Terms of Use

This Agreement governs your access and use of the SurveySparrow Inc’s products, websites, services and associated applications. By registering on the Website or by clicking a box indicating your acceptance or by executing an order form or any other documentation that references this Agreement or by accessing the services as a Website visitor or by using the services, you accept and agree to follow and be bound by these terms (whether on behalf of yourself or a legal entity you represent). If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions, in which case the terms “you” or “your” in this Agreement, except for in this sentence, shall refer to such entity and its affiliates.

The services are offered and available only to users who are 18 years of age or older. By using this Website or accepting this Agreement, you represent and warrant that you are of legal age to form a binding contract with Us and meet all applicable eligibility requirements. If you do not meet these requirements, do not have the authority to enter into this Agreement, or do not agree to these terms and conditions, you must not accept this Agreement and may not access or use the Services.

This Agreement shall take precedence over any conflicting or inconsistent terms included in other materials on the Website or provided to or by you. Except to the extent expressly provided in an Order Form , this Agreement shall take precedence over any conflicting or inconsistent terms and conditions accompanying an Order Form.

If you register for a free plan or trial of our services, the applicable provisions of this Agreement shall govern the same.

1. Definitions

For the purposes of this Agreement, the following definitions and rules of interpretation shall apply.

“Account” means the User account created by You on any of the Platforms, for the purpose of using the Services.

“Affiliate(s)” means, in relation to a party, an entity directly or indirectly controlling, controlled by or under common control with such party.

“Agreement” means this Terms of Use including its amendment, if any.

"Applicable Laws” means all applicable laws, statutes, regulations, codes of practice, guidelines, directives and orders imposed by law or any relevant competent jurisdiction or regulatory authority from time to time in force.

“Artificial Intelligence” or “AI” refers to a machine-based system that can, for a given set of human-defined objectives, make predictions, recommendations, or decisions influencing real or virtual environments. When applied, artificial intelligence has seven different use cases, also known as patterns, which can co-exist in parallel within the same artificial intelligence system.

“Term” means the duration of the provision of the Services under this Agreement including its renewal term unless terminated earlier in accordance with the terms contained herein.

"Platform(s)” means Our online software applications, including but not limited to the products, via which We will provide the Services.

“Representatives” means either Party’s employees, officers, representatives, permitted assigns or subcontractors involved in the provision or receipt of the Services.

“Services” means SurveySparrow Inc.’s proprietary software-as-a-service solution(s), including the Dashboard, SurveySparrow application programming interfaces (APIs), SurveySparrow Code and SurveySparrow Apps, as described in the applicable Order Form.

“Third-Party Platform” means any software, software-as-a-service, data sources or other products or services not provided by SurveySparrow that are integrated with Services.

“We”, “Us” or “Our” means SurveySparrow Inc., USA.

“You” or “Your” means an individual, a company or other legal entity who registers with Us to obtain an Account and has access to use the Services, for which you are accepting this Agreement, including its Affiliates.

“Account” means SurveySparrow account created by You.

“User” means an individual who is authorized by You to use Our Service, for whom You have purchased a subscription (or in the case of any Services provided by Us without charge, for whom a Service has been provisioned), and to whom You (or, when applicable, Us at Your request) have granted credentials to use the Services(for Services. Users may include, for example, Your employees, consultants, contractors, agents, and third parties with whom You transact business.

“Privacy Policy” specifies the types of personal data SurveySparrow Inc., obtains through the Website, Our products, and services offered by Us, how we may use that personal information, with whom we may share it and how You may exercise Your rights relating to Our processing of that data. The Privacy Policy additionally describes the measures we take to secure Your personal data and how You can contact Us to learn more about Our privacy practices.

“Security Features” means any security feature, including any encryption, pseudonymisation, key, PIN, password, token or smartcard.

“Standard Contractual Clauses” means the contractual clauses dealing with the transfer of Personal Data outside the EEA, which have been approved by (i) the European Commission under Data Protection Legislation, or (ii) by the ODPC or an equivalent competent authority under Data Protection Legislation.

“Order Form” means the agreement for the purchase of subscription of Our Services pursuant to this Agreement (the details of which are incorporated therein) that is entered into between You and Us from time to time, including any addenda and supplemental thereto. Order Forms shall be deemed incorporated into this Agreement by reference. By entering into an Order Form pursuant to this Agreement, You agree to be bound by the terms of this Agreement.

“Website” means www.sparrowgenie.com.

