Terms of Use
Synnch General Terms and Conditions of Use
G’day and welcome to the Synnch General Terms and Conditions of Use (General Terms). These General Terms are important because they:
- Summarise your legal rights while on the Synnch Platform;
- Explain the rights you give to us when you use Synnch;
- Clarify the rules everyone must comply with when using Synnch; and
- Contain provisions on how to resolve any disputes that may arise.
Please take the time to read these General Terms, our Privacy Policy and any other terms linked to these Terms carefully.
These Terms of Use (General Terms), along with any applicable Additional Terms (Privacy Policy, Service Level Promise and Subscription and Cancellation Terms) (collectively, the Terms) govern your use of and access to our website, customer support, discussion forums or other interactive areas or services and software that we include as part of the Services, as well as any applications, including mobile applications, Sample Files and Content Files (defined below), scripts, instruction sets and related documentation (collectively, the Software).
If you agree with these Terms, then all you have to do, is check the box indicating your acceptance.
If you have any questions or comments after you have read these Terms, please do not hesitate to get in touch with us. We would love to ensure you feel secure in your decision to use our Services.
- INTRODUCTION
Thank you for choosing Synnch (Synnch, we, us, our). Synnch provides a platform for lodging, maintaining and maximising your R&D Tax Incentive – basically, we’re here to make R&D claiming a Synnch! From figuring out how it works and if you’re eligible, to learning more about R&D processes and requirements. Synnch has got the full package.
By signing up or using any of Synnch’s services, including all associated features and functionalities, the Synnch website and user interfaces (Website), Synnch software application and platform (Platform) associated with our services (collectively, Synnch Services or Services), or accessing any resources, or other content or material that is made available through the Services (Content) you agree to enter into a binding contract with Synnch Pty Ltd ACN 621 400 959 of Shop 6, 64-66 Goodwin Terrace, Burleigh Heads, QLD 4220.
You acknowledge that you have read and understood the Terms, accept the Terms, and agree to be bound by them. If you don’t agree with (or cannot comply with) the Terms, then you may not use the Synnch Services or access any of our Content.
In order to use the Synnch Services and access any Content, you must:
- have the power to enter into a binding contract with us, and not be prevented from doing so by any applicable laws; and
- only provide us with accurate information.
- CHANGES TO THE TERMS
We sometimes will need to change these Terms. But don’t worry, changes won’t apply retrospectively and, if we make changes, we’ll make every effort to let you know. You can keep track of changes to our Terms by referring to the version and the date last updated at the bottom of these Terms. Generally, we endeavour to provide you with 30 days’ notice of any material changes before they become effective, unless we need to make immediate changes for reasons we don’t have control over. When we notify you, we’ll do so by email or by posting a visible notice through our Services. You will be provided with the option to accept the new terms when logging in to use our Services. If a change isn’t material, we may not notify you. If you find a modified term unacceptable, you may terminate your subscription by giving the standard advance notice to Synnch.
- ENJOYING SYNNCH
3.1 Our Services
The Synnch Services consist of all the Services that we provide now or in the future, including Licences to use the Synnch Platform (Platform), support, storage, data protection and can be found as described on the Website. We will explain which Services options are available to you when you create a Platform Subscription.
Certain options are provided to you free-of-charge. Synnch Services that do not require payment are currently referred to as a Trial. Other options require payment before you can access them (Paid Subscriptions). We reserve the right to modify, or terminate our offered subscription plans at any time in accordance with these Terms.
3.2 Trials
Synnch may offer you a trial and if that is agreed and activated you will be charged the relevant fees at the expiration of that trial unless and until your trial or subscription is cancelled.
3.3 Creating a Platform Subscription
To become a Subscriber, you must first create a Synnch Account to use the Synnch Services and accept these Terms (Subscribe). Once you Subscribe, you are responsible for paying for your Subscription Fee in accordance with the Synnch Subscription and Cancellation Terms and the rate stated at the time of purchase.
3.4 Non Subscription Users
A Non Subscription User is a person other than a Subscriber who wishes to use the Synnch Services. This will include but is not limited to:
- People visiting the Website; and
- People being offered a tour or Trial of Synnch.
