1.1 "Service" refers to SyncMeet, a meeting coordination platform operated by the Company.
1.2 "Company" refers to the legal entity that owns and operates SyncMeet.
1.3 "User" refers to any individual or entity that accesses or uses the Service.
1.4 "Credit" refers to the digital currency used within the Service to send invitations.
1.5 "Invitation" refers to an electronic notification sent to a potential meeting participant.
1.6 "User Content" refers to any content that User uploads, posts, or otherwise makes available through the Service, including but not limited to meeting descriptions, venue information, availability data, and profile information.
1.7 "Feedback" refers to any suggestions, ideas, comments, or other information provided by User to the Company regarding the Service.
1.8 "Terms" refers to these Terms of Service, as may be updated from time to time.
1.9 "Meeting" refers to an event scheduled or proposed through the Service.
1.10 "Proposal" refers to a suggested meeting created by a User through the Service.
1.11 "Transaction Fee" refers to the fixed fee of $0.30 USD charged per purchase transaction, as specified in Section 3.2(b).
1.12 "Payment Processing Fees" refers to fees charged by payment processors, including but not limited to the 2.9% of the total transaction price, as referenced in Section 7.3.3.
2.1 The Service operates on a credit-based system for meeting invitations.
2.2 Each invitation sent to a participant for a closed meeting shall consume one (1) Credit from User's account.
2.3 Credits shall be consumed at the time an invitation is sent, regardless of whether such invitation is accepted by the recipient.
2.4 Invitations sent to the same email address for different meetings shall each consume one (1) Credit.
2.5 Re-sending an invitation to the same email address for the same meeting shall not consume additional Credits, provided that the meeting parameters remain unchanged.
2.6 The Company reserves the right to modify the Credit consumption rate with prior notice to Users.
3.1 Users may purchase Credits through the Service at the rates specified herein.
3.2 The current pricing structure for Credits is as follows:
(a) $0.20 USD per invitation Credit; and
(b) $0.30 USD fixed transaction fee per purchase.
3.3 All prices are denominated in United States Dollars (USD) and exclude any applicable taxes.
3.4 Applicable taxes shall be calculated and added at the time of purchase based on User's location and relevant tax jurisdictions.
3.5 By completing a purchase, User authorizes the Company to charge the payment method provided for the amount indicated, including any applicable taxes and fees.
4.1 All payments shall be processed securely through third-party payment processors designated by the Company.
4.2 The Company accepts payment via major credit cards, debit cards, and select digital payment methods as indicated at the time of purchase.
4.3 All payment information shall be encrypted during transmission and shall not be stored on the Company's servers.
4.4 User represents and warrants that they are authorized to use any payment method provided and that the information supplied is true and accurate.
4.5 The Company reserves the right to refuse or cancel any transaction if fraud is suspected.
5.1 Purchased Credits do not expire and shall remain valid for as long as User's account remains active, subject to Section 5.3.
5.2 Credits are non-transferable between accounts and cannot be sold, exchanged, or transferred to any third party.
5.3 If an account remains inactive for a period exceeding twenty-four (24) consecutive months, any unused Credits associated with such account may expire at the Company's discretion.
5.4 In the event of account termination for any reason, all unused Credits shall be forfeited without compensation.
6.1 The Company reserves the right, at its sole discretion, to modify the pricing structure for Credits at any time.
6.2 Any price modifications shall not affect Credits that have already been purchased prior to such modification.
6.3 The Company shall make reasonable efforts to provide notice of any price modifications through the Service or via email to registered Users.
6.4 Continued use of the Service following any price modification constitutes User's acceptance of such modified pricing.
7.1.1 All purchases of Credits are final and non-refundable.
7.1.2 User acknowledges and agrees that upon completing a purchase of Credits, such transaction is final and cannot be canceled, reversed, or refunded except as expressly provided in this Agreement.
7.1.3 User further acknowledges that the Company has no obligation to provide a refund for any reason, and that User will not receive money or other compensation for unused Credits when an account is closed, regardless of whether such closure was voluntary or involuntary.
7.2.1 Notwithstanding Section 7.1, the Company may, at its sole and absolute discretion, issue a full or partial refund for unused Credits in exceptional circumstances.
