Terms of Service

SURVEY MOTION TERMS OF SERVICE

Effective Date: January 07, 2026

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. When you pay Survey Motion, LLC via Stripe or any other means, or when you receive any part of our “Services,”  you are agreeing to be bound by the terms and conditions set forth below, as well as our Privacy Policy. If you are entering into this Agreement on behalf of an organization or entity, you represent and warrant that you have the authority to enter into this Agreement on behalf of such organization or entity, as well as any of their “Affiliates” that receive any part of our Services, and you acknowledge and agree that the use of “you,” “your,” and “Client” in these Terms of Service and the Additional Terms and Conditions refers to such entity and its Affiliates. (The term “Services” is defined below. “Affiliates” is defined in Appendix I.)

Survey Motion, LLC (hereinafter “SM,” “we,” or “us”) provides professional services that may include, without limitation, survey-driven demand generation, research, data collection, lead qualification, and delivery of Survey Leads and Meeting Leads (collectively, the “Services”). The Services may be performed directly by SM personnel, and/or enabled or delivered through our proprietary tools, systems, or platform or those of a third party with whom we partner to deliver such Services. Such tools, systems and platforms may include those related to data collection, data enrichment, data validation, survey, workflow, reporting, information automation, and artificial intelligence. 

1. Definitions. As used in this Agreement,

    

   “Agreement” means these Terms of Service and the Additional Terms and Conditions, which are attached as Appendix I and incorporated herein by reference.

   “Approved Lead” means a person with a known valid email address and job title at an account or company that meets Client’s criteria as a prospective customer or client, which Approved Leads are developed by SM from criteria or leads provided by Client. Approved Leads may become “Meeting Leads” and/or “Survey Leads,” as defined below;

   “Budget” means: (i) for “Pre-Paid Plans” (as defined below), the amount pre-paid which sets the pre-paid monetary amount available to fund Survey Leads and/or Meeting Leads; and (ii) for “Subscription Plans” (as defined below), the monthly monetary amount available to fund Survey Leads and/or Meeting Leeds;  

   “Credit” means a non-cash, non-refundable, non-transferable increase to Client’s “Budget” (as defined below in Section 1.f) which is granted by SM in its sole discretion and which Client may spend for future Meeting Leads and/or Survey Leads;

   “Meeting Leads” means Approved Leads who (A) have completed an Approved Survey with answers that meet Client’s criteria; and (B) request or schedule a call or online meeting with Client;  

   “Pre-Paid Plan” means a plan pursuant to which you pay SM a fixed amount setting your Budget in accordance with an Order Schedule issued by SM;

   “Subscription Month” means a period beginning on the monthly anniversary of Client’s initial Subscription Plan start date and ending on the day immediately preceding the next such anniversary date. By way of example only, if a Subscription Plan begins on February 12, then the Subscription Month ends on March 11, and each future month begins on the 12th of such month and ends on the 11th day of the next consecutive month.

   “Subscription Plan” means the level of Services contracted by you, which Subscription Plan determines your Budget;

   “Survey Leads” means Approved Leads who have completed a set of questions created by SM in collaboration with and mutually approved by SM and Client (such questions constituting an “Approved Survey”);

   “Term” means: (i) for “Subscription Plans” (as defined above), the period consisting of a first Subscription Month (which begins on the day you subscribe to a Subscription Plan via Stripe) and renewing automatically for consecutive Subscription Months until terminated in accordance with Section 5 below; and (ii) for “Pre-Paid Plans” the period defined in the Order Schedule.

    

2. Cooperative Work Process. 
   
   

   a. Client shall cooperate with SM by timely doing each of the following: 
   i. collaborate with SM to define filters relevant to developing a database of Approved Leads (the “Database”), and/or provide account leads that Client wishes to contribute to the database. Filters may include specific company names, fields, or specific criteria (e.g., filmographic, technographic, or geographic attributes);
   ii. Approve lists of prospective leads. Prospective leads will be determined based on job title, hierarchy within a specific department, or other criteria, but with the understanding that actual job titles of Approved Leads may not exactly match the job titles selected to develop the Database;
   iii. collaborate with SM to develop effective survey questions;
   iv. approve, in consultation with SM, the survey questions, which will constitute an Approved Survey; and
   v. otherwise communicate and collaborate with SM to facilitate a live campaign. 

