Free Plan Terms of Service

Last Revised: March 12, 2024

Terms may be updated from time to time.

Thank you for choosing to explore Syndicate’s Free Plan Services (“Free Plan Services”). Participation in the Free Plan Services is subject to the Free Plan Terms (the “Free Plan Terms”), the Company’s Terms, Privacy Policy (“Privacy Policy”), and all other agreements or terms as set forth by the Syndicate, which may be updated from time to time at Syndicate’s sole discretion (collectively referred hereinafter as “Terms”). These Terms constitute a legally binding agreement between you (“You”, “User”, or “Organization”) and Syndicate (“Syndicate”, “Company”, or “We”).

YOUR ACCESS TO THE FREE PLAN SERVICES IS ENTIRELY VOLUNTARY, BUT IF YOU ACCESS THE FREE PLAN YOU MUST STRICTLY ADHERE TO THE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE OR ACCESS THE FREE PLAN SERVICES.

Section 1. Free Plan Services.

1.1 The Free Plan Services provides You access ONLY to the following Syndicate Transaction Cloud services: (a) Transaction Broadcasting, (b) Dynamic NFT Metadata, (c) Signing & Attestations, and (d) Webhooks (“Free Plan Services”).

1.2 Free Plan Services are offered by Company to You (a) without charge, and (b) in accordance with the Restrictions described in Section 2.

Section 2. Restrictions.

2.1 You agree and understand that the following restrictions apply to Users of the services offered under the Free Plan.

2.2 These restrictions are subject to change at the sole discretion of the Company from time to time with 7 days notice to you.

Section 3. User’s Obligations.

3.1 User agrees and understands that User shall pay for any and all gas fees necessary to access the Free Plan Services. The User agrees to send funds to Syndicate’s broadcasting wallet directly. Company shall not provide, front, pay for, refund, and/or reimburse, the User’s gas fees, if any, incurred while accessing the Free Plan Services.

3.2 User agrees and understands that User shall build, design, and/or deploy their own custom smart contract(s), as needed, to access the Free Plan Services. Company shall not build, design, and/or deploy custom smart contract(s) for User to access the Free Plan Services.

3.2.1 User may upload certain data, including User’s own smart contracts in an effort to work with the Company to deploy a Company contract. User grants Company a worldwide, royalty-free, irrevocable license to use, copy, distribute or publish and send this data in any manner. User shall ensure it has all rights, permissions, and licenses necessary to upload the data for use as contemplated above. Company will not be collecting any payment information during the Free Plan Services. You can find more information about how we will process your personal information in our Privacy Policy.

3.2.2 User grants Company a non-exclusive, perpetual, irrevocable, fully-paid-up, royalty free license to use, copy, distribute, and otherwise analyze statistical and other aggregated data derived from the data furnished by User during the User’s access to the Free Plan Services (the “Aggregated Data”) for Company’s business purposes, including the provision of products and services to Company’s customers; provided, however, that the Aggregated Data is combined with similar data from Company’s other customers and does not include (directly or by inference) any information identifying User or any identifiable individual. Once aggregated, Company shall be the owner of all right, title, and interest in and to the Aggregated Data.

3.3 Grant of License. User agrees and understands that the Company grants You a non-exclusive, non-transferable, revocable license during User’s access to the Free Plan Services. User shall have access to the Free Plan Services in accordance with the Services’ applicable documentation and for no other purpose. The Free Plan Services are licensed, not sold. Except for the limited license granted above, Company and its licensors retain all right, title and interest in Free Plan Services, all copies thereof, and all proprietary rights, including copyrights, patents, trademarks and trade secret rights. User shall not use any information disclosed by Company in connection with the Terms to contest the validity of any Company intellectual property, including the Free Plan Services. Any such use of Company’s information and data shall constitute a material, non-curable breach of these Terms and may result in further action taken against you by the Company.

3.4 Limitations on the Grant of License. User shall not (a) use the Free Plan Services except in accordance with their documentation; (b) reverse engineer, decompile, disassemble, modify or create derivative works of the Free Plan Services, except to the extent permitted by applicable law; (c) assign, sublicense, rent, timeshare, loan, lease or otherwise transfer the Free Plan Services, or directly or indirectly permit any unauthorized third-party to use or copy the Free Plan Services; (d) use the Free Plan Services for the benefit of any third-party; (e) use the Free Plan Services in excess of the limited rights granted herein; or (f) remove any proprietary notices (e.g., copyright and trademark notices) from the Free Plan Services.

Section 4. Representations, Warranties and Disclaimers.

4.1 WE PROVIDE ALL FREE PLAN SERVICES ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, AND MAY TERMINATE OR SUSPEND ANY FREE SERVICES AT ANY TIME, AND ANY CUSTOMIZATIONS OR CONFIGURATIONS MAY BE PERMANENTLY LOST AS A RESULT.

4.2 YOU ACCEPT AND ACKNOWLEDGE THAT THERE ARE RISKS ASSOCIATED WITH PARTICIPATING IN THE FREE PLAN SERVICES INCLUDING, BUT NOT LIMITED TO, THE RISK OF FAILURE OF HARDWARE, SOFTWARE AND INTERNET CONNECTIONS, THE RISK OF MALICIOUS SOFTWARE INTRODUCTION, AND THE RISK THAT THIRD PARTIES MAY OBTAIN UNAUTHORIZED ACCESS TO INFORMATION THAT MAY BE STORED FOR PURPOSES OF THE FREE PLAN SERVICES. YOU ACCEPT AND ACKNOWLEDGE THAT THE COMPANY WILL NOT BE RESPONSIBLE FOR ANY LOSSES, FAILURES, DISRUPTIONS, ERRORS, DISTORTIONS OR DELAYS YOU MAY EXPERIENCE WHEN PARTICIPATING IN FREE PLAN SERVICES, HOWEVER CAUSED.

4.3 You will indemnify and hold harmless the Company, its affiliates, and their respective officers, directors, employees and agents (together, the “Released Parties”), from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or participation in the Free Plan Services, and (ii) your violation of the Terms.

4.4 Notwithstanding anything to the contrary under this Agreement, Syndicate disclaims all liability and responsibility for any damages, losses, claims, or causes of action related to or in connection with your use of any of the Free Plan Services.

Section 5. Term, Cancellation, Suspension, or Termination of the Free Plan Services.

5.1 The Free Plan Services shall commence upon User’s first access to the Free Plan Services (after creating a User name and e-mail) and shall continue until either User is no longer using the Free Plan Services, User upgrades to a paid plan, unless otherwise terminated as specified in Section 5.3.

5.2 User may terminate their access to the Free Plan Services at any time on written notice to Syndicate.

5.3 The Company may, in its sole discretion, with or without prior notice and at any time, modify or terminate, temporarily or permanently, any portion of the Free Plan Services.

Section 6. Third-Party Service Provider

6.1 Please note that Company uses the following third-party service,Cube Security Inc (“Cube3”). User’s public wallet address will be available to Cube3 during User’s access to the Free Plan Services. This third-party service provider can be updated by Syndicate at any time for any reason. If you decide to access or use the Free Plan Services your activity and use is governed by the Cube3’s terms and privacy policy, not by those of Syndicate’s.

Section 7. Support.

7.1 Syndicate will provide support services according to its standard support terms, which Syndicate may update from time to time.

Section 8. Upgrade to Pay Plans.

8.1 User may choose at any time to upgrade to a paid plan, where Additional Terms will apply. For more information about what Syndicate services are available on the “Paid Plan” please contact sales@syndicate.io for more information.