Terms of Service

Welcome to Synced! The following agreement describes the terms on which Virtue Development offers you access to its services. The offer is conditioned to your agreement on the term conditions contained within the Terms of Service. By using Synced, you agree to these Terms of Service. If you do not agree, you will be prohibited access from Synced. Synced may amend these terms during any time at its sole discretion. In this case, you will still be required to follow any amendments made.

## 1.1 Basic description of the service; Synced, including software and websites.

"Synced" is a multi-user online service provided by Virtue Development ("Virtue Dev."), including any software provided to you by Virtue Dev. the online environments supported by the service, including without limitation: the server compilation, software access, messaging and protocols that stimulate the Synced environment, (the "client"), application program interfaces provided by Virtue Dev. for you to use within Synced (the "API's") and access to the website available from the domain and sub-domain of Synced Online. The servers, client, API's, websites, or any other Virtue Dev. software collectively constitute the service used in this agreement.

## 1.2 Virtue Dev. is a service provider, which means that among other things, it does not control various aspects of the website.

You acknowledge that Virtue Dev. is a service provider that allows players to actively interact regarding topics and content chosen by users of the service. Users can alter the environment on a real time basis. Virtue Dev. does not regulate the content of communication between a user's interaction with the service. As a result, Virtue Dev. has limited control, if any, over the quality, safety, morality, legality, truthfulness, or accuracy over various aspects of the service.

1.3 Content available in the service is likely provided by users of the service, rather than by Virtue Dev. Virtue Dev. and other parties have rights to their respective content, which you agree to respect.

You acknowledge that by using the service you may have access to various media and other creative output (collectively "content"), and the content may be provided under license by independent content providers, including contributions from users of the service. Synced does not pre-screen content.

You acknowledge that Virtue Development and other content providers have rights to their respective content under copyright and other applicable laws and treaty provisions, and that except as described in this agreement, such rights are not licensed or otherwise transferred by mere use of the service. You accept full responsibility and liability for your use of any content in violation of such rights. You agree that your creation of content is not in any way based on expectation of compensation from Virtue Dev.

## 1.4 Synced "currencies" are a limited license right available for purchase or free distribution at Virtue Dev.'s discretion and are not redeemable for monetary value from Virtue Dev.

You acknowledge that the service includes fictional currency which constitute a limited license right to use a feature of our product when, as, and if provided by Virtue Dev. Virtue Dev. may charge fees for the right to use Synced currencies, or my distribute currencies without charge in its sole discretion. Regardless of terminology used, Synced currencies represent a limited license right governed solely under the terms of the agreement and are not redeemable for any sum of money or monetary value from Virtue Dev. at any time. You agree that Virtue Dev has the right to manage, regulate, control, modify, and/or eliminate such currency as it seems fit for its sole discretion, in any general or specific case, and that Virtue Dev. will have no liability to you based on its exercise of such right.

## 1.5 Synced is subject to scheduled and unscheduled service interruptions. All aspects of the service are subject to change and elimination at Virtue Dev.'s sole discretion.

Virtue Dev. reserves the right to terminate or interrupt any service with or without prior notice for any reason or no reason. You agree that Virtue Dev. will not be liable for any interruption of the service, delay, or failure to preform. You understand that except as otherwise provided in the billing FAQ, you shall not be entitled to any refunds or fees for interruption of the service or failure to preform. Virtue Dev. has the right to at any time change and/or eliminate any aspects of the service at its sole discretion.

## 1.6 If you choose to use paid aspects of the service, you agree to the posted pricing and billing policies listed on the websites.

Certain aspects of the service are provided for a fee or other charge. These fees and charges are described on the websites, and in the even you are to use paid aspects of the service, you agree to the pricing, payment, and billing policies applicable to such fees and charges posted or linked in the billing FAQ. Virtue Dev. may add new services for additional fees and charges, or pro-actively amend fees and charges for existing services at any time in its sole discretion.

