Terms of Service | Formbricks Open Source Experience Management

Section 1. Welcome and Scope of the ToS

Formbricks GmbH, Kuhnkestr. 6, 24118 Kiel, Germany ("Formbricks", "we", "our" or "us"), is a technology company specializing in distributed open-source experience management solutions, enabling businesses to conduct user research and gather feedback through customizable survey tools. These ToS outline the terms and conditions for the provision of services offered by Formbricks. The functionalities and capabilities of the Services (as defined below) are outlined in detail in our documentation to be found under formbricks.com/docs.
Capitalized terms used but not defined within this Agreement will have the meaning set forth in Section 2.
These ToS form a legal contract between you, either (a) an individual user or (b) a business organization (in either case the "Customer", "You" or "Your"), and Formbricks with respect to the provision of the Services by Formbricks.
If You subscribe to the Services through our website, by clicking on the "ACCEPT TERMS" and "Subscribe with the obligation to pay" button or by using them, You agree to be bound by the terms of these ToS. If You are an individual entering into these ToS 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; if You do not have such authority, or if You do not wish to be bound by the terms of these ToS, You must not click the buttons, and You must not access or use the Services.
Please read these ToS carefully to ensure that You understand the terms before You use the Platform.
If You would like to get in contact with us and with respect to any notice required or permitted under these ToS, You can write to us by email to hola@formbricks.com.
The Annexes form an integral part of the Agreement.
In the event of a conflict between the terms of these ToS and the Annexes, the terms of the Annexes shall take precedence.

Section 2. Definitions and Interpretation

"Acceptable Use Policy" means the policy located at https://formbricks.com/acceptable-use as may be updated by us from time to time.
"Affiliate" means any entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with a Party within the meaning of Section 15 et seq. German Stock Corporation Act (AktG).
"Agreement" means the ToS and its Annexes.
"AI" means artificial intelligence.
"AI Functionality" means those certain artificial intelligence features and functionalities powered by an AI Subprocessor and enabled for use by Customer in the Software, if any.
"AI Subprocessor" means those certain third-party providers currently used by Formbricks to provide a certain AI Functionality.
"Annexes" the Data Processing Addendum, the Data Act Addendum, the Service Level Addendum and the Prices List.
"Applicable Law" means all laws, rules, and regulations applicable to either Party's performance under this Agreement, including, but not limited to, those applicable to the processing of personal data, in particular, the European General Data Protection Regulation 2016/679 ('GDPR') and all national laws validly amending the applicable rules for the processing of personal data.
"Beta Services" means new services or new features available to Customer from time to time for evaluation and testing as part of the Platform.
"Business Days" means any day except for a Saturday, Sunday, or other day on which the banks in Kiel, Germany, are authorized or required by law to be closed.
"Change of Control" means the acquisition of control or all or substantially all of the assets of the Customer, whether directly or indirectly, in a single transaction or a series of related transactions, including through a merger, acquisition, corporate reorganization involving the Customer, or the sale of all or substantially all of Customer's stock or assets.
"Confidential Information" is information of a business, financial, operational, technical, or other nature, as well as all information that is not generally known or readily accessible, either as a whole or in the exact arrangement and composition of its components, and is therefore of economic value, which is protected by appropriate confidentiality measures on the part of the Disclosing Party ("Disclosing Party") or an Affiliate of the Disclosing Party and in which there is a legitimate interest in confidentiality ("Trade Secret"), which a party ("Receiving Party") receives from the Disclosing Party and which:
1. is available in written, recorded, graphic, or other tangible form and is marked as "confidential", "trade secret", or with a similar designation;
2. is communicated orally and is classified as "confidential" or "trade secret" or a similar desgination by the Disclosing Party at the time of disclosure and such classification is confirmed in writing within thirty (30) days of disclosure; or
3. to the extent that it concerns information as referred to in Section 2.12.1 or 2.12.2, is received without appropriate marking under such circumstances that could reasonably be interpreted as an obligation of confidentiality or the Receiving Party could reasonably assume that the information is secret.

Confidential Information also includes all summaries and abstracts of Confidential Information. For the avoidance of doubt, Customer's Confidential Information includes Customer Data.

