This is an AI-prepared v1.1 draft. It is not legal advice and does not create a solicitor–client relationship. Have qualified counsel review this document before relying on it. Items marked [confirm] are placeholders.
1.1 These Terms of Service (the “Terms”) govern your access to and use of the CanProcX platform, websites located at canprocx.ca, and related services (collectively, the “Service”), operated by Canadian Procurement Exchange Inc. (operating as “CanProcX”, “we”, “us”), a corporation incorporated under the Canada Business Corporations Act (CBCA) with its registered office in Ontario, Canada.
1.2 By creating an account, subscribing to a plan, or otherwise accessing or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organisation, you represent that you have authority to bind that organisation, and “you” refers to that organisation.
1.3 If you do not agree to these Terms, you must not access or use the Service.
2.1 CanProcX is a procurement-intelligence software-as-a-service (SaaS) platform designed to help Canadian exporters discover and pursue European Union public-sector contract opportunities made accessible under the Comprehensive Economic and Trade Agreement (CETA).
2.2 The Service aggregates and presents information drawn from publicly available EU procurement data, including Tenders Electronic Daily (TED) and national procurement portals, and provides search, alerting, and analytical tooling. A specialised tier, SAFE Defence, provides intelligence oriented toward defence and security procurement.
2.3 The Service provides information and tooling only. It does not constitute legal, procurement, financial, or professional advice, and does not guarantee eligibility for, or success in, any tender or contract.
2.4 Source data. Tender and opportunity information presented by the Service is aggregated from third-party and government data feeds, which may include the EU’s Tenders Electronic Daily (TED), the UK’s Find a Tender service, Canada’s CanadaBuys, and other national or regional procurement portals. We do not control these sources and present their content for convenience only (see Section 9).
2.5 No guarantee of outcomes. CanProcX does not guarantee that any tender is open, valid, or available to you; that you are eligible to bid; that any submission will be accepted, shortlisted, or won; or that you will achieve any business, commercial, or contractual outcome. Any eligibility, trade-agreement (including CETA, CPTPP, and GPA), or qualification guidance provided through the Service is informational only and is not legal advice; you remain solely responsible for confirming your eligibility and obligations with the relevant contracting authority and your own advisers.
2.6 Consultant introductions. Where the Service introduces or facilitates engagement with vetted procurement consultants or other professionals, those persons are independent third parties. CanProcX does not employ them, does not supervise their work, and does not guarantee, warrant, or assume liability for their advice, work product, conduct, or results. Any engagement is a separate contract between you and the consultant; CanProcX is not a party to it.
3.1 To use most features you must register for an account and provide accurate, current, and complete information. You are responsible for keeping your account details up to date.
3.2 You are responsible for safeguarding your login credentials and for all activity that occurs under your account. You must notify us promptly of any unauthorised use. We are not liable for any loss arising from your failure to protect your credentials.
3.3 You must be at least the age of majority in your jurisdiction and capable of forming a binding contract to use the Service.
4.1 Platform licence + bid credits. The Service is offered as an annual platform licence that includes an allocation of bid credits. A free Discovery tier is also available. All prices are in Canadian dollars (CAD) and are exclusive of applicable taxes unless stated otherwise:
| Plan | Price | Bid credits | Summary |
|---|---|---|---|
| Discovery | Free | 0 | No-cost entry: browse and match tenders. Read-only discovery; no submissions. No payment required. |
| Stealth | $4,000 CAD / year | 2 | Low-risk entry for companies exploring foreign tenders. |
| Performance | $10,000 CAD / year | 5 | Serious market entry, ready to bid. |
| Pro | $15,000 CAD / year | 10 | Recommended / best value, actively pursuing tenders. |
| Defence / Secure | $25,000 CAD / year | 12 (secure) | Sensitive, regulated, or defence procurement: secure workspace and priority support. |
4.2 Annual agreement. Paid plans are sold on a minimum one-year term (annual agreement). You may choose to pay annually in advance (prepaid) or in monthly instalments on the annual commitment. Plans auto-renew for successive one-year terms unless cancelled in accordance with the Refund & Cancellation Policy. The free Discovery tier requires no payment and no term commitment.
