Contract: The agreement between TenderRender and the Customer regarding the SaaS services to be provided by TenderRender. These Terms and Conditions apply to the Contract at all times.

Data Processing Agreement: The contract between TenderRender (as processor) and Customer (as controller) consisting of the Standard Contractual Clauses (SCC’s) as provided by the European Commission.

Platform: The TenderRender software-as-a-service (SaaS) application, including all AI tools, features, and dashboards provided by us.

Customer: The legal entity or professional individual entering into an agreement with TenderRender.

User: An employee or authorized agent of the Customer who is granted access to the Platform.

Input Data: All documents, text, and data uploaded by the Customer to the Platform.

Output: The text, strategies, or content generated by the Platform’s AI in response to Input Data.

Terms: The General Terms and Conditions of TenderRender as laid down in this document.

Party or Parties: TenderRender and Customer are jointly referred to as Parties or individually as Party.

These Terms apply to all offers, agreements, and use of the Platform.

The applicability of any purchase conditions or other terms of the Customer is expressly rejected (van de hand gewezen).

If any provision of these Terms is found to be void, the remaining provisions remain in full force.

The Contract is formed once TenderRender has received and accepted the written Order Confirmation together with the Data Processing Agreement duly signed by the Customer. The Data Processing Agreement forms an integral part of the Contract.

1.Right to Amend. TenderRender may amend these Terms from time to time, provided that (i) such amendments are reasonable and proportionate, and (ii) TenderRender follows the procedure set out in this clause.

2.Notice and Access. TenderRender will notify Customer in writing (including by email to the Customer’s designated contract administrator or via the admin portal) of any amendment at least thirty (30) days before the effective date. The notice will include (a) a summary of the changes, (b) the effective date, and (c) a link to, or copy of, the updated Terms in a format that can be saved and reproduced.

3.Material Amendments. A “Material Amendment” is an amendment that (a) increases Customer’s fees or introduces a new fee for the Services (other than an agreed indexation mechanism), (b) materially reduces the core functionality of the Services, (c) materially expands Customer’s obligations or restrictions, (d) materially changes the allocation of risk between the Parties (including liability caps, exclusions, indemnities), or (e) materially affects data retention, portability or deletion commitments.

4.Customer’s Right to Object and Terminate for Material Amendments. If Customer reasonably objects to a Material Amendment, Customer may terminate the Agreement with effect from the date the Material Amendment would otherwise take effect, by giving written notice to TenderRender before that effective date. In that case:

(a)TenderRender will refund any prepaid fees for the period after the termination date, pro rata; and

(b)the Parties will cooperate in good faith to enable an orderly transition, including (where applicable) providing Customer access to export Customer Data in accordance with the Agreement.

5.Non-Material Amendments. Amendments that are not Material Amendments will become effective on the stated effective date. Continued use of the Services after the effective date constitutes acceptance of the amended Terms.

6.No Retroactive Effect. Amendments will not apply retroactively and will apply only from their effective date.

7.Hierarchy. If and to the extent there is any conflict between an Order Confirmation (or other document expressly agreed between the Parties) and these Terms, the Order Confirmation prevails. Any amendment to an Order Form requires written agreement of both Parties.

License: TenderRender grants the Customer a non-exclusive, non-transferable right to use the Platform for its own internal business purposes (tendering and bid management) during the Term.

Access: Access is provided on a named-user basis. Login credentials are personal and may not be shared between colleagues.

Availability: TenderRender strives for a high uptime but does not guarantee that the Platform will be error-free or available 100% of the time. Maintenance will be scheduled, where possible, outside of European business hours.

Transparency: In compliance with the EU AI Act, TenderRender hereby informs you that the Services utilize third-party Artificial Intelligence models (e.g., Large Language Models). You acknowledge that you are interacting with an AI system and not a human.

Accuracy Warning: AI is probabilistic in nature. The Customer acknowledges that Output generated by the AI may contain errors, inaccuracies, or “hallucinations” and may not reflect real-world facts or current market pricing.