    

   b. Client Marks and Materials. Client understands and agrees that in providing the Services, SM may use Client’s trademarks, service marks, logos (collectively, “Client Marks”), and marketing emails, display ads, and other marketing and advertising collateral (“Client Materials”), subject, however, to Client’s approval in consultation with SM.

   
   c. Delays. Client acknowledges that any delay in Client’s providing or furnishing any of the above may result in delays in completion and delivery of the Services.

   
   d. Pauses. Notwithstanding anything contained in Section 1.h above, Client shall have the right to pause their Subscription Plan for up to ninety (90) days, by sending an email to SM no later than three (3) business days prior to the commencement of any Subscription Month; provided, however, that

   i. Clients may resume their Subscription Plan or change Subscription Plans at any time, but if Client has not timely terminated their Subscription Plan or commenced a new one by the first day of the Subscription Month immediately following the end of the Pause, the paused Subscription Plan will automatically resume on that day; and

   ii. once Client pauses their Subscription Plan, twelve (12) months must elapse before they are permitted to pause again.

    

    

3. Payment.
   

   a. Fees. Fees for Pre-Pay Plans will be paid as set forth on an Order Schedule issued by SM. Fees for Subscription Plans are charged monthly on a recurring basis via Stripe using Client’s credit card on file. Clients may switch from a Pre-Paid Plan to a Subscription Plan, and vice versa, to suit their needs. During any pause (as described in Section 1.d above), no fees are due from Client to SM.
   
   b. Authorization. Subscription Plan Clients hereby authorize SM to charge Subscription Plan fees to their credit card on file each month until the Services are terminated as provided in Section 5 below. Clients are responsible for maintaining valid and current payment information. There is no recurring billing for Pre-Paid Plans.
   
   c. Refunds and Chargebacks.
   i. Subscription Plan fees are non-refundable and non-cancelable, except as expressly stated in this Agreement.
   ii. All Clients agree not to initiate chargebacks for any fees properly charged under this Agreement.

   
   d. Budget Spend. If a Subscription Plan Client does not spend its entire available Budget for any Subscription Month, the balance shall be carried forward to the next Subscription Month, but such balance shall not reduce the amount of any fees due in that or any subsequent month. If Client spends the entire available Budget for any Subscription Month, SM will pause delivery of the Services until additional Budget becomes available when the next fee is charged. In addition to the Subscription Plan fee, Client may add additional funds to the Budget at any time via ACH or credit card (via Stripe).

   
   e. Credits. Credits may be issued if a Meeting Lead is marked as a “no-show,” among other circumstances determined by SM in its sole discretion. Credits do not reduce the fees charged each month.
   

   f. Failed Payments. Client is responsible for all reasonable costs incurred by SM in collecting failed payments and chargebacks, including but not limited to reasonable attorneys’ fees and collection costs.
   

   
   g. Taxes. Any taxes, duties, or levies assessed against the Client by any governmental authority are the sole responsibility of Client.

    

4. Modifications. SM may amend, revise, supplement, or otherwise modify this Agreement at any time, including without limitation any terms relating to fees and the payment thereof, and the pricing of Survey Leads and/or Meeting Leads, upon at least sixty (60) days’ prior written notice. All modifications will be reflected by an updated “Effective Date” at the top of this page, and all modifications will become effective on such date. Customer’s continued access to, or use of, the Services on or after the effective date of any modification constitutes Client’s acceptance of this Agreement as modified, and you acknowledge and agree that it is solely your responsibility to review this page periodically to stay informed of any updates. Clients may also check updates to pricing of Survey Leads and/or Meeting Leads by logging in to their client portal.
    
5. Termination.
   

   a. Termination Rights. The Service may be terminated as follows:
   i. By Client, at its discretion, for any reason or no reason, by providing written notice of termination to support@surveymotion.io no later than three (3) business days prior to the commencement of the next consecutive Subscription Month.
   ii. By SM, with or without written notice, to Client, if Client fails to pay in full any fee due to SM pursuant to this Agreement.

    

   b. Events on Termination. Upon termination of the Services, Client shall pay the fees, if any, that are due and owing by operation of this Agreement. All fees, Credits, and Budgets are non-refundable.

