This Terms of Service Agreement (the “Agreement”) describes the terms
and conditions on which Our Site (“we” or “Company”) offer services to
you (“user” or “You”). By using the SurveyXa (the “Site”) or any
services provided in connection with the Site (the “Service”), you
agree to abide by these Terms of Service, as they may be amended by
Incent MR, LLC (“Company” or SurveyXa”) from time to time in its sole
discretion. It is your responsibility to review these Terms of Service
periodically, and if at any time you find these Terms of Service
unacceptable, you must immediately leave the Site and cease all use of
the Service and the Site. Company reserves the right to make changes
to the Services and this Agreement at any time and without notice. You
agree that by using the service you represent that either (a) you are
at least 18 years old and that you are legally able to enter into this
agreement; or (b) if you are under the age of majority in your
jurisdiction, your parents have read this agreement and agree to it on
your behalf.

Grant of License

You are granted a non-exclusive license only to use this Site at the
discretion of SurveyXa; no other license under any invention, patent,
copyright, trade secret, or other proprietary right is granted, either
directly or indirectly.

Privacy Policy

SurveyXa respects your privacy and permits you to control the
treatment of your personal information. A complete statement of the
Company’s current privacy policy can be found by
www.surveyxa.com/privacy . SurveyXa privacy policy is expressly
incorporated into this Agreement by this reference.

Membership:
Membership in the SurveyXa is subject to prior approval of
Surveyxa.com. SurveyXa reserves the right to refuse service to any new
or existing Publisher/Advertiser, in its sole discretion, with or
without cause. Approval of membership in the SurveyXa is limited only
to the specific root URLs for which Publisher/Advertiser has applied
for approval. SurveyXa reserves the right to withhold approval of
membership in SurveyXa based on Website primary language. SurveyXa
reserves the right, in its sole discretion and without liability, to
reject, omit or exclude any Publisher/Advertiser or Website for any
reason at any time, with or without notice to the Publisher/Advertiser
and regardless of whether such Publisher/Advertiser or Website was
previously accepted.

Approval of Publisher or Advertiser:

Registration with Company shall not confer any right on
Publisher/Advertiser to use or access Company's Services.
Publisher/Advertiser is subject to approval by Company. All
prospective Publishers/Advertisers must be approved by the Company
before they can become Publishers/Advertisers. Company reserves the
right to withhold or refuse approval for any reason or for no reason.
Once approved, Publisher's/Advertiser’s continued right to use the
Services and participate as a publisher/advertiser of Company is
conditioned upon Publisher's/Advertiser’s ongoing compliance with this
Agreement and Company's posted policies on the Site. Failure of the
Publisher to observe the terms and conditions of this Agreement, or
the posted policies will be a material breach and shall disqualify
Publisher/Advertiser from any further participation in Company's
Services and may result in termination or suspension, and/or the
deactivation of all links in any Programs downloaded by
Publisher/Advertiser, forfeiture of payment and legal action.
Publisher/Advertiser shall promptly notify Company in the event of a
material change in its business or marketing strategy. Company's
approval of Publisher/Advertiser may be withdrawn by Company at its
sole discretion at any time for any reason without prior notification.

Company Services:

Company provides services to advertisers ("Advertisers"), third
parties which post a link containing Advertiser's marketing programs
("Program(s)") on Company's proprietary platform ("Platform"). The
Program(s) will specify the amount and terms under which Publisher
will receive payment when the applicable Program's requirements are
fulfilled. Compensation is derived from a specified event ("Event")
identified in a Program, such as clicks, click-through, sales,
registrations, impressions and leads. In addition Company may post a
link to a Program owned and operated by Company. The same terms and
conditions apply to all Company owned Programs. Company shall have the
right to suspend or terminate its provision of Services at any time,
for any reason on ten (10) days’ notice to Publisher.