"Customer AI Data" means (a) any input you provide to be processed through the AI Functionality ("AI Input") and (b) any received output generated and returned by the AI Functionality based on your AI Input ("AI Output"). Customer AI Data is a subset of Customer Data.
"Customer Data" means any and all data supplied, submitted, ingested, processed, stored, posted, displayed, or otherwise made available by or on behalf of Customer for processing by or use with the Software.
"Data Processing Services" means any digital service that is provided to a customer that enables ubiquitous and on-demand network access to a shared pool of configurable, scalable, and elastic computing resources of a centralized, distributed, or highly distributed nature that can be rapidly provisioned and released with minimal management effort or service provider interaction.
"Documentation" means the technical specification documentation generally made available by Formbricks to its customers with regard to the then-current version of the Software from time to time. Customer can access the Documentation at any time at formbricks.com/docs.
"Effective Date" means the date on which both Parties have signed an Order, or the Contract Date defined in an Order upon which the Order shall enter into effect.
"Fees" means the remuneration to be payment the Customer as further specified during the order process, or any applicable Price List.
"Free Services" means Beta Services and Trial Services.
"Formbricks Services" means the Software and any Professional Services:
1. "Software" means the software functionality that Formbricks provides to the Customer as Software as a Service or On-Premises Software.
2. "Professional Services" means the implementation, data onboarding, commissioning support, consulting, development, and other professional services that Formbricks may perform as described during the order process.
"Intellectual Property" means any property that is protected in any manner by Intellectual Property Rights.
"Intellectual Property Rights" means any and all intellectual property rights or similar proprietary rights, including (a) patent rights and utility models, (b) copyrights and database rights, (c) trademarks, trade names, domain names, and trade dress and the goodwill associated therewith, (d) trade secrets, (e) mask works, and (f) industrial design rights, in each case, including any registrations of, applications to register, and renewals and extensions of any of the foregoing in any jurisdiction in the world.
"Internal Purposes" means the use of the Software for which the Customer is the primary beneficiary.
"On-Premises Software" means computer programs that are installed and operated directly on the Customer's local hardware and infrastructure, rather than being hosted on external servers or accessed via the Internet. On-Premises Software is managed and maintained by the Customer within their own facilities, providing them with full control over its operation, security, and data management.
"Overage Responses" means the number of responses going beyond the number of Responses purchased by the Customer for a billing cycle.
"Platform" means the comprehensive suite of software functionalities that Formbricks delivers to You, either as a software-as-a-service (SaaS) solution accessible via the internet or as on-premises software installed and operated on Your local servers and devices.
"Responses" means the number of responses received by the Customer of its end users through the Software.
"Software as a Service" means the provision of a computer program under a subscription or managed service model where the computer program is hosted in a multi-tenant cloud environment and maintained remotely either by Formbricks or a third party.
"Term" means the term as specified in the subscription plan for each individual subscription of Services.
"Taxes" means taxes (e.g., value-added tax), levies, duties, or similar governmental assessments of any nature (collectively).
"Third Party Software" means any software contained in the Software that is licensed to Formbricks by a third party, including but not limited to open-source software.
"Trial Period" means the period for which Trial Services are made available to the Customer.
"Trial Services" means services or features available to the Customer on a trial basis.
"User" means any authorized person or entity who accesses or uses the Software.
"Withholding Tax" means any withholding Taxes imposed or levied by any governmental authority).

Section 3. Using the Software and Creating an Account

You can register for an account to access the Platform via the website app.formbricks.com. Registration requires to provide full name, valid email address, and password.
You are required to provide truthful information both during registration as well as in the context of using the Platform. You are solely responsible for the completeness and accuracy of the information provided. You agree that any content submitted to the Platform does not and will not violate third-party rights of any kind, including, without limitation, any intellectual property rights.
We may update and further develop the Platform at any time and adapt it due to a changed legal situation, technical developments or to improve IT security. In doing so, we will give due consideration to Your legitimate interests and inform You of any necessary updates in a timely manner. However, sometimes changes will need to be made immediately and if this happens, we will not be able to provide You with notice.
Subject to the terms and conditions of this Agreement, You may permit Users, provided they are not a competitor of Formbricks, to use the Platform for Your Internal Purposes (as defined below) and benefit in accordance with Section 4. You agree to keep confidential the login names and passwords required for the use of the Platform, to keep them in a safe place, and to protect them against unauthorized access by third parties with appropriate precautions, and to instruct Your Users to do the same. You control access to and use of the Services by Users. You are responsible and fully liable for the breach of this Agreement by the acts and omissions of Users (including any usage charges or overage charges) under the Agreement.

