Terms & Conditions

General

These Terms of Use governs the use of the services provided by Synereo, Inc. (with its affiliates, “Synereo”) consisting of the websites available at https://www.WildSpark.me and at http://www.synereo.com, and any related websites, software tools and applications and any other products or services offered by Synereo from time to time (collectively, the “Services”).

When using any of the Services, you may be subject to additional terms of use, guidelines or rules applicable to these specific services and which we may post online from time to time at our discretion (the “Guidelines”). All Guidelines are hereby incorporated into these Terms of Use by reference and unless specifically stated otherwise, any reference to these Terms of Use shall also include the Guidelines.

These Terms of Use (“Terms“) are a legal agreement between Synereo and yourself. By indicating your acceptance to these Terms (“I agree“) and/or by accessing or using the Services you agree that you have read, understood, accept and agree to be bound by these Terms. If you do not agree to these Terms, do not use the Services. Synereo reserves the right, in its sole discretion, to revise or modify these Terms at any time, and you agree to be bound by such revisions or modifications. You are responsible for reviewing these Terms periodically. Your continued use of the Services after a change or modification of these Terms has been made will constitute your acceptance of the revised Terms. If you do not agree to the Terms your only remedy is to discontinue your use of the Services. If you violate the Terms, Synereo reserves the right to immediately terminate or suspend the account you have created using the Services. You agree that Synereo need not provide you notice before terminating or suspending your account.

When using or opening an account with Synereo on behalf of a company, entity, or organization (collectively, “Subscribing Organization”), you represent and warrant that you: (i) are an authorized representative of that Subscribing Organization with the authority to bind that organization to these Terms of Use and grant the licenses set forth; and (ii) agree to these Terms of Use on behalf of such Subscribing Organization.

Synereo may change any part of the Services, including adding or removing any functionality, look and feel, content, etc., at any time or discontinue the Services or any part thereof, for any reason, without notice to you and without liability. Among others, Synereo may charge you fees and/or commissions for the use of the Services in accordance with its policies from time to time.

Your Account

If you are a registered user using the Services, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that Synereo is not responsible for third party access to your account that results from theft or misappropriation of your account. Synereo and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion. If you think that someone has gained access to your account, please immediately reach out to Synereo Support.

You may not create more than one account for yourself. In addition, you may not create another account if we have already disabled your account, unless you have our written permission to do so. You will not log in or attempt to access the Services through unauthorized third-party applications or clients.

General Description of Our Services

Synereo is developing tools which allow content creators to easily monetize original works without having to turn their channels into advertisement real estate, while granting their followers the opportunity to be rewarded for getting the word out. Basically, after registration to our Services, you may allocate any AMPs you own (what are AMPs?) as compensation to users participate in your content sharing activities and start sharing! Users with whom you have decided to share your content may also join by allocating AMPs of their own (part of which will be granted to you) and continue to share your content.

We reserve our right to change, add, remove or cease any of our Services at any time at our sole and absolute discretion and without prior notice, and we shall not be held liable for any damage, cost or expense incurred by any user solely as a result of such change or termination of Services. By using our Services, you are specifically agreeing to the above.

As part of the Services, users and creators can receive AMP awards upon registration and/or in connection with their activity (for example, upon uploading videos in YouTube, sharing videos through WildSpark, etc.). The exact logic of awarding AMPs is described in (what are AMPs?).

Synereo reserves the right to establish, remove and/or revise AMP awards (including without limitations to change the technology, method, or system on which the AMP awards work or to replace the AMP awards with another compensation method altogether) for any or all Services used by you and/or from goods obtained through the use of the Services at any time in Synereo’s sole discretion. Synereo will use reasonable efforts to inform you of AMP awards that may apply to you from time to time. In addition, Synereo reserves the right to change the way AMP awards are distributed between the users sharing the content at its discretion.

Synereo may from time to time provide certain users with bonuses, promotional offers and/or discounts that may result in different AMP awards for the same or similar services or goods obtained through the use of the Services.

Please note that the receipt, use or withdrawal of any such bonuses or other benefits may be subject to conditions and limitations imposed by Synereo from time to time. For example, withdrawal may be conditioned upon the benefits being amplified by the user at least X times, etc.

