Last Revised: 16/07/2022
PLEASE READ THIS UNIVERSAL TERMS OF SERVICE AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.
This Universal Terms of Service Agreement (this “Agreement”) is entered into by and between Synaptic Black Limited, Synaptic Black Limited trading as “Infinity Metaverse”, herein interchangeable, and you, and is made effective as of the date of your use of the collective Infinity Metaverse websites ("Sites") and or Metaverse WorldSpaces (“WorldSpaces”) and or any Infinity Metaverse digital property or applications (“Apps”) herein collectively referred to as “Site” as provided by the Sites or WorldSpaces or the date of electronic acceptance. This Agreement sets forth the general terms and conditions of your use of the Site and the products and services purchased or accessed through the Site (individually and collectively, the “Services”). Services Agreements and additional policies may apply to certain Services and are in addition to (not in lieu of) this Agreement. In the event of a conflict between the provisions of a Services Agreement and the provisions of this Agreement, the provisions of the applicable Services Agreement shall control.
The terms “we”, “us” or “our” shall refer to Synaptic Black Limited. The terms “you”, “your”, “User” or “customer” shall refer to any individual or entity who accepts this Agreement, has access to your account or uses the Services. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
Synaptic Black may, in its sole and absolute discretion, change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to this Site. Your use of this Site or the Services after such changes or modifications have been made shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site, Apps, WorldSpaces or the Services. In addition, Synaptic Black may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your Infinity Metaverse account (“Account”) information current. Without such functionality to modify your email address, Synaptic Black shall provide communications through the linked email address of your chose security authentication provider on signin to the Site, WorldSpaces, Apps and or Services. Synaptic Black assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or non-functioning email address and or 3rd party account provider. In addition, Synaptic Black may terminate Your use of Services for any violation or breach of any of the terms of this Agreement by You. SYNAPTIC BLACK LIMITED RESERVES THE RIGHT TO MODIFY, CHANGE, OR DISCONTINUE ANY ASPECT OF THIS SITE OR THE SERVICES, INCLUDING WITHOUT LIMITATION PRICES AND FEES FOR THE SAME, AT ANY TIME.
This Site, WorldSpaces, Apps and the Services are available only to individuals or entities (“Users”) who can form legally binding contracts under applicable law. By using this Site, WorldSpaces, Apps or the Services, you represent and warrant that you are (i) at least eighteen (18) years of age, (ii) otherwise recognized as being able to form legally binding contracts under applicable law, or (iii) are not a person barred from purchasing or receiving the Services found under the laws of the United States or other applicable jurisdiction.
If you are entering into this Agreement on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to the terms and conditions contained in this Agreement, in which case the terms "you", "your", "User" or "customer" shall refer to such corporate entity. If, after your electronic acceptance of this Agreement, Synaptic Black finds that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. Synaptic Black shall not be liable for any loss or damage resulting from Synaptic Black’s reliance on any instruction, notice, document or communication reasonably believed by Synaptic Black to be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, Synaptic Black reserves the right (but undertakes no duty) to require additional authentication from you. You further agree to be bound by the terms of this Agreement for transactions entered into by you, anyone acting as your agent and anyone who uses your account or the Services, whether or not authorized by you.
In order to access some of the features of this Site, our WorldSpaces, Apps or to use some of the Services, you will have to create an Account. You represent and warrant to Synaptic Black that all information you, or your chosen authorization provider submit or return electronically when you create your Account is accurate, current and complete, and that you will keep your Account information accurate, current and complete. By way of authorization from a 3rd party provider, your account shall be created for you with the provider returned data. If Synaptic Black has reason to believe that your Account information is untrue, inaccurate, out-of-date or incomplete, Synaptic Black reserves the right, in its sole and absolute discretion, to suspend or terminate your Account. You are solely responsible for the activity that occurs on your Account, whether authorized by you or not, and you must keep your Account information secure, including without limitation your customer identifiers, profile information, Payment Method(s) (as defined below), and execution PIN. For security purposes, Synaptic Black recommends that you change your password on your chosen authorization provider and execution PIN at least once every six (6) months for each Account. You must notify Synaptic Black immediately of any breach of security or unauthorized use of your Account. Synaptic Black will not be liable for any loss you incur due to any unauthorized use of your Account. You, however, may be liable for any loss Synaptic Black or others incur caused by your Account, whether caused by you, or by an authorized person, or by an unauthorized person.
You acknowledge and agree that:
Synaptic Black offers certain hosted Services available to you that may involve the processing of personal data about you, your customers and/or digital users(“Your Data”) in the course of your use of these Services (“Covered Services”). Your Data, for the purpose of this Section, excludes any User Content. Synaptic Black’s Controller to Processor Data Processing Addendum (“DPA”), which is hereby incorporated by reference and applicable to Covered Services, is meant to provide you contractual assurance that we have robust mechanisms to ensure the processing of Your Data, including transfers of Your Data from the European Economic Area to a third country, meets with compliance under applicable data privacy laws.