Human Verification Required: The Platform is a support tool, not a replacement for professional judgment. The Customer agrees that it is solely responsible for:

Verifying the accuracy of all Output (including pricing, legal requirements, and technical specs); and

Reviewing the final bid before submission to any third party.

Submission Deadlines: TenderRender accepts no liability for missed tender deadlines, rejected bids, or technical failures of third-party tender portals, even if such failure was caused by a temporary unavailability of the Platform or delays in AI processing.

Our Rights: TenderRender retains all ownership rights to the Platform, the underlying software code, the algorithms, and the “TenderRender” brand.

Your Rights: The Customer retains all ownership rights to the Input Data.

Assignment of Output: Upon generation, TenderRender hereby assigns all right, title, and interest in the Output to the Customer. You own what you create with our tool.

No Training on Customer Data: TenderRender utilizes third-party AI models via APIs (as listed in our Trust Center). TenderRender warrants that we have configured these services to ensure your Input Data is not used to train the foundational models of these third-party providers. Your data remains logically isolated.

Monthly Subscriptions:

Automatically renew for successive one-month periods.

Can be cancelled at any time by sending a written notice via email to sebastian@tenderrender.com.

Cancellation takes effect at the end of the current billing period.

Yearly Subscriptions:

Automatically renew for successive 12-month periods.

Can be cancelled by sending a written notice via email to sebastian@tenderrender.com with at least 30 days’ notice prior to the renewal date.

30-Day Money-Back Guarantee:

If the Customer is not satisfied with the Service, the Customer may cancel the Contract within thirty (30) days of the start date of the initial subscription period (the “Cooling-Off Period”) by sending a written notice to sebastian@tenderrender.com.

Upon cancellation within the Cooling-Off Period, TenderRender shall refund all fees paid by the Customer in full within fourteen (14) days of receiving the cancellation notice.

The 30-Day Money-Back Guarantee applies only to the initial subscription period and does not apply to renewals.

Termination For Cause:

(a)Termination for Remediable Breach. Either party may terminate (beëindigen) this Agreement by written notice if the other party commits a Remediable Breach and fails to remedy that breach within thirty (30) calendar days after receiving a written notice of default (ingebrekestelling) specifying the breach in reasonable detail and requiring remedy. Termination under this clause takes effect prospectively on the date specified in the termination notice, which shall not be earlier than the expiry of the thirty (30) calendar day cure period.

(b)Remediable Breach. A “Remediable Breach” means a breach of this Agreement that is (i) material and (ii) capable of remedy and (iii) does not constitute an Irreparable Breach within the meaning of clause (c). A breach is material if, given its nature and the circumstances, it substantially deprives the non-breaching party of what it was entitled to expect under this Agreement. A breach that constitutes an Irreparable Breach is governed exclusively by clause (c) and does not give rise to a right to cure under this clause.

(c)Termination for Irreparable Breach. Either party may terminate this Agreement with immediate effect by written notice, without any prior notice of default (ingebrekestelling), if the other party:

(i)commits a breach of its confidentiality or data security obligations under this Agreement;

(ii)infringes or misappropriates the other party’s intellectual property rights;

(iii)uses the Services unlawfully or in a manner that materially compromises the security, integrity, or availability of the Services;

(iv)is declared bankrupt (failliet verklaard), is granted a suspension of payments (surseance van betaling), makes a general assignment for the benefit of creditors, or becomes subject to any analogous insolvency or creditor-protection proceeding under applicable law; or

(v)having received a written warning that identifies one or more specific breaches by reference and requires compliance, commits a further breach of the same or substantially similar type within six (6) months of that warning.

(d)Payment Default. If Customer fails to pay any undisputed amount by its due date, TenderRender may issue a written payment demand (aanmaning), which constitutes a notice of default (ingebrekestelling) within the meaning of Article 6:82 of the Dutch Civil Code. If Customer fails to make payment in full within fourteen (14) calendar days after receipt of that demand, TenderRender may, without further notice:

(i)suspend Customer’s access to the Services; and/or

(ii)terminate this Agreement with immediate effect by written notice.