## 2.1 You must establish an account to use Synced using true and accurate registration information.

You must establish an account with Virtue Dev. to use the service, except to the portions of the website to which Virtue Dev. allows access without a registration. You agree to provide true, accurate, current, and complete information about yourself as prompted by the registration form and maintain and promptly update registration data to keep it true, accurate, current, and complete. You may establish an account with registration data provided to Virtue Dev. through the use of an API, in which case you may have a separate additional account relationship with such third party. You authorize Virtue Dev. directly or through third parties to make any inquiries about what they consider necessary in order to validate your registration data. Virtue Dev. reserves the right to pursue legal actions against all persons who misrepresent personal information or are otherwise untruthful about their identity, and to suspend or cancel accounts registered with inaccurate or incomplete information. Notwithstanding the foregoing you acknowledge that Virtue Dev. cannot guarantee the accuracy of any information submitted by any user of the service.

## 2.2 You must be over the age of thirteen to access Synced, but Virtue Dev. cannot control if minors or adults gain unauthorized access to the service.

You must be at least thirteen years of age to participate in the service.

By accepting this agreement in connection with an account you agree that you are at least thirteen years of age, have read and accept the agreement, and if under the age of eighteen your parent or legal guardian has agreed to you having an account for participating in the service, for providing your information in the account, and that your parent or legal guardian has accepted the agreement.

Virtue Dev. cannot control whether minors gain access to the service and makes no representation that users are not minors. Virtue Dev. cannot ensure that other users or employees will not provide content or access to content that parents or guardians may find inappropriate and other users may find objectionable.

## 2.3 You need to use a display name and may choose a 'permaname' in Synced which are not misleading, offensive, or infringing. You must keep your account password secure.

You must choose a display name to identify yourself in Synced, which will also serve as the name for graphical representation for your body. You may also choose a permanent name which cannot be changed and is used to identify you.

You may not select your display name or permanent name as the name of another person to the point where it could cause deception or confusion, a name which violates any trademark/proprietary right, a name which may mislead others to believe you are an employee, or a name in which Virtue Dev. deems as vulgar or offensive. Virtue Dev. reserves the right to delete or change any display name or permanent name for any reason or no reason. You are fully responsible for all activities conducted through your account.

At the time your account is open you must select a password. You are responsible for maintaining the confidentiality of your password and are responsible for any harm resulting from your disclosure or authorizing the disclosure of your password or from use by any person to gain access to your account or account name. At no time should you respond to an online request other than in connection with the log on process to the service. Your disclosure of the password to any other person is entirely at your own risk.

## 2.4 You may delete your account at any time, however, there are no refunds.

Accounts may be deleted at any time. There will be no refunds for any unused currency or pre-paid fees for any potion of the service.

## 2.5 Virtue Dev. may terminate your account at any time without refund or obligation to you.

Virtue Dev. has the right to suspend or terminate you at any time for no reason or any reason. They can refuse any future or current use of the service to you without notice or liability. In the event that Virtue Dev. suspends or terminates your account you understand and agree that you shall receive no refund or exchange for any unused currency, content, or data associated with your account, or for anything else.

## 2.6 Accounts affiliated with delinquent accounts are subject to remedial actions regarding the delinquent account.

In the event an account is suspended or terminated for the breach of this agreement or payment delinquency Virtue Dev. may suspend or terminate accounts held by you or your affiliates. Your breach shall be deemed to apply to all such accounts.

## 2.7 You are responsible for your own internet access.

Virtue Dev. does not provide you internet access and you are responsible for all terms associated with your internet connection.

## 3.1 You have a nonexclusive, limited, revocable license to use Synced while you are in compliance with the terms of service.

Subject to the terms of this agreement, Virtue Dev. grants you a non-exclusive, limited, fully revocable license to use Virtue Dev. software and the rest of the service during the time you are in full compliance with the Terms of Service. Additional terms may apply to the use of API's or other separate elements of the service. Nothing in this agreement or on the websites will be constituted as granting you any other rights or privileges with respect to the service or any content. You acknowledge that your participation in the Service, including your creation or uploading of Content in the Service, does not make you a Virtue Dev. employee and that you do not expect to be, and will not be, compensated by Virtue Dev. for such activities.