4.3 Bid credits. One bid credit entitles you to one AI-assembled submission package prepared to a tender’s stated standards and requirements. A bid credit is a drafting aid only: the package is generated with the assistance of artificial intelligence from the information available to us and the inputs you provide. You remain solely responsible for reviewing, correcting, completing, validating, and submitting any package, and for ensuring it meets every requirement of the relevant buyer and tender. CanProcX does not warrant that an AI-assembled package is accurate, complete, compliant, or sufficient to win, and does not submit on your behalf unless expressly agreed in writing. You may request human review of an AI-assembled package (see the Privacy Policy). Bid credits are non-refundable once activated. Unused credits roll over for 90 days upon renewal. Additional credits may be purchased as one-time credit packs. Consultant-led or fully-managed complex bids are a separate, custom-quoted add-on and are not bid credits.
4.4 Payment processing. Payments are processed through our payment processor, Stripe. By subscribing, you authorise us (via Stripe) to charge your payment method for the applicable plan and any credit packs on each billing date for the term, and on each renewal, until cancelled. Card and payment data are handled by Stripe under Stripe’s terms and security standards. CanProcX does not store full card numbers.
4.5 Price changes. We may change plan pricing or features on a prospective basis. We will give you reasonable advance notice of any price change, which will take effect on your next renewal after the notice period.
4.6 Failed payments. If a charge fails, we may retry the payment and may suspend or downgrade access until payment is successfully completed.
The Discovery tier is free and lets you browse and match tenders before committing to a paid plan. Upgrading to a paid plan starts an annual agreement (minimum one-year term), as described in Section 4 and the Refund & Cancellation Policy.
5.1 A valid payment method is required to start a paid plan. Submissions and premium tools are unlocked according to your plan’s entitlements and available bid credits.
5.2 The Discovery tier may be limited to one account per customer or organisation. We may modify or withdraw plan offers at any time on a prospective basis.
6.1 You agree not to, and not to permit any third party to:
6.2 SAFE Defence tier. Use of the SAFE Defence tier must comply with all applicable defence-trade, export-control, and sanctions laws. You are solely responsible for ensuring your use is lawful in your jurisdiction and the jurisdictions you target.
7.1 The Service, including its software, design, user interface, analytics, compilations, and all related intellectual property, is owned by CanProcX (Canadian Procurement Exchange Inc.) and its licensors. We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service during your subscription for your internal business purposes only.
7.2 Underlying public data. The Service draws on publicly available procurement sources such as TED. CanProcX does not claim ownership of the underlying public-source records themselves; we claim ownership of our platform, software, curation, enrichment, presentation, and derived analytics.
7.3 Your content. You retain ownership of data you submit. You grant us a licence to host and process that data as necessary to provide the Service and as described in the Privacy Policy.
7.4 Feedback. If you provide suggestions or feedback, we may use them without restriction or obligation to you.
8.1 Our collection and use of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference.
8.2 The Service processes information relating to EU data subjects and is intended to be operated in a manner consistent with the EU General Data Protection Regulation (GDPR) where applicable. The Privacy Policy describes lawful bases, data-subject rights, and cross-border transfer safeguards. [confirm with EU counsel]
Tender and opportunity information is aggregated from third-party and government data feeds (including TED, Find a Tender, CanadaBuys, and other national or regional portals) and is provided “as is” and “as available” for convenience only. It may be inaccurate, incomplete, out of date, delayed, duplicated, mis-categorised, withdrawn, or removed at any time without notice. You must independently verify every opportunity against the official source and the relevant contracting authority before relying on it, preparing a bid, or making any submission.
9.1 No liability for tender data. To the maximum extent permitted by law, CanProcX is not liable for any inaccurate, incomplete, late, missing, duplicated, withdrawn, or removed tender data, nor for any missed deadline, missed opportunity, ineligible or non-compliant bid, or lost contract arising from your reliance on information presented by the Service. Deadlines, eligibility rules, document requirements, and submission portals are set and controlled by the contracting authority, not by CanProcX.