Publisher Services:

If Publisher accepts a Program, Publisher agrees to place that
Program's advertising links (including the landing page) and creative
(including the subject and from lines, the Advertiser CAN-SPAM
disclosures and any other disclosures provided therein) (collectively,
the "Ad") on Publisher's Media (as defined below) exactly as the Ad
appears on the Platform and Publisher will not alter such Ad in any
way, including resizing of Ads, without written approval from Company.
In addition, Publisher shall comply with the following terms and
conditions:

In order to be eligible to become a Publisher, all websites,
affiliated websites and e-mail distribution lists (collectively the
“Media”) must meet the following criteria:

If Publisher sends or transmits Ads via email, Publisher must have the
consent of each email recipient to send such email and each Publisher
shall maintain records evidencing such consent including all of the
information that was collected at the time the end user registered at
Publisher's site or provided an opt-in to receive commercial email.
Publisher may offer incentives to users as a means to enhance the
performance of any Program provided that (a) the offering and awarding
of incentives is permitted by the Advertiser for which the Ad is
placed, and (b) Publisher implements commercially reasonable fraud
prevention measures regarding the offering and awarding of incentives.
Incentives include but are not limited to awarding user cash, points
and prizes;
Publisher's website[s] must be fully functional (not "under
construction") at all levels and must point to a top level domain;
Publisher's Media and the content and creative materials created by
Publisher and used by Publisher on and in connection with Publisher's
Media (collectively, "Publisher Content") shall not be deceptive and
shall be compliant with all applicable foreign, state and federal laws
and regulations including, without limitation, those pertaining to
internet marketing, consumer privacy, the CAN-SPAM Act of 2003, as
amended, and the Federal Trade Commission Act;
Publisher Content shall not constitute a false testimonial,
undisclosed paid endorsement or other types of "flogging";
Publisher shall not offer or provide sweepstakes, raffles, contests or
other games of chance in connection with or related to any Ad;
Publisher shall only publish or place Ads through mediums which
Company has specifically approved for Publisher;
Publisher shall not modify or alter any Ad, including, without
limitation, the Ad's content, creative, and terms and conditions. Ads
may only be published in accordance with the terms and conditions set
by Company and the Advertiser;
Publisher agrees to and shall be bound by any and all terms and
conditions contained in a "Campaign Mandatory Requirements Posting"
which may be placed on the Site. Publisher must review these
Requirements, which are additional terms and conditions for specific
Ad(s) and/or Advertiser(s), prior to accepting an Ad to which such
Campaign Mandatory Requirements Postings are attached. To the extent
the terms and conditions contained in the Campaign Mandatory
Requirements Postings are different than this Agreement, the Campaign
Mandatory Requirements Postings will control over this Agreement with
all other terms of this Agreement remaining in full force and effect;
Publisher's Media and any content used by Publisher on or in
connection with Publisher's Media shall not be targeted to or intended
to be used by persons under the age of 18. Publisher shall not
knowingly collect any information from children under the age of 13;
Publisher shall not send or direct any Ad or other communication
relating to an Ad to a mobile telephone or other mobile electronic
device via SMS, MMS or any other type of text messaging service or
protocol unless and until Publisher (a) receives prior written
authorization from Company and (b) enters into a separate written
agreement with Company regarding Publisher's mobile marketing
activities;
Spawning process pop-ups are prohibited; and
Publisher's Media and Publisher's Content shall not include the
following: (a) personal blogs, false testimonials or undisclosed
endorsements; (b) Pornographic material, including any material
appealing to the prurient interests; (c) Racial, ethnic, political,
hate-mongering or otherwise objectionable content; (d) Investment,
money-making opportunities or advice not permitted under law; (e)
Gratuitous violence or profanity; (f) Material that defames,
misrepresents, abuses, or threatens physical harm to others; (g)
Promotion of illegal substances or activities such as illegal online
gambling, how to build a bomb, counterfeiting money, etc.; (h)
Software Pirating; (i) Hacking or Phreaking; (j) Obscenity and any
spoofing, redirecting, or trafficking from adult-related websites in
an effort to gain traffic; (k) infringement or violations of the
patents, copyrights, trademarks, rights of publicity, rights of
privacy, moral rights, music performance or other music-related
rights, or any other right of any third party; (l) Any illegal
activity whatsoever.

