Terms of Service

Effective: 31 July 2026 Last updated: 31 July 2026 Version 1.0

These terms govern your use of the WinLens website and, where you have engaged us, the win-loss research services we provide. They form a binding agreement between you and WinLens, Inc. (“WinLens”, “we”, “us”), a Delaware corporation at Ramat Gan, Israel.

If you do not agree, do not use the site or the services.

1. Definitions

• Client — the organisation that engages us, identified in an Order.
• Order — a signed order form, statement of work or written proposal referencing these terms.
• Services — the win-loss research programme described in the Order: recruiting and interviewing the Client’s buyers, coding transcripts, and delivering findings.
• Deliverables — the reports, rankings, recommendations, transcripts, recordings and clips we provide under an Order.
• Client Data — data the Client supplies to us, including deal records and buyer contact details.
• Participant — a person we interview as part of a programme.

2. The services

We provide the Services described in the Order with reasonable skill and care, using suitably qualified interviewers and analysts. Programme scope — interview volume, segments, cadence and delivery dates — is set in the Order and prevails over any description on this website.

Findings are our professional opinion, formed from what Participants told us. We do not warrant that any recommendation will produce a particular commercial result, and nothing we deliver is legal, financial or investment advice. Figures presented on our website are illustrative examples, not forecasts.

3. Client responsibilities

The Client will:

• Provide accurate, current Client Data, and keep contact details up to date.
• Warrant that it has a lawful basis to disclose Participant contact details to us, has given any notice its own privacy policy requires, and has not been asked by a Participant to stop contacting them.
• Provide reasonable access to the people and information we need to run the programme.
• Nominate a point of contact with authority to approve scope and sign off deliverables.
• Not present our findings as independently audited or certified research.

We may decline to contact any individual where we believe doing so would be unlawful or unwelcome. Delay caused by incomplete Client Data or unavailable stakeholders extends our delivery dates accordingly.

4. Participants

Participation is voluntary. We obtain each Participant’s consent before recording, and a Participant may decline, end the call, or withdraw their contribution afterwards. If a Participant withdraws, we remove their material from the Deliverables, which may reduce the interview count achieved. We are not in breach for failing to meet a volume target where Participants decline, and we will tell the Client promptly if response rates put a target at risk.

We do not offer Participants any incentive that could distort their answers, and we do not disclose to a Participant any commercial information about the Client beyond what is needed to conduct the interview.

5. Fees and payment

• Fees, currency and billing frequency are set in the Order. Prices shown on our website are indicative and may change; the Order governs.
• Invoices are payable within 30 days of the invoice date.
• Late amounts carry interest at 1.5% per month, or the maximum rate permitted by law if lower, from the due date until paid.
• Fees exclude sales tax, VAT and other taxes, which the Client pays in addition where applicable.
• Fees are non-refundable except as stated in section 8, since we commit interviewer capacity in advance.

Where the Order is a subscription (for example, our Loop programme), it renews for successive periods of the same length unless either party gives written notice at least 30 days before the end of the current period. We may change fees on renewal with at least 60 days’ notice.

6. Intellectual property

The Client owns the Deliverables prepared specifically for it, together with the transcripts and recordings from its programme, on payment in full. We assign that ownership to the Client on receipt of payment.

We own our methods — our interview frameworks, coding taxonomy, question banks, templates, models and software — and everything we develop independently. Nothing in an Order transfers these. We grant the Client a perpetual, non-exclusive licence to use them to the extent embedded in a Deliverable.

We may use aggregated, anonymised and de-identified insights derived from programmes to improve our methods and to publish benchmarks, provided no Client, Participant or individual deal is identifiable and no Client Data is disclosed.

Neither party may use the other’s name or logo publicly without prior written consent, which may be given by email.

7. Confidentiality

Each party will keep the other’s confidential information secret, use it only to perform or receive the Services, and disclose it only to personnel and advisers who need it and are under equivalent obligations. These duties continue for 5 years after the Order ends, and indefinitely for trade secrets and Participant material.

They do not apply to information that is public through no fault of the recipient, was already lawfully known, is independently developed, or must be disclosed by law — in which case the recipient gives prompt notice where lawful.