3.2 You retain copyright and other intellectual property rights with respect to content you create in Synced, to the extent of the rights you have to it. However, you must provide certain license rights, forbearances and indemnification, to Virtue Dev. and to other users of Synced.

Users of the Service can create Content on Synceds' servers in various forms. Virtue Dev. acknowledges and agrees that, subject to the terms and conditions of this Agreement, you will retain any and all applicable copyright and other intellectual property rights with respect to any content you create using the service, to the extent you have such rights under applicable law.

However, you understand and agree that by submitting your content to any area of the service, you automatically grant (and you represent and warrant that you have the right to grant) to Virtue Dev.: a royalty-free, worldwide, fully paid-up, perpetual, irrevocable, non-exclusive right and license to use, reproduce and distribute your Content within the service as permitted by you through your interactions on the Service, and use and reproduce (and to authorize third parties to use and reproduce) any of your content in any or all media for marketing and/or promotional purposes in connection with the service, provided that in the event that your content appears publicly in material under the control of Virtue Dev., and you provide written notice to Virtue Dev. of your desire to discontinue the distribution of such content in such material (with sufficient specificity to allow Virtue Dev., in its sole discretion, to identify the relevant content and materials), Virtue Dev. will make commercially reasonable efforts to cease its distribution of such content following the receipt of such notice, although Virtue Dev. cannot provide any assurances regarding materials produced or distributed prior to the receipt of such notice; the perpetual and irrevocable right to delete any or all of your Content from Virtue Devs' servers and from the Service, whether intentionally or unintentionally, and for any reason or no reason, without any liability of any kind to you or any other party; and a royalty- free, fully paid-up, perpetual, irrevocable, non-exclusive right and license to copy, analyze and use any of your content as Virtue Dev. may deem necessary or desirable for purposes of debugging, testing and/or providing support services in connection with the Service. Further, you agree to grant to Virtue Dev. a royalty-free, worldwide, fully paid-up, perpetual, irrevocable, non-exclusive, sublicensable right and license to exercise the copyright, publicity, and database rights you have in your account information, including any data or other information generated by your account activity, in any media now known or not currently known, in accordance with our privacy policy as set forth below.

You also understand and agree that by submitting your content to any area of the service, you automatically grant (or you warrant that the owner of such content has expressly granted) to Virtue Dev. and to all other users of the service a non-exclusive, worldwide, fully paid-up, transferable, irrevocable, royalty-free and perpetual license, under any and all patent rights you may have or obtain with respect to your content, to use your content for all purposes within the service. You further agree that you will not make any claims against Virtue Dev. or against other users of the service based on any allegations that any activities by either of the foregoing within the service infringe your (or anyone else's) patent rights.

You further understand and agree that: you are solely responsible for understanding all copyright, patent, trademark, trade secret and other intellectual property or other laws that may apply to your content hereunder; you are solely responsible for, and Virtue Dev. will have no liability in connection with, the legal consequences of any actions or failures to act on your part while using the service, including without limitation any legal consequences relating to your intellectual property rights; and Virtue Devs' acknowledgement hereunder of your intellectual property rights in your content does not constitute a legal opinion or legal advice, but is intended solely as an expression of Virtue Devs' intention not to require users of the service to forego certain intellectual property rights with respect to Content they create using the service, subject to the terms of this agreement.

## 3.3 Virtue Dev. retains ownership of the account and related data regardless of intellectual property rights or content you create or own.

You agree that while you may retain certain copyright or intellectual property rights you do not own the account you use to access the service nor any data Virtue Dev stores on the Synced servers including any data representing your content. Your intellectual property does not confer any rights of access to the service or rights to data stored by or on behalf of Virtue Dev.

## 3.4 Virtue Dev. licenses its example content to you for your use in creating content in-world.

During any period in which your Account is active and in good standing, Virtue Dev. gives you permission to re-use its example source code and art assets (found on the Synced wiki and on the service itself), for use only as a part of the Service.

## 4.1 You agree to abide by certain rules of conduct, including the Community Standards and other rules prohibiting illegal and other practices that Virtue Dev. deems harmful.