7.2.2 The determination of what constitutes "exceptional circumstances" shall be made exclusively by the Company in its sole discretion, and such determination shall be final and binding.
7.2.3 Examples of what might constitute exceptional circumstances include, but are not limited to, technical errors in the Credit purchasing process attributable solely to the Company's systems, or unauthorized purchases made fraudulently and reported promptly.
7.2.4 The Company's decision to issue a refund in one instance shall not create a precedent or entitle any User to a refund in any other instance.
7.3.1 Under no circumstances shall the Company refund any portion of a purchase that represents transaction fees charged by payment processors or other third parties in connection with a purchase.
7.3.2 User acknowledges that the fixed transaction fee of $0.30 USD per purchase, as specified in Section 3.2(b), is non-refundable in all circumstances, even if the Company elects to issue a refund for the Credit portion of a purchase.
7.3.3 User further acknowledges that payment processing fees, including but not limited to the 2.9% of the total transaction price charged by payment processors, are incurred by the Company at the time of purchase and are therefore non-refundable, even in cases where the Company may elect to issue a partial or full refund for the Credit portion of a purchase.
7.3.4 In the event that a refund is issued, the Company reserves the right to deduct any payment processing fees, including both the fixed transaction fee and percentage-based fees, from the refund amount.
7.4.1 Any request for a refund must be submitted in writing to the Company's customer support within thirty (30) days of the purchase date.
7.4.2 All refund requests must include the transaction ID, date of purchase, amount, and a detailed explanation of the circumstances warranting consideration for a refund.
7.4.3 The Company shall review all properly submitted refund requests and shall communicate its decision to the User within a reasonable time period.
7.4.4 If approved, refunds will be issued using the same payment method used for the original purchase, unless the Company determines, in its sole discretion, that an alternative refund method is necessary.
8.1.1 User shall not use the Service in any manner that violates any applicable local, state, national, or international law, regulation, or ordinance.
8.1.2 User shall not use the Service for any purpose that is unlawful, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable as determined by the Company in its sole discretion.
8.1.3 User shall not interfere with or disrupt the integrity or performance of the Service or third-party data contained therein.
8.1.4 User shall not attempt to gain unauthorized access to the Service, other User accounts, or computer systems or networks connected to the Service through hacking, password mining, or any other means.
8.2.1 User shall not engage in any activity that imposes, or may impose, in the Company's sole discretion, an unreasonable or disproportionately large load on the Company's infrastructure.
8.2.2 User shall not introduce any viruses, trojan horses, worms, logic bombs, or other malicious code or harmful materials to the Service.
8.2.3 User shall not use any robot, spider, site search/retrieval application, or other automated device, process, or means to access, retrieve, scrape, or index any portion of the Service.
8.2.4 User shall not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, algorithm, or structure of the Service or any component thereof.
8.3.1 User shall not upload, transmit, or distribute to or through the Service any content that:
(a) Infringes any intellectual property or other proprietary rights of any party;
(b) Contains software viruses or any other computer code designed to interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment;
(c) Poses or creates a privacy or security risk to any person;
(d) Constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, "junk mail," "spam," "chain letters," "pyramid schemes," "contests," "sweepstakes," or any other form of solicitation; or
(e) In the sole judgment of the Company, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose the Company or its Users to any harm or liability of any type.
8.4.1 User is responsible for maintaining the confidentiality of their account credentials and for all activities that occur under their account.
8.4.2 User shall not share their account credentials with any third party or allow any third party to access their account.
8.4.3 User shall immediately notify the Company of any unauthorized use of their account or any other breach of security.
8.5.1 User shall not manipulate, circumvent, or otherwise abuse the Credit system or any other aspect of the Service's billing or payment functions.
8.5.2 User shall not attempt to artificially generate, purchase, or obtain Credits through unauthorized means, including but not limited to the use of automated scripts, bots, or other technological measures.
8.5.3 User shall not engage in any activity that the Company determines, in its sole discretion, constitutes abuse of any promotional offers, discounts, or free Credit allocations.
8.6.1 The Company reserves the right, but has no obligation, to monitor User's compliance with the prohibitions set forth herein.
8.6.2 The Company may investigate any suspected violations of this section and may take any action that it deems appropriate, including but not limited to:
(a) Issuing warnings;
(b) Suspending or terminating User's access to the Service;
(c) Removing or disabling content that violates these prohibitions;
(d) Disclosing information to law enforcement authorities; and/or
(e) Taking legal action against User.
