Sygnyl, Inc. Terms of Service
Last updated February 28, 2019.
We (the folks at Sygnyl, Inc.) are building an immersive platform for play called SYGNYL and website called Sygnyl.com and would love for you to use them. Entry into the current SYGNYL beta service is currently free, but we do plan to offer paid options for premium services and experiences in the future.
The SYGNYL beta will ask that you interact with the people and places, both public and private, around you. We ask that you do so with unbridled joy and curiosity, as well as your grandest examples of kindness and consideration.
Terms of Service:
Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to become bound by the Terms of this Agreement. If you do not agree to all the Terms of this Agreement, then you may not access or use any of our Services. If these Terms are considered an offer by Sygnyl, Inc., acceptance is expressly limited to these Terms.
Our Services are not directed to children. Access to and use of our Services is only for those over the age of 13 (or 16 in the European Union). If you are younger than this, you may not register for or use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older (16 years or older in the European Union).
We require parental consent for those Services that Children may use. Parents or legal guardians ("Parents") can provide and verify their consent through the signing a limited liability waiver. Where Parental consent is required, Sygnyl, Inc. recommends that Parents monitor the Child’s activity and use of the Service.
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, SYGNYL, INC. DECLINES ANY RESPONSIBILITY REGARDING ANY ACTIVITIES CONDUCTED BY A CHILD WITH OR WITHOUT THE PERMISSION OF A PARENT. IF YOU ARE A PARENT AND YOU GIVE YOUR PERMISSION FOR YOUR CHILD TO REGISTER FOR ONE OF THE SERVICES, YOU THEREBY AGREE TO THE TERMS RELATING TO USE OF THE SERVICES BY YOUR CHILD.
Use of our Services requires that you share with us your email address as a basis for your “Account”. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your account. At which time we enable passwords, you are responsible for keeping your password secure.
1. Sygnyl.com and the SYGNYL beta.
Your Sygnyl.com Account. You are responsible for maintaining the security of your account and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You must immediately notify Sygnyl, Inc. of any unauthorized uses of your your account or any other breaches of security. Sygnyl, Inc. will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
Responsibility of Contributors and Participants. If you post material to Sygnyl.com or otherwise make (or allow any third party to make) material available (any such material, “Content”) in participation or association with Sygnyl, Inc. and the SYGNYL beta, online or otherwise, you are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. Similarly, if you participate in and interact with the SYGNYL beta and its creators, contributors, participants, and physical locations, which may include both public spaces and private businesses, you are entirely responsible for any and all of your physical activities (any such actions, “Conduct”) in participation or association with SYGNYL, Inc. and the SYGNYL beta, as well as any harm resulting from, that Conduct. That is the case regardless of what form the Conduct takes, which includes, but is not limited to physical, verbal, or written activities.
Safe and Appropriate Use. While you are using our Services, please be aware of your surroundings, and play and communicate safely. You agree that your use of the Services is at your own risk, and that you will not use the Services to violate any applicable law, regulation, Event policies, or instructions as outlined in these Terms and you will not encourage or enable any other individual to do so.
Further, you agree that in conjunction with your use of the Services you will not make available any unlawful, inappropriate, or commercial Content. You agree that you will not submit inaccurate, misleading, or inappropriate Content, including data submissions, edits, or removal requests.
Your Interactions with Other People. You agree that in conjunction with your use of the Services, you will maintain safe and appropriate contact with other players and other people in the real world. You will not harass threaten or otherwise violate the legal rights of others. You will not trespass, or in any manner attempt to gain or gain access to any property or location where you do not have a right or permission to be, and will not otherwise engage in any activity that may result in injury, death, property damage, nuisance, or liability of any kind. If you have a dispute with any third party relating to your use of Services, you release Sygnyl, Inc. (and our officers, directors, agents, subsidiaries, joint ventures, and employees) from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
By using Sygnyl.com and participating in the SYGNYL beta, you represent and warrant that your Content and Conduct do not violate these Terms or the User Guidelines. By submitting Content to Sygnyl, Inc., you grant Sygnyl, Inc. a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing, and promoting SYGNYL. This license allows Sygnyl, Inc. to make publicly-posted content available to third parties selected by Sygnyl, Inc. (through Instagram, for example) so that these third parties can analyze and distribute your content through their services. You also give other Sygnyl.com and SYGNYL Beta participants and contributors permission to share your Content on other websites and add their own Content to it (aka to repost your Content).