If you are a Non Subscription User, you must also accept these Terms to use the Synnch Services.
3.5 The right to use our Services
Whether you are a Subscriber or an Non Subscription User, we provide you with a Licence which is a granted right to use the Synnch Services (based on your Subscription type, your user role and the level of access you have been granted) while you continue to pay for the Platform Subscription, until it is terminated, or – if you are an Non Subscription User – until your access is terminated.
3.6 Rules
Whatever your role, when you use Synnch, you agree to follow the Rules outlined in clause 9.
3.7 Your responsibilities
By agreeing to these Terms, you promise to ensure all contact information is up to date, all information provided is true, complete and accurate, ensure you verify the accuracy of any information for your legal, tax and compliance obligations while you are subscribed. You agree that all information you provide to register with the Services or otherwise, including but not limited to through the use of any interactive features on the Services, is governed by our Privacy Policy. You are solely responsible for the protection of your own username and password from theft or misuse. You should ensure Your passwords are not easily predicted. For more on security generally, check out our Privacy Policy. We will always hold the right to disable any user name, password or other identifier, at any time at our sole discretion.
3.8 When we introduce new or revised Services
We are continuously expanding the Synnch Services to ensure that you receive the best possible Services. When we make expansions to the Platform, or Services there may be additional terms. You will be informed by us prior to you using the updated Services or Platform. Synnch will not be liable to any Subscriber if for any reason all or any part of the Platform, Website, and the Services are unavailable at any time or for any period.
3.9 What we own
We own everything related to the Synnch Services including but not limited to, design, compilation, and look and feel of the Synnch Services. We also own all the rights in copyrights, trademarks, designs, inventions, and any other intellectual property. You agree to not alter, remove or obscure any trademarks or copyright information, symbol or legend or other proprietary mark on the Platform, or Website. No right, title or interest in or to the Services or any rights associated with the Services are transferred to any Subscribers. Any use of the Services not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark and other laws. If you as a Subscriber violate these Terms, your rights to use the Platform and the Synnch Services may be terminated immediately.
- PRICING
Unless you are in a free trial or other offer period, You will need to pay for a Subscription based on the Synnch Subscription and Cancellation Terms and the rate stated at the time of purchase. The pricing details and other terms of your Subscription are explained when you subscribe for a Synnch Account.
4.1 Trial Subscriptions
When you sign up, you can opt for a free trial, based on the Terms specified at the time. If you choose to continue using the Synnch Services after your trial, you will be billed when you add your billing details into the Synnch Platform, explained in more detail in the Synnch Subscription and Cancellation Terms. If you choose not to continue using the Synnch Services following a trial, you may delete your Synnch Account.
4.2 Synnch Pricing Plans
When you decide to use the Synnch Services, you will generally be required to pay a monthly (or yearly) subscription fee depending on the type of Subscription, you have chosen (Subscription Fee). Upon creating a Synnch Account, the rates for Subscription will be disclosed to you. Invoicing, payment, auto-renewal and cancellation terms are contained in the Synnch Subscription and Cancellation Terms. The Synnch Subscription and Cancellation Terms and the rate at which you Subscribe may be updated by us from time to time and will form part of these Terms. Any changes or updates that occur to the Synnch Subscription and Cancellation Terms or rate will not apply retrospectively. When these changes occur, we will endeavour to inform you.
4.3 Taxes for your use of Our Services
It is your responsibility for ensuring payment of all other external Fees and taxes associated with your Subscription to the Synnch Services. If withholding tax applies, it is your responsibility to satisfy the withholding tax, unless prior processing has been completed by us. We hold a right to request geographical location in order to determine your location to be used for tax purposes.
4.4 Additional Services
Synnch always want to support their Subscribers to ensure everything on the Platform is easily accessible. Depending on where you are based and how you use our Services, you may be able to take advantage of additional Services such as engagement of our Synnch approved R & D consultants. These might incur an additional fee that we will let you know about when you Subscribe to the Synnch Services.
