Terms of Service
Last updated: June 19, 2026
Welcome to Syaxis ("Syaxis," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of Syaxis and related applications available at syaxis.com (the "Service"). By accessing, registering for, or using the Service, you agree to be bound by these Terms. If you do not agree, you may not use the Service. If you use the Service on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization.
Syaxis is a unified AI workspace that gives you access to leading language, multimodal, and image models from providers such as Anthropic, OpenAI, Google, and others through a single subscription. You can chat with multiple models in one place, upload text, documents, images, and other sources, switch models mid-conversation without losing thread context or attachments, and generate text, code, images, and other outputs. The Service may automatically route your requests to the model best suited to your task and may add new models as they become available, subject to your Plan and applicable usage limits.
These Terms incorporate our Privacy Policy and Refund Policy, which are incorporated here by reference.
1.Acceptance of Terms
By creating an account, signing in, or otherwise using the Service, you confirm that you have read, understood, and agree to these Terms.
We may update these Terms from time to time. If we make material changes, we will provide reasonable notice, such as by posting the updated Terms on syaxis.com/terms or notifying you through the Service or by email where appropriate. Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms.
2.Definitions
"Service": means Syaxis and related applications available at syaxis.com, including the unified AI workspace through which you access Models, submit Input, receive Output, and use other platform features subject to your Plan.
"Account": means the registered account you create to access the Service.
"Input": means any prompt, message, attachment, file, or other material you submit to the Service.
"Output": means any text, code, images, or other material generated by the Service in response to Input.
"Content": means collectively Input and Output.
"Models": means the large language and multimodal AI models, including third-party models, made available through the Service.
"Plan": means any free, paid subscription, or other tier under which you access the Service, including Free, Basic, and Pro plans.
"Credits": means the usage units allocated under your Plan that are consumed when you use the Service (for example, when sending messages or using Models), as further described on our pricing page and in your account.
"Submissions": means questions, comments, suggestions, ideas, feedback, or other information about the Service that you send directly to Syaxis (for example, by email or support), excluding Input submitted through the Service to generate Output.
"Contributions": means content and materials you create, submit, post, display, transmit, publish, distribute, or broadcast through the Service, including chat messages, uploads, reviews, and similar user-generated material. Any Submission that is publicly posted is also treated as a Contribution.
3.Our Services
The information provided when using the Service is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Service from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
The Service is not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use the Service. You may not use the Service in a way that would violate the Gramm-Leach-Bliley Act (GLBA).
4.Eligibility
The Service is intended for users who are at least 13 years of age. All users who are minors in the jurisdiction in which they reside (generally under the age of 18) must have the permission of, and be directly supervised by, their parent or guardian to use the Service. If you are a minor, you must have your parent or guardian read and agree to these Terms prior to you using the Service.
By creating an Account, you confirm that you have the legal capacity to enter into a binding agreement, that the information you provide is accurate and kept up to date, and that you will use the Service only for lawful purposes and in compliance with these Terms.
We may suspend or terminate Accounts where we detect misuse, unauthorized access, or violations of these Terms.
5.User Representations
By using the Service, you represent and warrant that:
- all registration information you submit will be true, accurate, current, and complete;
- you will maintain the accuracy of such information and promptly update such registration information as necessary;
- you have the legal capacity and you agree to comply with these Terms;
- you meet the age requirements set out in the Eligibility section;
- you will not access the Service through automated or non-human means, whether through a bot, script, or otherwise;
- you will not use the Service for any illegal or unauthorized purpose; and
- your use of the Service will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your Account and refuse any and all current or future use of the Service (or any portion thereof).
6.Accounts & Security
You may be required to register for an Account to use the Service. You agree to keep your password confidential and will be responsible for all use of your Account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
You may sign in using email and password or supported third-party authentication providers, such as Google, as made available in the Service.
If you believe your Account has been compromised, contact us immediately at hello@syaxis.com.
7.AI Outputs & Your Responsibility
Syaxis generates text, code, images, and other Outputs using underlying Models in response to your Input. Because Outputs are probabilistic, they may occasionally be inaccurate, misleading, incomplete, or offensive, and similar Inputs may produce different Outputs for different users.
You are solely responsible for reviewing and verifying all Outputs before relying on or using them, ensuring your Content complies with applicable laws and does not infringe the rights of any third party, and any decisions or actions taken based on Outputs.
You should not rely solely on Outputs for decisions that could have legal, financial, medical, safety, or other significant consequences. Syaxis does not provide legal, medical, financial, tax, or other professional advice.
8.Prohibited Activities
You may not access or use the Service for any purpose other than that for which we make the Service available. The Service may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.