Section 4. Platform License and Intellectual Property

With respect to the Platform, subject to the terms and conditions of the Agreement, compliance with our Acceptable Use Policy, and Your payment of the Fees, Formbricks grants to You a non-exclusive, non-transferable, non-sublicensable, right during the Term to access and use the Platform solely for Your Internal Purposes as permitted by their features and functionality and in accordance with the Documentation. Except as expressly granted, there are no other rights of access or licenses granted to You, express or implied. All rights not granted are reserved by Formbricks.
You may designate Users to use the Platform on Your behalf in accordance with the Documentation. Use of the Platform by You and the Users in the aggregate must be within the restrictions set forth (if any). You shall require that all Users keep their user ID and password information confidential and not share such information with any unauthorized person. You shall be responsible for all actions taken using Your accounts and passwords.
Use of the Platform in high-risk areas is excluded (operation of nuclear power plants, air traffic control systems, weapons of war, life-support equipment or comparable high-risk applications in which malfunctions typically lead directly to the death of people or to major emergencies).
The Platform may contain Third-Party Software, including any open-source software that is used as a dependency and not incorporated into the Platform, in which intellectual property rights are owned by a third party. The terms of the Agreement do not apply to Third-Party Software as Third-Party Software is subject to their own terms and are deemed licensed directly to You by the respective third party under those terms. The Platform may also provide access to Formbricks’ software components that are licensed under open-source licenses; in such case only the respective open-source licenses apply.
The Platform is a general tool designed for the purposes described in the Documentation, available under the URL flower.ai/docs. It has not been customized, and will not be customized, to Customer's requirements.
Access to the Platform and the Documentation will be granted in German or English by electronic means within a reasonable period following the Effective Date.
You shall not, directly or indirectly, and You shall not permit any User or third party to (i) decompile, disassemble, or otherwise reverse engineer the On-Premises Software or attempt to reverse engineer or decipher by any means the source code, underlying ideas, algorithms, libraries, file formats, data, databases, or programming interfaces of the On-Premises Software or any software provided with the On-Premises Software, except as otherwise provided in Section 4.9, (ii) modify the On-Premises Software (in whole or in part), create a work derived from the On-Premises Software (in whole or in part), or integrate the On-Premises Software (computer program whole or in part) into another or combine it with another computer program, unless and to the extent that Formbricks has expressly authorized this in writing or, in the case of third-party Software, only in relation to these components of the On-Premises Software and within the scope of the applicable third-party Software license agreement, (iii) distribute (except as expressly permitted herein), sell, sublicense, rent, lease, or use Software as a Service on a temporary basis, in a service bureau, hosting or for service provider or similar purpose, (iv) perform vulnerability scanning, penetration testing, or other security testing, including network discovery, port and service identification, password cracking, and remote access testing, of Formbricks' Systems or Software as a Service, (v) modify, edit or alter, disassemble, decompile, or reverse engineer any part of the Software (this prohibition includes, but is not limited to, examining data structures or similar program-generated materials) or access and use the Software to create or support Formbricks' competing Software or services and/or assist any third party in such creation and support, (vi) access libraries, data, or databases which are integrated into the Software, or which are made available by means other than through the Software itself, (vii) change the Documentation (in whole or in part) or create a work derived from the Documentation (or a part thereof), except for Internal Purposes of the Customer or if Formbricks has expressly agreed to this in writing, (viii) remove any product labeling, proprietary notices, copyright notices, or other notices in the Software or Documentation or, (ix) publicly disseminate any performance data or analysis (including, but not limited to, benchmarks) related to the Software or Documentation, regardless of its origin.
The restrictions pursuant to Section 4.7 shall not limit Your statutory rights in accordance with Applicable Law implementing Articles 3, 6, 10, and 12 of Directive (EU) 2019/790 and Articles 4, 5, and 6 of Directive 2009/24/EC.
You may decompile the On-Premise Software as follows:
1. The conversion of the On-Premises Software provided into different code forms (decompilation), as well as any other type of reverse engineering of the various production stages, including the modification of On-Premises Software, is permitted for personal use, in particular for the purpose of troubleshooting or extending the scope of functions. Personal use within the meaning of this provision also includes any use for commercial purposes, provided it is limited to Your own use or that of Your employees and is not intended to lead to commercial use in any form in dealings with third parties.
2. The removal of copy protection or similar protection mechanisms is only permitted to the extent that this protection mechanism impairs or prevents the trouble-free use of the On-Premises Software. You shall bear the burden of proof regarding the impairment or prevention of trouble-free usability by the protection mechanism.
3. The permitted actions according to this Section 4.9.1 may only be carried out by commercially active third parties if Formbricks is not prepared to make the desired changes in return for appropriate remuneration and if the commercially active third party is not in a potential competitive relationship with Formbricks. Formbricks must be given sufficient time to check whether the order should be accepted and must be informed of the name of the third party.
4. Insofar as the aforementioned actions are carried out for commercial reasons, they are only permitted if they are essential for the creation, maintenance, or functionality of an independently created interoperable program and the necessary information is neither published nor otherwise accessible, e.g., through Formbricks.
To the extent AI Functionality is included in the Software by Formbricks the following terms shall apply to the use of such AI Functionality. This Section 4.10 shall not apply, to the extent You have combined your own AI model or a third-party AI model on your on-behalf in an on-premise environment.
1. As between the AI Subprocessor, Formbricks, and You, and to the extent permitted by law, You own all Your AI Data. However, You understand and acknowledge that the AI Functionality may produce similar responses to similar prompts by other Formbricks customers and/or third parties using similar AI Functionality and Your rights in the content of such responses may not be enforceable. Formbricks will only use Customer AI Data as necessary to provide the Formbricks Services. Subject to Section 4.10.2, the AI Subprocessor will only use Customer AI Data to provide and maintain the AI Functionality, comply with applicable law, and enforce License Restrictions, in accordance with its usage policies and published documentation. The Customer is solely responsible for ensuring that its Customer AI Data complies with applicable laws.
2. Any AI Input may, depending on the type of AI Functionality, be used by an AI Subprocessor for model training and improvement, subject to applicable opt-out rights provided by such AI Subprocessor. You acknowledge that Formbricks has no control over the use of the AI Input and any use thereof is at Your own risk.
3. You have the right to use the AI Output for Your internal business purposes. Formbricks may use AI Output for its own internal business purposes.
4. The rights granted herein are subject to the License Restrictions of each AI Subprocessor from time to time in place, including, without limitation, those set forth below, and You agree that You will comply with and not violate, or allow any user to violate, the following AI Subprocessor safety and usage policies (as may be updated from time to time):
  1. Microsoft Corporation, with respect to Microsoft Enterprise AI Services Code of Conduct located at https://learn.microsoft.com/en-us/legal/ai-code-of-conduct\#responsible-ai-requirements.
  2. OpenAI Ireland Ltd., the usage policies located at https://openai.com/policies/usage-policies/ including but not limited to the OpenAI sharing and publication policy located at https://openai.com/policies/sharing-publication-policy/, as well as other enumerated requirements for certain uses.
All Intellectual Property Rights in and to Customer Data belong to and shall remain vested in You or the relevant third-party owner.
Unless you are a consumer, You hereby grant Formbricks a limited, revocable, non-exclusive, non-transferable, worldwide and royalty-free license to use the Your company name and logo (whether or not trademark protected) on Formbricks' website and in the Formbricks' sales and promotion material to identify the Customer as a customer of Formbricks. You haveh the right to waive this license in written form at any point in time.

Section 5. Free Services

Beta Services will be identified as "beta", "pre-release", "early-release", or "development" (or words or phrases with similar meanings). Whether You chooses to use the Beta Services is completely optional and within Your control. Formbricks makes no commitment that future versions of a Beta Services will be released. If You choose to use a Beta Services You expressly acknowledge and agree to the provisions of Section 5.3.
Formbricks may make Trial Services free of charge and for a limited period. Trial Period shall terminate on the earlier to occur of the end of any applicable Trial Period, or the termination by Formbricks of the Trial Period in its sole discretion.