For the purposes of the Controller to Processor DPA and the Standard Contractual Clauses attached to the DPA (when and as applicable), you (and your applicable affiliates) are considered the Data Controller/Data Exporter, and your acceptance of the Terms of Service governing Covered Services at the time of purchase of any Covered Services will also be treated as your acknowledgement and acceptance of the Controller to Processor DPA and its appendices (including the Standard Contractual Clauses and its appendices, as applicable). Synaptic Black does not accept physical copies of the DPA.
Some of the features of this Site, WorldSpaces, Apps or the Services, including those Services that are hosted with Synaptic Black, may allow Users to view, post, publish, share, store, or manage (a) ideas, opinions, recommendations, or advice via forum posts, content submitted in connection with a contest, product reviews or recommendations, or photos to be incorporated into a social media event or activity (“User Submissions”), or (b) literary, artistic, musical, or other content, including but not limited to photos and videos (together with User Submissions, “User Content”). All content submitted through your Account is considered User Content. By posting or publishing User Content to this Site or to or via the Services, you represent and warrant to Synaptic Black that (i) you have all necessary rights to distribute User Content via this Site or via the Services, either because you are the author of the User Content and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, and (ii) the User Content does not violate the rights of any third party. You shall be solely responsible for any and all of your User Content or User Content that is submitted through your Account, and the consequences of, and requirements for, distributing it.
User Submissions. You acknowledge and agree that your User Submissions are entirely voluntary, do not establish a confidential relationship or obligate Synaptic Black to treat your User Submissions as confidential or secret, that Synaptic Black has no obligation, either express or implied, to develop or use your User Submissions, and no compensation is due to you or to anyone else for any intentional or unintentional use of your User Submissions, and that Synaptic Black may be working on the same or similar content, it may already know of such content from other sources, it may simply wish to develop this (or similar) content on its own, or it may have taken / will take some other action.
Synaptic Black shall own exclusive rights (including all intellectual property and other proprietary rights) to any User Submissions posted to this Site, WorldSpaces, Apps or Services and shall be entitled to the unrestricted use and dissemination of any User Submissions posted to this Site, WorldSpaces, Apps for any purpose, commercial or otherwise, without acknowledgment or compensation to you or to anyone else.
User Content Other Than User Submissions. By posting or publishing User Content to this Site or through the Services, you authorize Synaptic Black to use the intellectual property and other proprietary rights in and to your User Content to enable inclusion and use of the User Content in the manner contemplated by this Site and this Agreement. You hereby grant Synaptic Black a worldwide, non-exclusive, royalty-free, sublicensable (through multiple tiers), and transferable license to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content in connection with this Site, the Services and Synaptic Black's (and Synaptic Black’s affiliates’) business(es), including without limitation for promoting and redistributing all or part of this Site in any media formats and through any media channels without restrictions of any kind and without payment or other consideration of any kind, or permission or notification, to you or any third party. You also hereby grant each User of this Site a non-exclusive license to access your User Content (with the exception of User Content that you designate “private”) through this Site, WorldSpaces, Apps and Services and to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content as permitted through the functionality of this Site and under this Agreement. The above licenses granted by you in your User Content terminate within a commercially reasonable time after you remove or delete your User Content from this Site, WorldSpaces, Apps. You understand and agree, however, that Synaptic Black may retain (but not distribute, display, or perform) server copies of your User Content that have been removed or deleted. The above licenses granted by you in your User Content are perpetual and irrevocable. Notwithstanding anything to the contrary contained herein, Synaptic Black shall not use any User Content that has been designated “private” or “password protected” by you for the purpose of promoting this Site or Synaptic Black’s (or Synaptic Black’s affiliates’) business(es). If you have a WorldSpace or other content hosted by Synaptic Black, you shall retain all of your ownership or licensed rights in User Content.
Subject to the terms and conditions of this Agreement and our other policies and procedures, we shall use commercially reasonable efforts to attempt to provide this Site, WorldSpaces, Apps and the Services on a twenty-four (24) hours a day, seven (7) days a week basis. You acknowledge and agree that from time to time this Site, WorldSpaces, Apps and Services may be inaccessible or inoperable for any reason including, but not limited to, equipment malfunctions; periodic maintenance, repairs or replacements that we undertake from time to time; or causes beyond our reasonable control or that are not reasonably foreseeable including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that we have no control over the availability of this Site, WorldSpaces, Apps or the Service on a continuous or uninterrupted basis, and that we assume no liability to you or any other party with regard thereto.
In the event you are provided with a product credit (“Credit”), whether for redemption of the purchase of a specific product or for free with the purchase of another product (“Purchased Product”), you acknowledge and agree that such Credit is only valid for one (1) year and is only available with a valid purchase and may be terminated in the event the product purchased is deleted, cancelled, transferred or not renewed. The Credit will expire one (1) year from date of purchase of the Purchased Product if the Credit has not been redeemed. In the event that the Credit is redeemed, after the initial subscription period, the product will automatically renew at the then-current renewal price until cancelled. If you wish to cancel the automatic renewal of the product, you may do so by visiting your Account or by contacting customer service. In the event your Purchased Product includes a free domain name, if you cancel the Purchased Product, the list price for the domain name will be deducted from the refund amount. The list price is the price of the domain name listed on Synaptic Black's website and is not subject to any promotion, discount, or other reduction in price. For Credits issued for free with another Purchased Product, you acknowledge and agree that we may swap your Credit for a similar product, in our sole discretion.