As a user of the Service, you agree not to:
- Systematically retrieve data or other content from the Service to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords
- Circumvent, disable, or otherwise interfere with security-related features of the Service, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Service and/or the Content contained therein
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Service
- Use any information obtained from the Service in order to harass, abuse, or harm another person
- Make improper use of our support services or submit false reports of abuse or misconduct
- Use the Service in a manner inconsistent with any applicable laws or regulations
- Engage in unauthorized framing of or linking to the Service
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party's uninterrupted use and enjoyment of the Service or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Service
- Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools
- Delete the copyright or other proprietary rights notice from any Content
- Attempt to impersonate another user or person or use the username of another user
- Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats ("gifs"), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as "spyware" or "passive collection mechanisms" or "pcms")
- Interfere with, disrupt, or create an undue burden on the Service or the networks or services connected to the Service
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Service to you
- Attempt to bypass any measures of the Service designed to prevent or restrict access to the Service, or any portion of the Service
- Copy or adapt the Service's software, including but not limited to HTML, JavaScript, or other code
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Service
- Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Service, or use or launch any unauthorized script or other software
- Use a buying agent or purchasing agent to make purchases on the Service
- Make any unauthorized use of the Service, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses
- Use the Service to advertise or offer to sell goods and services
- Use the Service as part of any effort to compete with us or otherwise use the Service and/or the Content for any revenue-generating endeavor or commercial enterprise
- Sell or otherwise transfer your profile
9.Acceptable Use Policy
We must comply with the Acceptable Use Policies ("AUPs") of our AI model providers, including OpenAI and Anthropic. We have the following system in place to ensure compliance:
User Education: Our key objective is to inform users about OpenAI's AUP and Anthropic's AUP. These AUPs outline behaviors that will violate the terms of service. You are responsible for reviewing and complying with applicable provider policies.
Automated Content Moderation: We have implemented an AI moderation step in every request flow to detect and filter out prohibited content. The system can identify harmful or abusive language or content, ensuring that it does not violate the AUPs. If a request violates the AUP, the request will fail, informing you that the content was detected to be in violation, and directing you to review these Terms and provider policies before attempting any more requests.
Enforce Consequences: When a prompt is flagged for violating an applicable AUP, we may record the offense on your Account. Repeated violations may result in temporary restrictions, further review, or permanent suspension depending on severity. You may contact us at hello@syaxis.com to appeal a restriction where appeal is offered.
The following is a summary of uses in which users are prohibited from using Syaxis:
- Abusive, fraudulent, deceptive, misleading, or illegal content and activity
- Child sexual abuse or exploitation content
- Promoting or instructing violence, hate speech, discrimination, or threats against individuals or groups
- Harassing, bullying, or shaming individuals
- Explicit sexual content
- Promoting self-harm or suicide
- Political campaigning, lobbying, or influencing elections
- Tracking or targeting individuals without consent
- Content intended to cause psychological or emotional harm
- Violating people's privacy rights
- Unauthorized practice of law, unauthorized financial advice, or unauthorized medical advice
- Criminal activity or activity that facilitates illegal behavior
- Generating malware, viruses, or other malicious code
- Designing, marketing, or distributing weapons
- High-risk government decision-making (law enforcement, justice, migration, asylum)
- Automated determinations of eligibility for credit, employment, education, or public assistance
- Multi-level marketing, gambling, payday lending, or other high-risk financial activity
- Spam or generating inauthentic content
- High-risk activity that could lead to physical harm
- Activity that could cause economic harm
- Using the Service or Outputs to develop or train a competing AI model or service
It is assumed that Syaxis will also enforce the Acceptable Use Policies of any AI model added to ensure compliance across all API service providers integrated into the Service.
10.Intellectual Property Rights
10a.Our intellectual property
We are the owner or the licensee of all intellectual property rights in our Service, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Service (collectively, the "Platform Content"), as well as the trademarks, service marks, and logos contained therein (the "Marks").
Our Platform Content and Marks are protected by copyright and trademark laws (and various other intellectual property rights and unfair competition laws) and treaties in the United States and around the world.
The Platform Content and Marks are provided in or through the Service "AS IS" for your personal, non-commercial use or internal business purpose only.
10b.Your use of our Service
Subject to your compliance with these Terms, including the Prohibited Activities section below, we grant you a non-exclusive, non-transferable, revocable license to:
- access the Service; and
- download or print a copy of any portion of the Platform Content to which you have properly gained access.
solely for your personal, non-commercial use or internal business purpose.