You agree to read and comply with the Community Standards posted on the Synced wiki; http://synced.wikia.com/Community\_Standards

In addition to abiding at all times by the Community Standards, you agree that you shall not: (i) take any action or upload, post, e-mail or otherwise transmit Content that infringes or violates any third party rights; (ii) impersonate any person or entity without their consent, including, but not limited to, a Virtue Dev. employee, or falsely state or otherwise misrepresent your affiliation with a person or entity; (iii) take any action or upload, post, e-mail or otherwise transmit Content that violates any law or regulation; (iv) take any action or upload, post, e-mail or otherwise transmit Content as determined by Virtue Dev. at its sole discretion that is harmful, threatening, abusive, harassing, causes tort, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (v) take any actions or upload, post, e-mail or otherwise transmit Content that contains any viruses, Trojan horses, worms, spyware, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (vi) take any action or upload, post, email or otherwise transmit any Content that would violate any right or duty under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (vii) upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, or promotional materials, that are in the nature of "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation that Virtue Dev. considers in its sole discretion to be of such nature; (viii) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; (ix) attempt to gain access to any other user's Account or password; or (x) "stalk", abuse or attempt to abuse, or otherwise harass another user. Any violation by you of the terms of the foregoing sentence may result in immediate and permanent suspension or cancellation of your Account. You agree that Virtue Dev. may take whatever steps it deems necessary to abridge, or prevent behavior of any sort on the Service in its sole discretion, without notice to you.

4.2 You agree to use Synced as provided, without unauthorized software or other means of access or use. You will not make unauthorized works from or conduct unauthorized distribution of the Virtue Dev. Software.

Virtue Dev. has designed the Service to be experienced only as offered by Virtue Dev. at the Websites or partner websites. Virtue Dev. is not responsible for any aspect of the Service that is accessed or experienced using software or other means that are not provided by Virtue Dev.. You agree not to create or provide any server emulators or other software or other means that provide access to or use of the Servers without the express written authorization of Virtue Dev.. Notwithstanding the foregoing, you may use and create software that provides access to the Servers for substantially similar function (or subset thereof) as the Client; provided that such software is not used for and does not enable any violation of these Terms of Service. Virtue Dev. is not obligated to allow access to the Servers by any software that is not provided by Virtue Dev., and you agree to cease using, creating, distributing or providing any such software at the request of Virtue Dev.. You are prohibited from taking any action that imposes an unreasonable or disproportionately large load on Virtue Dev.' infrastructure.

You may not charge any third party for using the Virtue Dev. Software to access and/or use the Service, and you may not modify, adapt, reverse engineer (except as otherwise permitted by applicable law), decompile or attempt to discover the source code of the Virtue Dev. Software, or create any derivative works of the Virtue Dev. Software or the Service, or otherwise use the Virtue Dev. Software except as expressly provided in this Agreement. You may not copy or distribute any of the written materials associated with the Service. Notwithstanding the foregoing, you may copy the Client that Virtue Dev. provides to you, for backup purposes and may give copies of the Client to others free of charge. Further, you may use and modify the source code for the Client as permitted by any open source license agreement under which Virtue Dev. distributes such Client source code.

## 4.3 You will comply with the processes of the Digital Millennium Copyright Act regarding copyright infringement claims covered under such Act.

Our policy is to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act ("DMCA"). Copyright-infringing materials found within the world of Synced can be identified and removed via Virtue Dev.' DMCA compliance process listed at http://synced.wikia.com/DMCA\_Policy, and you agree to comply with such process in the event you are involved in any claim of copyright infringement to which the DMCA may be applicable.

## 4.4 You will not use the marks of Virtue Dev. without authorization from Virtue Dev..

You are not permitted to use the marks "Synced", "Virtue Dev.", the Synced logo, or any other trade, service or other marks registered to or owned by Virtue Dev., except as explicitly authorized by Virtue Dev. and in accordance with guidelines posted at \*TBD\*.

RELEASES, DISCLAIMERS OF WARRANTY, LIMITATION OF LIABILITY, AND INDEMNIFICATION

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## 5.1 You release Virtue Dev. from your claims relating to other users of Synced. Virtue Dev. has the right but not the obligation to resolve disputes between users of Synced.