Synaptic Black generally does not pre-screen User Content (whether posted to a WorldSpace hosted by Synaptic Black or posted to this Site, WorldSpaces, Apps or Services). However, Synaptic Black reserves the right (but undertakes no duty) to do so and decide whether any item of User Content is appropriate and/or complies with this Agreement. Synaptic Black may remove any item of User Content (whether posted to a WorldSpace hosted by Synaptic Black or posted to this Site, WorldSpaces, Apps or Services) and/or terminate a User’s access to this Site, WorldSpaces, Apps or the Services found at this Site for posting or publishing any material in violation of this Agreement, or for otherwise violating this Agreement (as determined by Synaptic Black in its sole and absolute discretion), at any time and without prior notice. Synaptic Black may also terminate a User’s access to this Site, WorldSpaces, Apps or the Services found at this Site, WorldSpaces, Apps or Services if Synaptic Black has reason to believe the User is a repeat offender. If Synaptic Black terminates your access to this Site, WorldSpaces, Apps or the Services found at this Site, WorldSpaces, Apps or Services, Synaptic Black may, in its sole and absolute discretion, remove and destroy any data and files stored by you on its servers.
Synaptic Black reserves the right to cease offering or providing any of the (i) Services or (ii) individual features, functionalities, or aspects of the Services at any time, for any or no reason, and without prior notice. Although Synaptic Black makes great effort to maximize the lifespan of all its Services and features, functionalities, or aspects of the Services, there are times when a Service or specific feature, functionality, or aspect of a Service that we offer will be discontinued or reach its End-of-Life ("EOL"). If that is the case, those Services, or the specific feature, functionality, or aspect of that Service, will no longer be supported by Synaptic Black, in any way, effective on the EOL date.
Notice and Migration. In the event that any Service we offer has reached or will reach EOL, we will attempt to notify you thirty or more days in advance of the EOL date. It is your responsibility to take all necessary steps to replace the Service by migrating to a new Service before the EOL date, or by entirely ceasing reliance on said Service before the EOL date. In either case, Synaptic Black will either offer a comparable Service for you to migrate to for the remainder of the term of your purchase, a prorated in-store credit, or a prorated refund, to be determined by Synaptic Black in its sole and absolute discretion. Synaptic Black may, with or without notice to you, migrate you to the most up-to-date version of the Service, if available. You agree to take full responsibility for any and all loss or damage arising from any such migration. In the event that a feature, functionality, or aspect of any Service we offer has reached or will reach EOL, then we will attempt to notify you thirty or more days in advance of the EOL date. However, if the Service maintains a least reasonably equivalent functionality without such feature, functionality, or aspect, as determined by Synaptic Black in its sole and absolute discretion, Synaptic Black will not be required to offer a comparable feature or functionality for the Service or a refund.
No Liability. Synaptic Black will not be liable to you or any third party for any modification, suspension, or discontinuance of any of the (i) Services or (ii) individual features, functionalities, or aspects of the Services we may offer, provide or facilitate access to.
From time to time, Synaptic Black may offer new Services (limited preview services or new features to existing Services) in a pre-release version format with clearly marked status identification. New Services, new features to existing Services or limited preview services shall be known, individually and collectively, as “Beta Services”, inclusive of pre-beta or Alpha status services. If you elect to use any Beta Services, then your use of the Beta Services is subject to the following terms and conditions: (i) You acknowledge and agree that the Beta Services are pre-release versions and may not work properly; (ii) You acknowledge and agree that your use of the Beta Services may expose you to unusual risks of operational failures; (iii) The Beta Services are provided as-is, so we do not recommend using them in production or mission critical environments; (iv) Synaptic Black reserves the right to modify, change, or discontinue any aspect of the Beta Services at any time; (v) Commercially released versions of the Beta Services may change substantially, and programs that use or run with the Beta Services may not work with the commercially released versions or subsequent releases; (vi) Synaptic Black may limit availability of customer service support time dedicated to support of the Beta Services; (vii) You acknowledge and agree to provide prompt feedback regarding your experience with the Beta Services in a form reasonably requested by us, including information necessary to enable us to duplicate errors or problems you experience; (viii) You acknowledge and agree that Synaptic Black may track your browsing behavior, portals jumped, links clicked, items purchased, your device type, and to collect various data, including analytics, about how you use and interact with our Beta Services; (ix) You acknowledge and agree that all information regarding your use of the Beta Services, including your experience with and opinions regarding the Beta Services, is confidential, and may not be disclosed to a third party or used for any purpose other than providing feedback to Synaptic Black; (x) The Beta Services are provided “as is”, “as available”, and “with all faults”.
You acknowledge and agree that we may use your feedback for any purpose, including product development purposes. At our request you will provide us with comments that we may use publicly for press materials and marketing collateral. Any intellectual property inherent in your feedback or arising from your use of the Beta Services shall be owned exclusively by Synaptic Black. To the fullest extent permitted by law, Synaptic Black disclaims any and all warranties, statutory, express or implied, with respect to the Beta Services including, but not limited to, any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.
Payment Due at Time of Order; Non-Refundable. You agree to pay all amounts due for Services at the time you order them. All amounts are non-refundable unless otherwise noted in the Refund Policy.
Price Changes. Synaptic Black reserves the right to change its prices and fees at any time, and such changes shall be posted online at this Site, WorldSpaces, Apps and Services as appropriate and effective immediately without need for further notice to you. If you have purchased or obtained Services for a period of months or years, changes in prices and fees shall be effective when the Services in question come up for renewal as further described below.
Payment Types. Except as prohibited in any product-specific agreement, you may pay for Services by using any of the following “Payment Methods”: (i) valid credit card; (ii) PayPal; or (iii) any other method you use to pay for Services as determined by Synaptic Black in its sole and absolute discretion, each a “Payment Method”. Your Payment Method on file must be kept valid if you have any active Services in your Account. In addition, you agree that the location for the processing of your payments may change for any reason, including the type of Payment Method chosen, the currency selected, or changes or updates made to your Payment Method.
Refunds Issued. You agree that where refunds are issued to your Payment Method, Synaptic Black's issuance of a refund receipt is only confirmation that Synaptic Black has submitted your refund to the Payment Method charged at the time of the original sale, and that Synaptic Black has no control over when the refund will be applied towards your Payment Method’s available balance. You further acknowledge and agree that the payment provider and/or individual issuing bank associated with your Payment Method establish and regulate the time frames for posting your refund, and that such refund posting time frames may range from five (5) business days to a full billing cycle, or longer.
In the event a refund is issued to your Payment Method and the payment provider, payment processor or individual issuing bank associated with your Payment Method imposes any limitations on refunds, including but not limited to, limitations as to the timing of the refund or the number of refunds allowed, then Synaptic Black, in its sole and absolute discretion, reserves the right to issue the refund, as a bank transfer, when the payment processor cannot refund back to the Payment Method. Synaptic Black also has the right to offer credit for customers seeking refunds, even if there are no limitations on refunds imposed by the Payment Method.
Monthly Billing Date. If you are being billed on a monthly basis, your monthly billing date will be based on the date of the month you purchased the Services, unless that date falls after the 28th of the month, in which case your billing date will be the 28th of each month.
Auto-Renewal Terms. Other than as required by applicable law, Synaptic Black does not retain hard copies or electronic versions of mandate, standing order or standing instruction forms and/or any signed consents relating to your usage of our automatic renewal services, and we are therefore unable to provide any such document upon request. You may view or change your automatic renewal settings at any time by logging into your Synaptic Black account. If said settings are not immediately available, you shall contact Synaptic Black to request such changes.
IN ORDER TO ENSURE THAT YOU DO NOT EXPERIENCE AN INTERRUPTION OR LOSS OF SERVICES, ALL SERVICES ARE OFFERED ON AUTOMATIC RENEWAL UNLESS OTHERWISE SPECIFIED ON THIS SITE, WORLDSPACES, APPS OR SERVICES. EXCEPT FOR REASONS DESCRIBED BELOW IN THIS SECTION, AUTOMATIC RENEWAL AUTOMATICALLY RENEWS THE APPLICABLE SERVICE UPON EXPIRATION OF THE THEN CURRENT TERM FOR A RENEWAL PERIOD EQUAL IN TIME TO THE MOST RECENT SERVICE PERIOD (EXCEPT FOR DOMAIN NAMES WHICH MAY RENEW FOR THE ORIGINAL SERVICE PERIOD). FOR EXAMPLE, IF YOUR LAST SERVICE PERIOD IS FOR ONE YEAR, YOUR RENEWAL PERIOD WILL TYPICALLY BE FOR ONE YEAR. HOWEVER, IN THE EVENT RENEWAL WITH THE PAYMENT METHOD ON FILE FAILS, SYNAPTIC BLACK MAY ATTEMPT TO RENEW THE APPLICABLE SERVICE FOR A PERIOD LESS THAN THE ORIGINAL SUBSCRIPTION PERIOD TO THE EXTENT NECESSARY FOR THE TRANSACTION TO SUCCEED.
UNLESS YOU DISABLE THE AUTOMATIC RENEWAL OPTION, SYNAPTIC BLACK WILL AUTOMATICALLY RENEW THE APPLICABLE SERVICE WHEN IT COMES UP FOR RENEWAL AND WILL TAKE PAYMENT FROM THE PAYMENT METHOD ASSOCIATED WITH THE SERVICE(S) IN YOUR ACCOUNT OR YOUR DESIGNATED BACKUP PAYMENT METHOD(S) ON FILE WITH SYNAPTIC BLACK. IN AUTOMATICALLY RENEWING YOUR SERVICES, SYNAPTIC BLACK WILL FIRST ATTEMPT TO CHARGE THE PAYMENT METHOD ASSOCIATED WITH THE SERVICE(S) IN YOUR ACCOUNT. IN THE EVENT SYNAPTIC BLACK CANNOT SUCCESSFULLY CHARGE THIS PAYMENT METHOD, WE WILL ATTEMPT TO CHARGE THE PAYMENT METHOD(S) DESIGNATED AS "BACKUP" IN YOUR ACCOUNT. RENEWALS WILL BE CHARGED AT SYNAPTIC BLACK’S THEN CURRENT RATES, WHICH YOU ACKNOWLEDGE AND AGREE MAY BE HIGHER OR LOWER THAN THE RATES FOR THE ORIGINAL SERVICE PERIOD. IN ORDER TO SEE THE RENEWAL SETTINGS APPLICABLE TO YOU AND YOUR SERVICES, SIMPLY LOG INTO YOUR ACCOUNT MANAGER FROM THIS SITE AND FOLLOW THE STEPS. IF YOU DO NOT WISH FOR ANY SERVICE TO AUTOMATICALLY RENEW, YOU MAY ELECT TO CANCEL RENEWAL, IN WHICH CASE, YOUR SERVICES WILL TERMINATE UPON EXPIRATION OF THE THEN CURRENT TERM, UNLESS YOU MANUALLY RENEW YOUR SERVICES PRIOR TO THAT DATE. IN OTHER WORDS, SHOULD YOU ELECT TO CANCEL YOUR PRODUCT AND FAIL TO MANUALLY RENEW YOUR SERVICES BEFORE THEY EXPIRE, YOU MAY EXPERIENCE AN INTERRUPTION OR LOSS OF SERVICES, AND SYNAPTIC BLACK SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY REGARDING THE SAME.
IN ADDITION, SYNAPTIC BLACK MAY PARTICIPATE IN “RECURRING BILLING PROGRAMS” OR “ACCOUNT UPDATER SERVICES” SUPPORTED BY YOUR CREDIT CARD PROVIDER (AND ULTIMATELY DEPENDENT ON YOUR BANK’S PARTICIPATION). IF WE ARE UNABLE TO SUCCESSFULLY CHARGE YOUR EXISTING PAYMENT METHOD, YOUR CREDIT CARD PROVIDER (OR YOUR BANK) MAY NOTIFY US OF UPDATES TO YOUR CREDIT CARD NUMBER AND/OR EXPIRATION DATE, OR THEY MAY AUTOMATICALLY CHARGE YOUR NEW CREDIT CARD ON OUR BEHALF WITHOUT NOTIFICATION TO US. IN ACCORDANCE WITH RECURRING BILLING PROGRAM REQUIREMENTS, IN THE EVENT THAT WE ARE NOTIFIED OF AN UPDATE TO YOUR CREDIT CARD NUMBER AND/OR EXPIRATION DATE, SYNAPTIC BLACK WILL AUTOMATICALLY UPDATE YOUR PAYMENT PROFILE ON YOUR BEHALF. SYNAPTIC BLACK MAKES NO GUARANTEES THAT WE WILL REQUEST OR RECEIVE UPDATED CREDIT CARD INFORMATION. YOU ACKNOWLEDGE AND AGREE THAT IT IS YOUR SOLE RESPONSIBILITY TO MODIFY AND MAINTAIN YOUR ACCOUNT SETTINGS, INCLUDING BUT NOT LIMITED TO (I) CANCELLING PRODUCTS AND (II) ENSURING YOUR ASSOCIATED PAYMENT METHOD(S) ARE CURRENT AND VALID. FURTHER, YOU ACKNOWLEDGE AND AGREE THAT YOUR FAILURE TO DO SO, MAY RESULT IN THE INTERRUPTION OR LOSS OF SERVICES, AND SYNAPTIC BLACK SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY REGARDING THE SAME.
If for any reason Synaptic Black is unable to charge your Payment Method for the full amount owed, or if Synaptic Black receives notification of a chargeback, reversal, payment dispute, or is charged a penalty for any fee it previously charged to your Payment Method, you agree that Synaptic Black may pursue all available lawful remedies in order to obtain payment, including but not limited to, immediate cancellation, without notice to you, of any domain names or Services registered or renewed on your behalf. Synaptic Black also reserves the right to charge you reasonable “administrative” fees" for (i) tasks Synaptic Black may perform outside the normal scope of its Services, (ii) additional time and/or costs Synaptic Black may incur in providing its Services, and/or (iii) your noncompliance with this Agreement (as determined by Synaptic Black in its sole and absolute discretion). Typical administrative or processing fee scenarios include, but are not limited to (i) customer service issues that require additional personal time or attention; (ii) UDRP actions(s) in connection with your domain name(s) and/or disputes that require accounting or legal services, whether performed by Synaptic Black staff or by outside firms retained by Synaptic Black; (iii) recouping any and all costs and fees, including the cost of Services, incurred by Synaptic Black as the results of chargebacks or other payment disputes brought by you, your bank or Payment Method processor. These administrative fees or processing fees will be billed to the Payment Method you have on file with Synaptic Black.
Synaptic Black may offer product-level pricing in various currencies. The transaction will be processed in the selected currency and the pricing displayed during the checkout process will be the actual amount submitted for payment. For certain Payment Methods, the issuer of your Payment Method may charge you a foreign transaction fee or other charge, which may be added to the final amount that appears on your bank statement or post as a separate amount. Please check with the issuer of your Payment Method for details. In addition, regardless of the selected currency, you acknowledge and agree that you may be charged Value Added Tax ("VAT"), Goods and Services Tax ("GST"), or other localized fees and/or taxes, based on your bank and/or the country indicated in your billing address section.
Products and Services available for refunds will be declared in their respective purchasing policies and in absence of said policies you acknowledge that no right of refund is provided (“Refund Policy”).
Synaptic Black offers a variety of alternative international payment options through a variety of International Payment Providers (“IPP”). In the event you select an IPP, you represent that you have already agreed to any and all of the IPP’s applicable customer service agreements in advance of completing your transaction at Synaptic Black. You also agree to allow the IPP to debit the full amount of your purchase from the selected account or payment method, collectively “Funding Sources”. In addition, you agree to allow the selected IPP to debit, if applicable, an “Exchange Rate Conversion Fee”, as well as any other fees or charges applicable to your agreement with the IPP (collectively, the “IPP Fees”), from your Funding Sources. You understand and agree that IPP Fees are subject to change at any time by the IPP without notice to you by Synaptic Black.
It is your responsibility to keep your Funding Sources current and funded. You agree that (i) the IPP or Synaptic Black reserve the right to decline a transaction for any reason and (ii) neither the IPP nor Synaptic Black shall be liable to you or any third party regarding the same. You acknowledge that Synaptic Black will not attempt to fulfill the Services purchased by you until Synaptic Black receives confirmation of payment from the IPP through its associated payment processor. You acknowledge there may be a gap of several hours or days between the time you place an order and the time the IPP confirms payment through its associated payment processor. If Synaptic Black does not receive confirmation of payment from the IPP through its associated payment processor within thirty (30) days from when the order is placed, your order may be cancelled, at which time you will need to commence the purchase process again. In the event that you would like to cancel payment for a pending transaction, you may cancel the order through your Synaptic Black account. Payments received on previously cancelled orders will be automatically refunded to the original Payment Method when possible.
If, at the time Synaptic Black receives confirmation of payment from the IPP (through its associated payment processor), either (i) the Services (including domain names) are no longer available for purchase; or (ii) a pending order has been cancelled in our systems; or (iii) the confirmation of payment does not match the dollar amount of the pending order, and as a result your purchase is either over-funded or under-funded, Synaptic Black may automatically issue a partial refund (in the case of over-funding) or a full refund (in the case of under-funding) to your Funding Source. If the IPP (or its associated payment processor) imposes refund limitations of any kind, Synaptic Black reserves the right to issue refunds to an in-store credit balance or as a bank transfer, when the payment processor cannot refund back to the Payment Method. If you receive a full refund, you will need to begin the purchase process again. You agree that the IPP reserves the right not to refund IPP Fees associated with a refunded transaction. Accordingly, any refunds issued by Synaptic Black will be net of the IPP Fees unless otherwise specified.
For expired domain names purchased through your account, you agree that you are responsible for payment within forty-eight (48) hours of auction close for the successful bid amount plus the one (1) year renewal or transfer fee (from the end of the domain name’s previous registration period), plus any additional registry fee, if applicable, or any valid payment method associated with the account, will be charged on the third day following the auction close. If we are unable to collect payment, you may lose the rights to purchase the domain name.
Synaptic Black will make any payment(s) owed to you to the payment method of your choice, subject to the terms below (“Payout(s)”). In order to receive a Payout from Synaptic Black, you will need to set up a payee and assign it to your account. Please contact Synaptic Black for further information.
If for any reason Synaptic Black is unable to process your Payout for the full amount owed, or if Synaptic Black receives notification of a reversal or payment dispute, or is charged a penalty for any Payout, you agree that Synaptic Black may pursue all available lawful remedies regarding such fees. Typical administrative or processing fee scenarios include, but are not limited to recouping any and all costs and fees, including the cost of Services, incurred by Synaptic Black as the result of failed Payouts or other payment disputes brought by you, your bank or Payout processor. These administrative fees or processing fees will be deducted from any amounts due or directly debited from your Payout account.
Fee Changes. Synaptic Black reserves the right to change its prices and fees at any time, and such changes shall be posted online at this Site and effective immediately without need for further notice to you.