Fraud:

Monitor and Inactivation. Company may, but is not required to, monitor
Publisher's traffic and/or conduct for fraud. If fraud is suspected or
detected, Publisher's account will be made inactive pending further
investigation, to the extent that further investigation is necessary.
Fraudulent traffic includes but is not limited to, click-through or
conversion rates that are much higher than industry averages and where
solid justification for such higher click-through or conversion rates
is not evident to the reasonable satisfaction of Company; click or
lead generation programs generating clicks or leads with no indication
by site traffic that it can sustain the clicks or leads reported;
fraudulent leads as determined and reported by Advertisers; use of any
incentives to procure clicks or leads; leads obtained other than
through intended consumer action without prior written approval of
Company. Other fraudulent conduct includes, but is not limited to
pre-population of forms or mechanisms not approved by Company; use of
sites in co-registration campaigns, sequential promotion or
registration sites, unless approved by Company; use of phone books or
similar such compilations of personal data, to complete lead
generation forms; use of fake redirects, automated software, proxy
servers and/or other mechanisms, actions and conduct deemed by Company
to generate falsified, sham or illegitimate Events. If Company, in its
sole and reasonable discretion, determines that Publisher has engaged
in fraudulent traffic generation or other fraudulent conduct,
Publisher shall forfeit its entire commission for all Programs and its
account with Company shall be terminated. In addition, in the event
that Publisher has already received payment for fraudulent activities,
Company reserves the right to seek credit or remedy from future
earnings or to demand reimbursement from Publisher which Publisher
shall make within five (5) business days of such demand.
Adware and Spyware prohibited. Publisher shall at no time, engage in,
disseminate, promote or otherwise distribute, any Program or Ad
through the use of contextual media, specifically downloadable
software (also called adware, pop-up/pop-under technologies, plug-ins,
and other names as applicable). This prohibition applies equally to
Publisher and any of its Sub-Publisher or other agents. In the event
that Company discovers that Publisher is engaging in, disseminating,
promoting or otherwise distributing, any Company Program or Ad through
contextual marketing, then Company may, in its sole discretion,
terminate this Agreement and immediately halt any and all Company
related contextual marketing campaigns, making payment only on
legitimate earnings of Publisher as accrued through the date and time
of termination and withholding any and all earning obtained through
violation of this Agreement.

Virtual Currency:

The virtual currency provided to you pursuant to your use of the
Services is not real life currency and has no value whatsoever, either
as a currency or otherwise, in the real world. Such virtual currency
may not be used for any purpose other than within the framework of the
applicable Application for which it was intended by the respective
Application owner/operator and subject to the applicable Application
owner/operators’ terms of use in relation to such virtual currency.
The amount, value and permitted uses of the virtual currency which you
may be entitled to receive pursuant to use of the Services (whether
via participation in advertising offers and/or payment or real money)
is determined solely by the owner/operator of the Application
regarding which such virtual money is intended to be used. SurveyXa is
in no way responsible or liable for any matter related to the amount,
value or permitted use of the virtual currency received by you.

Earning/Winning Virtual Currency - In order to earn or win the virtual
currency, you shall be required to fulfill and complete all the
requirements of the applicable advertising offers as set forth in the
instructions of the applicable offer. The nature of the requirements
to be fulfilled, and the amount and type of virtual currency to which
you may be entitled pursuant to the completion of said requirements,
are determined solely by the applicable advertiser and the
owner/operator of the applicable Application. SurveyXa is not liable
or responsible for the amount and/or type of virtual currency received
by you pursuant your participation in any advertising offer and any
complaints, errors and/or problems you may have in connection with the
foregoing should be reported directly to the owner/operator of the
Application. Without derogating from the generality of the foregoing,
SurveyXa is not responsible for any discrepancies between any offer
appearing on the Offer Page and any offer actually provided by the
applicable Application and the actual payout of virtual currency may
not equal to that disclosed on the Offer Page.

Purchase of Virtual Currency - In order to purchase the virtual
currency, you shall be required to pay a certain amount of real money
as determined by the virtual money per real money value rate detailed
and set forth in the instructions appearing in the applicable purchase
offer. The amount of real money required to be paid for each unit of
the applicable virtual currency is determined solely by the
owner/operator of the applicable Application. Furthermore, please be
advised that should you decide to purchase the virtual money, the
actual money transfer shall be performed by certain third party
entities that deal in e-commerce and online money transfers, and such
third parties shall be solely responsible for the transfer of your
payment to the applicable owner/operator of the Application. SurveyXa
is not liable or responsible for the safe transfer of your payment to
its intended destination or for the amount and/or type of virtual
currency received by you pursuant your purchasing the virtual currency
and any complaints, errors and/or problems you may have in connection
with the foregoing should be reported directly to the owner/operator
of the Application and/or the applicable third party performing the
transfer of your payment, as applicable. In any event, all
transactions, for virtual currency or for other items, are considered
final, and there will be no refunds.