2. General Conditions

2.1 Eligibility

By agreeing to these Terms of Use, You represent and warrant that (1) You have attained the age of majority as per the applicable law to which You are subject to in Your state or province of residence; (2) You are not based in Cuba, Iran, North Korea, Syria, or any other territory that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist-supporting” country;(3) You are not been listed on any U.S. government list of prohibited or restricted persons; (4) the contact and billing information provided/to be provided are true, accurate, up-to-date and complete; and (5) that the use of Our Services/Website by any of Your minor dependants shall be deemed to be under Your express consent.

2.2 Permitted Use and Responsibilities

Right to access and use the Services. We grant You a royalty-free, non exclusive, non transferable right during the Subscription Term to use the Service solely in accordance with this Agreement.

Restrictions. You shall neither use or permit to use Our products or Service (a) for any illegal, unlawful, harmful, fraudulent or unauthorized purpose nor violate any applicable laws in Your jurisdiction (including but not limited to data protection law); (b) access any Service or content in order to build a competitive product or service or to monitor the availability, security, performance, or functionality of the Service, for any competitive purpose without Our express consent; (c) to modify, create derivative works, decompile, reverse engineer, attempt to gain access to the source code, or copy the Service, or any of their components; for transmitting any worms or viruses, spam (which for these purposes shall include all unlawful marketing communications, unsolicited commercial communications) or any code of a destructive nature; (d)make any Services or content available to, or use any Services or content for the benefit of, anyone other than You or Users, unless expressly permitted by Us; (e)sell, resell, license, sublicense, distribute, make available, rent or lease any Services or content, or include any Services or content in a service bureau or outsourcing offering, unless expressly permitted by Us; (f) use Our Services or transmit material in violation of third-party privacy rights; (g)attempt to gain unauthorized access to any Services or content or its related systems or networks, (h) permit direct or indirect access to or use of any Services or content in a way that circumvents a contractual usage limit, or use any of Our Services to access or use any of Our intellectual property except as permitted under this Agreement You shall notify Us immediately on becoming aware of any such unauthorised use of Our products or suspected breach of security or breach of these Terms. (each of (a) through (g ), a “Prohibited Use”)

Beta Features. Beta Features made available by Us are provided to You for testing purposes only. We make no commitments to provide Beta Features in any future versions of Our Services. You are not obligated to use Beta Features. We may immediately and without notice remove Beta Features for any reason without liability to You. Notwithstanding anything to the contrary in this Agreement, We do not provide any indemnity or support for Beta Features. For clarity, all Beta Features are provided "AS IS" without warranty of any kind.

Compliance of applicable laws and terms. You will (a) be solely responsible for Users’ compliance with this Agreement, responsible for all acts and omissions of Your Users, and for all activities that occur under Your account; (b) be responsible for the accuracy, completeness, quality, transmission, content and legality of Your Data and the means by which You acquired Your Data, (c) use commercially reasonable efforts to prevent unauthorized and unlawful access to or use of Services and content, and notify Us promptly of any such unauthorized access or use, (d) use Services and content only in accordance with this Agreement and applicable laws, rules and government regulations. Further You hereby agree and acknowledge that any action or omission by a User on Your behalf including placing Service Order Form and its contents is deemed to be an authorised action by You and hence You shall have no claim in this regard.

Any use of Our Services in breach of this Agreement, by You or Users that in Our judgment threatens the security, integrity or availability of Our Services, may result in Our immediate suspension or termination of the Services, however We will use commercially reasonable efforts under the circumstances to provide You with notice prior to such suspension or termination.

2.3 Your Data

You understand that Your data (excluding credit card information) may be transferred and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

By submitting any content, including but not limited to text, documents, images, or other materials ("Prompts"), to Our Services, You acknowledge and agree that such submissions, along with any outputs generated by the Services in response ("Outputs"), collectively referred to as "Materials," may be processed, stored, and utilized by us. You represent and warrant that You possess all necessary rights, licenses, and permissions to submit Prompts to Our Services and that such submissions do not infringe upon or violate any applicable laws, regulations, or third-party rights.

Subject to Your compliance with these Terms, You retain ownership of your Prompts and, to the extent permitted by applicable law, the Outputs generated. We assign to you all our rights, title, and interest, if any, in and to the Outputs.