Additional terms and conditions regarding the Trial Services may appear on a trial registration or other web page. You must accept and agree to those additional terms and conditions prior to using the Trial Services.

Unless otherwise agreed between the parties in writing, use of Free Services is subject to the terms and conditions of these ToS. Free Services may be provided to You up to certain limits as provided by Formbricks in connection with the applicable Free Services. Usage over such limits is not authorized by Formbricks. You agree that Formbricks, in its sole discretion and for any or no reason, may terminate Your access to the Free Services or any part thereof at any time. You agree that any termination of Your access to the Free Services may be without prior notice. You are solely responsible for exporting Customer Data from the Free Services prior to termination of Your access to the Free Services for any reason. Notwithstanding anything to the contrary contained in these ToS, or elsewhere, all Free Services are provided "as is", and Formbricks does not provide any warranty, support or indemnification of any kind with respect to the Free Services or any products, results or use thereof. You are solely responsible for Your use and reliance on any such results. You further agree that the provision of the results obtained through the Free Services is not a substitute to Your considered and informed decision-making, and that You remain solely responsible for any use of such results and for any decisions made in relation on such results. The warranty as provided under Section 10 below shall be expressly excluded.

Section 6. Customer's Obligations

Customer may engage with the Software via an authentication method provided by Formbricks or a third-party authentication provider. Customer's use of a third-party authentication method is governed by the terms and conditions of the respective third-party authentication method provider. Formbricks will not be responsible for Customer's use of the authentication method or any act or omission of any third-party authentication method provider, including (a) failure of the authentication method, (b) presence of bugs or errors in the authentication method, or (c) provision by the authentication method of inaccurate identities at login. To the extent that authentication methods are made available by Formbricks, all authentication methods are provided without any representation or warranty unless explicitly stated otherwise.
Customer is responsible for:
1. obtaining, deploying, and maintaining all computer hardware, software, modems, routers, and other communications equipment necessary for Customer and its Users to access and use the Software via the Internet (collectively, the "Customer System");
2. contracting with third-party internet service provider, telecommunications, and other similar service providers to access and use the Software via the Internet;
3. properly configuring and using the Services;
4. taking appropriate action to secure, protect and backup Your accounts and Your Customer Data; and
5. paying all third-party fees and access charges incurred in connection with the foregoing.
Formbricks shall not be responsible for supplying any hardware, software (other than provided as part of the Platform) or equipment to You under these ToS. You shall inform yourselves about the substantial functionalities of the Platform before the start of Agreement in an exhaustive manner and you bear the risk that the Platform satisfies Your factual needs and is compatible with Your computer systems. You are responsible for managing your own computing resources effectively, including monitoring and making any necessary adjustments to drive capacity to ensure that Formbricks can provide the Services effectively and efficiently. Formbricks will retain your data for thirty (30) days post-termination to allow for migration, after which it will be deleted unless otherwise required by law.
You acknowledge and agree that Formbricks neither endorses the contents of any of Your communications or Customer Data, nor assumes any responsibility for any material contained therein, any infringement of third-party Intellectual Property Rights arising therefrom, or any crime facilitated thereby. You shall be solely responsible and liable for the completeness, integrity, quality and accuracy of Customer Data. You warrant that none of your Customer Data or User’s use of Your Customer Data will violate the Acceptable Use Policy.
You shall use the storage capacities provided as part of the Platform only for purposes related to the use of the Platform, including project management files. You shall not store any other data not related to the purposes of the usage of the Platform. In case of a breach, Formbricks may terminate this agreement in accordance with Section 13.3.
Formbricks and You each shall provide accurate, current and complete information as necessary for the other to communicate with the respective other party from time to time regarding the Formbricks Services, issue invoices or accept payment, or contact the other party for other account-related purposes. Formbricks and You each shall keep any online account information current and promptly inform the respective other party of any changes in such party’s legal business name, address, email address and phone number.
During the entire term of the Agreement, the Customer cooperates with Formbricks closely and faithfully and shall contribute reasonably to the fulfilment of the Agreement. Insofar, You shall actively contribute to the provisions of Services to the extent necessary, e.g., by providing, if necessary, employees, workspace, hard- and software, data, and telecommunication facilities, by answering questions, and by controlling work results of Formbricks. The Customer shall provide accurate, current and complete information as reasonably required for the provision and management of the Services. The Customer shall promptly update any such information as necessary to maintain its accuracy and completeness.
You name a qualified contact person and/or project manager and notifies his contact details that allow contact with the contact person and his designated proxy at any time. The contact person must be able to make the necessary decisions by himself or to procure them immediately on behalf of You. You shall immediately notify to Formbricks all modifications of the contact details in writing. You shall provide employees that have specific know-how necessary for the execution of the Agreement and to the provision of the contractual services by Formbricks at no cost.
You must comply with all applicable legal and regulatory requirements related to the use of the Services. You shall ensure that its use of the Services do not violate any confidentiality obligations or other obligations under applicable law. If it is required that Formbricks needs to process personal data on behalf of You, You comply with the respective data protection obligations.
Any prejudice and additional costs resulting from a breach of this Section 6, and other contribution obligations of You set out in the Agreement are at the expense of You. You are not dispensed from Your obligation to pay the Fees, if Formbricks cannot provide Services due to Your deficient or default contributions, Your contact persons, or Your employees.
If You become aware of any inability to comply with the obligations outlined herein, You must promptly notify Formbricks of such non-compliance and take reasonable steps to rectify the situation in a timely manner.

