TERMS OF USE

 

General

These Terms of Use (“Terms“) govern your access to, and use of, this Web Sites located at www.gosynapsify.comand core.gosynapsify.com(collectively, the “Sitess“), operated by Synapsify, Inc. (“Synapsify” or “Company“). These Terms apply solely to your access to and use of the Sites and its related products and services (“Services“), and do not alter in any way the terms or conditions of any other agreement you may have with Synapsify for such other products or services.

BY ACCESSING, BROWSING, OR USING THE SITES, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH IN, AND ANY POLICIES REFERENCED BY, THESE TERMS, INCLUDING ANY SUBSEQUENT CHANGES TO THE FOREGOING. IF YOU DO NOT AGREE TO THESE TERMS OR ANY SUBSEQUENT MODIFICATION, DO NOT ACCESS, BROWSE OR OTHERWISE USE THE SITES.

Privacy

Your privacy is important to Synapsify. Accordingly, Synapsify has adopted aPrivacy Policy. You should refer to Synapsify’s Privacy Policy to understand how Synapsify collects, uses and discloses your personal information.Company collects information and data on how the Service is used by customers s (such as, but not limited to, search terms used, Company metrics regarding Customer Content or how customers perform searches) and reserves the right to access, view, analyze, disclose and share such information and data for its internal and commercial and research purposes in a manner that is anonymous, de-identifiable and aggregated form at its discretion.

Copyright and License

All copyrighted and copyrightable materials on the Sites, including but not limited to the text, design, product information, graphics, images, pictures, sound and other files, and the selection and arrangement thereof (collectively, “Materials“) are ALL RIGHTS RESERVED Copyright © 2014Synapsify, Inc. and/or its licensors.

Synapsify grants you a limited license to make personal use only of the Materials for your information purposes only. This license is subject to these Terms, and does not include the right to: (a) use the Sites or Materials for other than for its intended purpose, including but not limited to any marketing, selling, or other commercial uses; (b) use framing techniques to enclose any portion of the Sites, including any images found on the Sites or any text or the layout or design of any page or form contained on a page; (c) publish, publicly perform or display, or distribute to any third party any Materials, including reproduction or hosting the Materials on any computer network or broadcast or publications media; (d) make derivative uses of the Sites or the Materials; or (e) any systematic collection or extraction of data through the use of any data mining, robots or similar data gathering or extraction methods.

You are not conveyed any other right or license, by implication, estoppel or otherwise, in or under any patent, trademark, or proprietary right of Synapsify or any third party. Any unauthorized use of the Sites will terminate the permission or license granted by these Terms and may violate applicable law, including but not limited to copyright laws, trademark laws (including trade dress), and communications regulations and statutes.

Payment

(a)Charges.This Service is offered for free for a limited time and for a limited amount of data.In the event that Company decides to charge for the Service or place limits on the Service, the Company will notify you of these Additional Terms.If You choose to utilize a Service that requires a fee, You shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. All payment obligations are non-cancelable and all amounts paid are nonrefundable. You are responsible for paying for all User licenses ordered for the License Term, whether or not the licenses are used.If You choose to utilize a Service that requires a fee, You may be required to provide Company with a valid credit card as a condition to signing up for the Service.

(b)Billing. Company shall be entitled to withhold performance and discontinue service until all amounts due are paid in full.Company’s fees are exclusive of all taxes, levies or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States taxes based solely on Company’s income.If You choose to utilize a Service that requires a fee, You agree to provide Company with complete and accurate billing and contact information.This information includes your legal company name, street address, e-mail address and name and telephone number of an authorized billing contact.You agree to update this information within thirty (30) days of any change to it.If the contact information you have provided is false or fraudulent, Company may terminate your access to the Service in addition to any other legal remedies.

