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# Terms of Use

> Legal terms governing the provision, liability, and usage of SynapsAI Cloud.

Last updated: July 11, 2026

Welcome to SynapsAI Cloud. These Terms of Use ("Terms") establish a binding contractual agreement between you (the "Client") and **SynapsAI Technologies Inc.** ("SynapsAI"). SynapsAI Technologies Inc. is the legal entity that provides the service and bears contractual obligations under these Terms. **SynapsAI Cloud is currently in beta** — see Section 2 for what that means. By creating an account, invoking our API endpoints, or utilizing our provisioned compute services, you agree to these Terms and the related agreements described in Section 13.

## 1. Provision of Service & Infrastructure Scope

SynapsAI Cloud provides raw high-performance compute infrastructure, execution environments, and processing pipelines optimized for executing machine learning models. SynapsAI Cloud does not create, own, curate, or act as an editor for the models or data executed across its platform. SynapsAI does not guarantee any service-level agreement (SLA) for uptime, throughput, latency, or availability unless expressly agreed in a separate written enterprise agreement.

## 2. Beta Services

SynapsAI Cloud is currently offered as a **beta service**. At launch and during early access, the platform as a whole — including APIs, deployments, dashboards, and related infrastructure — is provided for testing and evaluation purposes, not as a production-grade offering.

Individual features may also be labeled beta, preview, experimental, or early access ("Beta Services"). Whether the platform is in general beta or a specific feature is marked as beta, Client acknowledges that the service may contain defects, interruptions, security vulnerabilities, performance limitations, or unexpected behavior. SynapsAI does not guarantee availability, reliability, accuracy, or continued operation during the beta period and may modify, suspend, or discontinue any part of the service at any time without notice. Use of SynapsAI Cloud during beta is at Client's sole risk.

SynapsAI will announce when the platform transitions out of general beta. Until then, these beta terms apply to all use of SynapsAI Cloud.

## 3. Model Licensing & Processing-Only Designation

* **Not a Model Distributor:** SynapsAI Cloud is strictly a processing platform; it does not act as a distributor, licensor, publisher, or rights-holder for any third-party or open-source machine learning models.
* **Client Verification Mandate:** Models are downloaded to our caching architectures utilizing the Client's Hugging Face tokens or direct repository addresses. The Client assumes sole, un-delegable liability for ensuring they possess all valid legal rights, commercial permissions, and license adherence clearances required to host, execute, or query any deployed model weights.
* **Limited Processing License Grant:** By initializing a deployment pipeline, the Client grants SynapsAI a limited, non-exclusive, worldwide, royalty-free license to programmatically download, cache, compile, and execute the specified model weights solely to the extent necessary to provide the processing services to the Client.

## 4. Disclaimers Concerning Generated Content & No Reliance

SynapsAI exercises no administrative filter or creative intervention over the text, audio, images, or video generated by the models hosted on its infrastructure. SynapsAI explicitly disclaims all liability for the accuracy, legality, copyright compliance, safety, or decency of outputs produced by deployed models. The Client assumes sole responsibility for any outputs generated, served, or integrated into their downstream products.

Client acknowledges that SynapsAI Cloud is not responsible for decisions made based on outputs, performance measurements, generated content, or results produced through models executed on the platform. Client uses the service and any outputs at its own discretion and risk and must independently validate results before relying on them for commercial, operational, legal, medical, financial, or safety-critical purposes.

## 5. Account Credentials, API Keys & Deployment Configuration

Client is responsible for maintaining the confidentiality of account credentials, API keys, deployment configurations, and any other access tokens associated with its workspace. Client must restrict API keys to the minimum scope required, rotate compromised credentials promptly, and store secrets using industry-standard practices. SynapsAI is not responsible for unauthorized use, data exposure, billing charges, or downstream harm resulting from compromised Client credentials, misconfigured deployments, or Client-side secret handling failures.