Fees:

Some products and services available through or in connection with
this Site, including without limitation the ability to execute a
financial transaction using this Site, require that you purchase a
subscription or otherwise pay a fee. You hereby authorize the Company
and its merchant provider to charge your credit card in advance for
all applicable fees incurred by you or on your behalf in connection
with the product or service you have chosen to use. You are solely
responsible for all charges, fees, duties, taxes, and assessments
arising out of your use of the Site. The Company reserves the right in
its sole discretion to change the amount of, or basis for determining,
any fees or charges for services it provides, and to institute new
fees, charges, or terms at any time. The Company reserves the right to
terminate your ability to use the Site at any time for any reason.

Your right to use the Site to complete a financial transaction is
subject to any expenditure limits established by the Company or by
your bank, credit card issuer or other financial institution. If you
use a debit, credit or other payment card, and payment cannot be
charged to your card or your charge is returned for any reason,
including chargeback, Company reserves the right to either suspend or
terminate your access to the Site, thereby terminating this Agreement
and all obligations of Company hereunder. If you have reason to
believe that your financial information is no longer secure (for
example, in the event of a loss, theft or unauthorized disclosure or
use of any credit, debit, or charge card number stored), you must
notify the Company of the problem to avoid possible liability for any
unauthorized charges.

It is your responsibility to notify the Company if your credit card
has changed or has expired and to make appropriate changes or your
service may be disconnected or interrupted.

Payment:

Subject to the terms of this Paragraph 7 [fraud], Publisher will be
paid per the terms of each Program or insertion order. Provided that
Publisher meets its minimum monthly commission, shall pay any amounts
due approximately fifteen (15) days after the end of each month, less
any taxes required to be withheld under applicable law, provided that
Company may, in its discretion, withhold payments due to Publisher for
a specific Program until such time as the Advertiser has paid Company
for that Program. Company does not guarantee payment to the Publisher
for a Program if the Advertiser fails to pay for that Program for any
reason or no reason at all. Publisher acknowledges and agrees that (i)
it accepts all risks if an Advertiser fails to pay for a Program, and
(ii) Company is not a guarantor of any Advertiser payment obligation.
If Publisher's minimum monthly commission is not achieved, the
commission will be rolled over into the next month. The monthly
minimum amount depends on the Publisher's selected payment method --
$150 for PayPal and $500 for wire transfer (wire transfers under
$1,000 are subject to a $20 processing fee).
Company reserves the right to reduce any payments owed to Publisher at
any time, as a consequence of any offsets taken by Advertisers for
invalid Events, technical errors, tracking discrepancies and the like.
If no further payments are due to the Publisher, Publisher shall pay
back these amounts within fifteen (7) days of receipt of invoice for
the offset amount.
Company reserves the right to withhold or reduce any payment to
Publisher at any time in the event that Publisher or its sub-publisher
breaches any material term of this Agreement or Company is placed on
notice that Publisher or its sub-publisher, in connection with using
the Services, has violated any other entity's terms or conditions or
any applicable law or regulation.
Company shall compile, calculate and electronically deliver data
required to determine Publisher's billing and compensation. Any
questions or disputes regarding the data or payout provided by the
Company must be submitted by Publisher in writing within five (5)
business days of receipt of final data or payout, or the information
will be deemed accurate and accepted as such by Publisher. Company
will not pay for any Events that occur before a Program is initiated,
or after a Program terminates. Invoices submitted to Company and
payments made to Publisher shall be based on the Events as reported by
Company. Company will not be responsible to compensate Publisher for
Events that are not recorded due to Publisher's error. Company will
require a Publisher to provide a W-9, and similar such information, as
a condition to payment.