Section 7. Invoicing and Payment

As the sole and complete consideration for Formbricks' performance under this Agreement, the Customer shall pay to Formbricks the Fees.
1. The Fees and any other charges incurred, such as taxes and transaction fees, will be charged to Your payment method on the specific payment date indicated on Your ‘Account’ page. The billing cycle length depends on the subscription plan chosen at sign up. Payment dates may change if Your payment method fails, You change Your subscription plan, or if Your subscription began on a day not contained in a given month. Visit our website and click on the ‘Billing Details’ link on the ‘Account’ page to see Your next payment date. We may authorize Your payment method in anticipation of subscription charges through various methods, including authorizing it for up to approximately one month of service upon registration.
2. To use the Services, You must provide one or more payment methods. You authorize us to charge any payment method associated with Your account if Your primary payment method is declined or unavailable. You remain responsible for any uncollected amounts. If a payment is not successfully settled due to expiration, insufficient funds, or otherwise, and You do not cancel Your account, we may suspend Your access to the Platform and our Services until we successfully charge a valid payment method. For some payment methods, the issuer may charge fees, such as foreign transaction fees. Local tax charges may vary depending on the payment method used. Check with Your payment method service provider for details.
3. If the payment method credit card via Stripe is selected, the invoice amount is due immediately upon conclusion of the Agreement. Payment is processed by the payment service provider Stripe Payments Europe Ltd., 1 Grand Canal Street Lower, Grand Canal Dock, Dublin, Ireland (hereinafter: "Stripe"). Stripe reserves the right to carry out a credit check and to reject this payment method if the credit check is negative.
4. You can update Your payment method by visiting the ‘Account’ page. We may also update Your payment methods using information provided by payment service providers. Following any update, You authorize us to continue charging the applicable payment method.
5. You can cancel Your subscription at any time, and You will continue to have access through the end of Your billing period. Payments are non-refundable, and we do not provide refunds or credits for partial periods. To cancel, go to the ‘Account’ page and follow the cancellation instructions. If You cancel, Your account will close at the end of Your current billing period.
6. We may change our subscription plans and prices from time to time. We will notify You at least one month before any changes take effect. If You do not wish to accept the changes, You can cancel Your subscription before they become effective or reject acceptance. If You do not accept such change within the given acceptance period, we may terminate the subscription at the end of the then-current billing period.
7. Fees stated are net amounts exclusive of any Taxes and such Taxes shall be borne by You. If Formbricks is responsible for paying any Taxes in respect of any Fees pursuant to Applicable Law, the corresponding amounts shall be added to the applicable invoice issued by Formbricks and paid by You together with the relevant Fees.
8. Fees for each Overage Response are specified in the Price List or during the order process, in each case calculated and billed monthly and payable at the end of the respective month.
9. Fees stated are net amounts exclusive of any Taxes and such Taxes shall be borne by You. If Formbricks is responsible for paying any Taxes in respect of any Fees pursuant to Applicable Law, the corresponding amounts shall be added to the applicable invoice issued by Formbricks and paid by You together with the relevant Fees.
10. For customers that reside outside of Germany, any amount payable shall be paid without deduction, withholding, or other consideration of any Withholding Tax, unless such deduction, withholding, or other consideration is required by law. If You are required by law to withhold and pay Withholding Tax on any amount payable to Formbricks, You shall make all payments required in connection with such withholding in a timely manner and in the minimum amount required by law and/or administrative regulation, file with the taxing authorities, document, and provide Formbricks with evidence of such withholding by submitting the original tax receipt. In this case, the remuneration to be paid by the Customer shall be increased by an amount necessary for Formbricks receiving a net amount equal to the amount it would have received if the tax deduction had not been made. You and Formbricks will take reasonable steps to obtain a refund of the Withholding Tax from the applicable taxing authority. If Formbricks ultimately receives a tax refund claim or tax credit, Formbricks will refund to You an amount that Formbricks calculates to be equal to the tax refund or tax credit received. You shall indemnify Formbricks against all costs and expenses incurred as a result of applying for a refund of the Withholding Tax. Any claims by You under this Section 7.1.10 shall become time barred six (6) months from the end of term during which the relevant Withholding Tax can be assessed or its assessment can be altered pursuant to Applicable Law.
Each subscription for the Software includes a specified number of Responses per month. The consumption of the Responses will be based on Your usage of these resources. Responses will be valid only for the billing cycle in which they are allocated. Unused Responses do not carry over to the next billing cycle and will expire at the end of each billing cycle.
If You exhausts their allocated Responses before the end of the billing cycle, Overage Responses Credits will be credited at the rates specified in the respective Order. Overage Responses will be billed separately and must be paid in accordance with the payment terms set forth in this ToS.
If Formbricks does not receive Fees by the due date, then at Formbricks' discretion, without limiting Formbricks' other rights and remedies, such charges may accrue late interest, calculated in accordance with Applicable Law (plus the costs of collection).
If You do not pay any overdue amounts owed by You for the Software within five (5) Business Days from having received notice from Formbricks of such overdue amounts, Formbricks may, without limiting Formbricks' other rights and remedies, suspend Your (including, for clarity, its Users') access to the Software until such amounts are paid in full.
You may offset Formbricks' remuneration claims under this Agreement only against claims that have been legally established by final judgment or accepted by Formbricks.