Except as set out in this section or elsewhere in these Terms, no part of the Service and no Platform Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
If you wish to make any use of the Service, Platform Content, or Marks other than as set out in this section or elsewhere in these Terms, please contact us at hello@syaxis.com. If we grant you permission to post, reproduce, or publicly display any part of our Service or Platform Content, you must identify us as the owners or licensors of the Service, Platform Content, or Marks and ensure that any copyright or proprietary notice appears or is visible on posting, reproducing, or displaying our Platform Content.
We reserve all rights not expressly granted to you in and to the Service, Platform Content, and Marks.
Any breach of these intellectual property rights will constitute a material breach of these Terms and your right to use the Service will terminate immediately.
10c.Your submissions and contributions
Please review this section and the Prohibited Activities section carefully prior to using the Service to understand the (a) rights you give us and (b) obligations you have when you post or upload any content through the Service.
Submissions: By directly sending us any question, comment, suggestion, idea, feedback, or other information about the Service ("Submissions"), you agree to assign to us all intellectual property rights in such Submission. You agree that we shall own this Submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.
Contributions: The Service may invite you to chat, contribute to, or participate in functionality during which you may create, submit, post, display, transmit, publish, distribute, or broadcast content and materials to us or through the Service, including but not limited to text, writings, video, audio, photographs, music, graphics, comments, reviews, rating suggestions, personal information, or other material ("Contributions"). Any Submission that is publicly posted shall also be treated as a Contribution.
You understand that Contributions may be viewable by other users of the Service and possibly through third-party websites.
When you post Contributions, you grant us a license (including use of your name, trademarks, and logos): By posting any Contributions, you grant us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right and license to use, copy, reproduce, distribute, sell, resell, publish, broadcast, retitle, store, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part), and exploit your Contributions (including, without limitation, your image, name, and voice) for any purpose, commercial, advertising, or otherwise, to prepare derivative works of, or incorporate into other works, your Contributions, and to sublicense the licenses granted in this section. Our use and distribution may occur in any media formats and through any media channels.
This license includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide.
You are responsible for what you post or upload: By sending us Submissions and/or posting Contributions through any part of the Service, you:
- confirm that you have read and agree with our Prohibited Activities section and will not post, send, publish, upload, or transmit through the Service any Submission nor post any Contribution that is illegal, harassing, hateful, harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening to any person or group, sexually explicit, false, inaccurate, deceitful, or misleading;
- to the extent permissible by applicable law, waive any and all moral rights to any such Submission and/or Contribution;
- warrant that any such Submission and/or Contributions are original to you or that you have the necessary rights and licenses to submit such Submissions and/or Contributions and that you have full authority to grant us the above-mentioned rights in relation to your Submissions and/or Contributions; and
- warrant and represent that your Submissions and/or Contributions do not constitute confidential information.
You are solely responsible for your Submissions and/or Contributions and you expressly agree to reimburse us for any and all losses that we may suffer because of your breach of this section, any third party's intellectual property rights, or applicable law.
We may remove or edit your Content: Although we have no obligation to monitor any Contributions, we shall have the right to remove or edit any Contributions at any time without notice if in our reasonable opinion we consider such Contributions harmful or in breach of these Terms. If we remove or edit any such Contributions, we may also suspend or disable your Account and report you to the authorities.
If you believe content on the Service infringes your copyright or other intellectual property rights, contact us at hello@syaxis.com with a description of the work claimed to be infringed, the location of the allegedly infringing material, your contact information, and a statement that you have a good-faith belief that the use is unauthorized. We may remove infringing content and terminate repeat infringers.
11.User Generated Contributions
The Service may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Service, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions"). Contributions may be viewable by other users of the Service and through third-party websites. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:
- The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Service, and other users of the Service to use your Contributions in any manner contemplated by the Service and these Terms.
- You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Service and these Terms.
- Your Contributions are not false, inaccurate, or misleading.
- Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
- Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
- Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
- Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
- Your Contributions do not violate any applicable law, regulation, or rule.
- Your Contributions do not violate the privacy or publicity rights of any third party.
- Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
- Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
- Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms, or any applicable law or regulation.
Any use of the Service in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your rights to use the Service.
12.Contribution License
By posting your Contributions to any part of the Service or making Contributions accessible to the Service by linking your account from the Service to any of your social networking accounts, you automatically grant, and you represent and warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions, and grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels.
This license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been asserted in your Contributions.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Service. You are solely responsible for your Contributions to the Service and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the Service; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions.
13.Billing and Payment
You agree to provide current, complete, and accurate billing and account information when you subscribe or make other purchases through the Service. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed.
Applicable taxes (such as sales tax, VAT, or similar levies) are calculated at checkout based on your billing location and applicable law. The subscription price and currency are shown before you complete payment. We may change subscription prices as described in the Subscriptions section.