Amounts that Customer disputes in good faith shall not be subject to suspension or termination under this clause, provided that Customer has notified TenderRender in writing of the dispute within fifteen (15) business days of the invoice date, identifying the disputed amount and stating the specific grounds for the dispute. If the dispute is resolved in TenderRender’s favour, statutory commercial interest (wettelijke handelsrente) pursuant to Article 6:119a of the Dutch Civil Code shall accrue on the disputed amount from the original due date.

(e)Effect of Termination. Termination under this Article takes effect prospectively from the date specified in the termination notice. Termination does not affect:

(i)any right or obligation that accrued before the termination date, including Customer’s obligation to pay all fees for Services rendered up to and including that date; and

(ii)any provision that expressly or by its nature is intended to survive termination, including the clauses on intellectual property, confidentiality, limitation of liability, governing law, and data processing.

(f)Restitution. Because the Services are continuously delivered and restitution in kind (ongedaanmaking in natura) of Services already rendered is not possible, the parties agree that — whether this Agreement ends by contractual termination (beëindiging) under this Article or by statutory dissolution (ontbinding) under Article 6:265 of the Dutch Civil Code — any obligation to provide restitution shall be satisfied by monetary compensation reflecting the fair value of the Services delivered. Fees paid for Services rendered prior to the date of termination or dissolution shall not be refunded.

(g)Statutory Right of Dissolution. Nothing in this Article excludes either party’s right to dissolve (ontbinden) this Agreement pursuant to Article 6:265 of the Dutch Civil Code to the extent such right cannot validly be excluded or limited by contract. The consequences of any such dissolution are governed by clause (f).

(h)Cumulative Remedies. The rights set out in this Article are cumulative and are without prejudice to any other right or remedy available to either party under this Agreement or applicable Dutch law, including the right to claim damages.

Fees are invoiced in advance (monthly or yearly).

Invoices must be paid within 30 days of the invoice date.

All prices are exclusive of VAT (BTW).

Price Indexation: TenderRender is entitled to adjust our rates once per year, effective January 1st, based on the CBS Consumer Price Index (CPI). TenderRender will notify you of any price changes at least 30 days in advance.

Given the sensitive nature of tender data, both parties agree to strict confidentiality.

TenderRender will not disclose your Input Data, bid strategies, or pricing to any third party, except to our authorized sub-processors (e.g., cloud hosting) who are bound by similar confidentiality obligations.

This obligation survives the termination of the agreement for a period of 5 years.

Limitation: To the maximum extent permitted by Dutch law, TenderRender’s total cumulative liability for any claim shall be limited to the total fees actually paid by the Customer in the twelve (12) months preceding the event giving rise to the claim.

Exclusions: TenderRender is explicitly NOT liable for:

Indirect or consequential damages (gevolgschade);

Lost profits, lost revenue, or lost savings;

Missed tender deadlines or lost business opportunities;

Damage resulting from reliance on AI-generated Output without human verification.

Exception: The limitations in this Article do not apply to damage caused by the intent (opzet) or deliberate recklessness (bewuste roekeloosheid) of TenderRender’s management.

Security: TenderRender maintains appropriate technical and organizational measures to secure your data, aligned with ISO 27001 standards.

Trust Center: A live list of our sub-processors and security measures is available at https://tenderrender.eu.trust.site.

Data Processing: TenderRender processes personal data in accordance with the GDPR (AVG). Our Data Processing Agreement (DPA) applies to the processing of personal data and forms an integral part of these Terms.

These Terms are governed by Dutch Law.

Any disputes shall be submitted exclusively to the competent court in Amsterdam, The Netherlands. The application of the United Nations Convention on Agreements for the International Sale of Goods is excluded.