Customer Content and Conduct

(a) License; Warranty.You grant Company a non-exclusive, worldwide, royalty-free and fully paid license to use the content uploaded to the Service (“Customer Content“), as necessary, for purposes of providing the Service.All rights in and to the Customer Content not expressly granted to Company in this Agreement are reserved by you.
(b)Content and Conduct.You represent and warrant that any Customer Content shall not (a) infringe any copyright, trademark, or patent; (b) misappropriate any trade secret; (c) be deceptive, defamatory, obscene, pornographic, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (d) contain any viruses, worms or other malicious computer programming codes able to damage the Service, any Third Party Content, or other data of the Service; or (e) otherwise violate the rights of a third party.In addition, you agree not to use, or encourage or permit others to use, the Sites or Service to access or use the Sites or Service in any manner that could damage, disable, overburden or impair any Company server or the networks connected to any Company server.

(c)Security and Backups.The maximum data that may be uploaded for processing at no additional charge is as specified at www.gosynapsify.com.Company reserves the right to establish or modify its general practices and limits relating to the data limits of Customer Content.Company shall provide logical and physical security to ensure the logical and physical security of its equipment and Customer Content. During the Term, Company shall use commercially reasonable efforts to protect Customer Content in a secured manner.

(d)Content Loss.You represent and warrant that you shall keep and maintain your own copy of all Customer Content that is provided to the Service and Company.Company is not obligated to back up any Customer Content that is uploaded and stored on the Service.Company therefore recommends that you create backup copies of any Customer Content posted on the Service at your sole cost and expense.You agree that any use of the Service contrary to or in violation of your representations and warranties in this section constitutes improper and unauthorized use of the Service.You agree that Company may (but has no obligation to), in Company’s sole discretion, remove or modify any Customer Content which it deems to violate your representations and warranties in this section. ANY DATA YOU UPLOAD OR ENTER INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR YOU, DURING YOUR USAGE OF THE SERVICE WILL BE PERMANENTLY LOST IF YOU ALLOW YOUR ACCOUNT TO EXPIRE.YOUR ACCOUNT MAY EXPIRE IF IT IS NOT USED OR ACCESSED DURING ANY CONTIGUOUS 60 DAY PERIOD.

(e) Third Party Content.You represent and warrant that any Third Party Content that you use or have access to shall not (a) be copied, altered, or redistributed by you without the prior written consent of the owner of such Third Party Content; or (b) be used in any documents, reports, presentations or publications by you without the prior written consent and without attribution to the owner and/or author of such Third Party Content or to any other sources of such Third Party Content as may be appropriate.

(f) Copyright Policy.Company reserves the right to terminate its agreement with any customer who repeatedly infringes third party copyright rights upon prompt notification to Company by the copyright owner or the copyright owner’s legal agent.Without limiting the foregoing, if you believe that a copyrighted work has been copied and posted via the Service in a way that constitutes copyright infringement, you shall provide Company with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification and location in connection with the Service of the copyrighted work that you claim has been infringed; (c) a written statement by you that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; (d) your name and contact information, such as telephone number or e-mail address; and (e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.Contact information for Company’s Copyright Agent for notice of claims of copyright infringement is as follows:

Intellectual Property Rights

The Sites, Services and all Intellectual Property Rights in the Services, and any of the Company’s proprietary technology, including software, hardware, products, processes, algorithms, user interfaces, know-how, technologies, designs and other tangible or intangible technical material or information made available to you by Company in providing the Service (the “Company Technology”).Company Technology are the exclusive property of Company or its suppliers. You hereby assign to Company any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you related to the Service, the Content or the Company Technology.Except as expressly set forth herein, no express or implied license or right of any kind is granted to Customer regarding the Service, the Content or the Company Technology, or any part thereof, including any right to obtain possession of any source code, data or other technical material relating to the Company Technology.All rights not expressly granted to you are reserved to Company.