Without limiting any of those representations or warranties, Sygnyl, Inc. has the right (though not the obligation) to, in Sygnyl, Inc.’s sole discretion, (i) refuse or remove any content that, in Sygnyl, Inc.’s reasonable opinion, violates any Sygnyl, Inc. policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of Sygnyl.com and the SYGNYL beta to any individual or entity for any reason. Sygnyl, Inc. will have no obligation to provide a refund of any amounts previously paid.
2. Participation in Events
2.1 Event Registration and Tickets. The term "Event(s)" means any in-person event, gathering, activity or the like which is directly organized, hosted, or managed by Sygnyl, Inc., and any Promotion (as defined below). By registering or, where required, purchasing tickets for an Event, you represent and warrant that the information you provide is true and accurate. If you are registering or purchasing tickets on behalf of others, you represent and warrant you have all necessary rights and consents to register and provide this information for others.
Subject to applicable law and the exceptions set forth in these Terms, no refunds or exchanges of Event tickets are permitted and tickets are non-transferable. Reasonably acceptable proof of identity, for example a driver’s license or passport, showing the same first and last name as those provided at time of prior registration, may be required to access an Event. Actual or attempted resale of tickets subjects them to revocation without refund. Tickets obtained from unauthorized sources may be invalid, lost, stolen, or counterfeit and may not be honored. Tickets cannot be replaced if lost, stolen or destroyed. Commercial use of tickets is prohibited without written approval from Sygnyl, Inc. Tickets are not redeemable for cash or credit. You agree to abide by any published ticket limits or restrictions, and orders exceeding or violating these restrictions are subject to cancellation without notice or refund. Events may have limited space and/or availability and Sygnyl, Inc. does not guarantee your ability to purchase a ticket or attend an Event.
2.2 Event Conduct and Policies. You shall at all times comply with all applicable laws and any rules and policies provided by Sygnyl, Inc. or any other authorized party involved in creating or delivering the Event, including all health and safety policies and procedures and all reasonable instructions of the venue staff and Sygnyl, Inc. representatives at the Event. As a condition of participation, you agree to comply with all policies on the Sites, including, without limitation, any applicable Event website.
Illicit drugs, controlled substances, contraband, weapons and illegal items are prohibited at Events. You agree and consent to reasonable security precautions and search on entry. To the fullest extent permitted by applicable law, you waive and release Sygnyl, Inc. and any other party involved in creating or delivering the Event from any and all claims, demands, causes of action, damages, losses, expenses or liability which may arise out of, result from, or relate in any way to such security precautions and/or searches. If you elect not to consent to such security precautions and searches, you may be denied entry, or removed from, an Event without refund or other compensation.
Sygnyl, Inc. and its authorized third parties reserve the right to refuse admission to, or to remove from an Event without refund or compensation of any kind, any person that (a) does not comply with these Terms, (b) engages in disorderly conduct or willful misconduct, or (c) Sygnyl, Inc. or its authorized third parties believe will cause a negative effect on the Event, participants, spectators, and/or personnel.
Any minor attending an Event must be accompanied by a Parent.