You agree to pay all charges at the prices then in effect for your Plan, and you authorize us and our payment processor to charge your chosen payment method for subscription fees, renewals, and any applicable taxes. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.
We reserve the right to refuse or cancel a transaction if we suspect fraud, abuse, or a violation of these Terms.
14.Subscriptions
Billing and Renewal: Your subscription will continue and automatically renew unless cancelled. You consent to our charging your payment method on a recurring basis without requiring your prior approval for each recurring charge, until such time as you cancel the applicable order. The length of your billing cycle will depend on the type of subscription plan you choose when you subscribed to the Service.
Cancellation: You can cancel your subscription at any time by logging into your account. Your cancellation will take effect at the end of the current paid term. If you have any questions or are unsatisfied with our Service, please email us at hello@syaxis.com.
Refunds: Paid subscription refunds are handled under our Refund Policy. Eligibility depends on factors such as the time since your initial purchase, your credit usage for the billing period, and whether you are on a monthly or yearly plan. Cancelling your subscription stops future renewals but does not automatically refund the current billing period unless you qualify under the Refund Policy.
Fee Changes: We may, from time to time, make changes to the subscription fee and will communicate any price changes to you in accordance with applicable law.
15.Corrections
There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.
16.Third-Party Models & Services
Syaxis provides access to third-party AI Models and services, including providers such as OpenAI and Anthropic, as well as infrastructure, authentication, payment, search, and analytics providers. Your use of those Models may be subject to the providers' own terms and usage policies.
Availability of any specific Model may change, be limited, or be discontinued without notice. We are not responsible for the outputs, availability, pricing, or practices of third-party providers.
All third-party logos and trademarks displayed in the Service are the property of their respective owners and are used for identification purposes only.
17.Guidelines for Reviews
We may provide areas on the Service or on third-party platforms where you can leave reviews or ratings about Syaxis. When posting a review, you agree that: you have firsthand experience with the Service; your review does not contain offensive, abusive, racist, hateful, or discriminatory language; your review does not reference illegal activity; you are not affiliated with a competitor when posting a negative review; you do not make false or misleading statements; and you do not organize or participate in a campaign to post reviews, whether positive or negative.
We may accept, reject, or remove reviews at our sole discretion. We have no obligation to screen or delete reviews, even if others consider them objectionable or inaccurate. Reviews do not represent our views or those of our affiliates or partners, and we are not liable for any review or claims arising from it.
By posting a review, you grant us a perpetual, non-exclusive, worldwide, royalty-free, fully paid, assignable, and sublicensable license to reproduce, modify, translate, display, perform, and distribute review content in any media.
18.Services Management
We reserve the right, but not the obligation, to: (1) monitor the Service for violations of these Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Service or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Service in a manner designed to protect our rights and property and to facilitate the proper functioning of the Service.
19.Privacy Policy
We care about data privacy and security. Please review our Privacy Policy. By using the Service, you agree to be bound by our Privacy Policy, which is incorporated into these Terms.
Please be advised the Service is hosted in the United States. If you access the Service from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Service, you are transferring your data to the United States, and you expressly consent to have your data transferred to and processed in the United States.
20.Disclaimer of Warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.
We do not warrant that the Service will be uninterrupted, error-free, secure, or that Outputs will be accurate or reliable. AI systems can make mistakes, and you agree to use your own judgment.
21.Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, SYAXIS AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS, ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE.
TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIM RELATED TO THE SERVICE WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID TO US FOR THE SERVICE IN THE SIX (6) MONTHS PRECEDING THE CLAIM, OR USD 100.
22.Indemnification
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) your Content; (2) use of the Service; (3) breach of these Terms; (4) any breach of your representations and warranties set forth in these Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Service with whom you connected via the Service. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
23.Termination
These Terms shall remain in full force and effect while you use the Service. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
24.Governing Law
These Terms and your use of the Service are governed by and construed in accordance with the laws of the State of Delaware, United States applicable to agreements made and to be entirely performed within the State of Delaware, without regard to its conflict of law principles.
25.Modifications and Interruptions
We reserve the right to change, modify, or remove the contents of the Service at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on the Service. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Service.
We cannot guarantee the Service will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Service, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Service at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Service during any downtime or discontinuance of the Service. Nothing in these Terms will be construed to obligate us to maintain and support the Service or to supply any corrections, updates, or releases in connection therewith.
26.Electronic Communications, Transactions, and Signatures
Visiting the Service, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Service, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
27.California Users and Residents
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
28.Miscellaneous
These Terms and any policies or operating rules posted by us on the Service or in respect to the Service constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. These Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms or use of the Service. You agree that these Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.
29.Contact
Questions about these Terms can be sent to hello@syaxis.com.
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