When You use our Services You agree that the Outputs may not always be accurate and may contain material inaccuracies. You acknowledge and agree: (a) not to rely on any Outputs without independently confirming their accuracy; (b) that the Services and any Outputs may not reflect correct, current, or complete information; and (c)Outputs may contain content that is inconsistent with Our views.

Notwithstanding the foregoing, You hereby allow us (a) process Your data as necessary for the provision of the Services in accordance with the terms of this Agreement and/or any applicable Order Form; and (b) generate, use, and analyze de-identified, aggregated, and/or anonymized data, excluding any personal information, for the purposes of delivering, maintaining, enhancing, and improving Our Services.

3.Subscriptions

Unless otherwise provided, (a) Services and access to Account content are purchased as subscriptions, (b) subscriptions may be added during a subscription term at the same pricing as the underlying subscription pricing, prorated for the portion of that subscription term remaining at the time the subscriptions are added, and (c) any added subscriptions will terminate on the same date as the underlying subscriptions.

3.1 Trial Usage

We may offer the Service, or certain features free of charge for a limited time, subject to certain restrictions. By using the Service during a free usage period, you agree to the following: (a)Upon expiration of your free trial We may suspend your access to the Service unless you enter into a paid Subscription. Additionally,We may delete your account and all associated data after the Free Trial ends; and (b) If you continue to use a feature after the expiration of the Free Trial period without adding it to your subscription through an Order, We may charge you the Subscription fee listed on Our pricing page for any usage during that month, and you agree to pay such charges.If payment is not received in a timely manner, We may suspend or terminate access to that feature.

3.2. Usage Limits

Services and content are subject to usage limits, if You exceed a contractual usage limit, We may work with You to seek to reduce Your usage so that it conforms to that limit. If, notwithstanding Our efforts, You are unable or unwilling to abide by a contractual usage limit, You will subscribe for additional quantities of the applicable Services or content promptly upon Our request, and/or be liable to pay any additional charges for such excess usage.

4. Term and Termination

Unless otherwise expressly provided in the applicable Order, this Agreement will commence when You sign up for an Account or start utilising the Services and will continue until all subscriptions entered into under this Agreement expire or are terminated in accordance with this Agreement, whichever happens first(the “Term”). If You sign up for an Account on behalf of a company or other entity, You represent and warrant that you have the authority to accept these Terms and enter into the Agreement on its behalf.

4.1 Termination by You

You may terminate Your Account on by giving Us 30 days’ prior notice in writing at any time You wish to stop availing the Services or when You cease using Our Services. However, You shall not be entitled for a refund if You terminate Your Account in the middle of a subscription period for any reason, whatsoever.

4.2 Termination by Us

We may terminate Your Account if in Our reasonable judgment (i) You have materially breached any term or provision of this Terms of Service; (ii) You cease Your business operations; or (iii) You become insolvent. We may also limit, suspend or terminate Your Account at any time if We have reasons to believe that (i) You have failed to comply with the terms contained herein; (ii) You use the SurveySparrow Account in such a way that causes legal or financial liability to Us; (iii) Suspected misconduct by You; (iv) failure to make payment of subscription fees on due date (v) We suffer any loss or damages on account of Your gross negligence and wilful act or omission and You will remain liable for all amounts due, up to and including the date of termination; and/or accordingly We may deny You access to Our Services (or any part thereof). And in no event shall we be held liable for any losses or damages suffered by You on account of Your use of the Services in violation of the terms contained herein.

4.3 Post Termination Obligations

Your obligations and liabilities including any outstanding payment incurred prior to and till the termination date shall survive the termination of this Agreement for all purposes.

5. Intellectual Property Rights

5.1 Our Proprietary Rights

Neither these Terms nor use of the Services grants You ownership in the Services or the content you access through the Services (other than Your content). Nothing on Our Website or in this Agreement should be construed as granting any license or right to use any trademarks, trade names, logos, or any other brand element displayed on the Website, unless You have been granted explicit written permission to use the same. These Terms do not grant Us any licenses or rights to Your data except for the limited rights needed for Us to provide the Services, and as otherwise described in these Terms.

5.2 Your Proprietary Rights

You further represent and warrant that You either own or control the appropriate rights in and to Your data including any intellectual property owned by third parties; and You will not submit, upload, or otherwise make available via the Services, any data or materials that (i) You do not have the rights necessary to use, transmit, publish, or to grant Us the license as described herein; or (ii) infringe, misappropriate, or otherwise violate any intellectual property, publicity or other rights of any third party.

