Last updated: 20 April 2026
These Terms of Use (the “Terms”) govern your access to and use of the websites operated by OptiProq B.V. at optiproq.com and optiproq.app (collectively, the “Website”), the OptiProq sourcing optimization platform and any related tools, AI agents, dashboards, APIs, content, documentation and professional services made available by us (together, the “Services”). By accessing or using the Website or Services you agree to be bound by these Terms. If you do not agree, do not use the Website or Services.
The Website and Services are provided by:
References to “OptiProq”, “we”, “us” or “our” mean OptiProq B.V.
These Terms apply to all visitors of the Website and to all Users of the Services, including Customers and Supplier Participants. Where a Customer has signed an Order Form or master services agreement with OptiProq, that document prevails over these Terms in case of conflict, but only with respect to the Customer that signed it. Supplier Participants access the Services solely at the invitation of a Customer and on the basis of these Terms, together with any event-specific rules published by the relevant Customer.
The Services are intended for business use only. By using the Services you represent that you are at least 18 years old and that you are authorised to act on behalf of the organisation you represent. You are responsible for:
You agree not to, and not to permit any third party to:
The Services are used to run competitive sourcing events (including RFIs, RFPs, RFQs, auctions and optimisation scenarios). OptiProq is a technology and services provider; we are not a party to any commercial relationship between a Customer and a Supplier Participant. Awards, contracts and purchase decisions are made solely by the Customer. Supplier Participants are responsible for the accuracy, completeness and binding nature of their bids and pricing as defined by the rules of the relevant event. OptiProq does not guarantee that any sourcing event will result in an award.
As between OptiProq and the Customer, the Customer retains all rights, title and interest in and to its Customer Data. Supplier Participants retain rights in the data they submit, but grant the Customer that invited them, and OptiProq, the rights necessary to receive, evaluate, analyse and store such data for the purpose of running the relevant sourcing event and operating the Services.
Customer Data, including bid sheets, pricing, supplier responses, company presentations and award scenarios, is treated as confidential. We will not disclose it to third parties except: (i) to authorised Users of the relevant Customer; (ii) to sub-processors acting on our instructions under appropriate contractual safeguards; or (iii) where required by law.
We may use aggregated and anonymised data that does not identify any Customer, Supplier Participant or individual to improve, benchmark and develop the Services.
Our processing of personal data is described in our Privacy Policy. When OptiProq processes personal data on behalf of a Customer in connection with the Services, we act as a processor and the Customer acts as the controller within the meaning of the EU General Data Protection Regulation (GDPR / AVG). A separate data processing agreement is available on request and forms part of the agreement with the Customer.
All intellectual property rights in and to the Website, the Services, the OptiProq sourcing optimisation solvers, the Sourcing Twin and its strategist roles, models, algorithms, templates, documentation, dashboards, designs and trade marks are and remain the exclusive property of OptiProq or its licensors. Subject to your compliance with these Terms, OptiProq grants you a limited, revocable, non-exclusive, non-transferable right to access and use the Services for your internal business purposes during the term of your Order Form (for Customers) or for the duration of the relevant sourcing event (for Supplier Participants). No other rights are granted by implication or otherwise.
Parts of the Services use artificial intelligence and optimisation models to generate scenarios, recommendations, award proposals and decision-support outputs. These outputs are intended as decision support only. They may contain errors or omissions, and should be reviewed by a qualified human before any commercial decision is made. OptiProq does not warrant the accuracy or completeness of AI-generated outputs and is not liable for decisions taken on the basis of such outputs.
Fees, billing, payment terms, term and termination for paid Services are set out in the applicable Order Form. Unless otherwise agreed, fees are exclusive of VAT and other applicable taxes. Late payments may result in suspension of access in accordance with the relevant Order Form. The Website itself and participation as a Supplier Participant in a Customer-hosted sourcing event are made available without charge by OptiProq, unless expressly stated otherwise.
We use reasonable efforts to keep the Services available, but we do not guarantee uninterrupted, error-free or fully secure operation. We may perform maintenance, updates and changes to the Services from time to time. Service levels, if any, are set out in the applicable Order Form.
To the maximum extent permitted by law, the Website and Services are provided “as is” and “as available”, without warranties of any kind, whether express, implied or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, or that the Services will meet your specific requirements or produce a particular commercial outcome.
To the maximum extent permitted by applicable law, OptiProq shall not be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, savings, goodwill, data or business opportunities, even if advised of the possibility of such damages.
OptiProq’s total aggregate liability arising out of or in connection with the Services shall not exceed the fees paid by the Customer to OptiProq for the Services giving rise to the claim during the twelve (12) months preceding the event giving rise to liability, or, where no fees have been paid (including in respect of Supplier Participants and Website visitors), EUR 1,000. Nothing in these Terms limits or excludes liability that cannot be limited or excluded under mandatory Dutch law, including liability for intent or gross negligence.
You agree to indemnify and hold harmless OptiProq, its affiliates, officers, employees and agents from and against any third-party claims, damages, losses and reasonable costs (including reasonable legal fees) arising out of or related to (i) your breach of these Terms; (ii) your misuse of the Services; (iii) your violation of applicable law; or (iv) Customer Data submitted by or on behalf of you that infringes the rights of a third party.
We may suspend or terminate your access to the Services with immediate effect if we reasonably believe that you have breached these Terms, that your use poses a security or legal risk, or that suspension is necessary to protect other Users or the integrity of a sourcing event. Termination of an Order Form is governed by that Order Form. Provisions which by their nature should survive termination (including sections on intellectual property, confidentiality, disclaimers, limitation of liability, indemnification and governing law) will survive.
The Services may interoperate with or contain links to third-party websites, products and services. OptiProq does not control and is not responsible for any third-party content, products or services, and your use of them is at your own risk and subject to the relevant third party’s terms.
We may update these Terms from time to time. The updated version will be posted on this page with a new “Last updated” date. Material changes will, where reasonably practicable, be communicated to Customers in advance. Continued use of the Website or Services after the effective date constitutes acceptance of the updated Terms.
These Terms and any non-contractual obligations arising out of or in connection with them are governed by the laws of the Netherlands, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods. The competent courts of Amsterdam, the Netherlands shall have exclusive jurisdiction to resolve any dispute arising out of or in connection with these Terms, without prejudice to any mandatory consumer protection rules that may apply.
Questions about these Terms can be sent to [email protected] or by post to OptiProq B.V., Amsterdam, the Netherlands.