Payments

In order to be completed, all proposed WildSpark transactions must be confirmed and recorded on the Bitcoin Blockchain distributed consensus network (a peer-to-peer economic network that operates on a cryptographic protocol), which is not owned, controlled or operated by Synereo. The Bitcoin Blockchain network is operated by a decentralized network of independent third parties. Synereo has no control over the Bitcoin Blockchain network and therefore cannot and does not ensure that any transaction details you submit via the Services will be confirmed via the Bitcoin Blockchain network. You acknowledge and agree that the transaction details you submit via the Services may not be completed, or may be substantially delayed, by Bitcoin Blockchain network.

An AMP is an intangible, digital asset. It exists only by virtue of the ownership record maintained on the Bitcoin Blockchain network. The Service does not store, send or receive AMPs. Any transfer of title that might occur in AMPs occurs on the decentralized ledger within the Bitcoin Network and not within the Services. We do not guarantee that the Service can affect the transfer of title or right in AMPs.

If you use a Service to which AMPs are transacted, you will not be able to change your mind once you have confirmed that you wish to proceed with the Service or transaction.

We try to provide timely access to your funds, but you may occasionally experience delays in accessing your funds. We may also block payments for violations of the terms or compliance reasons. When payments are delayed or blocked we try to communicate the reasons to you promptly. In order to protect creators, we may block users’ payments if we believe them to be fraudulent.

We do not handle most tax payments, but we collect information required by tax authorities. You are responsible for reporting any taxes and of course, for the payment of any taxes you owe based on the payments you receive.

Use of WildSpark and Synereo by Minors and Blocked Persons

The Services are not available to persons under the age of 13. If you are between the ages of 13 and 18 (or between 13 and the age of legal majority in your country of residence), you may only use the Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms of Use. The Services are also not available to any users previously removed from the Services by Synereo.

Finally, the Services are not available to any persons barred from receiving them under the laws of the United States (such as its export and re-export restrictions and regulations) or any other applicable jurisdiction.

BY DOWNLOADING, INSTALLING, OR OTHERWISE USING THE SERVICES, YOU REPRESENT THAT YOU ARE AT LEAST 13 YEARS OF AGE AND HAVE NOT BEEN PREVIOUSLY REMOVED FROM OR PROHIBITED FROM RECEIVING THE SERVICES.

User Conduct

By using the Services, you agree that, in addition to exercising common sense in using the Services, you shall not, under any circumstances: (a) breach any provision of applicable law, regulation, any third party’s terms of use or policies or any other contractual obligation, or encourage others to do so; (b) harass or bully others, or promote violence or hatred towards others; (c) share, disclose, distribute or otherwise use (unless specifically approved in writing) others’ personal information; (d) post, send or share content of any kind that is illegal, harmful, spam, objectionable, false or otherwise misleading; (e) infringe on others’ intellectual property rights (including without limitations, patents, copyrights, trademarks, logos, etc.); (f) use the Services to host or distribute, malicious or destructive software; (g) claim endorsement by Synereo without our prior written approval; (h) crawl, scrape or otherwise index information on the Services; (i) engage in any fraudulent activity with respect to payment methods or advertiser tracking mechanisms; or (j) Interfere with the ability of others to enjoy using the Services, or take actions that interfere with or materially increase the cost to provide the Services for the enjoyment of all its users.

You may not, nor may you assist other parties to (1) copy, modify, or create derivative works of the Services, (2) reverse-engineer, disassemble, or attempt to derive the source code of the software used to provide the Services, or (3) attempt to disable or circumvent any security mechanism of the Services.

Third Party Sites and Services

The Services may contain links to other websites and/or be used in conjunction with other websites and services, such as YouTube (“Third Party Sites“). The Third Party Sites are not under the control of Synereo and Synereo is not responsible for the contents of any Third Party Site, including without limitation any link contained in a Third Party Site, or any changes or updates to a Third Party Site. Synereo does not endorse or support any Third Party Site and the use of any such Third Party site is being made at your discretion and under your sole responsibility.

You will fully comply with any guidelines, terms of use, policies and other requirements posted in any Third Party Site (“Rules“) and will indemnify Synereo for any damage, cost or expense incurred by Synereo as a result of any breach by you of any such rules and/or the breach by you of any law or regulation while or in connection with you using such Third Party Site.

Intellectual Property and License

The Services are owned and operated by Synereo. Unless otherwise indicated, all content, information, and other materials on the Services (excluding User Content, with respect of which our policy is set out below), including, without limitation, Synereo’s trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, information, data, sound files, other files and the selection and arrangement thereof (collectively, the “Materials”) are protected by relevant intellectual property and proprietary rights and laws.