6. Third Party Products/Services

6.1. Integration with Third Party Service

Integrations provided within the Services are provided “AS IS’ and “AS AVAILABLE”.If You enable any third-party applications for use in conjunction with Our Services, You acknowledge that We may allow such providers access to Your data. We merely act as an intermediary platform between You and Third Party Services and shall not be responsible and liable for any action or omission relating to or resulting from provision of Third Party Services to You. Your use of the third party applications services and relationship with third party applications service providers shall be subject to and governed by a separate agreement between You and such provider of third party services. We will no longer be accountable and liable for Your election to use any third party services as part of Your use of Our Services third-party applications, thereupon. We shall not sell Your data to any third-party applications.

6.2. Discontinuation of a Third Party Service

We reserve the right to discontinue the use or suspend the availability of any third party service for any reason whatsoever without any prior notice.

7. Confidentiality & Privacy

7.1 Except as explicitly excluded below, any information of a confidential or proprietary nature provided by a party (“Disclosing Party”) to the other party (“Receiving Party”) constitutes the Disclosing Party’s confidential and proprietary information (together, “Confidential Information”). Confidential Information does not include information which is (a) already known by the receiving party without an obligation of confidentiality other than pursuant to this Agreement; (b) publicly known or becomes publicly known through no unauthorized act of the Receiving Party; (c) rightfully received from a third party without a confidentiality obligation to the Disclosing Party; or (d) independently developed by the Receiving Party without access to the Disclosing Party’s Confidential Information.

7.2 Each party will use the Confidential Information of the other party only as necessary to perform its obligations under this Agreement, will not disclose the Confidential Information to any third party except as otherwise permitted under this Agreement, and will protect the confidentiality of the Disclosing Party’s Confidential Information with the same standard of care as the Receiving Party uses or would use to protect its own Confidential Information, but in no event will the Receiving Party use less than a reasonable standard of care. Notwithstanding the foregoing, the Receiving Party may share Confidential Information with those of its employees, agents and representatives who have a need to know such information and who are bound by confidentiality obligations at least as restrictive as those contained herein (each, a “Representative”). Each party shall be responsible for any breach of confidentiality by any of its Representatives.

7.3 Additional Exclusions. A Receiving Party will not violate its confidentiality obligations if it discloses the Disclosing Party’s Confidential Information if required by applicable laws, including by court subpoena or similar instrument so long as the Receiving Party provides the Disclosing Party with written notice of the required disclosure so as to allow the Disclosing Party to contest or seek to limit the disclosure or obtain a protective order. If no protective order or other remedy is obtained, the Receiving Party will furnish only that portion of the Confidential Information that is legally required, and agrees to exercise reasonable efforts to ensure that confidential treatment will be accorded to the Confidential Information so disclosed.

7.4 You will have, maintain and abide by an appropriate privacy policy that clearly dictates all Your rights to Your personal information, satisfies the requirements of applicable data protection law and will comply with all applicable laws, policies, and regulations. You must not circumvent any privacy features (e.g., an opt-out) that are part of the Service.

Please read Our Privacy Policy for information regarding how We collect, use, and disclose Your personal information and the privacy rights available to You when You use and interact with the Service and We agree to abide by them. And You agree that We may use and share Your content in accordance with Our Privacy policy and applicable data protection laws.

8.Data Protection

We acknowledge that all intellectual property rights in Your content are and will remain the property of You and/or the relevant data subjects as defined in the DPA), as the case may be; and that We shall have no rights in or to Your content and/or Data collected by You other than the right to Process it for the purposes set out in this Agreement. You reserve the right to access, modify, delete and transfer Your content and/or Data. To the extent We agree to process Your Data on Your behalf for the performance of Our obligations under this Agreement, You agree to be subject to Our Data Processing Agreement (“DPA”), which is incorporated into and forms an integral part of these Terms. The DPA sets out Our obligations with respect to data protection and security when processing Your Content on Your behalf in connection with the Service. Please refer to Our DPA document to learn more about Our commitment and obligations towards You with respect to data protection and security.

9. Representation and Warranties

You represent and warrant that (i) You will comply with all laws and regulations applicable to Your use of the Services;(ii)You have obtained and maintained all rights, licenses, permissions, authority and/or power and valid consents required to lawfully transfer data to Us and to enable such data to be lawfully processed by Us for the purposes of providing the Services or as otherwise directed by You; (iii) the data you submit, Your use of such Data and Our use of such Data provided by You as set forth in these Terms do not and shall not infringe or violate any IP claims, data protection or any other rights of third parties; (iv) If You collect any personal information pertaining to a minor and store such information within Your Account, You shall and/or have obtained valid consent for such activities according to the applicable laws of the jurisdiction in which the minor lives; (v) the credit card information You provide is accurate, up-to-date and correct if You have elected to pay the fees by credit card and You will promptly notify Us of any changes to such information.