Confidential Information:

Each party agrees to use the other party's Confidential Information
solely for the purposes contemplated by this Agreement, and to refrain
from disclosing the other party's Confidential Information to any
third-party, unless:

any disclosure is necessary and permitted in connection with the
receiving party's performance of its obligations or exercise of its
rights under this Agreement or any other agreement between the
parties;
any disclosure is required by applicable law or court order; provided,
that the receiving party uses reasonable efforts to give the
disclosing party reasonable advance notice thereof so as to afford the
disclosing party an opportunity to intervene and seek an order or
other appropriate relief for the protection of its Confidential
Information from any unauthorized use or disclosure; or
any disclosure is made with the consent of the disclosing party. For
the purposes of this Agreement, "Confidential Information" includes,
without limitation, the terms of this Agreement (including pricing)
and information regarding existing or contemplated service, products,
the identities of Advertisers, processes, techniques, or know-how, or
any information or data developed pursuant to the performance of the
Services. Notwithstanding the foregoing, Publisher agrees that Company
may divulge Publisher's Confidential Information to an Advertiser,
Company's attorneys, agency, legal or regulatory authority, or any
other person or entity relating to investigations, assertions, claims
or actions that Publisher or its sub-publisher has violated this
Agreement, any other entity's terms or conditions, or any applicable
law or regulation.
Non-Solicitation:
While an approved Publisher and for one hundred eighty (180) days
thereafter, Publisher shall not participate in any performance based
advertising relationship with any Advertiser within Company's network
for which Publisher undertook services on behalf of Company, unless a
previously existing business relationship between Advertiser and
Publisher can be demonstrated to the reasonable satisfaction of
Company. Because the Company will be irreparably harmed by Publisher's
conduct, and because the true extent of such harm will be impossible
to quantify, monetary damages will not be an adequate remedy for any
such conduct. Publisher agrees that Company shall be entitled to
injunctive relief precluding Publisher from taking or continuing any
action or conduct in violation of this provision, to be issued by any
court of competent jurisdiction upon a showing of any such conduct by
Publisher without posting bond or required demonstration of monetary
damages. Such injunctive relief is in addition to and not exclusive of
all other rights and remedies available to Company. The ability to
seek and obtain injunctive relief is a bargained for provision of this
Agreement. In addition, both parties agree and acknowledge that if
Publisher violates its obligations under this Paragraph 6, in addition
to injunctive relieve, Company will be entitled to liquidated damages
in the amount of forty-five percent (45%) of the gross revenues
resulting from sales conducted by Advertiser through the advertising
or marketing efforts of Publisher.

Alleged Violations:

Company reserves the right to terminate your use of the Service and/or
the Site. To ensure that Company provides a high quality experience
for you and for other users of the Site and the Service, you agree
that Company or its representatives may access your usage records on a
case-by-case basis to investigate complaints or allegations of abuse,
infringement of third party rights, or other unauthorized uses of the
Site or the Service. Company does not intend to disclose the existence
or occurrence of such an investigation unless required by law, but
Company reserves the right to terminate your account or your access to
the Site immediately, with or without notice to you, and without
liability to you, if Company believes that you have violated any of
the Terms of Use, furnished Company with false or misleading
information, or interfered with use of the Site or the Service by
others.

No Warranties:

Company hereby disclaims all WARRANTIES. Company is making the site
available “AS IS” without warranty of any kind. You assume the risk of
any and all damage or loss from use of, or inability to use, the site
or the service. to the maximum extent permitted by law, company
expressly disclaims any and all warranties, express or implied,
regarding the site, including, but not limited to, any implied
warranties of merchantability, fitness for a particular purpose, or
non-infringement. Company does not warrant that the site or the
service will meet your requirements or that the operation of the site
or the service will be uninterrupted or error-free.

Limited Liability:

Company’s liability to you is limited. to the maximum extent permitted
by law, in no event shall company be liable for damages of any kind
(including, but not limited to, special, incidental, or consequential
damages, lost profits, or lost data, regardless of the foreseeability
of those damages) arising out of or in connection with your use of the
site or any other materials or services provided to you by company.
This limitation shall apply regardless of whether the damages arise
out of breach of contract, tort, or any other legal theory or form of
action.