## 6. Beta Access; No Fees

During the beta period, SynapsAI Cloud is provided **without charge** for testing and evaluation. **No billing, invoicing, or sales transactions are conducted during beta.** SynapsAI may offer promotional or unlimited access at its discretion and may impose usage limits, waitlists, or access controls without notice.

When SynapsAI exits beta and enables commercial billing, we will publish updated terms and pricing with reasonable advance notice. Payment processing, when activated, will be handled via **Stripe** and will be subject to Stripe's regional service agreements. SynapsAI bears no liability for payment gateway interruptions, faulty card declines, or third-party transaction disputes.

## 7. Intellectual Property

* **SynapsAI Property:** SynapsAI and its licensors retain all right, title, and interest in and to the SynapsAI Cloud platform, including its software, orchestration systems, APIs, documentation, dashboards, branding, and all related intellectual property. No ownership rights are transferred to Client under these Terms except the limited right to use the service as permitted herein.
* **Client Property:** Client retains all right, title, and interest in Client's input data, prompts, parameters, files, model weights (where Client holds rights), and outputs, subject to the limited processing license granted in Section 3.
* **Feedback:** If Client provides suggestions, ideas, or feedback about the service, SynapsAI may use that feedback without restriction or compensation to Client.

## 8. Absolute Disclaimer of Warranties ("As-Is" Provision)

THE SERVICE IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. SYNAPSAI DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SYNAPSAI DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM DATA LOSS OR COMPUTE DOWNTIME.

## 9. Limitation of Liability & Indemnification

* **Consequential Damages Exclusion:** TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SYNAPSAI, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR SUB-CONTRACTORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICE.
* **Liability Cap:** SYNAPSAI'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT ACTUALLY PAID BY THE CLIENT TO SYNAPSAI FOR THE COMPUTE SERVICES GIVING RISE TO THE LIABILITY DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE ACCRUAL OF THE CLAIM, OR (B) ONE HUNDRED CANADIAN DOLLARS (CAD \$100). During beta, when no fees are charged, the cap in clause (B) applies.
* **Indemnification Mandate:** The Client agrees to fully defend, indemnify, and hold harmless SynapsAI from and against any and all third-party claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) Client's violation of any term of these agreements; (ii) Client's infringement of any third-party right, including copyright, licensing, intellectual property, or privacy protections; or (iii) any claim that Client's data or deployed models caused damage to a third party.

## 10. High-Risk Use Disallowance

The infrastructure provided by SynapsAI is not fault-tolerant and is not designed, manufactured, or intended for use in hazardous environments or critical applications requiring fail-safe performance—such as the operation of medical machinery, nuclear systems, air traffic navigation/control, autonomous vehicular operation, life support arrays, or weapon deployment installations. The Client agrees not to utilize SynapsAI Cloud for any high-risk application where compute latency, failures, or errors could result in injury, death, or severe physical/environmental devastation.

## 11. Acceptable Use, Suspension & Termination

Client must comply with our [Acceptable Use Policy](/legal/acceptable-use-policy), which is incorporated into these Terms by reference.

SynapsAI may suspend or restrict access immediately — without prior notice — if we reasonably believe Client has violated these Terms, the Acceptable Use Policy, or applicable law, or if suspension is necessary to protect the platform, other customers, or third parties.

Either party may terminate the agreement by closing the Client account (Client) or permanently disabling the account (SynapsAI). SynapsAI may discontinue the beta or the service in whole or in part at any time. Upon termination, Client's right to access the service ends immediately. Sections that by their nature should survive termination (including intellectual property, disclaimers, limitation of liability, indemnification, governing law, and dispute resolution) will survive.

## 12. Export Controls & Sanctions

Client represents that it is not located in, organized under the laws of, or ordinarily resident in a country or region subject to comprehensive trade sanctions, and is not identified on any applicable government restricted-party list. Client will not use SynapsAI Cloud in violation of Canadian export control laws, U.S. export regulations where applicable, or any other applicable sanctions or export restrictions. Client is solely responsible for determining whether its models, data, or use of the service requires export licenses or other governmental authorizations.