10. Force Majeure

In no event shall the Parties be held responsible and liable for any delay or failure in performance of any part or whole of the Services if such delay or failure to perform is due to reasons beyond their control. This includes, but is not limited to, acts of god, changes to law or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, and acts of hackers, or third-party internet service providers.

11. Disclaimer of Warranties

1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICE AND ANY GUIDANCE OR RECOMMENDATIONS THEREIN ARE PROVIDED “AS IS” AND SURVEYSPARROW INC, DO NOT MAKE ANY, AND EXPRESSLY DISCLAIM ALL,REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY ANY AND ALL REPRESENTATIONS, WARRANTIES, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, CONTINUOUS OR ERROR-FREE OPERATION, IN EACH CASE ARISING FROM OR RELATED TO THIS AGREEMENT, THE SERVICE, SOFTWARE TOOLS, THIRD-PARTY SOFTWARE.
2. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DISCLAIM ALL REPRESENTATION AND WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY OR RELEVANCE OF ANY CONTENT OR OUTPUT GENERATED THROUGH THE USE OF OUR AI SERVICES. OUR AI GENERATED CONTENT SHALL NOT BE UTILISED AS A SUBSTITUE FOR LEGAL, FINANCIAL OR ANY OTHER FORM OF PROFESSIONAL ADVICE. YOU AGREE AND ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR EVALUATING THE RELIABILITY AND ACCRUACY OF ANY OUTPUT FOR YOUR SPECIFIC PURPOSE AND FOR SEEKING PROFESSIONAL OR EXPERT GUIDANCE WHERE NECESSARY AND TO MAKE DECISIONS BASED ON YOUR OWN INDEPENDENT JUDGMENT. WE SHALL NOT BE LIABLE WHATSOEVER, DIRECTLY OR INDIRECTLY, FOR ANY CLAIMS ARISING FROM YOUR RELIANCE ON AI-GENERATED OUTPUT.

12.Limitation of Liability

To the extent permitted by applicable law, SurveySparrow Inc., its officers, employees, consultants, contractors and agents will not be liable for Your lost revenues, loss of data, loss of business, business interruption or other indirect, special, incidental, consequential, exemplary, or punitive damages of any kind or nature whatsoever, arising out of or in connection with the Services or these Terms even if SurveySparrow Inc., or its subsidiaries and affiliates have been advised of, knew, or should have known that such damages were possible, and even if direct damages do not satisfy a remedy. If You suffer loss or damage as a result of SurveySparrow Inc.’s negligence or failure to comply with these Terms, any claim by You arising from SurveySparrow Inc.’s negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Subscription Fees paid by You in the previous 12 months.

If You are not satisfied with the Service, Your only remedy will be to terminate this Agreement at any time by notifying Us that You no longer wish to use Our Services.

13. Unauthorized Use of Service

We shall not be held responsible and liable for (i) any loss, damage or expenses resulting from the modification or alteration of the Services made by any one other than Us; (ii) any unauthorized use of the Services and its consequences. However we may alter, modify or change any feature or part of the Services at our sole discretion for any reason without being liable to you in any manner whatsoever.

14. Indemnification

14.1 Indemnification by Us

Subject to Your compliance with these Terms, We will indemnify and hold You harmless, from and against any claim brought against You by a third party alleging that the Service(s) You subscribed to infringes or misappropriates such third party’s valid patent, copyright, or trademark (an “IP Claim”). We shall, at Our expense, defend such IP Claim and pay damages finally awarded against You in connection therewith, including the reasonable fees and expenses of the attorneys, provided that (a) You promptly notify Us of the threat or notice of such IP Claim; (b) We have or will have the sole and exclusive control and authority to select defense attorneys, defend and/or settle any such IP Claim; and (c)You fully cooperate with Us in connection therewith. We will have no liability or obligation with respect to any IP Claim if such claim is caused in whole or in part by (i) compliance with designs, data, instructions or specifications provided by You; (ii) modification of the Service(s) by anyone other than Us; or (iii) the combination, operation or use of the Service(s) with other hardware or software where the Service(s) would not by themselves be infringing.