Affiliated Sites:

Company has no control over, and no liability for any third party
websites or materials. Company may, from time to time, work with a
number of partners and affiliates whose Internet sites may be linked
with the Site. Because neither Company nor the Site has control over
the content and performance of these partner and affiliate sites,
Company makes no guarantees about the accuracy, currency, content, or
quality of the information provided by such sites, and Company assumes
no responsibility for unintended, objectionable, inaccurate,
misleading, or unlawful content that may reside on those sites.
Similarly, from time to time in connection with your use of the Site,
you may have access to content items (including, but not limited to,
websites) that are owned by third parties. You acknowledge and agree
that Company makes no guarantees about, and assumes no responsibility
for, the accuracy, currency, content, or quality of this third party
content, and that, unless expressly provided otherwise, these Terms of
Use shall govern your use of any and all third party content.

Indemnity:

You agree to indemnify Company for certain of your acts and omissions.
You agree to indemnify, defend, and hold harmless Company, its
affiliates, officers, directors, employees, consultants, agents, and
representatives from any and all third party claims, losses,
liability, damages, and/or costs (including reasonable attorney fees
and costs) arising from your access to or use of the Site, your
violation of these Terms of Use, or your infringement, or infringement
by any other user of your account, of any intellectual property or
other right of any person or entity. Company will notify you promptly
of any such claim, loss, liability, or demand, and will provide you
with reasonable assistance, at your expense, in defending any such
claim, loss, liability, damage, or cost.

General:

Entire Agreement. These Terms and Conditions, together with the terms
for each of the Programs and the Mandatory Requirements Postings,
constitute the entire agreement between the parties and supersede all
prior agreements or understandings between the parties.
Waiver. No waiver by either party of any breach of any provision
hereof shall be deemed a waiver of any subsequent or prior breach of
the same or any other provision.
Assignment. This Agreement and the rights hereunder are not
transferable or assignable without prior written consent of the
non-assigning Party; provided, however, that this Agreement may be
assigned by either Party (a) to a person or entity who acquires
substantially all of that Party's assets, stock or business by sale,
merger or otherwise and (b) to an affiliate of either Party.
Severability. In the event that any provision of the terms or
conditions set for in the Agreement is found by an arbitrator or court
having jurisdiction there over invalid or unenforceable pursuant to
any judicial decree or decision, such provision shall be deemed to
apply only to the maximum extent permitted by law, and the remainder
of the terms and conditions shall remain valid and enforceable.
Relationship. The parties agree that Publisher is acting as an
independent contractor in performing the Services and that the
relationship between the Company and Publisher shall not constitute a
partnership, joint venture or agency. Neither Publisher, Sub-Publisher
nor their employees or agents: (i) are an employee, agent or legal
representative of Company, or (ii) shall have any authority to
represent Company or to enter into any contracts or assume any
liabilities on behalf of Company. Conversely, Company is not (i) is an
employee, agent or legal representative of Publisher, or (ii) shall
have any authority to represent Publisher or to enter into any
contracts or assume any liabilities on behalf of Publisher. Each party
retains all the rights and privileges of sole employer of its own
employees, including, without limitation, the right to control, hire,
discipline, compensate and terminate such employees. Neither party's
employees shall have any right to receive any employee benefits from
the other party.
No Publicity. Publisher may not make any mention of Company or any
Company client in any publicity materials advertising or otherwise
presenting information on your company and your services, including
without limitation listing Company or any of its clients in your
customer lists, without the written consent of Company, whose consent
may be withheld for any reason or for no reason.
No License. Nothing contained on the Site should be understood as
granting you a license to use any of the trademarks, service marks, or
logos owned by the Company or by any third party.
Notice. Any notice, communication or statement required by or relating
to this Agreement shall be in writing and deemed effective upon
receipt when (i) delivered to Company by verified email to ; or, as
the case may be, (ii) delivered to Publisher at either the postal or
email addresses provided by Publisher when registering with Company.
Publisher shall promptly notify Company of any and all changes to
Publisher's postal and email addresses.
Complete Agreement. This Agreement combined with any applicable
insertion order constitutes the entire agreement of the parties and
supersedes any other agreement or understanding written or oral that
may have been made or entered into with regard to the subject matter
thereof.

Acknowledgement:

BY USING THE SERVICE OR ACCESSING THE SITE, YOU ACKNOWLEDGE THAT YOU
HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.

Contact Us:

In order to resolve complaint regarding the site or to receive further
information regarding use of the site please contact us at:

Incent MR LLC

2055 Limestone Rd,STE 200-C,

Wilmington DE 19808 USA

support@surveyxa.com.

+1 302-725-3141


-Last Edited on 2021-01-01