All Materials contained on the Services are the property of Synereo or its subsidiaries or affiliated companies and/or third-party licensors. Unless otherwise expressly stated in writing by Synereo, by agreeing to these Terms you are granted a limited, non-sublicensable license (i.e. a personal and limited right) to access and use the Services for your personal use or internal business use only.

Synereo reserves all rights not expressly granted in these Terms of Use. This license is subject to these Terms and does not permit you to engage in any of the following: (a) resale or commercial use of the Services or the Materials; (b) distribution, public performance or public display of any Materials; (c) modifying or otherwise making any derivative uses of the Services or the Materials, or any portion of them; (d) use of any data mining, robots or similar data gathering or extraction methods; (e) downloading (except page caching) of any portion of the Services, the Materials, or any information contained in them, except as expressly permitted on the Services; or (f) any use of the Services or the Materials except for their intended purposes.

Any use of the Services or the Materials except as specifically authorized in these Terms, without the prior written permission of Synereo, is strictly prohibited and may violate intellectual property rights or other laws. Unless explicitly stated in these Terms, nothing in them shall be interpreted as conferring any license to intellectual property rights, whether by estoppel, implication or other legal principles. Synereo can terminate this license at any time, without notice.

You are not required to provide us with any feedback or suggestions regarding the Services. However, should you provide us with comments or suggestions for the modification, correction, improvement or enhancement of Services then you agree that no such feedback shall be subject to any obligation of confidentiality, that all intellectual property (and any other rights) in such feedback shall be exclusively vested in us and that we may use or publish such feedback at our discretion.

Termination

Synereo may suspend or terminate your account without notice for any reason, including, but not limited to, a suspected violation of these Terms or the spirit of these Terms, extended periods of inactivity, fraudulent, harassing or abusive behavior, illegal or improper use of your account, illegal or improper use of the Services or any User Content (as defined below) or behavior that is harmful to other users, third parties, the community ethos of our Services or our business interests – all as determined by Synereo in its sole discretion. Synereo is not required to provide you with any notice before suspending or terminating your account. In the event that we terminate your account, you may not register for the Services again without our expressed permission.

In addition, if we believe, in our sole discretion, that a violation of these Terms or any illegal or inappropriate behavior has occurred, we may take any other corrective action we deem appropriate. We reserve the right to investigate suspected violations of these Terms or illegal and inappropriate behavior through the Services. We will fully cooperate with any law enforcement investigation or court order requesting or directing us to disclose the identity, behavior or activities of anyone believed to have violated these Terms or to have engaged in illegal behavior. Please note that any suspension or termination of your account shall not affect your obligations to us under these Terms (including but not limited to ownership, indemnification, any representations and warranties made by you, and limitation of liability), which by their sense and context are intended to survive such suspension or termination.

Respecting Copyright

Synereo respects the intellectual property of others and follows the requirements set forth in the Digital Millennium Copyright Act (“DMCA”). If you are a copyright owner or agent thereof and believe that content posted on the Services infringes upon your copyright, please submit a notice following our DMCA Guidelines (https://www.WildSpark.com/dmca-guidelines), which include further information about our policies, what to include in your notice, and where to submit your notice.

User Content

You hereby acknowledge and agree that you are publishing and/or sharing any content published and/or shared by you through the Services through the use of technology and tools provided by Synereo, that you are publishing and/or sharing such content willingly and that you own such content, have all rights to publish and/or share such content and that your publishing and/or sharing of such content complies with all applicable laws and regulations. You may not distribute, sell, transfer or license any such content in any manner, in any country, or on any social network, or other medium without the explicit prior written permission of Synereo, other as specifically permitted hereunder, under the Guidelines and/or otherwise in the Services. Any videos, audio, graphics, photographs, data, text or any other content, and their selection and arrangement, uploaded to the Services by you or by any other user (“User Content“) are subject, whether in whole or in part, to unlimited worldwide commercial, non-commercial and/or promotional use by Synereo (subject to applicable laws). User Content also includes any feedback, comments or ratings provided by any user.

