Terms of Use

These Terms of Use ("Terms") govern your access to and use of NextWin Technologies, LLC ("NextWin", "we," "our," "us"), an AI-powered bid and sales platform for subcontractors (the "Service"). "You" or "your" means the company, organization, or other legal entity that is accessing or using the NextWin platform, as well as any individual acting on behalf of that entity, including its employees, contractors, and authorized users. By accessing or using NextWin, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Service.

These Terms constitute a legally binding agreement between you and NextWin Technologies, LLC. Please read them carefully before using the Service.

1. Acceptance of Terms

By accessing, registering for, or using NextWin, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you are using NextWin on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

You must be at least 18 years old to use NextWin. By using the Service, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms.

2. Description of Service

NextWin is a cloud-based software platform designed to help businesses manage their workflow and operations. The Service provides tools and features to organize, track, and manage business processes and data.

The Service may include integrations with third-party services, data processing capabilities, collaboration features, and analytical tools. Specific features and functionality may vary and are subject to change.

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. We do not guarantee that the Service will be available at all times or that it will be error-free.

3. Account Registration and Security

3.1 Account Creation

To use NextWin, you must create an account by providing accurate, current, and complete information. You are responsible for:

• Maintaining the accuracy and completeness of your account information
• Keeping your account credentials (username, password) secure and confidential
• All activities that occur under your account, whether authorized by you or not
• Notifying us immediately of any unauthorized use of your account or security breach

3.2 Account Responsibilities

• You may not share your account credentials with others or allow others to access your account
• You may not create multiple accounts for the same company without authorization
• You are responsible for all actions taken using your account
• You must immediately notify us if you become aware of any unauthorized access to your account

3.3 Account Verification

You agree to verify your email address as part of the registration process. We may require additional verification for security purposes or to prevent fraud.

4. User Obligations and Acceptable Use

4.1 Permitted Use

You may use NextWin only for lawful business purposes and in accordance with these Terms. You agree to use the Service in a manner that:

• Complies with all applicable laws, regulations, and industry standards
• Respects the rights of others, including intellectual property rights
• Does not interfere with or disrupt the Service or servers
• Does not attempt to gain unauthorized access to any part of the Service

4.2 Prohibited Activities

You agree NOT to:

• Use the Service for any illegal, fraudulent, or unauthorized purpose
• Violate any applicable laws, regulations, or third-party rights
• Reverse engineer, decompile, or disassemble any part of the Service
• Attempt to access, scrape, or extract data from the Service using automated tools (bots, scrapers, etc.) without permission
• Introduce viruses, malware, or other harmful code to the Service
• Interfere with or disrupt the Service, servers, or networks connected to the Service
• Impersonate any person or entity or falsely state or misrepresent your affiliation with any person or entity
• Use the Service to send spam, unsolicited messages, or communications
• Upload, post, or transmit any content that is offensive, defamatory, or violates the rights of others
• Use the Service to compete with NextWin or to build a competing product
• Share, sell, rent, or sublicense your account or access to the Service
• Use the Service in a manner that could damage, disable, or impair our servers or networks

4.3 Email Account Access

When you connect your email account to NextWin:

• You grant NextWin permission to access and read emails from your connected account
• You grant NextWin permission to send emails on your behalf as part of the Service functionality
• You represent that you have the authority to grant such access
• You are responsible for ensuring your email account credentials are secure
• You can revoke access at any time through your account settings or your email provider's security settings
• You are responsible for complying with your email provider's terms of service

4.4 Data Accuracy

You are responsible for the accuracy, completeness, and legality of all data you provide or upload to NextWin. While our AI may assist in extracting and organizing data, you are ultimately responsible for verifying and correcting any inaccuracies.

5. Payment Terms and Subscriptions

5.1 Subscription Plans

NextWin offers paid subscription plans. Subscription fees, billing cycles, and features are described on our pricing page and may be updated from time to time. By subscribing to a paid plan, you agree to pay the applicable fees.

5.2 Billing and Payment

• Subscription fees are billed in advance on a recurring basis (monthly or annually, as selected)
• Payments are processed through third-party payment processors (e.g., Stripe)
• You must provide accurate billing information and authorize us to charge your payment method
• All fees are non-refundable except as required by law or as explicitly stated in our refund policy
• Fees are exclusive of applicable taxes, which you are responsible for paying

5.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. By subscribing, you authorize us to charge your payment method automatically for renewal fees.