APPENDIX I

ADDITIONAL TERMS AND CONDITIONS

1. Additional Definitions. As used in these Additional Terms and Conditions,

a. “Affiliate” means any legal entity that directly or indirectly controls, is controlled by or is under common control of another legal entity. For purposes of this definition, “control” means the direct or indirect possession of the power to direct or cause the direction of the management or policies of the legal entity in question through the ownership of securities or membership interests;

b. “Confidential Information” means any and all business, engineering, financial, marketing, research, scientific, technical, or other information and data, (A) owned or developed by one Party (“Discloser”) and disclosed to the other Party (“Recipient”), whether orally or in writing, or to which Discloser has been given access by a third party to whom Discloser owes an obligation of confidentiality; and (B) which at the time of disclosure is marked “Confidential,” “Proprietary,” or with words of similar import; or should reasonably be understood by Recipient, exercising its best business judgment, to be Confidential Information. Confidential Information does not include information which: (x) is or becomes generally available to the trade other than as the result of any act or omission by Recipient or its “Related Persons” (as defined below); (y) is or becomes available to Recipient from a third party who was under no obligation that would prohibit such disclosure; or (z) was in Recipient’s possession prior to the commencement of the Term, as established by Recipient’s contemporaneous business records;

c. “Related Persons” means a Party’s principals, shareholders, members, partners, directors, officers, employees, independent contractors, agents, advisors, and Affiliates, and such Affiliates’ principals, shareholders, members, partners, directors, officers, employees, independent contractors, agents, and advisors.

 

2. Relationship of the Parties.

a. Client hereby grants SM the right (i) to list Client’s name and logo as a client of SM; and (ii) to post on SM’s website and social media accounts (under the name of SM or its market research brand, QualPro Research) the results of the Services, which results may include Client’s name and mark, survey title and nature of the survey, company type, use case, target market summary, number of survey leads and meeting leads, and meeting conversion rate, together with any anonymized results deemed important by SM to communicate the nature of the Services.

b. No Party, by virtue of this Agreement, acquires any interest whatsoever in any of the other Party’s trademarks, service marks or trade names. At no time, whether during or following the Term, shall either Party: (i) do anything inconsistent with the other Party’s exclusive control of its trademarks; (ii) attack the title or any other rights the other Party possesses in and to its trademarks; or (iii) use, adopt, register or attempt to register, in any country, any trademark, trade name or service mark, or a foreign language equivalent or transliteration that is identical or confusing or similar to the other Party’s trademarks.

c. Neither Party may issue any press release or other public communication regarding this Agreement or any of its terms without the prior written consent of the other Party.

d. The Parties enter into this Agreement as independent entities. This Agreement does not create, and is not intended to create, a partnership, employment relationship, agency, or joint venture relationship between the Parties.

e. Client shall not, for a period of one (1) year following the expiration or termination of the Term: (i) solicit, influence, or attempt to influence, directly or indirectly, any person to terminate or modify any written or oral agreement or course of dealing with SM; or (ii) hire, engage, directly or indirectly, any personnel of SM to perform any service for Client that is within the scope of SM’s then-existing business.

 

3. Confidential Information.

a. Recipient’s Obligations. Recipient shall:

i. protect and safeguard the confidentiality of all Confidential Information with at least the same degree of care as Recipient would protect its own confidential information, but in no event with less than a commercially reasonable degree of care in light of the particular nature of the Confidential Information;

ii. not use or access, or permit others to use or access, Confidential Information for any purpose other than fulfilling its obligations under this Agreement;

iii. not disclose Confidential Information to any person or entity other than those of Recipient’s Related Persons who have a need to know the particular Confidential Information for purposes fulfilling Recipient’s obligations under this Agreement, and who are subject to the same confidentiality restrictions as are contained in this Agreement; and

iv. be responsible for any unauthorized or inadvertent disclosure of Confidential Information by its Related Persons, whether or not such persons have executed a separate non-disclosure agreement with Discloser.

b. Unauthorized or Inadvertent Disclosure. Recipient shall notify the Discloser immediately upon discovery of any unauthorized or inadvertent use or disclosure of Confidential Information and shall use diligent efforts to assist Discloser in remedying same, such remedies to include, without limitation, regaining possession of the Confidential Information and preventing further unauthorized or inadvertent use or disclosure.

c. Return or Destruction of Confidential Information. Upon the expiration or termination of the Term, or at Discloser’s request at any time during the Term, Recipient shall: (a) at Discloser’s option, return to Discloser or destroy all Confidential Information in physical form, and (b) destroy all Confidential Information or extracts thereof that are in electronic form. In any such event, Recipient shall, at Discloser’s request, provide Discloser with written confirmation that such return and/or destruction (as the case may be) is complete.