Section 8. Data Protection, Data Act Compliance and Service Level

By accessing and using the Platform, we may process Your personal data. Please read our Privacy Notice to find more information about how we collect, use, disclose and otherwise process Your personal data.
The Parties agree that the Data Processing Addendum (or "DPA") forms an integral part of the Agreement to the extent Formbricks is processing personal data on behalf of the Customer. The Parties agree to amend the DPA in good faith to the extent that this is required to comply with the applicable data protection laws.
The terms and conditions set forth in the Data Act Addendum (or "DAA") shall apply from 12 September 2025 to the extent Formbricks Services constitute Data Processing Services. Formbricks may request from You to partially replace or amend the current version of the Data Act Addendum by any terms issued by the European Commission with respect to the switching of Data Processing Services. You have the right to refuse such request only for cause.
The Parties agree on the service level with respect to Availability (as defined in the SLA) of the Software-as-a-Service, the response and resolution times in case of any errors of the Software, and the Update Frequency (as defined in the SLA) as outlined in the Service Level Agreement (or "SLA").

Section 9. Warranties

The parties represent and warrant to each other that (i) each party is duly organized, validly existing, and in good standing as a corporation or other entity under Applicable Law of the jurisdiction of its incorporation or other organization; (ii) each party has the full right, power, and authority to enter into and perform the obligations and grant the rights, licenses, consents, and authorizations it grants or is required to grant under this Agreement; and (iii) the execution of this Agreement by its representative has been duly authorized by all necessary corporate or organizational action of such party.
Formbricks' sole representations and warranties in respect of the Software are as follows: (i) the Platform as delivered by Formbricks does not infringe third-party intellectual property rights and is free from third-party rights that would prevent the use of the Software in accordance with the Agreement; and (ii) the Platform as delivered by Formbricks complies with the specifications set forth in the Documentation and operates substantially in accordance with the Documentation.
You represent and warrant to Formbricks that (i) You own or otherwise has and will have necessary and sufficient rights and consents in and relating to Your Customer Data as received by Formbricks; (ii) Your Customer Data does not and will not infringe, misappropriate, or otherwise violate any Intellectual Property Rights, or any privacy or other rights of any third party or violate any Applicable Laws; and Your use of the Platform and all Customer Data is and will be at all times compliant with Your privacy policies and Applicable Laws.
In the event of a breach of a Formbricks warranty regarding the Software, the procedure set forth in SLA shall apply. In the event of any other breaches of warranty with respect to the Software, You shall promptly inform Formbricks in reasonable detail and give Formbricks reasonable opportunity to correct the non-conformity or to re-perform the relevant service at no additional charge to You. Only if correction or re-performance fails, You may terminate the subscription and receive a refund of any Fees You have pre-paid with respect to the affected work or service. For the avoidance of doubt, You shall not be entitled to any refund of Fees to the extent they relate to unaffected work or services actually received by You. Correction or re-performance are deemed failed if (a) correction or re-performance is impossible, (b) correction or re-performance cannot reasonably be expected to succeed, (c) Formbricks refuses or unreasonably delays correction or re-performance, (d) Formbricks had sufficient opportunity to correct the non-conformity or properly re-perform the service but failed to do so within reasonable time, or (e) You cannot reasonably be expected to accept correction or re-performance under the specific circumstances taking into account both Parties' legitimate interests. You shall not be entitled to any warranty claims (a) to the extent the relevant error or other non-conformance was caused by misuse, unauthorized modifications, or third-party hardware, software, or services, (b) the relevant work or service was provided on a no-charge or evaluation basis, or (c) You culpably failed to notify Formbricks of the error or other non-conformance within one (1) week from the error or other non-conformance becoming apparent to You.
If and to the extent that the Software infringes any third-party right, Formbricks may, at its option (i) secure sufficient licenses or other rights to use the relevant third-party right; or (ii) remedy the enforcement of any claims based on the relevant third-party right against You in accordance with Section 10; or (iii) change or replace the Software in such a manner that it no longer infringes the relevant third-party right while substantially maintaining the warranted functionality of the Software.
Your right of termination for failure to provide the use of the Software pursuant to Section 543 (2) sentence 1 no. 1 German Civil Code (BGB) shall be excluded unless the provision of the contractual use of the Software is deemed to have failed.
Any claims for damages due to any breach of warranty and claims for compensation of wasted efforts due to defects are subject to Section 11. Together with Section 10 (Intellectual Property Indemnification) and Section 11 (Liability), this Section 9 sets out Your sole remedies for any breach of warranty.

Section 10. Intellectual Property Indemnification

If a third party asserts claims against You and your employees, officers, and directors which are based on the infringement of any third party's intellectual property rights through the use of the Platform, and if Formbricks is obliged to remedy such defect of title within the scope of its warranty obligations, Formbricks shall also defend You against the claims of the third party as follows and shall indemnify You against these claims within the scope of the agreed limitation of liability in Section 11. Intellectual property rights in this sense are only those to which the third party is entitled in the Federal Republic of Germany.
The foregoing indemnification obligation shall not apply to the extent the infringement claim arises as a result of (i) the combination of the Platform with other non-Formbricks products or software not specifically permitted in the Documentation, and (ii) unauthorized use of the Platform or use of the Platform in breach of the Agreement by the Customer.
You will defend Formbricks and its affiliates, and their respective employees, officers, and directors against any third-party claim alleging that Your Customer Data infringes or misappropriates that third party’s intellectual property rights.
The Party responsible for the infringement shall undertake the legal defense against such third-party claims at its own expense. The responsible Party shall reimburse the other Party only for expenses incurred as a result of a final judgment.
The foregoing indemnity obligations are conditioned upon the indemnified Party providing to the indemnifying Party (i) prompt written notice of the assertion of any claim by the third party (but in any event notice given in sufficient time for the indemnifying Party to respond without prejudice), (ii) the right to control and direct the investigation, defense, and any settlement of such claim; to the extent that the indemnified Party is unable to fully transfer the legal defense to the indemnifying Party, the indemnifying Party shall instead grant control over the legal defense and shall only and at all times act in agreement with the indemnified Party in the context of the legal defense or in settlement negotiations, and (iii) all reasonable and necessary cooperation.
Neither Party shall agree to any settlement that admits fault or attributes liability or otherwise imposes any affirmative obligation on the other Party without first obtaining prior consent from the other Party.
The limitation period for the claim for indemnification corresponds to the limitation period for Your warranty claims for defects in title.

