link, or an account that it reasonably believes is compromised or misused.

03Customer data

Customer owns the property records, photos, bids, costs, and other content it and its users submit ("Customer Data"). Quotes submitted for pricing, and feedback Customer's users submit about vendors, are Customer Data.

Customer grants Bedrock a license to host, copy, display, and process Customer Data to provide the Service, to secure it, to support Customer, to meet the law, and to create Benchmark Data and Vendor Ratings under the next section. This license lasts as long as Bedrock holds the Customer Data. After it ends, Bedrock may keep and use the Benchmark Data and Vendor Ratings it has already created, as the next section describes.

Customer will not submit resident identity records, Social Security numbers, government IDs, payment card numbers, or other personal information the Service is not built to hold. Property photos should not identify residents.

Customer states that it has the rights needed to submit Customer Data, including contractor bids and any personal information of its own staff or of a vendor printed on a bid.

Bedrock will not use Customer Data to train or fine-tune any AI model, will not allow its AI providers to use Customer Data sent for bid analysis to train their models, and will not sell Customer Data.

04Benchmarks and vendor suggestions

Bedrock may use bid prices and completion feedback in Customer Data to build and keep two kinds of records. Bedrock may build them while Customer uses the Service, and may keep and use them after the Service ends.

Benchmark Data is anonymized pricing information Bedrock keeps so it can show whether a bid is above, below, or in line with a market. It may include a trade or work category, a market or metro area, a price or price range, a unit of measure, a generalized scope, a date or period, and a count of bids. Benchmark Data does not include Customer's name, the vendor's name, a property name or street address, a unit identifier, a bid file, a photo, an invoice, an approval note, or a person's name or contact details. Bedrock shows a benchmark only when it rests on at least three bids from at least two different customers.

Vendor Ratings are records about a vendor's business built from completion feedback that users submit after a job is finished. A rating may include the vendor's business name, trade, market, the scores users gave, an average and the number of ratings, and public listing details such as a business phone number, website, or public rating. Bedrock may show a vendor's business name, average rating, and public listing details to Customer's users and to other customers of the Service in order to suggest a vendor. Written comments, and the identity of the person and the customer who gave a rating, are not shown to other customers. Bedrock may also suggest vendors using public business listings alone.

A benchmark, a rating, or a suggestion does not name Customer, the property, or the person who submitted the bid or the feedback, and it does not include the bid file. Bedrock may keep the stripped bid records it needs in order to recalculate a benchmark or a rating. The stripped bid records do not include the vendor's name. Other customers do not receive Customer's account, photos, or approval history.

Benchmark Data, Vendor Ratings, and the stripped records used to calculate them belong to Bedrock. They are not Customer Data. Bedrock may keep them, update them, and use them after Customer stops using the Service, after these terms end, and after Customer Data is deleted. A later deletion request does not require Bedrock to take down a benchmark or a rating that does not identify Customer.

A rating or vendor suggestion reflects feedback from a limited number of users. It is not a statement that the vendor is licensed, insured, available, the lowest price, or fit for a particular job, and a benchmark is an average, not a quote. Customer's people still choose the vendor. Bedrock is not responsible for a vendor's price or a vendor's performance.

Customer's users should submit feedback only about work they have first-hand knowledge of, and only honest, factual assessments. Bedrock may remove a rating or comment that it reasonably believes is false, abusive, or unlawful, and may correct or remove a vendor's profile at the vendor's request.

If a signed agreement with Customer says Bedrock will not use that Customer's bids or feedback for Benchmark Data or Vendor Ratings, Bedrock will follow the signed agreement.

05Bid analysis

When a user runs bid parsing or comparison, Bedrock sends the bid file and the related request (property, unit, scope, contractor, and price) to OpenAI to produce a structured extract and a comparison. The result is stored with the request.

The result can be wrong, incomplete, or based on a bid that does not match the scope. Customer will read the underlying bids before relying on a comparison. Bedrock is not responsible for a contractor's price, a contractor's performance, or a decision a person makes from the comparison.

06Acceptable use

Customer and its users will not:

• access or attempt to access another customer's records
• copy Benchmark Data or Vendor Ratings out of the Service to build or sell a pricing database or a vendor directory
• interfere with the Service or probe it for a vulnerability, except under a test Bedrock has agreed to in writing
• upload malware, or use the Service to send unwanted email
• use the Service in violation of law
• resell the Service or hold it out as Customer's own product

Bedrock may suspend access that breaks these rules, or that puts the Service or another customer at risk. Where it is reasonable, Bedrock will tell Customer first and limit the suspension to the affected user.

07Confidentiality

Each party will protect the other party's non-public information with reasonable care and will use it only for the Service and this relationship, except that Bedrock may use Customer Data to create, keep, and use Benchmark Data and Vendor Ratings as these terms allow.

Customer Data is Customer's confidential information. Benchmark Data and Vendor Ratings are not Customer's confidential information. These terms, pricing Bedrock charges Customer, and Bedrock's non-public product details are Bedrock's confidential information.

This duty does not cover information that is public through no fault of the receiving party, that the receiving party already knew, that a third party provides without a duty of confidence, or that is independently developed. A party may disclose information if the law requires it, after giving notice when notice is legally allowed.

08Service providers

Bedrock uses subprocessors to host and operate the Service, including Supabase (database and file storage), Netlify (application hosting), OpenAI (bid parsing and comparison), Resend (email), and Google (contractor business listings, and Bedrock's own email). Bedrock's website is hosted by Lovable, which also sends the email generated by the website's contact forms, and the website loads fonts from Google Fonts. Bedrock remains responsible for their work on the Service. The privacy notice describes what they process and how Bedrock handles information, and it is incorporated into these terms.

09Availability and changes

Bedrock will work to keep the Service available and will correct failures that it can reproduce. Bedrock does not promise uninterrupted service and does not promise a particular uptime unless a signed agreement states one.

Bedrock may improve or change the Service. If a change removes a feature Customer is paying for, and there is no signed agreement covering that change, Customer may stop using the Service and owe no further fees after the date it stops, and Bedrock will refund any prepaid fees for the period after that date.

10Fees

Fees, if any, are the amounts in Customer's order or proposal. These terms do not set a price. Unpaid fees that are not reasonably disputed may result in suspension after notice.

11Term and ending the Service

These terms last until Customer's account is closed. If there is no signed agreement stating a different term, either party may end them by 30 days' written notice, and either party may end them immediately by written notice if the other materially breaches them and does not fix the breach within 30 days after notice.

When the Service ends, Bedrock will delete Customer Data from production systems within 60 days after the Service ends, and not before the export period below ends unless Customer asks in writing. Deletion removes identifiable customer records: the account, property and unit records, photos, bid files, approval history, invoices or general-ledger files, user lists, vendor feedback and comments, activity records, and bid comparisons stored on the request.

Deletion does not include Benchmark Data, Vendor Ratings, or the stripped records used to calculate them. Before deleting a production record, Bedrock may strip Customer's name, property identifiers, and personal details from a bid or feedback record (and the vendor's name from a bid record) and keep that stripped record. Bedrock may also keep copies required for a legal duty or a dispute, and backups that expire on their normal cycle of 60 days. A subprocessor, such as OpenAI for a limited abuse-monitoring period, may also keep a copy, as the privacy notice describes.

Customer should export anything it needs before access ends. Bedrock will provide a reasonable export of Customer Data in a common format if Customer asks before or within 30 days after the Service ends. The export is Customer's own records. It does not include other customers' data or Bedrock's benchmark library.

These sections survive the end of these terms: Customer data, Benchmarks and vendor suggestions, Confidentiality, Warranties, Limitation of liability, Responsibility for Customer Data, and General.

12Security and incidents

Bedrock will maintain reasonable administrative, technical, and physical safeguards appropriate to a hosted business application. Those safeguards include encryption in transit, encryption at rest by the hosting provider, separation of customer records, and sign-in by emailed one-time link or code.

If Bedrock confirms unauthorized access to Customer Data, Bedrock will notify Customer without undue delay and in any case within 72 hours after confirming it, and will describe what happened, what was affected, and what Bedrock is doing about it, as the facts are known.

13Warranties

Bedrock will provide the Service with reasonable skill and care.

Except for that commitment, the Service is provided "as is." Bedrock disclaims implied warranties of merchantability, fitness for a particular purpose, and non-infringement, and any warranty that the Service, a bid comparison, a benchmark, or a vendor suggestion will be error-free or meet a particular savings result.

14Limitation of liability

Neither party is liable to the other for lost profits, lost savings, or indirect, incidental, special, or consequential damages, even if advised of the possibility.

Each party's total liability arising out of the Service in any 12-month period is limited to the fees Customer paid Bedrock for the Service in that period. If Customer paid no fees, the limit is $1,000.

These limits do not apply to a party's fraud, or to Customer's obligation to pay fees. The limits above and the disclaimer in the Warranties section apply only to the extent the law allows.

15Responsibility for Customer Data

Customer will defend Bedrock against a third-party claim that Customer Data, or Customer's use of the Service in breach of these terms, infringes that party's rights or violates the law, and will pay the damages and reasonable attorneys' fees finally awarded, or a settlement Bedrock approves. Bedrock will give prompt notice, allow Customer to control the defense, and provide reasonable help. Customer will not settle in a way that admits fault for Bedrock or imposes an obligation on Bedrock without Bedrock's consent. This obligation does not apply to a claim that arises from Bedrock's own use of Benchmark Data or Vendor Ratings, or from Bedrock's display of a vendor profile.

16Publicity

Bedrock will not use Customer's name or logo in a public customer list without Customer's permission.

17Changes to these terms

Bedrock may update these terms by posting a new version and changing the date. If a change is material, Bedrock will email the address Customer uses for notices, or an account administrator, at least 15 days before the change applies. If Customer does not agree, it may stop using the Service before the change takes effect. Continued use after that date is acceptance of the updated terms. A signed agreement is not amended by a website update.

18General

These terms are governed by the laws of the State of Utah, excluding conflict-of-law rules. The state and federal courts located in Salt Lake County, Utah have exclusive jurisdiction, and each party consents to those courts.

A party may not assign these terms without the other party's consent, except that Bedrock may assign them to a successor of the Service. These terms bind permitted successors.

If a court holds a provision unenforceable, the rest remains in effect. A delay in enforcing a right is not a waiver. These terms, the privacy notice, and any signed agreement, order, or proposal are the whole agreement about the Service. They do not create a partnership, joint venture, or agency.

Notices to Bedrock go to legal@bedrockap.com. Notices to Customer go to the administrator email on the account, or another email Customer designates.