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As a condition of access to the Service, you release Virtue Dev. (and Virtue Dev.' shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, distributors) from 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 any dispute you have or claim to have with one or more users of the Service. You further understand and agree that: (a) Virtue Dev. will have the right but not the obligation to resolve disputes between users relating to the Service, and Virtue Dev.' resolution of any particular dispute does not create an obligation to resolve any other dispute; (b) to the extent Virtue Dev. elects to resolve such disputes, it will do so in good faith based solely on the general rules and standards of the Service and will not make judgments regarding legal issues or claims; (c) Virtue Dev.' resolution of such disputes will be final with respect to the virtual world of the Service but will have no bearing on any real-world legal disputes in which users of the Service may become involved; and (d) you hereby release Virtue Dev. (and Virtue Dev.' shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, distributors) from 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 Virtue Dev.' resolution of disputes relating to the Service.

## 5.2 Other service or product providers may form contractual relationships with you. Virtue Dev. is not a party to your relationship with such other providers.

Subject to the terms of this Agreement, you may view or use the environment simulated by the Servers through viewer software that is not the Client provided by Virtue Dev., and you may register for use of Synced through websites that are not Websites owned and operated by Synced. Virtue Dev. is not responsible for any software used with or in connection with Synced other than Virtue Dev. Software developed by Virtue Dev.. Virtue Dev. does not control and is not responsible for any information you provide to parties other than Virtue Dev.. Virtue Dev. is not a party to your agreement with any party that provides software, products or services to you in connection with Synced.

## 5.3 All data on Virtue Dev.' servers are subject to deletion, alteration or transfer.

When using the Service, you may accumulate Content, Currency, objects, items, scripts, equipment, or other value or status indicators that reside as data on Virtue Dev.' servers. THESE DATA, AND ANY OTHER DATA, ACCOUNT HISTORY AND ACCOUNT NAMES RESIDING ON Virtue Dev.' SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN Virtue Dev.' SOLE DISCRETION.

YOU ACKNOWLEDGE THAT, NOTWITHSTANDING ANY COPYRIGHT OR OTHER RIGHTS YOU MAY HAVE WITH RESPECT TO ITEMS YOU CREATE USING THE SERVICE, AND NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH CONTENT OR OTHER DATA BY YOU OR ANY THIRD PARTY, Virtue Dev. DOES NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIMS (SUBJECT TO ANY UNDERLYING INTELLECTUAL PROPERTY RIGHTS IN THE CONTENT), ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON Virtue Dev.' SERVERS.

YOU UNDERSTAND AND AGREE THAT Virtue Dev. HAS THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE ANY CONTENT (INCLUDING YOUR CONTENT) IN WHOLE OR IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR WITHOUT NOTICE AND WITH NO LIABILITY OF ANY KIND.

## 5.4 Virtue Dev. provides the Service on an "as is" basis, without express or implied warranties.

Virtue Dev. PROVIDES THE SERVICE, THE Virtue Dev. SOFTWARE, YOUR ACCOUNT AND ALL OTHER SERVICES STRICTLY ON AN "AS IS" BASIS, PROVIDED AT YOUR OWN RISK, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Without limiting the foregoing, Virtue Dev. does not ensure continuous, error-free, secure or virus-free operation of the Service, the Virtue Dev. Software or your Account, and you understand that you shall not be entitled to refunds for fees based on Virtue Dev.' failure to provide any of the foregoing other than as explicitly provided in this Agreement. Some jurisdictions do not allow the disclaimer of implied warranties, and to that extent, the foregoing disclaimer may not apply to you.