Section 11. Liability

Formbricks will be liable in accordance with the applicable law: (i) for willfulness and gross negligence; (ii) for damage to life, limb, or health; (iii) for breach of a specific guarantee; (iv) for fraudulent misrepresentation and fraudulent concealment of a defect; and (v) in accordance with the German Product Liability Act (Produkthaftungsgesetz).
Formbricks will also be liable in the event of a breach of an essential obligation under the Agreement due to ordinary negligence on the part of Formbricks or any of its representatives, or vicarious or surrogate agents, but limited to the foreseeable, typical damage. Essential obligations are obligations that necessarily need to be fulfilled to enable performance of the Agreement and on which Customer regularly relies and may reasonably rely.
Except as set forth in Sections 11.1 and 11.2, Formbricks' liability is hereby excluded.
The exclusions and limitations of liability set forth in this Section 11 (Liability) equally apply to Formbricks' legal representatives, or vicarious and surrogate agents.
Liability in accordance with Section 11.2 is limited to EUR 50.00 if Formbricks Services are provided by Formbricks to Customer free of charge.

Section 12. Confidentiality

Each Party acknowledges that during the performance of the Agreement, it may obtain the Confidential Information of the other Party. The Receiving Party shall, both during the term of the Agreement and a period of five (5) years thereafter, keep in confidence and trust all of the Disclosing Party's Confidential Information received by it, and the Receiving Party shall not use the Confidential Information of the Disclosing Party other than as necessary to fulfill the Receiving Party's obligations or to exercise the Receiving Party's rights under the Agreement. Each Party agrees to secure and protect the other Party's Confidential Information with the same degree of care and in a manner consistent with the maintenance of such Party's own Confidential Information (but in no event less than reasonable care), and to take appropriate action by instruction or agreement with its employees or other agents who are permitted access to the other Party's Confidential Information to satisfy its obligations under this Section. The Receiving Party shall not disclose Confidential Information of the Disclosing Party to any person or entity other than its officers, employees, and agents who need to know it to exercise the Receiving Party's rights and fulfill its obligations under the Agreement, and who are subject to confidentiality obligations at least as stringent as the obligations set forth in the Agreement. The Receiving Party shall be liable for any breach of this Section 12.1 by such persons.
The obligations set forth in Section 12.1 shall not apply to information which the Receiving Party can document: (i) was known by the Receiving Party prior to receipt from the Disclosing Party, either by obtaining the information itself or through receipt directly or indirectly from a source other than one having an obligation of confidentiality to the Disclosing Party; (ii) was independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information; or (iii) becomes publicly known or otherwise ceases to be secret or confidential, except as a result of a breach of the Agreement or any obligation of confidentiality by the Receiving Party.
Nothing in the Agreement shall prevent the Receiving Party from disclosing Confidential Information to the extent the Receiving Party is legally compelled to do so by (i) any governmental investigative or judicial agency pursuant to proceedings over which such agency has jurisdiction or (ii) Applicable Law; provided, however, that prior to any such disclosure, the Receiving Party shall (x) assert the confidential nature of the Confidential Information to the relevant authority and disclose only so much Confidential Information as is required; (ix) immediately notify the Disclosing Party in writing of the request for disclosure and provide the Disclosing Party with sufficient opportunity to challenge the request; and (viii) cooperate fully with the Disclosing Party in protecting against any such disclosure and in obtaining a protective order narrowing the scope of the compelled disclosure and protecting its confidentiality.

Section 13. Term and Termination

This Agreement commences on the date You signed up for the Services online and continues until terminated pursuant to Section 13.2. Each individual subscription shall continue for the Term.
Each Party can terminate this Agreement with effect from the end of the next billing period.
Either Party may terminate the Agreement by notice to the other Party for cause:
1. if the other Party is in material breach of this Agreement and either the breach cannot be cured or, if the breach can be cured, it is not cured within thirty (30) days following that Party's receipt of notice of such breach. The Parties agree that any breach of Section 4, Section 13, and our Acceptable Use Policy in particular, shall constitute a material breach; or
2. to the extent possible under Applicable Laws, if the other Party: (i) becomes insolvent or files, or has filed against it, a petition for voluntary or involuntary bankruptcy or under any other insolvency law; (ii) makes or seeks to make a general assignment for the benefit of its creditors, seeks reorganization, winding-up, liquidation, dissolution, or other similar relief with respect to it or its debts; (iii) applies for, or consents to, the appointment of a trustee, receiver, or custodian for a substantial part of its property; or (iv) is generally unable to pay its debts as they become due.