2.3 Assumption of Risks. Unless prohibited by applicable law, you agree that by purchasing tickets to, participating in or attending an Event, you willingly, knowingly and voluntarily assume any and all risks occurring before, during or after the Event, including injury by any cause and damage, loss, or theft of property. You acknowledge that Events, and certain activities at Events, have inherent and unforeseen risks, including but not limited to (a) contact or collision with persons or objects, (b) obstacles (e.g., natural and man-made water, road and surface hazards), (c) equipment related hazards (e.g., broken, defective or inadequate equipment, unexpected equipment failure), (d) weather related hazards, (e) inadequate first aid and/or emergency measures, (f) judgment and/or behavior related problems (e.g., erratic or inappropriate participant, co-participant, or spectator behavior or errors in judgment by personnel at the Event), and (g) natural hazards (e.g., uneven or difficult terrain, wildlife and insects, contact with plants). You agree to take reasonable precautions before attending or participating in an Event and its activities, for example consulting with a personal physician and ensuring you are in good physical health, wearing appropriate attire, and bringing necessary or recommended supplies. You further understand and acknowledge it is your responsibility to inspect the Event grounds, facilities, equipment and areas to be used, and that by participating in the Event, you acknowledge the Event grounds, facilities, equipment, and areas to be used are safe, adequate, and acceptable for participation. If you believe or become aware of any unsafe conditions or unreasonable risks, you agree to immediately notify appropriate personnel and cease participation in the Event.
To the extent permitted under applicable law, you hereby waive and release Sygnyl, Inc. and any other party involved in creating or delivering the Event from any and all claims, demands, causes of action, damages, losses, expenses or liability which may arise out of, result from, or relate in any way to your attendance or participation in an Event, including for negligence, inherent and unforeseen risks, injury or damage to persons or property and the actions of third parties or Event participants and spectators.
2.4 Event Features and Cancellation. Subject to applicable law, all schedules and any live experiences, activities, goods, services, perks, items, rewards and/or Content (collectively "Event Features") advertised in connection with an Event are not guaranteed and are subject to change and/or cancellation at any time prior to or during an Event without notice or compensation of any kind. Admittance to an Event does not guarantee any specific Event Features while at the Event.
Event date, time and/or location are subject to change at any time, and Sygnyl, Inc. will make a commercially reasonable effort to notify you in advance of any material changes. If an Event is canceled, suspended, or rescheduled and you are not able to attend, you will not be entitled to any compensation other than a refund of the ticket price at its face value with no further liability or compensation from Sygnyl, Inc. or any other party. Any travel or accommodation costs incurred are entirely your responsibility.
2.5 Recordings and Use of Likeness. You consent to and approve of Sygnyl, Inc.’s recording of your image, likeness, name, dialogue, biographic information, personal characteristics, and voice at Events and the royalty free use of this information subject to the same "Rights Granted by You" above. Sygnyl, Inc. may publish the results of any competitions (including rankings and any winners), gameplay statistics, and pictures of participants in promotional and marketing materials and on social media in accordance with these Terms.
3. Sweepstakes, Contests, Raffles, Surveys And Similar Promotions.
4. Beta Tests.
Sygnyl, Inc. may offer you early access to certain pre-release web and mobile application software ("Beta Software") in order to allow you to test and provide feedback on Beta Software as part of Sygnyl, Inc.’s beta testing program (“Beta Program”).
This Agreement is a "Beta Agreement" as referenced in the Terms of Service and this Agreement is incorporated into, and this Agreement forms a part of, the Terms of Service as if the terms and conditions in this Agreement were included in the Terms of Service on the date you agreed to the Terms of Service. This Agreement is not a separate, independent agreement between you and Sygnyl, Inc.
You acknowledge that any product features or content, game documentation, promotional materials and/or any other information that Sygnyl, Inc. may provide to you in connection with the Beta Program ("Beta Materials"), the Beta Software, as well as everything related to the Beta Program is the exclusive property of Sygnyl, Inc., is confidential, and should be treated as confidential until such time as Sygnyl, Inc. releases it.
If Sygnyl, Inc. offers you access to the Beta Software, then, subject to your compliance with this Agreement, Sygnyl, Inc. grants you a personal, non-exclusive, non-transferable, revocable, limited license to use the Beta Software solely for the purposes of testing and providing feedback on the Beta Software as part of the Beta Program.