8.6.3 The Company's failure to enforce any right or provision of this section shall not be considered a waiver of such right or provision.
9.1.1 User retains all ownership rights to any content that User uploads, posts, or otherwise makes available through the Service ("User Content").
9.1.2 By uploading, posting, or otherwise making available any User Content through the Service, User grants to the Company a worldwide, non-exclusive, royalty-free, fully paid, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content in connection with operating and providing the Service.
9.1.3 User represents and warrants that: (i) User owns the User Content or has the right to use and grant the Company the rights and license as provided in these Terms, and (ii) the posting of User Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any other rights of any person or entity.
9.2.1 The Company reserves the right, but is not obligated, to monitor, review, screen, edit, remove, delete, disable, refuse, restrict, or terminate access to User Content or the Service, in whole or in part, at any time and with or without notice, if the Company determines, in its sole discretion, that such User Content or User's use of the Service violates these Terms, might be offensive, illegal, or harmful to any person, or violates the rights of, harms, or threatens the safety of any person.
9.2.2 The Company has no obligation to retain or provide User with copies of User Content, nor does the Company guarantee any confidentiality with respect to User Content.
9.2.3 The Company may, in its sole discretion, preserve User Content and account information and may also disclose such information to law enforcement authorities if required to do so by law or if the Company believes in good faith that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms; (iii) respond to claims that any User Content violates the rights of third parties; or (iv) protect the rights, property, or personal safety of the Company, its Users, and the public.
9.3.1 The Company does not guarantee that the Service will be available at all times or that it will be available at any specific time. The Company shall not be liable for any damages or losses resulting from any downtime or unavailability of the Service.
9.3.2 The Company reserves the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice to User, and the Company shall not be liable to User or to any third party for any such modification, suspension, or discontinuation.
9.3.3 The Company may, in its sole discretion, impose limits on the use of the Service, including but not limited to restricting the number of meetings, invitations, or other features available to User.
9.3.4 The Company reserves the right to change, upgrade, or otherwise modify the Service at any time without prior notice. User acknowledges that such changes may result in User being unable to access the Service or particular features of the Service.
9.4.1 The Company may, at its discretion, provide technical support or maintenance services for the Service, but has no obligation to do so unless expressly agreed in a separate written agreement.
9.4.2 The Company may perform scheduled or unscheduled maintenance of the Service, during which time the Service may be unavailable. User acknowledges that such maintenance is necessary for the proper functioning of the Service.
9.4.3 The Company shall make reasonable efforts to provide advance notice of scheduled maintenance, but cannot guarantee such notice in all circumstances, particularly for emergency maintenance.
9.5.1 The Service may contain links to third-party websites or services that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services.
9.5.2 User acknowledges and agrees that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.
9.5.3 The Company strongly advises User to read the terms and conditions and privacy policies of any third-party websites or services that User visits or interacts with through the Service.
9.6.1 User may provide the Company with feedback, suggestions, and ideas about the Service ("Feedback"). User acknowledges and agrees that: (i) User shall have no claim of ownership in any Feedback; (ii) the Company may use or disclose Feedback for any purpose without compensation or obligation to User; and (iii) all Feedback shall be deemed non-confidential.
9.6.2 By providing Feedback, User hereby grants the Company a perpetual, irrevocable, worldwide, royalty-free, fully-paid, sublicensable, and transferable license to use, reproduce, distribute, modify, adapt, prepare derivative works of, publicly display, publicly perform, and otherwise exploit the Feedback for any purpose without compensation or obligation to User.
10.1.1 The service is provided on an "as is" and "as available" basis without any warranties of any kind, whether express, implied, or statutory.
10.1.2 To the maximum extent permitted by applicable law, the company expressly disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
10.1.3 The company makes no warranty that (i) the service will meet user's requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, or (iv) the quality of any products, services, information, or other material purchased or obtained by user through the service will meet user's expectations.
10.1.4 Any material downloaded or otherwise obtained through the use of the service is done at user's own discretion and risk, and user will be solely responsible for any damage to user's computer system or loss of data that results from the download of any such material.