d. Equitable Relief. Recipient acknowledges and agrees that monetary damages might not be a sufficient remedy for any breach or threatened breach of this Agreement by Recipient or its Related Persons. Therefore, in addition to any remedies available at law, Discloser shall be entitled to specific performance and injunctive relief as remedies for any such breach or threatened breach and, in such event, Recipient hereby waives any requirement for Discloser to post a bond or other surety, or to show actual damages in connection therewith.

e. Disclosure to the U.S. Government or Court. In the event Recipient is required by subpoena, order, or directive of a U.S. governmental authority or any court in the United States, Recipient may disclose Confidential Information pursuant to such subpoena, order, or directive on a confidential basis provided that (i) Recipient shall ensure that the Confidential Information to be disclosed contains the restrictive legends as in the original; (ii) Recipient shall minimize disclosure to just so much of the Confidential Information as is required; (iii) in the case of disclosure to a court in the United States, Recipient shall notify Discloser of the underlying proceeding in sufficient time to allow Discloser to obtain an appropriate protective order; and (iv) in any event, the Parties shall each take appropriate steps, including obtaining protective orders, as may be necessary, to minimize the impact of such disclosure while making efforts to cooperate with each other.

4. Representations and Warranties.

a. SM represents and warrants that:
i. the Services do not and will not infringe any copyright, trade secret, or other intellectual property right of any third party; and
ii. except as expressly set forth in Section 4.a.i above, the Service is provided “as is,” and SM disclaims all other conditions and warranties, either express or implied, including all warranties of merchantability and fitness for a particular use.

b. Client represents and warrants that Client’s Marks and Client Materials do not and will not infringe any trademark right, copyright, or other intellectual property right, or personal right (e.g., rights of publicity), belonging to any third party.

5. Limitations on Liability. IN NO EVENT SHALL EITHER PARTY OR THEIR RESPECTIVE RELATED PERSONS BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, REMOTE OR SPECULATIVE DAMAGE; LOSS OR CORRUPTION OF DATA; LOST PROFITS OR LOSS OF ANTICIPATED SAVINGS, BUSINESS, BUSINESS INFORMATION, CONTRACTS, GOODWILL, OR PRODUCTION; OR WASTED OPPORTUNITY OR WASTED MANAGEMENT AND/OR STAFF TIME, REGARDLESS OF THE BASIS THEREFORE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SM’S LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO DIRECT DAMAGES WHICH, REGARDLESS OF THE LEGAL BASIS FOR ANY CLAIM, SHALL NOT EXCEED THE NET MONIES PAID BY CLIENT TO SM AFTER DEDUCTION BY SM OF ITS OUT-OF-POCKET UNREIMBURSED COSTS AND DISBURSEMENTS INCURRED IN PERFORMING THE SERVICES. CLIENT’S LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO DIRECT DAMAGES WHICH, REGARDLESS OF THE LEGAL BASIS FOR ANY CLAIM, SHALL NOT EXCEED THE FEES PAYABLE TO SM HEREUNDER FOR THE PRECEDING TWELVE (12) MONTHS; PROVIDED, HOWEVER, THAT THE FOREGOING MONETARY LIMITATION SHALL NOT APPLY TO THE PARTIES’ INDEMNIFICATION OBLIGATIONS UNDER SECTION 6 BELOW. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SM SHALL HAVE NO LIABILITY ARISING OUT OF OR RELATING TO THE ACCURACY, COMPLETENESS, LEGALITY, OR REGULATORY COMPLIANCE OF ANY LEAD DATA, SURVEY RESPONSES, OR THIRD-PARTY INFORMATION.

6. Indemnification.
a. Indemnification. Each Party shall and hereby does indemnify and hold harmless the other and the other’s Related Persons from and against any and all third-party suits, claims or demands, and any and all losses, costs, damages and expenses (including reasonable attorneys’ fees, court costs and legal expenses) resulting therefrom, which suits, claims or demands arise out of or relate to any infringement or alleged infringement by such Party of any right whatsoever belonging to a third party. Without limiting the generality of the foregoing, Client shall and hereby does indemnify and hold harmless SM and its Related Persons from and against any third-party claims arising out of or relating to SM’s authorized use of Client Marks or Client Materials provided by Client, including any allegation that such Client Marks or Client Materials infringe or misappropriate any third-party right.

