Legal

Terms of Service

Last updated: 9 April 2026  ·  Effective: 9 April 2026

Contents

Please read these Terms of Service carefully before using PursuitIQ. By creating an account or using our services, you agree to be bound by these terms. If you do not agree, you may not use PursuitIQ.

1. Acceptance of terms

These Terms of Service ("Terms") constitute a legally binding agreement between you (or the organisation you represent) and Cella Ltd. ("Cella", "we", "us", or "our") governing your access to and use of PursuitIQ, including our website, platform, and all related services (collectively, the "Services").

If you are entering into these Terms on behalf of an organisation, you represent that you have the authority to bind that organisation to these Terms, in which case "you" refers to that organisation.

By accessing or using PursuitIQ, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

2. Description of services

PursuitIQ is a tender bid preparation platform designed to help civil contractors and construction teams prepare, price, and submit competitive tenders. Our Services include:

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time with reasonable notice. We are not liable to you or any third party for any modification, suspension, or discontinuation of the Services.

3. Accounts & eligibility

To use PursuitIQ, you must create an account and provide accurate, complete, and up-to-date information. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

Professional plans include unlimited users within your organisation. Each subscription covers a single company. Use of a subscription to process tenders on behalf of multiple separate companies requires a separate subscription per company.

4. Subscriptions & billing

Plans and pricing

PursuitIQ is offered on a free trial and subscription basis. Current pricing and plan details are available at pursuitiq.com. All prices are in USD and exclude applicable taxes unless stated otherwise.

Free trial

New accounts receive access to one complete pursuit at no charge, with no time limit and no watermark. The free trial includes full feature access for a single pursuit. Upon completing your trial pursuit, you will be prompted to upgrade to a paid plan to continue.

Billing

Paid subscriptions are billed in advance on a monthly or annual basis, depending on the plan you select. By providing payment information, you authorise us to charge the applicable fees through our payment processor, Stripe. You will receive a receipt for each charge to the email address on your account.

Cancellation

You may cancel your subscription at any time through your account billing settings or by contacting us. Cancellation takes effect at the end of the current billing period. We do not provide refunds for partial billing periods unless required by applicable law.

Price changes

We will notify you at least 30 days in advance of any price changes. Your continued use of PursuitIQ after the effective date of a price change constitutes acceptance of the new pricing.

Failed payments

If a payment fails, we will attempt to notify you by email. Access to paid features may be suspended if payment cannot be collected after reasonable notice. Your data will be retained during any payment grace period.

5. Acceptable use

You agree to use PursuitIQ only for lawful purposes and in accordance with these Terms. You must not:

We reserve the right to investigate suspected violations and to suspend or terminate accounts that breach these terms.

6. Intellectual property

PursuitIQ, including its software, design, algorithms, AI models, and all associated intellectual property, is owned by Cella Ltd. and is protected by applicable intellectual property laws. Nothing in these Terms grants you any right, title, or interest in PursuitIQ's intellectual property.

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use PursuitIQ for your internal business purposes during your subscription period.

Any feedback, suggestions, or ideas you provide regarding PursuitIQ may be used by us without restriction or compensation to you.

7. Your content & data

You retain ownership of all content and data you upload to PursuitIQ ("Your Content"), including tender documents, company profile information, pricing data, and other materials.

By uploading Your Content, you grant us a limited licence to process, store, and analyse it solely for the purpose of providing the Services to you. We do not claim ownership of Your Content and do not use it to train AI models.

You represent and warrant that:

You are solely responsible for the accuracy, quality, and legality of Your Content. We are not liable for any loss or damage arising from Your Content.

8. AI-generated outputs

PursuitIQ uses artificial intelligence to generate SOQ extractions, risk flags, bid strength scores, submission verification results, and other outputs. You acknowledge and agree that:

PursuitIQ's extractions, risk flags, and verification scores are decision-support tools, not professional advice. Always verify against source documents and apply your own professional judgment before submitting a tender.

9. Confidentiality

Each party may have access to confidential information of the other in connection with these Terms. Each party agrees to:

These obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, is independently developed, or is required to be disclosed by law.

10. Disclaimers & warranties

PursuitIQ is provided "as is" and "as available" without warranties of any kind, either express or implied, to the maximum extent permitted by applicable law. We specifically disclaim all implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that:

Some jurisdictions do not allow the exclusion of implied warranties. In such cases, these exclusions apply only to the fullest extent permitted by applicable law.

11. Limitation of liability

To the maximum extent permitted by applicable law, Cella Ltd. and its 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, loss of contracts, loss of data, or business interruption, arising out of or in connection with your use of PursuitIQ or any tender submitted using its outputs.

Our total cumulative liability to you for all claims arising out of or relating to these Terms or the Services shall not exceed the greater of (a) the total fees paid by you to us in the 12 months preceding the claim, or (b) CAD $100.

These limitations apply regardless of the theory of liability (contract, tort, negligence, or otherwise) and even if we have been advised of the possibility of such damages.

12. Indemnification

You agree to indemnify, defend, and hold harmless Cella Ltd. and its directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

13. Termination

Either party may terminate these Terms at any time by providing written notice. We may also suspend or terminate your access to PursuitIQ immediately and without notice if we reasonably believe you have violated these Terms, engaged in fraudulent activity, or if required by law.

Upon termination:

14. Governing law

These Terms are governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict of law provisions. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts of British Columbia, Canada.

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

15. Changes to these terms

We may update these Terms from time to time. When we make material changes, we will notify you by email or by posting a notice within PursuitIQ at least 14 days before the changes take effect.

Your continued use of PursuitIQ after the effective date of revised Terms constitutes your acceptance of those changes. If you do not agree to the revised Terms, you must stop using PursuitIQ before the effective date.

16. Contact us

If you have any questions about these Terms, please contact us:

Cella Ltd.
Email: hello@pursuitiq.com
Website: pursuitiq.com
British Columbia, Canada