10.1.5 No advice or information, whether oral or written, obtained by user from the company or through or from the service shall create any warranty not expressly stated in these terms.
10.2.1 To the maximum extent permitted by applicable law, in no event shall the company, its affiliates, officers, directors, employees, agents, suppliers, or licensors be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses (even if the company has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information, or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of user's transmissions or data; (iv) statements or conduct of any third party on the service; or (v) any other matter relating to the service.
10.2.2 In no event shall the company's total liability to user for all damages, losses, or causes of action exceed the amount paid by user to the company, if any, during the twelve (12) month period immediately preceding the event giving rise to the claim, or one hundred dollars ($100.00), whichever is greater.
10.2.3 The limitations of liability set forth above are fundamental elements of the basis of the bargain between the company and user.
10.3.1 Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to user.
10.3.2 Nothing in these terms shall affect the statutory rights of any user or exclude injury arising from any willful misconduct or fraud of the company.
10.4.1 User agrees to defend, indemnify, and hold harmless the Company, its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) resulting from User's violation of these Terms or User's use of the Service, including, without limitation, any use of the Service's content, services, and products other than as expressly authorized in these Terms or User's use of any information obtained from the Service.
10.4.2 The Company reserves the right, at User's expense, to assume the exclusive defense and control of any matter for which User is required to indemnify the Company, and User agrees to cooperate with the Company's defense of these claims. User agrees not to settle any such matter without the prior written consent of the Company. The Company will use reasonable efforts to notify User of any such claim, action, or proceeding upon becoming aware of it.
10.5.1 The Company shall not be liable for any failure to perform its obligations under these Terms where such failure results from any cause beyond the Company's reasonable control, including, but not limited to, mechanical, electronic, or communications failure or degradation, acts of God, terrorism, pandemic, epidemic, or other catastrophic events.
11.1.1 The Company reserves the right, at its sole discretion, to modify or replace these Terms at any time without prior individual notice to User.
11.1.2 The most current version of these Terms will be posted on the Service with the "Last Updated" date at the top of the Terms.
11.1.3 The Company may, in its sole discretion, provide notification of material changes to these Terms via email to the email address associated with User's account or through a notice on the Service's home page or login screen.
11.1.4 User's continued use of the Service after any such changes constitutes User's acceptance of the new Terms. If User does not agree to any of these Terms or any future Terms, User must not use or access (or continue to access) the Service.
11.2.1 User is responsible for regularly reviewing these Terms. User's continued use of the Service following the posting of any changes to these Terms constitutes acceptance of those changes.
11.2.2 The Company recommends that User prints a copy of these Terms for future reference.
11.3.1 For any material changes to these Terms that affect User's rights or obligations with respect to the Service, the Company will make reasonable efforts to provide notice to User.
11.3.2 What constitutes a "material change" will be determined at the Company's sole discretion, in good faith and using common sense and reasonable judgment.
11.3.3 If a material change is made to these Terms, the Company will provide at least 14 days' notice before the changes take effect, during which time User may reject the changes by discontinuing use of the Service.
11.4.1 If any provision of these Terms is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provision shall be deleted without affecting the remaining provisions herein.
11.4.2 In such instance, the part deemed invalid or unenforceable shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties.
11.5.1 These Terms, including any legal notices and disclaimers contained on the Service, constitute the entire agreement between the Company and User regarding the Service and supersede all prior agreements and understandings, whether written or oral, regarding the Service.
11.5.2 Any failure of the Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
11.6.1 These Terms shall be governed by and construed in accordance with the laws of the State of Texas, United States of America, without regard to its conflict of law principles.
11.6.2 Any dispute arising out of or relating to these Terms or the Service shall be subject to the exclusive jurisdiction of the courts located within the State of Texas, United States of America.
11.6.3 User agrees to submit to the personal jurisdiction of the courts located within the State of Texas, United States of America for the purpose of litigating all such claims.
11.7.1 User may not assign or transfer these Terms, by operation of law or otherwise, without the Company's prior written consent.
11.7.2 The Company may assign these Terms in whole or in part, at any time, with or without notice to User.
11.7.3 Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
11.8.1 If User has any questions about these Terms, User should contact the Company at legal@owensmurray.com.
11.8.2 All legal notices to the Company must be sent to legal@owensmurray.com.