8. Term and termination

• These terms apply from the Effective Date until all Orders have ended.
• Either party may terminate an Order for material breach that remains uncured 30 days after written notice.
• Either party may terminate immediately if the other becomes insolvent, enters administration, or ceases to trade.
• The Client may terminate a programme for convenience on 30 days’ written notice, paying for work performed and interviews scheduled up to the effective date.

On termination we deliver work completed and paid for, and handle personal data as the data processing agreement requires. Sections 6, 7, 9, 10, 11 and 13 survive.

9. Data protection

Each party will comply with applicable data protection law. Where we process personal data on the Client’s behalf, the data processing agreement between us applies and forms part of these terms; if there is a conflict, the data processing agreement prevails on data protection matters. Our Privacy Policy explains how we handle personal data more generally.

The Client is the controller of Client Data and instructs us to process it to deliver the Services. We will not process it for any other purpose, will keep it confidential, will apply appropriate technical and organisational measures, and will assist the Client with data subject requests and breach notifications as the data processing agreement sets out.

10. Warranties and disclaimers

Each party warrants that it has authority to enter into the agreement and will comply with applicable law. We warrant that we will perform the Services with reasonable skill and care.

Except as expressly stated, and to the fullest extent the law allows, the Services, Deliverables and website are provided without further warranty of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the website will be uninterrupted or error-free.

11. Limitation of liability

Neither party excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be excluded.

Subject to that, neither party is liable for loss of profit, revenue, anticipated savings, goodwill or business opportunity, or for indirect or consequential loss, however arising.

Subject to the above, each party’s total aggregate liability arising out of or in connection with the agreement is limited to the fees paid or payable under the relevant Order in the 12 months preceding the event giving rise to the claim.

That cap does not apply to a party’s breach of section 7 (confidentiality), to the indemnities in section 12, or to the Client’s obligation to pay fees due.

12. Indemnities

The Client indemnifies us against claims, losses and reasonable costs arising from its breach of section 3 — in particular any claim by a Participant or regulator that the Client lacked a lawful basis to provide us with that person’s details.

We indemnify the Client against claims that a Deliverable infringes a third party’s intellectual property rights, excluding claims arising from Client Data or from the Client’s modification or misuse of a Deliverable.

Each indemnity is conditional on the indemnified party giving prompt notice, not admitting liability, and allowing the indemnifying party to control the defence with reasonable cooperation.

13. Governing law and disputes

The agreement and any dispute arising from it are governed by the laws of the State of Delaware, without regard to conflict of law rules. The state and federal courts located in Delaware have exclusive jurisdiction, save that either party may seek injunctive relief in any competent court.

Before starting proceedings the parties will attempt in good faith to resolve the dispute through escalation to senior representatives for 30 days.

14. Website use

You may use this website for lawful purposes only. You may not attempt to gain unauthorised access, interfere with its operation, scrape it at a rate that degrades service, or use it to send unsolicited communications. We may suspend access for breach.

Any material you submit through the site must be yours to send, and must not be unlawful or infringing. We may use feedback you volunteer without obligation to you.

15. General

• Entire agreement. The Order, these terms and the data processing agreement are the whole agreement, and supersede prior discussions. Neither party relies on any statement not set out in them.
• Order of precedence. The Order prevails over these terms; the data processing agreement prevails on data protection matters.
• Changes. We may update these terms for new or changed services, or for legal reasons. We will post the revised version with a new date, and for material changes affecting an active Order we will give 30 days’ written notice. Changes do not apply retroactively.
• Assignment. Neither party may assign without the other’s written consent, except to an affiliate or an acquirer of substantially all its business.
• Subcontracting. We may use subcontractors and remain responsible for their performance.
• Force majeure. Neither party is liable for delay caused by events beyond its reasonable control, provided it notifies the other and mitigates.
• Non-solicitation. During an Order and for 12 months after, neither party will knowingly solicit the other’s personnel directly involved in the Services. General advertising is not solicitation.
• Waiver and severability. Failing to enforce a term is not a waiver. If a term is unenforceable, the rest stands and the term is modified to the minimum extent needed.
• Notices. Notices must be in writing to legal@winlens.io and to the Client contact in the Order. Email is sufficient.
• No third-party rights. No one other than the parties may enforce these terms.
• Independent contractors. Nothing creates a partnership, joint venture or employment relationship.

16. Contact

Questions about these terms: legal@winlens.io
Post: Ramat Gan, Israel