Trademarks and Service Marks

“gosynapsify.com,” “Synapsify,” and “Synapsify Core” and Synapsify’s logos are trademarks, service marks or registered trademarks of Synapsify or its suppliers and licensors, and may not be copied, used or imitated, in whole or in part, without the prior written permission of Synapsify or its suppliers or licensors. You may not use meta tags or any other “hidden text” using any of the above-referenced marks without Synapsify’s permission. Additionally, all page headers, graphics, icons, and scripts are service marks, trademarks, and/or trade dress of Synapsify, and may not be copied, imitated, or used, in whole or in part, without Synapsify’s prior written permission. All other Synapsify names or logos mentioned on the Sites, or any other trademarks, registered or otherwise, are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Synapsify.

Links and Third Party Content

Synapsify or third parties may provide links on the Sites to other Sitess or content. Synapsify has no control over such Sitess or content, and therefore makes no claim or representation regarding, and expressly disclaims responsibility for, the quality, content, nature or reliability of Sitess or content linked to by the Sites. Synapsify provides links to you only as a convenience, and the inclusion of any link on the Sites does not imply our affiliation, endorsement, or adoption of the linked Sites or any information therein. Our terms and policies govern any time you visit the Sites directly or indirectly through authorized third-party Web Sitess. You should review applicable terms and policies, including the privacy and data gathering practices, of any third-party Sitess.

No Warranties

THE SITES, THE SERVICE AND THE MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THE SITES, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY OR DOWNLOADED OR ACCESSED FROM OR THROUGH THE SITES, IS AT YOUR SOLE RISK. SYNAPSIFY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, AND CONTENT ON THE SITES. SYNAPSIFY DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITESAND THE SERVICE ARE ACCURATE, COMPLETE, CURRENT, RELIABLE OR ERROR-FREE.

SYNAPSIFY IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY. WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE SITES OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, INCLUDING CONTENT THAT IS POSTED BY THIRD PARTIES. YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.

THE SERVICE IS LIMITED BY THE NATURE AND TYPE OF DATA LOADED FOR PROCESSING.THERE IS NO GUARANTEE OR WARRANTY THAT THE SERVICE WILL LEAD TO ACCURATE RESULTS OR BE ERROR FREE.YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DECISIONS THAT YOU MAY TAKE AFTER ACCESS TO THE SERVICE AND THAT THE SERVICE IS NOT INTENDED TO REPLACE YOUR JUDGMENT. IT IS MERELY A TOOL AND IS DEPENDENT ON A VARIETY OF FACTORS OUTSIDE OF COMPANY’S CONTROL, SUCH AS THE QUALITY OF THE CUSTOMER CONTENT AND THE COMPLETENESS OF THE CUSTOMER CONTENT.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Limited Liability

IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THIS SITES OR THE MATERIALS THEREIN OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF DATA. THE PARTIES ACKNOWLEDGE THAT THIS IS A REASONABLE ALLOCATION OF RISK.

Applicable Law and Venue

These Terms and any transactions thereunder shall be governed by and construed in accordance with the laws of the State of Maryland applicable to agreements made and entirely to be performed within the State of Maryland, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in state or federal court located in Montgomery County, Maryland, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms.

Children

The Sites and its services are not directed to, and not intended for the use of, children under the age of 13. If you are under the age of 13, please do not submit any personal information to the Sites.

Changes to these Terms

Synapsify reserves the right to change or modify any of the terms and conditions contained in these Terms, or any policy of the Sites, from time to time at any time and in its sole discretion. If Synapsify decides to change these Terms or a Sites policy, it will post a new version on the Sites and update the effective date set forth above. Any changes or modifications to these Terms will be effective upon posting of the revisions. Your continued use of the Sites following posting of any changes or modifications constitutes your acceptance of such changes or modifications. You should frequently review these Terms and any other applicable policies, including their dates, to understand the terms and conditions that apply to your use of the Sites.

General Terms

We reserve the right, without notice and in our sole discretion, to terminate your license to use the Sites and to block or prevent future access to and use of the Sites. If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.