9.2 You are solely responsible for your own due diligence, eligibility assessment, timing, and compliance with the rules of any tender you pursue.
10.1 To the maximum extent permitted by law, the Service is provided “as is” and “as available”, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, or non-infringement.
10.2 We do not warrant that the Service will be uninterrupted, error-free, or that any result, contract award, or business outcome will be achieved. Service-availability commitments, where offered, are set out in the separate Service Level Agreement.
11.1 To the maximum extent permitted by applicable law, CanProcX (Canadian Procurement Exchange Inc.) shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, business, goodwill, anticipated savings, or any lost business or procurement opportunity (including any missed tender, missed deadline, or unsuccessful or ineligible bid), whether based in contract, tort (including negligence), or any other theory, and whether or not we were advised of the possibility of such damages, arising out of or in connection with the Service.
11.2 Our aggregate liability arising out of or relating to these Terms or the Service shall not exceed the total fees you paid to us for the Service in the twelve (12) months preceding the event giving rise to the claim. [confirm cap period with counsel]
11.3 Nothing in these Terms limits liability that cannot be excluded or limited under applicable law (for example, certain consumer-protection rights, or liability for fraud).
12.1 You agree to indemnify and hold harmless CanProcX (Canadian Procurement Exchange Inc.) and its officers, directors, and personnel from and against any third-party claims, damages, liabilities, and reasonable costs (including legal fees) arising from: (a) your breach of these Terms; (b) your misuse of the Service; or (c) your violation of any applicable law or third-party right. [confirm scope with counsel]
13.1 By you. You may cancel your subscription at any time as described in the Refund & Cancellation Policy. Cancellation stops future renewals.
13.2 By us. We may suspend or terminate your access, with or without notice, if you breach these Terms, fail to pay, or use the Service in a way that creates legal or security risk. Where reasonable, we will give notice and an opportunity to cure.
13.3 On termination, your right to use the Service ends. Sections relating to intellectual property, disclaimers, limitation of liability, indemnity, and governing law survive termination.
14.1 We may update these Terms from time to time. For material changes, we will provide reasonable notice (for example, by email or in-product notice) before they take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms.
15.1 These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. [confirm: Ontario, Canada]
15.2 The parties will first attempt to resolve any dispute through good-faith negotiation. Failing resolution, the parties submit to the exclusive jurisdiction of the courts located in Ontario, Canada, subject to any non-waivable consumer rights and any mandatory EU data-subject protections. [confirm forum / arbitration with counsel]
16.1 Modification of the Service. We may add, change, suspend, or discontinue any part of the Service, including any data feed, source, or feature, at any time, with or without notice, provided that we will not materially reduce a paid feature you are entitled to during a paid term without reasonable notice.
16.2 Force majeure. We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labour disputes, governmental action, sanctions, power or internet failures, or failures or interruptions of third-party providers, data feeds, or contracting-authority systems.
16.3 Assignment. You may not assign or transfer these Terms or your account, in whole or in part, without our prior written consent. We may assign these Terms, in whole or in part, including in connection with a merger, acquisition, reorganisation, or sale of assets, on notice to you.
16.4 Severability. If any provision of these Terms is found unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions will continue in full force and effect.
16.5 Entire agreement. These Terms, together with the Privacy Policy, the Refund & Cancellation Policy, and any plan-specific or order terms, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements and understandings on that subject.
16.6 Waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later. No waiver is effective unless made in writing.
16.7 Notices. We may give notices to you by email to your account address or by posting in the Service. You may give us notice at ai.help@canprocx.ca.
16.8 Survival. Any provision that by its nature should survive termination (including Sections on intellectual property, data accuracy, disclaimers, limitation of liability, indemnity, acceptable use, general provisions, and governing law) survives termination of these Terms.
Canadian Procurement Exchange Inc. (operating as CanProcX), federally incorporated under the CBCA, registered office in Ontario, Canada.
Website: canprocx.ca
Contact / notices: ai.help@canprocx.ca