These Terms of Service (“Terms”) govern your access to and use of the services, websites, and content (collectively, the “Services”) provided by Proposals and More (“Company,” “we,” “us,” or “our”), a brand operated by VGA Technologies Inc., including the website at proposalsandmore.com and any engagement deliverables produced by us. By accessing or using the Services, or by purchasing any service from us, you (“Client” or “you”) agree to be bound by these Terms.
Contracting party. Proposals and More is a brand operated by VGA Technologies Inc., a corporation. All contracts entered into through proposalsandmore.com are between Client and VGA Technologies Inc. (d/b/a “Proposals and More”).
1. Services
We provide proposal strategy, drafting, compliance review, and submission support services for Requests for Proposals (RFPs), Requests for Quotation (RFQs), grant applications, and similar procurement responses. Specific scope, deliverables, pricing, and timelines for each engagement are set out in a written statement of work, order confirmation, or paid checkout receipt.
2. Payment terms
All engagements require payment in full upfront unless we expressly agree otherwise in writing. Performance-based engagements require an upfront fee plus a success fee (a percentage of the contract value awarded to Client) payable within thirty (30) days of contract award. Fees are exclusive of taxes; Client is responsible for all sales, use, VAT, GST, and similar taxes other than taxes on our net income.
3. No guarantee of award
Client expressly acknowledges that we do not and cannot guarantee that any proposal we deliver will result in a contract award, shortlisting, or any other commercial outcome. Procurement decisions are made by issuing organizations based on factors outside our control, including but not limited to scoring criteria, evaluator preferences, competitive bids, internal politics, and budget changes. Typical industry win rates for competitive RFPs range from 10% to 30%. Our fees compensate us for the work performed, not for any specific outcome.
4. Client responsibilities
Client agrees to: (a) provide complete, accurate, and timely information, including the full RFP document, past proposal content, company qualifications, references, and pricing inputs; (b) make reasonably available a single decision-maker for clarifications; (c) review and approve drafts within agreed turnaround windows; (d) own and warrant rights to all materials Client provides to us; and (e) comply with the procurement rules and ethical requirements of the issuing organization.
5. Turnaround and rush delivery
Standard turnaround is described as 48 to 72 hours and is a target, not a contractual guarantee. Actual delivery time depends on current queue, scope, complexity, and timeliness of Client inputs. Rush Delivery, when purchased separately, provides priority queue placement and a contracted delivery window subject to Client providing required inputs at engagement kickoff.
6. Intellectual property
Upon receipt of full payment, Client receives a non-exclusive, worldwide, perpetual license to use the final delivered proposal document for the specific RFP it was prepared for and for Client’s internal business records. We retain ownership of: (a) our proprietary methodologies, including the WinFlow Method, frameworks, templates, prompts, scoring rubrics, and section libraries; (b) any general knowledge, skills, or experience used in delivering the Services; and (c) all rights to reuse de-identified, non-confidential portions of Client engagements to improve our methods and templates.
7. Confidentiality
Each party agrees to keep confidential all non-public information disclosed by the other party in connection with the Services, and to use it only to perform under these Terms. Confidential Information does not include information that: (a) is or becomes publicly known through no fault of the receiving party; (b) was rightfully known by the receiving party prior to disclosure; (c) is independently developed without use of the other party’s Confidential Information; or (d) is required to be disclosed by law, provided reasonable notice is given when permitted. Our obligations under this Section survive termination for three (3) years.
8. Disclaimers
THE SERVICES AND ALL DELIVERABLES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. To the maximum extent permitted by law, we disclaim all warranties of any kind, whether express, implied, statutory, or otherwise, including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising from course of dealing or usage of trade. We do not warrant that any proposal will be compliant in the eyes of any specific evaluator, will be selected for award, will be free from typographical errors, or will achieve any specific result. We are not a law firm, accounting firm, or licensed financial advisor; nothing we provide constitutes legal, tax, accounting, or investment advice.
9. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, WHETHER IN CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE FEES ACTUALLY PAID BY CLIENT TO US FOR THE SPECIFIC ENGAGEMENT GIVING RISE TO THE CLAIM IN THE 90 DAYS PRECEDING THE EVENT. IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST CONTRACTS, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10. Indemnification
Client will defend, indemnify, and hold harmless VGA Technologies Inc. (d/b/a Proposals and More) and its officers, directors, employees, contractors, and agents from and against any third-party claims, losses, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising from or relating to: (a) Client materials provided to us; (b) Client’s use of any deliverable in violation of any procurement rule, applicable law, or third-party right; (c) Client’s misrepresentation in any proposal or response; or (d) Client’s breach of these Terms.
11. Refunds
See our separate Refund Policy, which is incorporated into these Terms by reference.
12. Termination
Either party may terminate an engagement for material breach by the other party that remains uncured fifteen (15) days after written notice. Upon termination, Client will pay for all work performed through the termination date. Sections that by their nature should survive termination (including IP, Confidentiality, Disclaimers, Limitation of Liability, Indemnification, and Governing Law) will survive.
13. Governing law and dispute resolution
These Terms are governed by the laws of the State of New York, USA, without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Services will be resolved exclusively by binding arbitration in New York County, New York, under the Commercial Arbitration Rules of the American Arbitration Association, by a single arbitrator. Each party waives any right to participate in a class, collective, or representative action. Notwithstanding the foregoing, either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
14. Changes to these Terms
We may revise these Terms at any time by posting the updated version at this URL and updating the “Last updated” date. Material changes will not apply retroactively to engagements already in flight. Your continued use of the Services after a revised version is posted constitutes acceptance.
15. Miscellaneous
These Terms, together with the Privacy Policy, Refund Policy, and any written statement of work, constitute the entire agreement between the parties and supersede all prior or contemporaneous understandings. If any provision is held unenforceable, the remaining provisions remain in full effect. Our failure to enforce a provision is not a waiver. Neither party may assign these Terms without the other’s written consent, except that we may assign in connection with a merger, acquisition, or sale of all or substantially all of our assets.
16. Contact
Questions about these Terms? Email sales@proposalsandmore.com.
Proposals and More is a brand of VGA Technologies Inc.