4.5 Importance of timely payments
To ensure we provide efficient Services to our Subscribers, we require you to satisfy payments in a timely manner, based on your type of Subscription. By ensuring you have provided us with accurate payment information, you will be able to avoid delayed or missed payments. In doing so, we will not need to exercise our right to suspend access to your Subscription until you have satisfied payment.
4.6 Renewal and Cancellation
Unless otherwise agreed, your payment to Synnch will automatically renew at the end of the applicable subscription period, unless you cancel your Paid Subscription before the end of the then-current subscription period, or otherwise in accordance with the Synnch Subscription and Cancellation Terms. The cancellation will take effect the day after the last day of the current subscription period. If you cancel your payment or Paid Subscription and/or terminate any of the Terms (a) after the Cooling-off Period is over (where applicable), or (b) before the end of the current subscription period, we will not refund any subscription fees already paid to us. If you wish to receive a full refund of all monies paid to Synnch before the Cooling-off Period is over, you must contact Customer Support. If we process any refund, we will refund amounts using the method you used for payment.
- DATA USE AND PRIVACY
5.1 Privacy
Synnch uses your data to provide our services to you. Our Privacy Policy is an important part of these Terms and describes in more detail how we deal with personal data, like your name and email address.
5.2 Permissions
Synnch is designed to be an interface between you and your R&D consultant and other advisors. By agreeing to these Terms, you are providing your permission for any R&D consultant and other advisors engaged by you to share information, including your R&D Tax Incentive claim, to optimise your use and value in the Platform. This permission can be revoked at any time, and any third party invitation to your Synnch instance can be revoked at any time.
- APPS AND THIRD-PARTY PRODUCTS
To help make your Synnch experience even more beautiful, the Synnch Platform may include apps and other products and services made available by trusted partners.
- MAINTENANCE, DOWNTIME AND DATA LOSS
We really try to minimise any downtime, but sometimes it’s necessary so we can keep our services updated and secure. You also may have occasional access issues and may experience data loss, so backing up your data is important.
7.1 Availability
We strive to maintain the availability of our Services, and provide online support. Platform support enquires can be made directly to Synnch Support via the intercom chat feature within Synnch, or by email to support@synnch.com.au. Support enquiries can expect a 2 hour response time during business hours, or 2 hours upon the commencement of the next business day. On occasion, we need to perform maintenance on our Services, and this may require a period of downtime. We try to minimise any such downtime. Where planned maintenance is being undertaken, we’ll attempt to notify you 24 hours before the planned service outage, but can’t guarantee it.
7.2 Access issues
You know how the internet works – occasionally you might not be able to access our Services and your data. This might happen for any number of reasons, at any time.
7.3 Data loss
Data loss is an unavoidable risk when using any technology. You’re responsible for maintaining copies of your data entered into our Services. However, all Synnch data undergoes an automated back up every 24 hours, making the maximum Recovery Point Objective (RPO) <24 hours for any back up period.
7.4 No compensation
In the instance uptime for the service is less than 95% in any calendar month, Synnch shall discount the service fee by an amount to be negotiated in the Calendar month that period falls.
7.5
If you have a problem, you can find more information about online support for our Services by reading the Synnch Service Level Promise.
7.6 Modifications
We frequently release new updates, modifications and enhancements to our Services, and in some cases discontinue features. Where this occurs, we’ll endeavor to notify you where practical.
- USING THE SYNNCH SERVICES
The Synnch Services and the Content are the property of Synnch. We grant you limited, non-exclusive, revocable permission to make use of the Synnch Services, and limited, non-exclusive, revocable permission to make personal, non-commercial use of the Content (Access). This Access shall remain in effect until and unless terminated by you or Synnch.
The Synnch Platforms and the Content are not sold or transferred to you, and Synnch and its licensors retain ownership of all copies of the Synnch Platform and Content even after installation on your personal computers, mobile handsets, tablets, and/or other devices (Devices).
All Synnch trademarks, service marks, trade names, logos, domain names, and any other features of the Synnch brand (Synnch Brand Features) are the sole property of Synnch or its licensors. These Terms do not grant you any rights to use any Synnch Brand Features whether for commercial or non-commercial use.
You agree to abide by the Synnch Rules and not to use the Synnch Services, the Content, or any part thereof in any manner not expressly permitted by these Terms. Except for the rights expressly granted to you in these Terms, Synnch grants no right, title, or interest to you in the Synnch Services or Content.
- SYNNCH RULES
9.1 Feedback
We love your feedback and may use it at our sole discretion.
9.2 Help using our services
We provide a lot of guidance and support to help you use the Synnch Services. You agree to use our Services only for lawful business purposes and in line with the instructions and guidance we provide.
9.3 Limitations
Some of the Synnch Services may be subject to limits such as a cap on the number of monthly transactions or users.
9.4 No-charge for beta services
Occasionally we may offer a service at no charge – for example a beta service, or a time-limited trial account. Because of the nature of these services, you use them at your own risk.
9.5 Rules
While we can’t cover everything here, we do want to highlight a few more examples of things you must not do while using Synnch:
- Undermine the security or integrity of our Platform;
- Use our Services in any way that might impair functionality or interfere with other people’s use;
- Access the Platform without permission;
- Introduce or upload anything to our Platform or Website that includes viruses or other malicious code;
- Share anything that may be offensive, violates any law, or infringes on the rights of others;
- Modify, copy, adapt, reproduce, disassemble, decompile, reverse engineer or extract the source code of any part of our Services;
- Resell, lease or provide our Services in any way not expressly permitted through our Services;
- Repackage, resell, or sublicense any leads or data accessed through our Services;
- Commit fraud or other illegal acts through our Services; and
- Act in a manner that is abusive or disrespectful to a Synnch employee, partner, or other Synnch customer. We will not tolerate any abuse or bullying of our Synnch employees in any situation and that includes interaction with our support teams.
- USER-GENERATED CONTENT
Synnch users must, upload, or otherwise contribute content to the Service (which may include, for example, pictures, text, messages, information, descriptions, and/or other types of content) (User Content).
You promise that, with respect to any User Content you provide to Synnch, (a) you own or have the right to post such User Content, and (b) such User Content, or its use by Synnch as contemplated by these Terms, does not violate the Terms or any other rights set forth within the Synnch Rules, applicable law, or the intellectual property, publicity, personality, or other rights of others.
- RIGHTS YOU GRANT US
In consideration for the rights granted to you under these Terms, you grant us the right to (a) allow the Synnch Services to use the processor, bandwidth, and storage hardware on your Device in order to facilitate the operation of the Services, (b) to provide advertising and other information to you, and (c) to allow our business partners to do the same.
- TERMINATION
You can easily terminate your subscription with one month’s written notice. We may terminate your subscription as well with the same notice. If you violate these terms, we may terminate your subscription immediately.
The Terms will continue to apply to you until terminated by either you or Synnch
12.1 Subscription Period
Your subscription continues for the period covered by the subscription fee paid or payable. At the end of each billing period, these terms automatically continue for a further period of the same duration as the previous one, provided you continue to pay the Subscription Fee in accordance with the Synnch Subscription and Cancellation Terms. You may choose to terminate your subscription at any time by providing one month’s written notice in advance. You’ll still need to pay all relevant subscription fees up to and including the day of termination.
12.2 Termination by Synnch
Synnch may choose to terminate your subscription at any time by providing you with one month’s written notice in advance. Synnch may also terminate or suspend your subscription or access to all or any data immediately if:
- you breach any of these Terms and do not remedy the breach within 14 days after receiving notice of the breach;
- you breach any of these Terms and the breach cannot be remedied;
- you fail to pay subscription fees; or
- you or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.
12.3 No refunds
No refund is due to you if you terminate your subscription or Synnch terminates it in accordance with these Terms.
12.4 Retention of your data
Once a subscription is terminated by you or us, it is archived and the data submitted or created by you is no longer available to you. We retain it for a period of time consistent with our data retention policy, during which, as a subscriber, you can reactivate your subscription and once again access your data by paying the subscription fees.
12.5 Survival.
Upon the expiration or termination of the Terms, some or all of the Services and Software may cease to operate without prior notice. Your indemnification obligations, our warranty disclaimers and limitations of liabilities and dispute resolution provisions stated in the Terms will survive.
- LIABILITY AND INDEMNITY
13.1 You indemnify us
You indemnify us against all losses, costs (including legal costs), expenses, demands or liability that we incur arising out of, or in connection with, a third-party claim against us relating to your use of our Services or any third-party product (except as far as we’re at fault).
13.2 Disclaimer of warranties
Our Services and all third-party products are made available to you on an “as is” basis. Subject to the Australian Consumer Law, we disclaim all warranties, express or implied, including any implied warranties of non-infringement, merchantability and fitness for a particular purpose.
13.3 Limitation of liability
Other than liability that we can’t exclude or limit by law, our liability to you in connection with our Services or these terms, in contract, tort (including negligence) or otherwise, is limited as follows:
- We have no liability arising from your use of our Services for any loss of revenue or profit, loss of goodwill, loss of customers, loss of capital, loss of anticipated savings, legal, tax or accounting compliance issues, damage to reputation, loss in connection with any other contract, or indirect, consequential, incidental, punitive, exemplary or special loss, damage or expense;
- For loss or corruption of your data, our liability will be limited to taking reasonable steps to try and recover that data from our available backups; and
- Our total aggregate liability to you in any circumstances is limited to the total amount you paid us for your subscription in the 12 months immediately preceding the date on which the claim giving rise to the liability arose.
13.4 Australian Consumer Law.
Nothing in the Terms is intended to exclude, restrict or modify any consumer rights under the Competition and Consumer Act 2010 (Cth) (CCA) or any other legislation which may not be excluded, restricted or modified by agreement. If the CCA or any other legislation implies a condition, warranty or term into the Terms or provides statutory guarantees in connection with the Terms, in respect of goods or services supplied (if any), our liability for breach of such a condition, warranty, other term or guarantee is limited (at our election), to the extent it is able to do so: (A) in the case of supply of goods, us doing any one or more of the following: (1) replacing the goods or supplying equivalent goods; (2) repairing the goods; (3) paying the cost of replacing the goods or of acquiring equivalent goods; and (4) paying the cost of having the goods repaired; or (B) in the case of supply of services, our doing either or both of the following: (1) supplying the services again; and (2) paying the cost of having the services supplied again.
- DISPUTES
14.1 Dispute resolution
Most of your concerns can be resolved quickly and to everyone’s satisfaction by contacting us. If we’re unable to resolve your complaint to your satisfaction (or if we haven’t been able to resolve a dispute we have with you after attempting to do so informally), you and we agree to resolve those disputes through binding arbitration or small claims court instead of in courts of general jurisdiction. You and we agree that any dispute must be brought in the parties’ individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
14.2. No professional advice
Synnch isn’t a professional services firm, and isn’t in the business of giving any kind of professional advice. We may provide you with information we think might be useful in running a small business, but this should not be seen as a substitute for professional advice and we aren’t liable for your use of the information in that way.
- GENERAL
15.1 Events outside our control
We aren’t liable to you for any failure or delay in performance of any of our obligations under these terms arising out of any event or circumstance beyond our reasonable control.
15.2 Notices
Any notice you send to Synnch must be sent to the contact details at the bottom of these Terms. Any notices we send to you will be sent to the email address you’ve provided us through your subscription.
15.3 Jurisdiction
Queensland law applies to these Terms and any dispute that may arise between the parties.
15.4 Assignment
Synnch may assign the Terms, and any of its rights under the Terms, in whole or in part, and Synnch may delegate any of its obligations under the Terms. You may not assign the Terms, in whole or in part, nor transfer or sub-license your rights under the Terms, to any third party.
15.5 Consumer laws
In some places, there may be non-excludable warranties, guarantees or other rights provided by law (non-excludable consumer guarantees). They still apply – these terms do not exclude, restrict or modify them. Except for non-excludable consumer guarantees and other rights you have that we cannot exclude, we’re bound only by the express promises made in these terms. Our liability for breach of a non-excludable consumer guarantee is limited, at our option, to either replacing or paying the cost of replacing the relevant service (unless the non-excludable consumer guarantee says otherwise).
15.6 Blocking your access, disabling your subscription, or refusing to process a payment
We may block your access, terminate your subscription, or refuse to process a payment if we reasonably believe there’s a risk – like a potential breach of a law or regulation – associated with you, your company, your subscription, or a payment. Examples of where we might do this include transactions where the payment is from a sanctioned person or country; or where we reasonably believe there is a legal or regulatory risk or a risk of loss being suffered by us or our customers or partners.
15.7 Relationship between the parties
Nothing in these terms is to be construed as constituting a partnership, joint venture, employment or agency relationship between you and us. Synnch may assign these terms – or any of our rights or obligations in these terms – to another Synnch entity as it deems appropriate.
15.8 Enforcement of terms
If there’s any part of these terms that either one of us is unable to enforce, we’ll ignore that part but everything else will remain enforceable.
15.9 Entire Agreement
Other than as stated in this section or as explicitly agreed upon in writing between you and Synnch, the Terms constitute all the terms and conditions agreed upon between you and Synnch and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral.
15.10 Interpretation
Words like ‘include’ and ‘including’ are not words of limitation and where anything is within our discretion we mean our sole discretion.
- DEFINITIONS
Term
Definition
Australian Consumer Law
means schedule 2 of the Competition and Consumer Act 2010.
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Content
means any resources, or other content or material that is made available through the Services.
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Content File
means Synnch assets provided as part of the Services and Software. Unless documentation or specific licences (including but not limited to Additional Terms) state otherwise, we grant you a personal, non-exclusive, non-sublicensable and non-transferable licence to use the Content Files to create your end use (i.e., the derivative application or product authored by you) into which the Content Files or derivations thereof, are embedded for your use (“End Use”). You may modify the Content Files prior to embedding them in the End Use. You may reproduce and distribute Content Files only in connection with your End Use, however, under no circumstances can you distribute the Content Files on a stand-alone basis, outside of the End Use.
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Cooling-off Period
means 14 days from Platform Subscription.
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Devices
means personal computers, mobile handsets, tablets, and/or other devices.
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Non Subscription User
means a person described in clause 3.4.
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Paid Subscriptions
means a subscription to the Synnch Services that you pay a monthly fee for.
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Platform
means the Synnch R&D application.
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Platform Subscription
means creating a user account for the Platform.
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Privacy Policy
means the Synnch Privacy Policy.
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Sample Files
means Synnch-provided audio, visual, video or other content files for use in tutorials, demonstrations and for other trial purposes, which may be identified as sample files. Sample Files cannot be used for any other purpose than for which they were provided. You cannot distribute Sample Files in any way that allows a third party to use, download, extract or access the Sample Files as a stand-alone file and you cannot claim any rights in the Sample Files.
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Service Level Promise
Means the Synnch Service Level promise, on the Website outlining the internal standards we hold ourselves to that will define your experience with our Platform.
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Subscriber
means a person who has subscribed for the Platform.
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Subscription
means a subscription for the Platform.
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Subscription Fee
means the fee payable to Synnch for your Subscription.
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Subscription Period
means the period that your subscription lasts, as outlined in your Synnch Subscription and Cancellation Terms.
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Synnch
means Synnch Pty Ltd ACN 621 400 959.
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Synnch Brand Features
means all Synnch trademarks, service marks, trade names, logos, domain names, and any other features of the Synnch brand.
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Synnch Services
means the Website and Platform.
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Terms
means these terms and conditions, the Privacy Policy and the Synnch Subscription and Cancellation Terms.
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Trial
means use of the Synnch Services, without payment of a Subscription Fee.
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User Content
means any content that you upload to the Platform.
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Website
means www.synnch.com.au.
- CONTACT DETAILS
If you have any questions concerning the Synnch Services or the Terms, please contact Synnch Customer Service using the following details:
Contact details: Synnch Customer Service
P: (07) 1300 565 066
Thank you for reading our Terms. We hope you enjoy using Synnch!
Last updated: August 2020