Without limiting the foregoing and except as prohibited under applicable law, the following are prohibited and you may not:
- copy, modify, or create derivative works based on the Beta Software;
- give or sell the Beta Software to anyone;
- reverse engineer, decompile, disassemble, decrypt or otherwise attempt to derive the source code of the Beta Software;
- install the Beta Software on systems you don’t directly control or that you share with others;
- discuss the Beta Software with or demonstrate it to anyone outside of Sygnyl, Inc.;
- blog, tweet, or otherwise publicly post information about the Beta Software unless Sygnyl, Inc. has allowed you to do so in writing;
- take screenshots, photos, videos, or audio recordings of the Beta Software unless Sygnyl, Inc. has allowed you to do so in writing; or
- make Beta Feedback (as defined below) available to any third party, unless approved by Sygnyl, Inc. in writing and in advance.
Be careful when using the Beta Software in public. Do not allow anyone to see, hear, film, or photograph the Beta Software. Please notify Sygnyl, Inc. promptly of any unauthorized access or of any suspected breach of your account’s security.
You understand and agree that participation in the Beta Program is voluntary and does not create a legal partnership, agency, or employment relationship between you and Sygnyl, Inc., and you will not be compensated for your participation or any Beta Feedback.
Unless prohibited by applicable law, all Beta Materials are provided to you "as is" without any explicit or implicit warranty of any kind. You understand that the Beta Software is in development and may contain errors, bugs, and other problems that could cause loss of data and/or system failure. You should install the Beta Software on non-production devices that are not business critical and have been backed up. To the extent permitted under applicable law, Sygnyl, Inc. is not liable in any way for any damages you might incur as a result of your participation in the Beta Program.
You agree that any breach of your confidentiality obligation will result in irreparable harm to Sygnyl, Inc., the extent of which would be difficult to ascertain, and that monetary damages will not be an adequate remedy. Accordingly, you agree that in the event you breach your confidentiality obligation, Sygnyl, Inc. will be entitled to injunctive or other equitable relief as the court deems appropriate, in addition to any other remedies which it may have available.
5. Fees, Payment, and Renewal.Fees. Some of our Services are offered for a fee, while other Services may be free with optional paid upgrades (“Paid Services”). By using a Paid Service, you agree to pay the specified fees. Depending on the Paid Service, there may be a one-time fee or recurring fees. For recurring fees, we’ll bill or charge you for in regular intervals (such as monthly, annually, or biennially), on a pre-pay basis until you cancel, which you can do at any time by contacting the relevant support team.
Taxes. To the extent permitted by law, or unless explicitly stated otherwise, all fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes, fees, or charges now in force or enacted in the future (“Taxes”). You are responsible for payment of all applicable Taxes relating to your use of our Services, your payments, or your purchases. If we are obligated to pay or collect Taxes on the Fees you’ve paid or will pay, you are responsible for such Taxes, and we may collect payment for such Taxes.
Payment. If your payment fails or Paid Services are otherwise not paid for on time, we may immediately cancel or revoke your access to the Paid Services. If you contact your bank or credit card company to decline or reverse the charge of fees for Paid Services, we may revoke your access to our Services in general.
Automatic Renewal. To ensure uninterrupted service, recurring Paid Services are automatically renewed. This means that unless you cancel a Paid Service before the end of the applicable subscription period, it will automatically renew, and you authorize us to invoice you or use any payment mechanism we have on record for you to collect the then-applicable subscription fee (as well as any Taxes). Your Paid Services are renewed for the same interval of time. For example, if you purchase a SYGNYL annual plan, you will be charged each year.
Refunds. While you may cancel a Paid Service at any time, refunds are issued in our sole discretion.
Fee Changes. We may change our fees at any time. When applicable, we may give you advance notice of the fee changes. If you don’t agree with the fee changes, you can cancel your Paid Service.
6. Content Posted on Other Websites.
We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which Sygnyl.com and supporting materials and communications links, and that link to Sygnyl.com. Sygnyl, Inc. does not have any control over those non-Sygnyl.com websites, and is not responsible for their contents or their use. By linking to a non-Sygnyl.com website, Sygnyl, Inc. does not represent or imply that it endorses such website. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Sygnyl, Inc. disclaims any responsibility for any harm resulting from your use of non-Sygnyl.com websites and webpages.
7. Third Party Services.
You may enable services, products, software, or applications developed by a third party or yourself (“Third Party Services”) during your interaction with Sygnyl.com and the SYGNYL beta.