5.4 Price Changes

We reserve the right to change subscription fees at any time. Price changes will apply to subsequent billing periods. We will notify you of price changes at least 30 days in advance. Continued use of the Service after a price change constitutes acceptance of the new pricing.

5.5 Cancellation and Refunds

• You may cancel your subscription at any time through your account settings
• Cancellation takes effect at the end of your current billing period
• You will continue to have access to the Service until the end of the paid period
• Refunds are not provided for partial billing periods or unused portions of subscriptions, except as required by law
• We reserve the right to issue refunds on a case-by-case basis

5.6 Failed Payments

If payment fails or your payment method is declined, we may suspend or terminate your access to paid features. You remain responsible for all fees incurred during any period of suspended access.

6. Intellectual Property Rights

6.1 NextWin Technologies, LLC's Intellectual Property

The Service, including all software, code, algorithms, designs, graphics, text, logos, trademarks, and other content, is owned by NextWin Technologies, LLC or our licensors and is protected by copyright, trademark, patent, and other intellectual property laws. You do not acquire any ownership rights by using the Service.

6.2 License to Use

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use NextWin for your internal business purposes. This license:

• Is limited to the subscription plan you have purchased
• May not be shared, sold, rented, or sublicensed
• Does not include the right to modify, copy, or create derivative works
• Terminates immediately upon termination of your account or these Terms

6.3 User Content

You retain ownership of all data, content, and information you upload, post, or transmit through NextWin ("User Content"). By using the Service, you grant NextWin a worldwide, non-exclusive, royalty-free license to:

• Store, process, and display User Content as necessary to provide the Service
• Use User Content to improve and operate the Service (including AI training on anonymized or aggregated data)
• Back up and restore User Content

7. User-Generated Content

7.1 Your Responsibility

You are solely responsible for all User Content you upload, post, or transmit through NextWin. You represent and warrant that:

• You own or have the necessary rights to use and license User Content
• User Content does not violate any laws, regulations, or third-party rights
• User Content does not contain confidential information of third parties without authorization
• User Content is accurate and not misleading

7.2 Content Restrictions

User Content must not:

• Violate any applicable laws or regulations
• Infringe on intellectual property, privacy, or other rights of others
• Contain defamatory, libelous, or offensive material
• Contain viruses, malware, or other harmful code
• Be used to spam, harass, or harm others

7.3 Content Removal

We reserve the right (but are not obligated) to remove or disable access to any User Content that violates these Terms or that we determine is harmful, offensive, or inappropriate. We may do so without prior notice and without liability to you.

8. Service Availability and Modifications

8.1 Service Availability

We strive to make NextWin available 24/7, but we do not guarantee:

• Uninterrupted, continuous, or error-free operation of the Service
• That the Service will be available at all times
• That defects or errors will be corrected
• That the Service will meet your specific requirements

The Service may be unavailable due to:

• Scheduled maintenance or updates
• Unscheduled downtime due to technical issues
• Force majeure events (natural disasters, cyber attacks, etc.)
• Actions by third-party service providers

8.2 Service Modifications

We reserve the right to:

• Modify, update, or change the Service at any time
• Add or remove features, functionality, or content
• Change pricing, subscription plans, or service levels
• Suspend or discontinue the Service or any part of it

We will provide reasonable notice of material changes when possible. Continued use of the Service after changes constitutes acceptance of the modified Service.

9. Disclaimers and Warranties

9.1 "As Is" Service

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• ACCURACY, RELIABILITY, OR COMPLETENESS
• UNINTERRUPTED OR ERROR-FREE OPERATION

9.2 No Guarantees

We do not guarantee or warrant:

• That the Service will meet your requirements or expectations
• That the Service will be accurate, reliable, or error-free
• That data processed by AI will be 100% accurate or complete
• That the Service will be available at all times
• That defects will be corrected
• Any specific business outcomes or results from using the Service

9.3 AI and Machine Learning

NextWin uses artificial intelligence and machine learning to process emails and extract data. While we strive for accuracy, AI-generated results may contain errors or inaccuracies. You are responsible for verifying and correcting any data extracted or processed by the Service. We do not guarantee the accuracy of AI-processed data.