b. Procedure. A Party intending to claim indemnification under Section 6.a above (the “Indemnitee”) shall promptly notify the other Party (the “Indemnitor”) in writing of any claim, demand, action, or other proceeding for which the Indemnitee seeks indemnification; provided, however, that failure to provide such notice within a reasonable period of time shall not relieve the Indemnitor of its indemnification obligations except to the extent the Indemnitor is materially prejudiced thereby. The Indemnitor shall have the right to participate in the defense of any such claim and, upon written notice to the Indemnitee, to assume control of such defense with counsel selected by the Indemnitor and reasonably acceptable to the Indemnitee; provided, however, that the Indemnitee may retain separate counsel at the Indemnitor’s expense if representation of the Indemnitee by counsel retained by the Indemnitor would be inappropriate due to actual or potential conflicts of interest. If the Indemnitor assumes control of the defense, the Indemnitor shall not settle or otherwise consent to an adverse judgment with respect to any such claim without the Indemnitee’s prior written consent (not to be unreasonably withheld or delayed), if such settlement or consent would (i) result in any admission or finding that the Indemnitee or any of its Related Persons violated any law, regulation, or ethical principle; (ii) fail to include an unconditional release of the Indemnitee and its Related Persons from all claims arising out of such matter; or (iii) impose any remedy or obligation on the Indemnitee other than the payment of monetary damages fully indemnified hereunder.

7. Notices. All notices under this Agreement must be in writing and will be deemed given when: (a) sent by email to the email address designated by the receiving party in the Application or account settings. Notices to SM must be sent to tom@SM.io (or such other address as SM may designate by notice). Notices are effective upon transmission, provided that no bounce-back or delivery failure notice is received.

8. Force Majeure. Neither Party shall be held liable or responsible to the other Party for failure or delay in performing any term or fulfilling any condition of this Agreement if such failure or delay is caused by or results substantially from causes beyond the reasonable control of the affected Party, including but not limited to any act of nature, pandemic, epidemic, act of terrorism, governmental regulation, power failure or earthquake (“Force Majeure”).

9. Construction.

a. Assignment. Client may not transfer or assign this Agreement or any of its rights hereunder, or delegate any of its obligations hereunder, without the prior written consent of SM, except to an entity acquiring all or substantially all of Client’s assets.

b. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors, assigns, executors and administrators.

c. Enforceability/Severability. If any provision of this Agreement shall be held void, voidable, invalid or inoperative, the remaining provisions of this Agreement shall remain in full force and effect. However, if such void, voidable, invalid or inoperative provision is a material term or condition of this Agreement, the Parties shall supply a substitute provision, negotiated in good faith, which comes closest to their original intent.

d. Entire Agreement. This Agreement is the entire agreement between the Parties relating to the subject matter hereof and supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to said subject matter.

e. Governing Law. This Agreement and any dispute or controversy arising out of or related to this Agreement and/or the relationship between the Parties established herein (“Claims”) shall be governed by and construed, interpreted and resolved in accordance with the laws of the State of California without regard to its choice of law provisions; provided, however, that any procedural or substantive Claim conflicting with or falling under the exclusive jurisdiction of United States federal law shall be governed by, and construed, interpreted and resolved in accordance with United States federal law without regard to its choice of law provisions. All Claims shall be submitted exclusively to the federal and state courts of competent jurisdiction located in San Diego, California, and the Parties hereby unconditionally and irrevocably consent and submit to such exclusive jurisdiction and venue, and waive any objection they may now or hereafter have with respect thereto. Each Party agrees to service of process via any reputable service that requires signature upon delivery (e.g., Federal Express, USPS, DHL, etc.)

f. Headings. The section headings in this Agreement are solely for the convenience of the Parties and have no legal or contractual significance.

g. Rights of Third Parties. This Agreement shall not be deemed to give any right or remedy to any third party whatsoever.

h. Survival. All provisions of this Agreement that contemplate the performance of any obligation following termination or expiration of the Term, together with all provisions that relate to the enforcement of the Parties’ rights, the Parties’ remedies for breach, the provision of notice, and interpretation of this Agreement, shall survive such termination or expiration.

i. Waiver. No waiver shall be effective unless in writing and signed by an authorized representative of the Party against whom enforcement of the waiver is sought. Neither the failure of either Party to exercise any right, nor the waiver of any default or breach by the other Party, shall constitute a waiver of such right or a waiver of such default or breach with respect to any subsequent default or breach.

Survey Motion, LLC Terms of Service