If you use any Third Party Services, you understand that:
Third Party Services are not vetted, endorsed, or controlled by Sygnyl, Inc.
Any use of a Third Party Service is at your own risk, and we shall not be responsible or liable to anyone for Third Party Services.
Your use is solely between you and the respective third party (“Third Party”) and will be governed by the Third Party’s terms and policies. It is your responsibility to review the Third Party’s terms and policies before using a Third Party Service.
If you have questions or concerns about how a Third Party Service operates, or need support, please contact the Third Party directly.
Sygnyl, Inc. is not responsible for the availability or quality of third party services, including cell phone networks, hotspots, wireless internet and other services. Such third party services may affect your ability to utilize the Services or participate in an Event and you hereby waive and release Sygnyl, Inc. and any other party involved in creating or delivering the Services from all claims, demands, causes of action, damages, losses, expenses or liability which may arise out of, result from, or relate in any way to such third party services.
8. Copyright Infringement.
As Sygnyl, Inc. asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Sygnyl.com violates your copyright, you are encouraged to notify Sygnyl, Inc. Sygnyl, Inc. will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Sygnyl, Inc. will terminate a visitor’s access to and use of the website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Sygnyl, Inc. or others. In the case of such termination, Sygnyl, Inc. will have no obligation to provide a refund of any amounts previously paid to Sygnyl, Inc..
9. Intellectual Property.
This Agreement does not transfer from Sygnyl, Inc. to you any Sygnyl, Inc. or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Sygnyl, Inc.. Sygnyl, Inc., SYGNYL, Sygnyl.com, the SYGNYL logo, and all other trademarks, service marks, graphics and logos used in connection with Sygnyl.com or our Services, are trademarks or registered trademarks of Sygnyl, Inc. or Sygnyl, Inc.’s licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Sygnyl, Inc. or third-party trademarks.
We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
Sygnyl, Inc. may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Sygnyl.com account (if you have one), you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
12. Disclaimer of Warranties.
Our Services are provided “as is.” Sygnyl, Inc. and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Sygnyl, Inc. nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. If you’re actually reading this, here’s a treat. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
13. Jurisdiction and Applicable Law.
Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in Alameda County, California.
14. Arbitration Agreement.
Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Alameda County, California, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees.
15. Limitation of Liability.
In no event will Sygnyl, Inc., or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Sygnyl, Inc. under this Agreement during the twelve (12) month period prior to the cause of action. Sygnyl, Inc. shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
16. General Representation and Warranty.
You represent and warrant that your use of our Services:
Will be in strict accordance with this Agreement;
Will comply with all applicable laws and regulations (including without limitation all applicable laws regarding online conduct and acceptable content, the transmission of technical data exported from the United States or the country in which you reside, privacy, and data protection); and
Will not infringe or misappropriate the intellectual property rights of any third party.
17. US Economic Sanctions.
You expressly represent and warrant that your use of our Services and or associated services and products is not contrary to applicable U.S. Sanctions. Such use is prohibited, and Sygnyl, Inc. reserves the right to terminate accounts or access of those in the event of a breach of this condition.
You agree to indemnify and hold harmless Sygnyl, Inc., its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all losses, liabilities, demands, damages, costs, claims and expenses, including attorneys’ fees, arising out of or related to your use of our Services, including but not limited to your violation of this Agreement, materials (such as computer software, items for sale, or content) that you post, and any physical, verbal, and written activities conducted through your use of our Services.
These Terms of Service were originally written in English (US). We may translate these terms into other languages. In the event of a conflict between a translated version of these Terms of Service and the English version, the English version will control.
This Agreement constitutes the entire agreement between Sygnyl, Inc. and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Sygnyl, Inc., or by the posting by Sygnyl, Inc. of a revised version.
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Sygnyl, Inc. may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
21. Contact Information.
If you have any questions about these Terms or the Services, please contact Sygnyl, Inc. at firstname.lastname@example.org.
Creative Commons Sharealike License
This Terms of Service based upon the Terms of Service of Automattic (the makers of WordPress.com), whom have so generously made it available for our use under a Creative Commons Sharealike license.