10. Limitation of Liability

10.1 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEXTWIN TECHNOLOGIES, LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, data, or business opportunities
• Loss of goodwill or reputation
• Cost of substitute services
• Damages resulting from use or inability to use the Service
• Damages resulting from errors, omissions, or inaccuracies in the Service
• Damages resulting from unauthorized access to or use of your account or data

10.2 Total Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO NEXTWIN TECHNOLOGIES, LLC IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

10.3 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law. Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud, or any other liability that cannot be excluded or limited by law.

11. Indemnification

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

• Your use or misuse of the Service
• Your violation of these Terms
• Your violation of any applicable laws or regulations
• Your violation of any third-party rights, including intellectual property or privacy rights
• User Content you upload, post, or transmit through the Service
• Your connection of email accounts to the Service

We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with our defense of such claims.

12. Termination

12.1 Termination by You

You may terminate your account at any time by:

• Canceling your subscription (if applicable) through your account settings
• Deleting your account through account settings
• Contacting us at info@getnextwin.com

Termination takes effect at the end of your current billing period (for paid subscriptions) or immediately (for free accounts). You will continue to have access to the Service until the termination date.

12.2 Termination by NextWin Technologies, LLC

We may suspend or terminate your account and access to the Service immediately, without prior notice, if:

• You violate these Terms or our Privacy Policy
• You engage in fraudulent, illegal, or harmful activity
• You fail to pay subscription fees when due
• We are required to do so by law or court order
• We determine that your use of the Service poses a risk to us or other users

12.3 Effect of Termination

Upon termination:

• Your right to access and use the Service immediately ceases
• We may delete or disable your account and all associated data
• You remain responsible for all fees incurred before termination
• All licenses granted to you terminate immediately
• Provisions that by their nature should survive termination will survive, including Sections 6 (Intellectual Property), 9 (Disclaimers), 10 (Limitation of Liability), 11 (Indemnification), and 15 (Governing Law)

12.4 Data Export and Deletion

Before termination, you may export your data through the Service. After termination, we may delete your account and data in accordance with our Privacy Policy and data retention practices. We are not obligated to retain your data after termination.

13. Dispute Resolution

13.1 Informal Resolution

Before filing a claim, you agree to contact us at info@getnextwin.com to attempt to resolve the dispute informally. We will make good faith efforts to resolve disputes within 60 days.

13.2 Binding Arbitration

If informal resolution fails, you and NextWin Technologies, LLC agree to resolve disputes through binding arbitration rather than in court, except that:

• Either party may bring claims in small claims court if the claims qualify
• Either party may seek injunctive relief in court to prevent irreparable harm

Arbitration will be conducted by a single arbitrator under the rules of [Arbitration Organization]. Arbitration will take place in [Location]. You waive any right to a jury trial and to participate in class actions.

13.3 Class Action Waiver

You agree that disputes will be resolved individually and not as part of a class, consolidated, or representative action. You waive any right to participate in class actions or class-wide arbitration.

14. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of [Your Jurisdiction/State], without regard to its conflict of law provisions. Any legal action or proceeding arising out of or relating to these Terms (except for arbitration) shall be brought exclusively in the state or federal courts located in [Your Jurisdiction/State], and you consent to the jurisdiction of such courts.

If you are located outside [Your Jurisdiction/State], you acknowledge that these Terms and your use of the Service may be subject to additional laws and regulations in your jurisdiction. You are responsible for complying with all applicable local laws.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and NextWin Technologies, LLC regarding the Service and supersede all prior or contemporaneous agreements, understandings, or communications.

15.2 Modification of Terms

We reserve the right to modify these Terms at any time. Material changes will be notified by:

• Posting the updated Terms on this page with a new "Last updated" date
• Sending an email notification to your registered email address
• Displaying a notice in the Service

Your continued use of NextWin after changes become effective constitutes acceptance of the modified Terms. If you do not agree to the changes, you must stop using the Service and terminate your account.

15.3 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

15.4 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by us.

15.5 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign or transfer these Terms or our rights and obligations without restriction.

15.6 Relationship

These Terms do not create a partnership, joint venture, employment, or agency relationship between you and NextWin Technologies, LLC. You are an independent user of the Service.

15.7 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to natural disasters, war, terrorism, labor disputes, cyber attacks, or failures of third-party service providers.

15.8 Contact Information

For questions about these Terms, please contact us: