SYNAPSE

TERMS OF SERVICE and Privacy Policy

(Read Me!)

Last Modified: September 26, 2019

  1. WELCOME

Ready to join a megawatt community designed to spark ideas, make connections and propel the growth of entrepreneurship in Florida? Great, you have come to the right place! 

Synapse offers a ground-breaking methodology that connects all individuals within the innovation economy in a method that enables all users to progress in their given needs while promoting a level of needed and desired community engagement.

If you’re just visiting Synapse, you are a Visitor will have limited access to all that Synapse has to offer. Once you set up an account to fully engage within the Synapse community you are either:

Persona: An individual who creates his/her own Profile and engages and participates in the Synapse community free of charge.    

  1. Yes, These Terms of Service Have You at Hello. 

In these Terms of Service, “Users” and “you” refers to Personas, Visitors and Innovation Enablers.  

AS SOON AS YOU START TO ENGAGE ON THIS WEBSITE, WHETHER YOU ARE JUST VIEWING PAGES OR REGISTER FOR A USER ACCOUNT (AN “ACCOUNT”), YOU ARE AGREEING TO THESE TERMS OF SERVICE, WHICH INCORPORATE BY REFERENCE OUR PRIVACY POLICY AND OUR INNOVATION COMPETITION TERMS (COLLECTIVELY “TERMS OF SERVICE”). THIS IS A LEGALLY BINDING CONTRACT BETWEEN YOU AND SYNAPSE Florida, INC., A FLORIDA NOT-FOR-PROFIT CORPORATION (“SYNAPSE”). 

THESE TERMS OF SERVICE GOVERN YOUR ACCESS TO AND USE OF WWW.SYNAPSEFL.COM, INCLUDING ANY CONTENT, FUNCTIONALITY, AND SERVICES OFFERED ON OR THROUGH WWW.SYNAPSEFL.COM AS WELL AS OUR BLOGS, SOCIAL MEDIA PAGES AND MOBILE APPS (COLLECTIVELY, THE “SITE”). 

You are deemed to have accepted these Terms of Service electronically, effective on the date you began using the Site, when you registered your Account or when you clicked to accept these Terms of Service, pursuant to the U.S. Electronic Signatures in Global and National Commerce Act (the E-Sign Act) (15 U.S.C. § 7001, et seq.). 

Your use of the Site and/or Account registration constitutes an acknowledgement that you are able to electronically receive, download, and print these Terms of Service.  Further, by visiting or using the Site and/or sending emails to Synapse, you consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that Synapse provides to you electronically via email and on the Site, satisfy any legal requirement that such communications be in writing.  

  1. Information About You and Your Visits to the Site

All information Synapse collects on this Site is subject to our Privacy Policy. By using the Site, you consent to all actions taken by Synapse with respect to your information in compliance with the Privacy Policy. 

  1. Revisions to Terms of Service

Synapse may revise these Terms of Service at any time. As soon as Synapse posts revised Terms of Service, they are effective immediately and apply to your access to and use of the Site thereafter. By continuing to use the Site, you are deemed to have accepted and agreed to the revised Terms of Service. You will not be notified each time there is an update; it is your responsibility to review these Terms of Service independently. 

  1. The Synapse Evolution 

Just like an entrepreneurial ecosystem, Synapse is evolving.  We expect to frequently make changes to the Site in order to improve the user experience, and we sure hope you agree with our ideas. If you disagree or have an even better idea, Synapse would love to hear from you because collaboration is at the core of our vision and that includes ideas on how to improve Synapse. But do not share your ideas with expectations of confidentiality, or compensation. If you share your ideas, you are granting Synapse the unfettered right to use any of your ideas for any purpose without any obligation or compensation. Whether your feedback results in changes to Synapse, or not, Synapse will appreciate the time you have taken to contribute to this community.

  1. Content Reliability and Updates; Your Responsibilities for Due Diligence

Synapse will be a content rich Site, with content developed by Synapse as well as content from Personas, Innovation Enablers and other third-parties. Some content will forever be relevant and accurate, while other content will become dated or proven untrue. Synapse will strive for accuracy and updates, but the content will not all be complete, reliable, or up-to-date. If you find an error, let Synapse know. If you feel some content is worthless, inaccurate or undesirable, Synapse expects there will be some of that on an active and engaged community Site. In all cases, you are responsible for conducting your own due diligence and for the choices you make regarding with whom to do business and what information to reply upon. Synapse encourages you to embrace diversity of opinions, think for yourself and find your curated tribe of Personas and Innovation Enablers that best meet your needs.

  1. No Background Checks or Identity Verification of Users 

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND THAT SYNAPSE MAY NOT AND IS NOT EXPECTED TO CONDUCT CRIMINAL OR CREDIT BACKGROUND CHECKS OR TO INQUIRE INTO THE BACKGROUNDS OF ITS USERS OR ATTEMPT TO VERIFY THE STATEMENTS OR CLAIMS OF ITS USERS. SYNAPSE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OR REPUTATION OF ITS USERS AND SHALL NOT BE RESPONSIBLE FOR ANY ACTIVITIES OR WRONGDOING OF ANY USER. 

  1. USERS AND ACCOUNTS
  1. Authorized Users. 

Synapse is based in the United States. Synapse offers the Site to Users who are 18 years of age or older and reside in the United States or any of its territories or possessions. Synapse makes no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with your local laws. By using this Site, you represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site.

  1. Users Under Eighteen (18) Years of Age

Synapse does not knowingly collect, either online or offline, personal information from any person under the age of eighteen (18) who may only use this Site with the permission and participation of a parent or legal guardian who must be the registered Persona and who shall be fully responsible for the actions of their minor children and their experiences using the Site.

  1. Users of site 

No account or registration is necessary.  All users can view, post, and comment. All posts and comments shall be moderated by Synapse and anything deemed inappropriate for any reason by Synapse can be edited or deleted by Synapse.  By using this website, you agree only correct information about yourself, your location, your business, skills, or others. You agree to not say anything negative about others on the site, as deemed negative by Synapse.  What you post is solely for your use and may or may not result in any value in return.

Synapse reserves the right, in our sole discretion, to refuse, suspend, or revoke your access to the Site upon discovery that any information you provided on any form or posted on the Site is false, misleading, or if such information or your conduct violates these Terms of Service, or for any other reason is unacceptable, in Synapse’s sole discretion.

  1. INTELLECTUAL PROPERTY; CONTENT; LIMITATIONS ON LIABILITY

Except for content created and posted by Personas and/or Innovation Enablers into their Profiles, the Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by Synapse or its licensors, or other providers of such material to Synapse for its use and are protected by all United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.  Accordingly, you must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, re-publish, download, store, or transmit any of the material on the Site, including material that is the intellectual property of Personas and/or Innovation Enablers who deserve to have their intellectual property rights respected by all Synapse Personas and Innovation Enablers. The only exceptions to these requirements are:

  1. You may download and utilize materials purchased or made available from Synapse or other Personas and/or Innovation Enablers that are clearly intended to be shared with the public or purchased; in such cases, you must abide by the use restrictions associated with the intellectual property of Synapse or the Persona and/or Innovation Enablers who owns that intellectual property or sold the materials to you;
  2. Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials;
  3. You may store files that are automatically cached by your Web browser for display enhancement purposes;
  4. You may print or download one (1) copy of a reasonable number of pages of the Site for your own personal, non-commercial use and not for further reproduction, publication or distribution;
  5. If Synapse provides desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by Synapse’s End User License Agreement for such applications; and
  6. If Synapse provides social media features with certain content, you may take such actions as are enabled by such features.

You are strictly prohibited from:

  1. Modifying copies of any materials accessed from this Site;
  2. Using any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text associated therewith;
  3. Deleting or alter any copyright, trademark, or other proprietary rights notices from copies of materials accessed from this Site; and
  4. Accessing or using for any commercial purposes any part of the Site or any services or materials available through the Site except in strict conformance with the shared or purchased materials made available by Synapse or Personas and/or Innovation Enablers.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of these Terms of Service, your right to use the Site will stop immediately and you must, at Synapse’s sole option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by Synapse. Any use of the Site not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark, patent, trade secret and other intellectual property laws.

  1. Trademarks. The name “Synapse,” the Synapse logo, and all related names, logos,

product and service names, designs, and slogans are trademarks of Synapse or its affiliates, subsidiaries, licensors, or service providers (“Affiliates”). You must not use such marks without the prior written permission of Synapse. All other names, logos, product and service names, designs, and slogans on this Site are the trademarks of their respective owners and you agree to honor the intellectual property rights of all such respective owners.

  1. Copyright Infringement. Personas, Innovation Enablers and Synapse agree to

honor the copyrights of other Personas, Innovation Enablers and Synapse. Defacing, modifying or the removing of copyright, trademark or other proprietary rights notices or any other violations of copyrights, trademark or other proprietary rights is strictly prohibited. 

  1. Idea Sharing and Assumptions

If you have trade secrets that should not be shared because doing so will result in loss of protection as trade secrets, then do not post them in any manner on the Site. If you believe your ideas must be protected at all costs and could be at risk within Synapse, then do not post them in any manner on the Site.

Within the creative world of Synapse, it is undeniable that ideas that are within your mind and even a business plan may be under development by multiple other parties at any one time. As a result, you may see on the Site material containing features and elements similar or identical to those contained in your Persona or Innovation Enabler profile and other shared materials.  Synapse embraces the reality that very few ideas are completely new and that while intellectual property rights are absolutely to be respected, not every expression of an idea that looks like your idea is the result of thievery rather than independent thought.

  1. Enforcement of Intellectual Property Rights

While Synapse cares deeply about the intellectual property rights of all individuals, Synapse cannot act in the capacity of the intellectual property police and it will not take enforcement action on your behalf.  At Synapse’s sole discretion, Synapse will terminate a Persona’s and/or Innovation Enablers access to the Site immediately if Synapse determines it is warranted. However, no further action will be taken by Synapse and you expressly agree not to rely on or hold Synapse responsible to provide such protection or enforcement of your intellectual property rights.     

  1. Persona and Innovation Enabler Contributions. 

The Site may contain message boards, chat rooms, personal web pages or Profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow Personas and Innovation Enablers to post, submit, publish, display, or transmit to other Personas and Innovation Enablers or other persons (hereinafter, “Post”) content or materials (collectively, “Contributions”) on or through the Site. All Contributions must comply with the Community Rules set out in these Terms of Service.

Any Contribution you post to the Site will be considered non-confidential and you are granting to Synapse and its Affiliates, and each of their and Synapse’s respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third-parties any such Contribution materials for any purpose.

You understand and acknowledge that you are personally responsible for any Contributions you submit or contribute, and you alone, and not Synapse, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. Synapse is not responsible or liable to any third-party for the content or accuracy of any Contributions posted by you or any other User of the Site.

  1. Monitoring and Enforcement; Termination. 

Synapse has the express right, but not the obligation, to do the following:

  1. Remove or refuse to post any Contributions for any reason, or for no reason, in its sole discretion.
  2. Take any action with respect to any Contribution that Synapse deems necessary or appropriate in its sole discretion, including if Synapse believes that such Contribution violates these Terms of Service, including the Community Rules set forth below, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of Users of the Site or the public, or could create liability for Synapse.
  3. Disclose your identity or other information about you to any third-party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
  4. Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
  5. Terminate or suspend your access to all or part of the Site for any reason, or no reason, including without limitation, any violation of these Terms of Service.

Without limiting the foregoing, Synapse has the right to fully cooperate with any law enforcement authorities or court order requesting or directing Synapse to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS SYNAPSE AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

  1. Reliance on Information Posted. This Site may include content provided by third

parties, including materials and information provided by Personas, Innovation Enablers, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. The information presented on or through the Site is made available solely for general information purposes. Synapse does not warrant the accuracy, completeness, or usefulness of any information presented on or through the Site. Any reliance you place on such information is strictly at your own risk. Synapse disclaims all liability and responsibility arising from any reliance placed on such information by you or any other User, or by anyone who may be informed of any of its contents. 

  1. Statements and Opinions of Others. All statements and/or opinions expressed on

the Site, and all articles and responses to questions and other content, other than the content provided directly by Synapse, are solely the opinions and the responsibility of the person or entity providing those statements and/or opinions. Those statements and/or opinions do not necessarily reflect the opinion of Synapse. Synapse is not responsible, or liable to you or any third-party, for the content or accuracy of any materials, statements and/or opinions provided by any third-parties.

  1. Review and Removal of Information Posted. Synapse does not undertake to

review material before it is posted on the Site and it cannot, and expressly does not, ensure prompt removal of objectionable material after it has been posted. Accordingly, Synapse assumes no liability for any action or inaction regarding transmissions, communications, or content provided by any User or third-party. Synapse has no liability or responsibility to anyone for performance or non-performance of the activities described in this Section of these Terms of Service.

  1. Success Disclaimer. You recognize that any business endeavor has inherent

risk for “failure”. Any tips, tools, advice, and the like on the Site are not intended to represent nor to guarantee that you will be successful by implementing what you learn on Synapse. Individual success will be determined by a combination of circumstances, including the Persona’s and/or Innovation Enabler’s desire, dedication, background, skill, effort, and motivation to work, as well as the current market potential for a product or service.

  1. Limitation on Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO

EVENT WILL SYNAPSE, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.  IF YOU ARE DISSATISFIED IN ANY WAY WITH ANY PORTION OF THIS SITE OR YOUR EXPERIENCE USING IT, OR THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

  1. Indemnification of Synapse. You agree to defend, indemnify, and hold

harmless Synapse, its Affiliates, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Service or your use of the Site, including, but not limited to, your Contributions, any use of the Site’s content, services, and products other than as expressly authorized in these Terms of Service or your use of any information obtained from the Site, and your interactions with or services to other Personas and/or Innovation Enablers.

  1. SYNAPSE COMMUNITY RULES  

CAUTION: If your business is of the type that violates the Community Rules set forth below, then Synapse is not a community you should attempt to join. Synapse retains the express right to reject or terminate the Account of any Persona and/or Innovation Enabler who has a business or enterprise that violates its Community Rules. The standards of behavior set forth below are not intended to be all inclusive and above-all-else Synapse asks that you, in all of your activities on the Site, engage in respectful, professional, collegial, and inclusive activity and communication as a Persona and/or Innovation Enabler. Synapse firmly believes there is a place for common sense and decency and it expects its Site to be utilized as such a place. Synapse expressly reserves the right to remove any posts that do not adhere to its Community Rules, and to suspend or terminate the Account of any individual or entity who violates them. Any content, posts, communications, or other actions by any User of the Site are prohibited that are the following in nature (“Community Rules”):

  1. Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent or depicting violence, threatening, inflammatory, or otherwise objectionable;
  2. Hateful or discriminatory targeting race, ethnicity, religion, gender, sexual orientation or identity, nationality or political beliefs;
  3. Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
  4. Fraudulent, deceptive, misleading or unlawful;
  5. Promote any illegal activity, or advocate, promote, or assist any unlawful act;
  6. Trolling or deliberate disruption of discussion;
  7. Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
  8. Uploading or linking to files that contain viruses, malware, spyware, or other programs that could damage the operation of the Site or Users’ computers; or
  9. Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Service and our Privacy Policy.

You may use the Site only for lawful purposes and in accordance with these Terms of Service. Accordingly, you expressly agree not to use the Site:

  1. In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
  2. For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
  3. To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Community Rules set out in these Terms of Service;
  4. To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation.
  5. To impersonate or attempt to impersonate Synapse, a Company employee, another User, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing); or
  6. To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by Synapse in its sole discretion, may harm Synapse or Users of the Site or expose them to liability.

You expressly agree not to:

  1. Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site;
  2. Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site;
  3. Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent;
  4. Use any device, software, or routine that interferes with the proper working of the Site;
  5. Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious, intrusive or technologically harmful;
  6. Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site;
  7. Attack the Site via a denial-of-service attack or a distributed denial-of-service attack;
  8. Otherwise attempt to interfere with the proper working of the Site; or
  9. Recruit, by manual or other means, Personas or Innovation Enablers of this Site to leave the Site in favor of another related or competitive service.

To help you comply with these Terms of Service, Synapse has compiled the following Rules for Use; however, this is not intended to be all inclusive list. Common sense can fill in any blanks.  

You agree that you will:

  1. Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
  2. Keep your email address valid and current;
  3. Safeguard your login credentials (email and password), and NOT share your login credentials with others or allow others to log into your account.
  4. Provide accurate profile information to Synapse and keep it updated;
  5. Keep your payment method and billing information up to date;
  6. Use your real legal name (no pseudonyms, user handles, nicknames, or dummy corporations) on your profile;
  7. Respect the proprietary interests of other Personas, Innovation Enablers and Synapse; and
  8. Use the Site in a professional and courteous manner.

In addition to all other prohibitions and restrictions set forth in these Terms of Service, you agree that you will NOT:

  1. Create a false identity or misrepresent your identity, including but not limited to the use of a pseudonym, “user handle,” the name or professional name of a known individual, or a Persona and/or Innovation Enabler profile for anyone other than Yourself (a real person);
  2. Misrepresent your current or previous professional history, credentials, positions, qualifications or your affiliations with a person or entity, past or present;
  3. Supply information that is inaccurate or misleading;
  4. Use or attempt to use another Persona’s and/or Innovation Enabler’s account;
  5. Scrape or copy profiles, contacts, or information of others through any means (including crawlers, spiders, bots, browser plugins and add-ons, and any other technology or manual work);
  6. Use any non-authorized method to add or download contacts, or to send or redirect messages;
  7. Act in an unlawful, libelous, abusive, obscene, discriminatory, or otherwise objectionable manner;
  8. Disclose confidential, proprietary, or trade-secret information of others, including your employer, without their express written consent;
  9. Post any unsolicited or unauthorized advertising, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation not authorized by Synapse;
  10. Manipulate identifiers in order to disguise the origin of any message or post transmitted through the Site;
  11. Create Profiles or provide content that promotes prostitution or exploitation;
  12. Create or operate a pyramid scheme, fraud, or other similar practice;
  13. Copy or use the information, content, or data of others available on the Site (except as expressly authorized by Synapse);
  14. Copy or use the information, content, or data on the Site in connection with a competitive service (as determined solely by Synapse);
  15. Rent, lease, loan, trade, sell/re-sell access to the Site or related information or data;
  16. Sell, sponsor, or otherwise monetize a Persona and/or Innovation Enabler Account or any other feature of the Site, without Synapse’s express written consent;
  17. Remove, cover, block, or obscure any advertisement included on the Site;
  18. Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Site;
  19. Access the Site except through commonly available web browsers, or interfaces expressly provided by the Site, such as its mobile applications; or
  20. Override any security feature of the Site.
  1. TECHNOLOGY TERMS AND DISCLAIMERS
  1. Disclaimer of Warranties. 