## 5.5 Virtue Dev.' liability to you is expressly limited, to the extent allowable under applicable law.

IN NO EVENT SHALL Virtue Dev. OR ANY OF ITS SHAREHOLDERS, PARTNERS, AFFILIATES, DIRECTORS, OFFICERS, SUBSIDIARIES, EMPLOYEES, AGENTS, SUPPLIERS, LICENSEES OR DISTRIBUTORS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION ANY DAMAGES FOR LOST PROFITS, ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICE (INCLUDING ITS MODIFICATION OR TERMINATION), THE Virtue Dev. SOFTWARE, YOUR ACCOUNT (INCLUDING ITS TERMINATION OR SUSPENSION) OR THIS AGREEMENT, WHETHER OR NOT Virtue Dev. MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN ADDITION, IN NO EVENT WILL Virtue Dev.' CUMULATIVE LIABILITY TO YOU FOR DIRECT DAMAGES OF ANY KIND OR NATURE EXCEED FIFTY DOLLARS (U.S. $50.00). Some jurisdictions do not allow the foregoing limitations of liability, so to the extent that any such limitation is impermissible, such limitation may not apply to you. You agree that Virtue Dev. cannot be held responsible or liable for anything that occurs or results from accessing or subscribing to the Service.

## 5.6 You will indemnify Virtue Dev. from claims arising from breach of this Agreement by you, from your use of Synced, from loss of Content due to your actions, or from alleged infringement by you.

At Virtue Dev.' request, you agree to defend, indemnify and hold harmless Virtue Dev., its shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, distributors, Content Providers, and other users of the Service, from all damages, liabilities, claims and expenses, including without limitation attorneys' fees and costs, arising from any breach of this Agreement by you, or from your use of the Service. You agree to defend, indemnify and hold harmless Virtue Dev., its shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, and distributors, from all damages, liabilities, claims and expenses, including without limitation attorneys' fees and costs, arising from: (a) any action or inaction by you in connection with the deletion, alteration, transfer or other loss of Content, status or other data held in connection with your Account, and (b) any claims by third parties that your activity or Content in the Service infringes upon, violates or misappropriates any of their intellectual property or proprietary rights.

## 6.1 Virtue Dev. uses your personal information to operate and improve Synced, and will not give your personal information to third parties except to operate, improve and protect the Service.

The personal information you provide to us during registration is used for Virtue Dev.' internal purposes only. Virtue Dev. uses the information it collects to learn what you like and to improve the Service. Virtue Dev. will not give any of your personal information to any third party without your express approval except: as reasonably necessary to fulfill your service request, to third- party fulfillment houses, customer support, billing and credit verification services, and the like; to comply with tax and other applicable law; as otherwise expressly permitted by this Agreement or as otherwise authorized by you; to law enforcement or other appropriate third parties in connection with criminal investigations and other investigations of fraud; or as otherwise necessary to protect Virtue Dev., its agents and other users of the Service. Virtue Dev. does not guarantee the security of any of your private transmissions against unauthorized or unlawful interception or access by third parties. Virtue Dev. can (and you authorize Virtue Dev. to) disclose any information about you to private entities, law enforcement agencies or government officials, as Virtue Dev., in its sole discretion, believes necessary or appropriate to investigate or resolve possible problems or inquiries, or as otherwise required by law. If you request any technical support, you consent to Virtue Dev.' remote accessing and review of the computer onto which you load Virtue Dev. Software for purposes of support and debugging. You agree that Virtue Dev. may communicate with you via email and any similar technology for any purpose relating to the Service, the Virtue Dev. Software and any services or software which may in the future be provided by Virtue Dev. or on Virtue Dev.' behalf. You agree to read the disclosures and be bound by the terms of the additional Privacy Policy information posted on our website at Privacy Policy.

## 6.2 Virtue Dev. may observe and record your interaction within the Service, and may share aggregated and other general information (not including your personal information) with third parties.

You acknowledge and agree that Virtue Dev., in its sole discretion, may track, record, observe or follow any and all of your interactions within the Service. Virtue Dev. may share general, demographic, or aggregated information with third parties about our user base and Service usage, but that information will not include or be linked to any personal information without your consent.

## 6.3 Content Inside Synced may observe and record your interaction with the Service which may be passed to third parties

Synced content such as Pets, Toys, Avatars and Games contributed by players may contain software code that, using the Synced APIs, may observe your actions on the service. For example, Pets can react to chat in a room, a Toy could observe your IP address, or a Game could keep a record of when you play. These player-created items may store this information on Synced's servers, or transmit and store it elsewhere on third-party servers. Synced has no control over the use of this information by third parties, and for this reason you should not engage with Synced with the expectation that your interactions with the service are private from third parties. For more detail on what information can be discerned in this way, please consult the Synced API documentation.

## DISPUTE RESOLUTION

If a dispute arises between you and Virtue Dev., our goal is to provide you with a neutral and cost-effective means of resolving the dispute quickly. Accordingly, you and Virtue Dev. agree to resolve any claim or controversy at law or in equity that arises from or relates to this Agreement or our Service (a "Claim") in accordance with one of the subsections below.

## 7.1 Governing Law.

This Agreement and the relationship between you and Virtue Dev. shall be governed in all respects by the laws of the TBA without regard to conflict of law principles or the United Nations Convention on the International Sale of Goods.

## 7.2 Forum for Disputes.

You and Virtue Dev. agree to submit to the exclusive jurisdiction and venue of the courts located in the TBA, except as provided in Subsection 7.3 below regarding optional arbitration. Notwithstanding this, you agree that Virtue Dev. shall still be allowed to apply for injunctive or other equitable relief in any court of competent jurisdiction.

## 7.3 Optional Arbitration.

For any Claim, excluding Claims for injunctive or other equitable relief, where the total amount of the award sought is less than ten thousand U.S. Dollars ($10,000.00 USD), the party requesting relief may elect to resolve the Claim in a cost-effective manner through binding non-appearance-based arbitration. A party electing arbitration shall initiate it through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted, at the option of the party seeking relief, by telephone, online, or based solely on written submissions; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

## 7.4 Improperly Filed Claims.

All Claims you bring against Virtue Dev. must be resolved in accordance with this Dispute Resolution Section. All Claims filed or brought contrary to this Dispute Resolution Section shall be considered improperly filed. Should you file a Claim contrary to this Dispute Resolution Section, Virtue Dev. may recover attorneys' fees and costs up to one thousand U.S. Dollars ($1,000.00 USD), provided that Virtue Dev. has notified you in writing of the improperly filed Claim, and you have failed to promptly withdraw the Claim.

## GENERAL PROVISIONS

The Service is controlled and operated by Virtue Dev. from its office in the United States. Virtue Dev. makes no representation that any aspect of the Service is appropriate or available for use in jurisdictions outside of the United States. Those who choose to access the Service from other locations are responsible for compliance with applicable local laws. The Virtue Dev. Software is subject to all applicable export restrictions. You must comply with all export and import laws and restrictions and regulations of any United States or foreign agency or authority relating to the Virtue Dev. Software and its use.

Virtue Dev.' failure to act with respect to a breach by you or others does not waive Virtue Dev.' right to act with respect to that breach or subsequent or similar breaches. No consent or waiver by Virtue Dev. under this Agreement shall be deemed effective unless delivered in a writing signed by a duly appointed officer of Virtue Dev.. All or any of Virtue Dev.' rights and obligations under this Agreement may be assigned to a subsequent owner or operator of the Service in a merger, acquisition or sale of all or substantially all of Virtue Dev.' assets. You may not assign or transfer this Agreement or any or all of your rights hereunder without the prior written consent of Virtue Dev., and any attempt to do so is void. Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of Virtue Dev. shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of Virtue Dev..

This Agreement sets forth the entire understanding and agreement between you and Virtue Dev. with respect to the subject matter hereof. The section headings used herein, including descriptive summary sentences at the start of each section, are for convenience only and shall not affect the interpretation of this Agreement. If any provision of this Agreement shall be held by a court of competent jurisdiction to be unlawful, void, or for any reason unenforceable, then in such jurisdiction that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of the remaining provisions.

Virtue Dev. may give notice to you by means of a general notice on our website at http://syncedonline.com, through the Synced Client at or after log-in to your Account, by electronic mail to your e-mail address in our records for your Account, or by written communication sent by first class mail, postage prepaid, or overnight courier to your address on record for your Account. All notices given by you or required under this Agreement shall be faxed to Virtue Dev. Legal Department, Attn: Dispute Resolution, at: TBA; or mailed to us at: TBA.