The above section states Our sole, exclusive and entire liability to You and constitutes Your sole remedy with respect to an IP Claim brought by reason of access to or use of the Service(s) by You.

14.2 Indemnification by You

To the extent permitted by applicable law, You agree to indemnify, defend and hold harmless SurveySparrow Inc. and Our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys’ fees and costs made by any third-party ) arising out of any breach of this Terms of Service or the documents that is incorporated by reference, or Your violation of any law or the rights of a third-party including infringement and misappropriation of IP Claim.

15. Use of Logo and Names

You accept and authorize Us to use Your name and logo to identify as Our customer or User of the Service on Our website, marketing materials or otherwise by public announcements.

16. Feedback

You may, at Your sole discretion, provide us with ideas, suggestions, comments, recommendations, enhancement requests, plans, proposals, or other feedback regarding Our Services, products, technology ("Feedback") for the purpose of improvement, correction, modification, or enhancement of the products and/or service. By submitting Your Feedback, You hereby grant Us an irrevocable, perpetual, sub-licensable, transferable, non-exclusive, royalty-free, worldwide license to use, incorporate, or otherwise exploit the Feedback in Our products and Services for any purpose without Your prior consent, restriction, obligation, or remuneration of any kind to You and/or Your representatives whatsoever, except to the limited extent that Section 7 governs Feedback that constitutes Your confidential information.

You further hereby agree to provide Feedback only in compliance with applicable laws and further acknowledge that such Feedback does not infringe upon the intellectual property rights of any third party. The provision of Feedback by You is done voluntarily, without solicitation, and without any obligation on Us, either fiduciary or otherwise. Notwithstanding the foregoing, We are under no obligation to utilize any Feedback provided, and You are under no obligation to offer such Feedback.

17. Non-Assignment of Rights

You shall not assign any of the rights granted by us herein or delegate any of Your obligations hereunder to any third party, whether by operation of law or otherwise, without Our prior express written consent.

18. Severability

In the event that any provision of this Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

19. Relationship of Parties

The Parties hereto are independent contractors. Nothing in this Agreement will be construed to create a partnership, joint venture, franchise, fiduciary, employment or agency relationship between the parties.

20. Non-exclusive Service

You agree and acknowledge that the Services are being provided on a non-exclusive basis. Nothing in this Agreement shall be deemed to prevent or restrict Our ability to provide the Services or any part of the Services including any features or functionality first developed for You, to other parties.

21. Changes to Terms of Service

You can review the most current version of the Terms of Service at any time at this page.

We reserve the right, at Our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to Our website. You are recommended and liable to check this page on a periodic basis to know the changes. Your continued use of or access to Our website or the Services following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

22. Entire Agreement

This Terms of Service and any policies or operating rules posted by Us on this site or in respect to the Service constitutes the entire agreement and understanding between You and Us and govern Your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between You and Us (including, but not limited to, any prior versions of the Terms of Service). Any subsequent Service Order Form that is entered into between You and Us shall be considered incorporated by reference into this Terms of Service and form an integral part of the same. Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

23. Conflict of Provisions

In case of any conflict between any provisions contained in the Terms of Service and subsequent Service Order Form, Service Order shall prevail to the extent of such conflict of provisions.

24. Waiver

The failure of Us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

25. Governing Law and Jurisdiction

25.1. Jurisdiction

Each Party agrees to submit to the exclusive and personal jurisdiction of the Courts located in California, USA.

25.2. Governing law

The terms of this Agreement shall be governed by the laws of the State of California. In the event of any conflicts between foreign law, rules, and regulations, the governing law shall prevail. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply to this Agreement.

25.3. Language

The Parties confirm that it is their wish that this Agreement as well as other documents relating to this Agreement, including notices, be drawn up in English only.

25.4. Notices

Any notices required or permitted to be given under this Agreement or related to Our services should be addressed to:

SurveySparrow Inc.,

2261 Market Street, STE 22625, San Francisco, CA 94114, USA

All notices related to this Agreement will be in writing and will be effective upon Our receipt of Your email to [email protected]. Billing-related notices to You will be addressed to the relevant billing contact designated by You. All other notices to You will be addressed to the relevant person designated by You.

The headings used in this Agreement are included for convenience only and will not limit or otherwise affect these Terms.

CONTACT SURVEYSPARROW INC.

Should You have questions about the Terms of Service, please send Us an email to [email protected]