You understand that Synapse cannot and does not guarantee or warrant that files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, SYNAPSE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER SYNAPSE NOR ANY PERSON ASSOCIATED WITH SYNAPSE MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER SYNAPSE NOR ANYONE ASSOCIATED WITH SYNAPSE REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, SYNAPSE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

  1. Linking to the Site and Social Media Features. You may link to Synapse’s

homepage, provided you do so in a way that is fair and legal and does not damage Synapse’s reputation or take advantage of it, but without its express written approval you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part other than your status as a Persona or Innovation Enabler of Synapse. This Site may provide certain social media features that enable you to:

  1. Link from your own or certain third-party websites to certain content on this Site.
  2. Send emails or other communications with certain content, or links to certain content, on this Site.
  3. Cause limited portions of content on this Site to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by Synapse and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions Synapse provides with respect to such features. Subject to the foregoing, you must not:

  1. Establish a link from any website that is not owned by you.
  2. Cause the Site or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
  3. Link to any part of the Site other than the homepage.
  4. Otherwise take any action with respect to the materials on this Site that is inconsistent with any other provision of these Terms of Service.

You agree to cooperate with Synapse in causing any unauthorized framing or linking immediately to stop. Synapse reserves the right to withdraw linking permission without notice. Synapse may disable all or any social media features and any links at any time without notice in our discretion.

  1. Links from the Site. If the Site contains links to other sites and resources provided

by third-parties, including by Personas and/or Innovation Enablers, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. Synapse has no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

  1. DISPUTE RESOLUTION TERMS
  1. Governing Law and Jurisdiction. All matters relating to the Site and these Terms

of Service and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Florida without giving effect to any choice or conflict of law provision or rule. Subject to the mandatory arbitration terms set forth below, any legal suit, action, or proceeding arising out of, or related to, these Terms of Service or the Site shall be instituted exclusively in the federal courts of the United States or the courts of the State of Florida in each case located in the County of Hillsborough. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

  1. Good-Faith Negotiation Followed by Mediation.  Prior to initiating any lawsuit

except for an action for equitable relief, described below, you agree to make a good faith effort to attempt to resolve any dispute relating to your relationship with and use of Synapse through informal negotiations between the decision-makers for both parties for a period of thirty (30) days from the date one party is given notice of an issue. Thereafter, you agree to submit the dispute to mediation before a mutually agreed upon mediator from Judicial Arbitration and Mediation Services (“JAMS”), to be scheduled within thirty (30) business days. The parties will conduct all mediations at a JAMS facility or mutually agreed upon location in Hillsborough County, Florida and will bear their own costs of mediation and split the mediator’s fee.

  1. Equitable Relief. Either party may seek equitable relief, including an injunction to

stop violations of intellectual property rights, from any court of competent jurisdiction in Hillsborough County at any time.

  1. Arbitration. All disputes arising from the use of these Terms of Service or the Site,

including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, shall be resolved through the submission of the dispute(s) to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Florida law. Unless otherwise mutually agreed upon by the parties to the dispute, the dispute shall be resolved by one arbitrator and the arbitrator’s award shall be final, and judgment may be entered upon it in any court having jurisdiction. All arbitration proceedings shall occur in Hillsborough County, Florida. 

  1. Class Action Waiver. Any arbitration under these Terms of Service will take place

on an individual basis; class arbitrations and class/representative/ collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS PERSONA IN ANY PUTATIVE CLASS, COLLECTIVE AND/OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER.  Further, unless both You and Synapse agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

  1. MISCELLANEOUS
  1. Waiver and Severability. No waiver by Synapse of any term or condition set out in

these Terms of Service shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Synapse to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision. If any provision of these Terms of Service is held by an arbitrator, court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms of Service will continue in full force and effect.

  1. Entire Agreement. These Terms of Service constitute the sole and entire agreement

between you and Synapse regarding the Site and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Site.

  1. Survival of Certain Terms.  Upon termination, all Terms of Service that are

intended by their very nature to survive termination, including but not limited to Company’s liability limitations and Users’ indemnification and other responsibilities for breach of these Terms of Service, shall survive.