Synereo is not obligated to regulate User Content and provides no representations or guarantees regarding the accuracy, quality, or integrity of any User Content. By using the Services you may be exposed to material you find offensive or objectionable. Synereo will not under any circumstances be responsible or liable for any User Content, including, but not limited to, errors in any User Content or any loss or damage incurred by use of the User Content or for any failure to or delay in removing User Content. Synereo reserves the right (but shall at no time be obligated) to, in its sole discretion, remove, block, edit, move, disable or permanently delete User Content from the Services with or without notice for any reason whatsoever, and shall not have any liability in that respect.

Content Creator

A content creator is the copyright owner of any user content uploaded to WildSpark. Synereo will award a creator based on its AMP awards policy. Once a content creator is verified by WildSpark, he’ll be entitled to withdraw his AMP awards.

Disclaimer of Warrant; Limitation of Liability; Indemnification

You agree that your use of the Services shall be at your sole risk. To the fullest extent permitted by law, Synereo, its shareholders, affiliates, officers, directors, employees, consultants, agents and other representatives, disclaim all warranties, explicit or implied, in connection with the Synereo applications, any of the Services and your use thereof including implied warranties of merchantability, title, fitness for a particular purpose or non-infringement, usefulness, authority, accuracy, completeness, and timeliness. Synereo makes no warranties or representations about the accuracy or completeness of the content of the Services and/or any content provided therein and of the content of any sites linked to the Services and assume no liability or responsibility for any: (i) Errors, mistakes, or inaccuracies of content; (ii) Personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Services; (iii) Any unauthorized access to or use of Synereo’s secure servers and/or any and all personal information and/or financial information stored therein; (iv) Any interruption or cessation of transmission to or from the Services; (v) Any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Services by any third party; or (vi) Any errors or omissions in any content or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available via the Services.

In no event will Synereo, its directors, officers, agents, contractors, partners and employees, be liable to you or any third person for any special, direct, indirect, incidental, special, punitive, or consequential damages whatsoever including any lost profits or lost data arising from your use of the Services or other materials on, accessed through or downloaded from the Services, whether based on warranty, contract, tort, or any other legal theory, and whether or not Synereo has been advised of the possibility of these damages.

IN ANY CASE, OUR ENTIRE LIABILITY UNDER ANY PROVISION OF THESE TERMS SHALL NOT EXCEED AMOUNTS PAID BY YOU DIRECTLY TO US FOR THE USE OF THE SERVICES HEREUNDER. AS SUCH, IF YOU HAVE NOT MADE ANY PAYMENTS TO US IN ORDER TO USE THE SERVICES, WE SHALL NOT HAVE ANY LIABILITY TO YOU WHATSOEVER. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

You agree to indemnify and hold Synereo, and each of its shareholders, affiliates, officers, directors, employees, consultants, agents and other representatives, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with: (i) Your use of and access to the Services; (ii) Your violation of any term of these Terms; (iii) Your violation of any third party right, including without limitation any copyright, property, or privacy right; (iv) Any claim that a user submissions made by you has caused damage to a third party; or (v) Any User Content you post or share on or through the Services.

Privacy Policy

Your privacy is important to us. Please see our Privacy Policy for information relating to how we collect, use, and disclose your personal information.

Miscellaneous

In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision as permitted by applicable law, and the remaining terms of these Terms shall remain in full force and effect. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and us or enables you to act on our behalf. Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and supersedes any other agreements, understandings or warranties. Nothing contained in these Terms shall be construed to limit the actions or remedies available to us with respect to any prohibited activity or conduct. Non-enforcement of any term of these Terms does not constitute consent or waiver, and we reserve the right to enforce such term at our sole discretion. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. We may assign our rights under these terms to any third party. You may not assign your rights or obligations hereunder except as we expressly permit in writing. Any notice to be provided to you pursuant to these Terms may be provided to the email address or other contact information you have provided to us. By using or visiting the Services, you agree that the laws of the state of Israel, without regard to principles of conflict of laws and regardless of your location, will govern these Terms and any dispute of any sort that might arise between you and us. Any claim or dispute between you and us that arises in whole or in part from your use of the Service shall be decided exclusively by a court of competent jurisdiction located in Tel Aviv, Israel, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non-convenient with respect to venue and jurisdiction in such. Synereo reserves the right to amend these Terms at any time and without notice, and it is your responsibility to review these Terms for any changes. Your use of the Services following any amendment of these Terms will signify your assent to and acceptance of its revised terms. If there are any questions regarding these Terms you may contact us to the following address: [email protected]