Synaptic Black expressly reserves the right to deny, cancel, terminate, suspend, lock, or modify access to (or control of) any Account or Services (including the right to cancel or transfer any domain name registration) for any reason (as determined by Synaptic Black in its sole and absolute discretion), including but not limited to the following: (i) to correct mistakes made by Synaptic Black in offering or delivering any Services (including any domain name registration), (ii) to protect the integrity and stability of, and correct mistakes made by, any domain name registry or registrar, (iii) to assist with our fraud and abuse detection and prevention efforts, (iv) to comply with court orders against you and/or your domain name or WorldSpace and applicable local, state, national and international laws, rules and regulations, (v) to comply with requests of law enforcement, including subpoena requests, (vi) to comply with any dispute resolution process, (vii) to defend any legal action or threatened legal action without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit, (viii) to avoid any civil or criminal liability on the part of Synaptic Black, its officers, directors, employees and agents, as well as Synaptic Black's affiliates, including, but not limited to, instances where you have sued or threatened to sue Synaptic Black, or (ix) to respond to an excessive amount of complaints related in any way to your Account, domain name(s), or content on your WorldSpace(s) that could result in damage to Synaptic Black’s business, operations, reputation or shareholders.
Synaptic Black expressly reserves the right to review every Account for excessive space and bandwidth utilization, and to terminate or apply additional fees to those Accounts that exceed allowed levels.
Synaptic Black expressly reserves the right to terminate, without notice to you, any and all Services where, in Synaptic Black's sole discretion, you are harassing or threatening Synaptic Black and/or any of Synaptic Black's employees.
Synaptic Black Content. Except for User Content, the content on this Site and the Services, including without limitation the text, software, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein (“Synaptic Black Content”), are owned by or licensed to Synaptic Black in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. Synaptic Black Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of Synaptic Black. No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. Synaptic Black reserves all rights not expressly granted in and to the Synaptic Black Content, this Site and the Services, and this Agreement do not transfer ownership of any of these rights.
No Spam. We do not tolerate the transmission of spam. We monitor all traffic to and from our digital servers for indications of spamming and maintain a spam abuse complaint registry to register allegations of spam abuse. Customers suspected to be using our products and services for the purpose of sending spam are fully investigated. If we determine there is a problem with spam, we will take the appropriate action to resolve the situation.
We define spam as the sending of Unsolicited Commercial Email (UCE), Unsolicited Bulk Email (UBE) or Unsolicited Facsimiles (Fax), which is email, direct and social messaging or facsimile sent to recipients as an advertisement or otherwise, without first obtaining prior confirmed consent to receive these communications. This can include, but is not limited to, the following:
We will not allow our servers and services to be used for the purposes described above. In order to use our products and services, you must not only abide by all applicable laws and regulations, which include the Can-Spam Act of 2003 and the Telephone Consumer Protection Act, but you must also abide by this no spam policy. Commercial advertising and/or bulk emails or faxes may only be sent to recipients who have "opted-in" to receive messages. They must include a legitimate return address and reply-to address, the sender's physical address, and an opt-out method in the footer of the email or fax. Upon request by us, conclusive proof of opt-in may be required for an email address or fax number.
If we determine the account, products, or services in question are being used in association with spam, we may re-direct, suspend, or cancel any account, web site hosting, domain registration, email boxes, or other applicable products or services. In such event, at our election, we may require you to respond by email to us stating that you will cease to send spam and/or have spam sent on your behalf and to require a non-refundable reactivation fee to be paid before the site, email boxes, and/or services are reactivated.
We encourage all customers and recipients of email generated from our products and services to report suspected spam. Suspected abuse can be reported by email found on our public website contact page.
Liquidated Damages. You agree that we may immediately terminate any Account which we believe, in our sole and absolute discretion, is transmitting or is otherwise connected with any spam or other unsolicited bulk email. In addition, if actual damages cannot be reasonably calculated then you agree to pay us liquidated damages in the amount of $1.00 for each piece of spam or unsolicited bulk email transmitted from or otherwise connected with your Account.
Synaptic Black supports the protection of intellectual property. If you would like to submit (i) a trademark claim for violation of a mark on which you hold a valid, registered trademark or service mark, or (ii) a copyright claim for material on which you hold a bona fide copyright, please contact Synaptic Black via email found on the public website contact page.
This Site, WorldSpaces, Apps and the Services found at this Site, WorldSpaces, Apps may contain links to third-party websites and or WorldSpaces that are not owned or controlled by Synaptic Black. Synaptic Black assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites and or WorldSpaces. In addition, Synaptic Black does not censor or edit the content of any third-party websites or WorldSpaces. By using this Site, WorldSpaces, Apps or the Services found at this Site, you expressly release Synaptic Black from any and all liability arising from your use of any third-party website. Accordingly, Synaptic Black encourages you to be aware when you leave this Site, WorldSpaces, Apps or the Services found at this Site, WorldSpaces, Apps and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit. Within this Site, WorldSpaces, Apps or Services, specific ratings may be applied to assist with service restrictions to protect you. Not withstanding the policy terms set forth, should any experience be deemed inappropriate as far as a rating declaration statement makes, you are requested to contact Synaptic Black immediately where a full and thorough investigation will take place to best determine a course of action, including and but not limited to termination of the offenders Account, Services and domain name(s) as well as evidence as required to be provided to law enforcement agencies where such violation warrant legal actions.