For the avoidance of doubt, termination pursuant to this Section 13.3 does not affect any other rights or remedies to which the terminating Party may be entitled under this Agreement or Applicable Law and is effective on the non-terminating Party's receipt of notice of termination or any later date set out in such notice.

Any notice of termination will only be effective if sent to, and received by, the other Party by letter, facsimile, or email. A termination notice is not required provided You terminate by unsubscribing within Your ‘Account’ page.
Termination of the Agreement will terminate related licenses granted, unless granted for an indefinite period. In addition, within ten (10) Business Days of the effective date of termination of the Agreement, each Receiving Party shall (i) return to the Disclosing Party, or at the Disclosing Party's option, the Receiving Party shall destroy all items of Confidential Information that relates to the Agreement and is in the Receiving Party's possession or control, including any copies, extracts, or portions thereof, and (ii) upon request, shall certify in writing to Disclosing Party that it has complied with the foregoing.
The termination or expiration of this Agreement for any reason shall not affect a party's rights or obligations that expressly or by their nature continue and survive (including the payment terms and the provisions concerning ownership, proprietary rights, confidentiality, and limitation of liability).
Any notice of termination will only be effective if sent to, and received by, the other Party by letter, facsimile, or email.
To the extent that Customer Data includes personal data, it shall be returned to Customer or deleted in accordance with the terms of the DPA.

Section 14. Modification

Formbricks reserves the right to amend this Agreement, provided that the amendment is reasonable for the Customer and that Formbricks takes the Customer's legitimate interests into account within the scope of the amendment. Changes to the subject matter of the Agreement and the main performance obligations that would lead to a change in the nature of the Agreement as a whole are excluded from the right to amend.
An amendment to the Agreement by Formbricks shall be justified, in particular, if Formbricks is obliged to ensure that the Services comply with applicable law, especially if the applicable legal situation changes, or if Formbricks is complying with a court order or an official decision through the amendment.
An amendment to the Agreement initiated by Formbricks requires that Formbricks notify the Customer of the intended amendment via email, in-app notification, or website posting at least four (4) weeks before the proposed date of entry into force. You shall be deemed to have given Your consent if You have not notified Formbricks of its rejection prior to the proposed date of entry into force of the amendment. Formbricks shall be obliged to expressly draw the Customer's attention to the effect of consent by its conduct within the scope of a change request and to separately inform the Customer of the changes in a highlighted manner, e.g., by means of a synoptic comparison, by highlighting the changes in bold, or by means of an addendum to this Agreement.
If the Customer objects to the new provisions of the Agreement, Formbricks shall be entitled to terminate the Agreement or the respective order without notice.
If the term of an Agreement automatically renews, or if the Parties enter a new order referencing the terms of this Agreement, You agree that the latest version of the Agreement will apply to the respective orders. If You do not agree to the terms of this Agreement or any renewed version, You may terminate the respective order.

Section 15. Miscellaneous

Formbricks may publicly use the Customer's company name (including any related company trademark) solely to identify the Customer as a customer of Formbricks. Any other use of one Party's names, logos, or trademarks of the other Party is subject to that other Party's prior written consent.
Any notice or communication required or permitted under the Agreement shall be done in text form by electronic means, including but not limited to email, in-app notifications and electronic signature platforms such as DocuSign. Such electronic communications shall be deemed to be in writing and to have been received as set forth in this clause. If sent by electronic means, communications shall be deemed to have been received by the addressee upon confirmation of successful transmission or, if sent via an electronic signature platform, upon confirmation of completion of the electronic signing process. Communication to Formbricks must be delivered to the email address hol@formbricks.com or be given to our post address mentioned in Section 1.1, unless otherwise specified. All communications and notices to be made or given pursuant to the Agreement shall be in the English language. Notices must be in writing and will be treated as delivered on the date received at the address, date shown on the return receipt, email transmission date, or date on the courier confirmation of delivery.
The Agreement shall be governed by the laws of Germany without regard to conflicts of law provisions thereof. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply. In the event of a dispute that may arise between the Parties regarding the validity, implementation, interpretation, or termination of the Agreement, to the extent legally permissible, sole jurisdiction is allocated to the competent courts of Kiel, Germany.
This Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement.
The Agreement constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein and therein and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter.
No term or provision of the Agreement shall be considered waived by a party, and no breach excused by a party, unless such waiver or consent is in writing signed on behalf of the party against whom the waiver is asserted. No consent by a party to, or waiver of, a breach by a party, whether express or implied, shall constitute consent to, waiver of, or excuse of any other, different, or subsequent breach by a party.
You will not assign or otherwise transfer this Agreement or any of your rights and obligations under this Agreement, without our prior written consent. Any assignment or transfer in violation of this Section 15.6 will be null and void. We may assign this Agreement without your consent (a) in connection with a merger, acquisition or sale of all or substantially all of our assets, or (b) to any affiliate or as part of a corporate reorganization; and effective upon such assignment, the assignee is deemed substituted for Formbricks as a party to this Agreement and Formbricks is fully released from all of its obligations and duties to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.
Neither Party will be liable to the other for any delay or failure to perform any obligation under this Agreement (except for a failure to pay fees) if the delay or failure is due to events which are beyond the reasonable control of such Party and could not be avoided through the exercise of reasonable care and diligence, including, but not limited to, any pandemics, strike, blockade, war, act of terrorism, cyberattacks, riot, natural disaster, or failure or diminishment of power or of telecommunications or data networks or services. If a force majeure event occurs and continues for a period of sixty (60) days, either Party may terminate this Agreement by providing written notice to the other Party.