## 13. Electronic Acceptance, Contract Records & Related Agreements

Access to SynapsAI Cloud requires binding acceptance of these legal agreements:

| Step                                | What you accept                                                                 | How acceptance is recorded                                                                                                                                                           |
| ----------------------------------- | ------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |
| **Account registration**            | [Terms of Use](/legal/terms-of-use) and [Privacy Policy](/legal/privacy-policy) | Affirmative action (checkbox and/or **Accept** control) at signup, plus account identifier, Terms/Privacy version, timestamp, and method of acceptance                               |
| **Continued platform use**          | Current published Terms and Privacy Policy                                      | Use of the dashboard, APIs, or deployments after updates are posted                                                                                                                  |
| **GDPR personal data in workloads** | [Data Processing Agreement](/legal/data-processing-agreement)                   | Automatically incorporated when Client submits inference payloads or files containing personal data regulated by the GDPR or UK Data Protection Act — no separate signature required |

By clicking to accept at registration, creating an account, generating an API key, invoking API endpoints, or continuing to use SynapsAI Cloud after updated Terms are posted, Client agrees that such action constitutes Client's electronic signature and binding acceptance under applicable law, including the **Civil Code of Québec** and **PIPEDA** where relevant.

**Continued use of SynapsAI Cloud after the effective date of revised Terms constitutes acceptance of those revised Terms**, unless applicable law requires separate consent. SynapsAI may maintain records of acceptance for compliance and dispute-resolution purposes. SynapsAI retains archived copies of each published Terms version.

Client's use of the service is also subject to the [Data Policy](/legal/data-policy), [Acceptable Use Policy](/legal/acceptable-use-policy), and [Security Policy](/legal/security-policy), each as published and updated from time to time.

## 14. Force Majeure

SynapsAI shall not be liable for delays, failures, or interruptions in performance caused by events beyond its reasonable control, including but not limited to internet or network outages, upstream cloud or GPU provider failures, datacenter incidents, power failures, hardware failures, labor disputes, governmental actions, regulatory changes, natural disasters, epidemics, or denial-of-service attacks.

## 15. Assignment

Client may not assign or transfer these Terms or any rights under them without SynapsAI's prior written consent. SynapsAI may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets, with notice to Client where practicable.

## 16. Severability, Entire Agreement & Order of Precedence

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.

These Terms, together with the policies and agreements referenced herein, constitute the entire agreement between the parties regarding SynapsAI Cloud and supersede prior oral or written understandings on the same subject.

If documents conflict, the following order of precedence applies (highest first):

1. A separately executed written enterprise agreement between the parties, if any
2. [Data Processing Agreement](/legal/data-processing-agreement) — for GDPR/UK personal data in Client workloads
3. These Terms of Use
4. [Acceptable Use Policy](/legal/acceptable-use-policy), [Data Policy](/legal/data-policy), [Privacy Policy](/legal/privacy-policy), [Security Policy](/legal/security-policy), [Cookie Policy](/legal/cookie-policy), and [Subprocessors](/legal/subprocessors) list

## 17. Reserved Rights

SynapsAI reserves all rights not expressly granted to Client under these Terms. No rights are granted by implication, estoppel, or otherwise.

## 18. Governing Law & Jurisdiction

These Terms and all associated operational agreements are governed exclusively by the laws of the Province of Quebec and the federal laws of Canada applicable therein, without giving effect to any principles of conflicts of law. Any legal action, suit, or proceeding arising out of these agreements shall be instituted exclusively in the courts located in the judicial district of Montreal, Quebec, Canada.

## 19. Contact Address

Legal and administrative regulatory notices must be formally submitted to: **[legal@synapsai.cloud](mailto:legal@synapsai.cloud)**