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE, WORLDPACES, APPS AND THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES SHALL BE AT YOUR OWN RISK AND THAT THIS SITE, WORLDSPACES, APPS AND THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. SYNAPTIC BLACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SYNAPTIC BLACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, WORLDSPACES, APPS AND SERVICES (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES/WORLDSPACES LINKED (THROUGH HYPERLINKS, 3D PORTALS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WORLDSPACES, APPS AND SERVICES AND/OR (III) THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES OR ANY SITES/WORLDSPACES LINKED (THROUGH HYPERLINKS, 3D PORTALS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WORLDSPACES, APPS AND SERVICES AND SYNAPTIC BLACK ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY SYNAPTIC BLACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND OR SERVICES.
IN NO EVENT SHALL SYNAPTIC BLACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, WORLDSPACES, APPS AND SERVICES (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, 3D PORTALS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WORLDSPACES, APPS AND SERVICES (III) THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES OR ANY SITES LINKED (THROUGH HYPERLINKS, 3D PORTALS BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WORLDSPACES, APPS AND SERVICES (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE, WORLDSPACES, APPS AND SERVICES OR ANY SITES LINKED (THROUGH HYPERLINKS, 3D PORTALS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WORLDSPACES, APPS AND SERVICES (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE, WORLDSPACES, APPS AND SERVICES OR ANY SITES LINKED (THROUGH HYPERLINKS, 3D PORTALS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WORLDSPACES, APPS AND SERVICES (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE, WORLDSPACES, APPS AND SERVICES OR THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT SYNAPTIC BLACK IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL SYNAPTIC BLACK’S TOTAL AGGREGATE LIABILITY EXCEED $10,000.00 U.S. DOLLARS.
THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE, WORLDSPACES, APPS AND SERVICES OR THE SERVICES FOUND AT THIS SITE, WORLDSPACES, APPS AND SERVICES.
You agree to protect, defend, indemnify and hold harmless Synaptic Black and its officers, directors, employees, agents, and third party service providers from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by Synaptic Black directly or indirectly arising from (i) your use of and access to this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services; (ii) your violation of any provision of this Agreement or the policies or agreements which are incorporated herein; and/or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services.
Synaptic Black makes no representation or warranty that the content available on this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services are appropriate in every country or jurisdiction, and access to this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services found at this Site, WorldSpaces, Apps and Services are responsible for compliance with all local laws, rules and regulations.
PLEASE READ THIS SECTION CAREFULLY. FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE PROVISIONS REQUIRING YOU TO RESOLVE DISPUTES THROUGH INDIVIDUAL ARBITRATION.
Please be advised that if a customer has an outstanding account balance (a credit positive balance) for three (3) years or more for any reason, and Synaptic Black is unable to issue payment to such customer, then Synaptic Black shall declare the value on appropriate accounting filings. You acknowledge and agree that, Synaptic Black may withhold a dormancy charge in an amount equal to the lesser of $25.00 or the total outstanding account balance associated with such customer.
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns.
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
This Site, WorldSpaces, Apps and Services and the Services found at this Site, WorldSpaces, Apps and Services are subject to the export laws, restrictions, regulations and administrative acts of the United States Department of Commerce, Department of Treasury Office of Foreign Assets Control (“OFAC”), State Department, and other United States authorities (collectively, “U.S. Export Laws”). Users shall not use the Services found at this Site, WorldSpaces, Apps and Services to collect, store or transmit any technical information or data that is controlled under U.S. Export Laws. Users shall not export or re-export, or allow the export or re-export of, the Services found at this Site, WorldSpaces, Apps and Services in violation of any U.S. Export Laws. None of the Services found at this Site, WorldSpaces, Apps and Services may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country with which the United States has embargoed trade; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Persons List, or any other denied parties lists under U.S. Export Laws. By using this Site, WorldSpaces, Apps and Services and the Services found at this Site, WorldSpaces, Apps and Services, you agree to the foregoing and represent and warrant that you are not a national or resident of, located in, or under the control of, any restricted country; and you are not on any denied parties list; and you agree to comply with all U.S. Export Laws (including “anti-boycott”, “deemed export” and “deemed re-export” regulations). If you access this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services from other countries or jurisdictions, you do so on your own initiative and you are responsible for compliance with the local laws of that jurisdiction, if and to the extent those local laws are applicable and do not conflict with U.S. Export Laws. If such laws conflict with U.S. Export Laws, you shall not access this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services. The obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site, WorldSpaces, Apps and Services or the Services found at this Site, WorldSpaces, Apps and Services.
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
This Agreement, along with all policies and the applicable product agreements identified above and incorporated herein by reference (collectively, the “Agreement”), is executed in the English language. To the extent any translation is provided to you, it is provided for convenience purposes only, and in the event of any conflict between the English and translated version, where permitted by law, the English version will control and prevail. Where the translated version is required to be provided to you and is to be considered binding by law (i) both language versions shall have equal validity, (ii) each party acknowledges that it has reviewed both language versions and that they are substantially the same in all material respects, and (iii) in the event of any discrepancy between these two versions, the translated version may prevail, provided that the intent of the Parties has been fully taken into consideration.
If you have any questions about this Agreement, please contact us by email or regular mail at the following address: