Effective Date: April 1, 2025

Terms and Conditions

Welcome to Syntopia! These Terms and Conditions (“Terms”) govern your access to and use of the Syntopia platform, including all associated services, features, and content (collectively, the “Services”). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree, please refrain from using our Services.

1. Definitions

“Syntopia,” “we,” “us,” or “our” refers to Hifetch Ltd, a company registered in England and Wales with company number 12601968, having its registered office at 76 Portland Grove, London SW8 1JH, UK.
“User,” “you,” or “your” refers to any individual or entity accessing or using our Services.
“Content” encompasses all text, graphics, images, music, software, audio, video, information, or other materials available through the Services.
“User Content” refers to any content that Users submit, upload, publish, or otherwise make available through the Services

2. Acceptance of Terms

By accessing or using the Services, you affirm that you are at least 18 years old and capable of entering into a legally binding agreement. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

3. Changes to Terms

We reserve the right to modify these Terms at any time. Any changes will be effective immediately upon posting on our website. Your continued use of the Services after such changes constitutes your acceptance of the new Terms. We encourage you to review these Terms periodically.

4. Description of Services

Syntopia provides an AI-powered livestreaming platform that enables businesses, brands, and creators to deploy interactive AI avatars for live commerce, audience engagement, and digital content streaming across major platforms including TikTok, YouTube, and Instagram. The specific features and functionalities of the Services may evolve over time, and we reserve the right to modify or discontinue any part of the Services at our discretion.

5. Account Registration and Security

To access certain features of the Services, you may be required to create an account. When registering, you agree to: 

Provide accurate, current, and complete information.
Maintain the confidentiality of your account credentials.
Notify us immediately of any unauthorized use of your account.

You are responsible for all activities that occur under your account. We are not liable for any loss or damage arising from your failure to comply with these obligations.

6. User Conduct

Customers or their Authorized Users submit Customer Data to the Platform when using the Services. This can include, but
is not limited to:

Uploaded content (e.g. text, images, video, audio)
Scripts, prompts, and project files
Metadata associated with video projects
User-generated edits, interactions, or annotations

We process Customer Data strictly on behalf of the Customer and according to our contractual agreement.

7. User Content

By submitting User Content through the Services, you grant Syntopia a worldwide, non-exclusive, royalty-free, transferable, and sublicensable license to use, reproduce, modify, adapt, publish, translate, distribute, and display such content in connection with operating and promoting the Services. You represent and warrant that you have the necessary rights to grant this license and that your User Content does not infringe upon any third-party rights.

We reserve the right to remove or disable access to any User Content that violates these Terms or is otherwise objectionable, at our sole discretion.

8. Intellectual Property Rights

All intellectual property rights in the Services and Content, excluding User Content, are owned by Syntopia or our licensors. You are granted a limited, non-exclusive, non-transferable license to access and use the Services for your personal or internal business purposes. This license does not permit you to:

Modify, copy, or create derivative works based on the Services or Content.
Distribute, sell, lease, or sublicense the Services or Content.
Reverse engineer or attempt to extract the source code of the Services.

Any unauthorized use of the Services or Content may violate copyright, trademark, and other laws.

9. Subscription and Payment Terms

Certain features of the Services require a subscription or one-time payment. By subscribing or making a payment, you agree to:

Provide accurate and complete billing information.
Authorise us to charge your provided payment method for all fees due.
Abide by any additional terms presented at the time of purchase.

Non-Refundable Fees. All subscription fees and one-time payments are non-refundable except as expressly required by applicable law. Once a billing cycle has commenced, the full subscription fee for that period is non-refundable regardless of usage.

No Refund After Platform Access. If you access, log into, or use any feature of the Services at any point during a billing period — including but not limited to creating a livestream room, launching an AI avatar, uploading content, or initiating a live session — that billing period’s fee is non-refundable in full. Access to the platform constitutes consumption of the digital service.

B2B Platform — Consumer Cooling-Off Rights Waived. The Services are provided exclusively to businesses, brands, agencies, and professional users acting in a commercial capacity. By purchasing a subscription, you confirm that you are purchasing as a business or trader, not as a consumer. Accordingly, to the fullest extent permitted by law, the 14-day consumer cooling-off right under the UK Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and equivalent EU Directive 2011/83/EU does not apply to your purchase.

Immediate Commencement of Digital Services. By completing your purchase and accessing the platform, you expressly request that the Services begin immediately. You acknowledge that this immediate commencement means you lose any right to cancel under consumer cooling-off regulations that might otherwise apply.

Subscription Renewals. Subscriptions renew automatically at the end of each billing cycle. You may cancel your subscription at any time to prevent future renewals. Cancellation stops future billing only — it does not entitle you to a refund of fees already paid for the current or any prior billing period.

We reserve the right to change our fees at any time, with notice provided to you before such changes take effect.

9A. B2B Only — No Consumer Sales

Syntopia is a business-to-business (B2B) platform. Our Services are intended solely for use by companies, registered businesses, sole traders, agencies, and professional individuals acting in the course of their trade or business.

By creating an account and purchasing any subscription or service, you represent and warrant that:

You are purchasing on behalf of a business or in a professional commercial capacity.
You are not purchasing as a consumer for personal, domestic, or household purposes.
You have the authority to bind your organisation to these Terms.

We reserve the right to terminate accounts where it becomes apparent that the Services are being used for personal consumer purposes rather than business purposes.

10. Termination

We may suspend or terminate your access to the Services at our sole discretion, without prior notice, if you violate these Terms or engage in conduct that we deem harmful to the Services or other users.

Upon termination:

Your right to use the Services will cease immediately.
Any outstanding obligations or liabilities will survive termination.

You may terminate your account at any time by contacting us at support@syntopia.ai. Termination does not entitle you to any refunds of fees paid.

11. User Responsibilities

As a user of Syntopia, you are expected to act responsibly and ethically. You agree that you will:

Use the Services only for lawful purposes and in accordance with these Terms.
Not misuse, copy, or reverse engineer the platform.
Not upload, post, or transmit any content that is infringing, libelous, defamatory, obscene, abusive, or otherwise objectionable.
Not violate any applicable law or regulation in your jurisdiction.
Not transmit or introduce any virus, malware, or other harmful software.

If we determine that you have violated these responsibilities, we reserve the right to restrict or terminate your access to our Services without prior notice.

12. Content Ownership and Licenses

All content and data hosted on or provided by Syntopia (except for User Content) is the property of Hifetch Ltd or its licensors. This includes, but is not limited to, source code, layout, trademarks, logos, videos, scripts, training material, and designs.

User Content License

By uploading or posting any content to Syntopia, you grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, reproduce, adapt, distribute, publicly perform, and display such content for the purposes of providing and improving the Services.

You represent and warrant that:

You have all necessary rights to grant the license above.
Your content does not violate the rights of any third party.

We may remove any content that we believe violates these Terms or is otherwise inappropriate or unlawful.\

13. Feedback

If you submit any feedback, suggestions, or ideas about the Services, you grant us the right to use such feedback without restriction or compensation to you. We are not obligated to implement or respond to feedback but may do so at our discretion.

14. Beta Services

We may offer certain services or features as beta versions. These may be labeled as “beta,” “preview,” “early access,” or similar.

Beta services may contain bugs or errors and are provided “as-is.”
We make no warranties regarding beta features and may discontinue them at any time.
You use beta features at your own risk, and we disclaim any liability arising from such use.

15. Third-Party Services and Content

Our platform may link to or incorporate services, products, or content provided by third parties. We are not responsible for:

The availability, accuracy, or content of third-party sites or services.
Any transactions you enter into with third parties through our platform.

Third-party services may be subject to additional terms, conditions, and privacy policies. Your interactions with such services are solely between you and the third party.

16. Confidentiality

Each party agrees to keep confidential all non-public information disclosed in connection with the Services that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information.

Confidential information does not include information that:

Becomes publicly available through no breach of this agreement.
Was known to the receiving party prior to disclosure.
Is disclosed with the prior written consent of the disclosing party.
Is required to be disclosed by law or regulatory authority.

Both parties agree to use reasonable care to protect confidential information and to use it only for purposes related to the Services.

17. Warranties and Disclaimers

Syntopia is provided to you “as is” and “as available,” without warranties of any kind, either express or implied. To the fullest extent permitted by applicable law, Hifetch Ltd, on behalf of Syntopia, disclaims all warranties, including, but not limited to:

Warranties of merchantability, fitness for a particular purpose, title, non-infringement, and quiet enjoyment.
Any warranties that arise from usage of trade, course of dealing, or course of performance.
Any warranty that the Services will be uninterrupted, secure, error-free, or free from viruses or other harmful components.

You assume full responsibility and risk of loss resulting from your use of or inability to use the Services. No advice or information obtained from Syntopia or any authorized representative shall create any warranty not expressly stated in these Terms.

We do not warrant that:
The Services will meet your specific requirements.
Any defects or errors will be corrected.
The Services will be compatible with your systems or devices.

Syntopia may experience downtime due to maintenance, updates, or technical errors. We will make reasonable efforts to notify users in advance but do not guarantee service continuity or accessibility.

18. Limitation of Liability

To the fullest extent permitted by law, Hifetch Ltd and its affiliates, officers, directors, employees, agents, licensors, or suppliers shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to:

Loss of profits, revenue, business opportunities, goodwill, use, data, or other intangible losses.
Personal injury or property damage.
Unauthorized access to or use of our secure servers and/or any personal information stored therein.
Errors, mistakes, or inaccuracies of content.
Any bugs, viruses, trojan horses, or the like that may be transmitted to or through the Services by any third party.
This limitation applies regardless of whether the alleged liability is based on contract, tort, negligence, strict liability, or any other legal theory, and even if Hifetch Ltd has been advised of the possibility of such damages.

In no event shall the total liability of Hifetch Ltd or Syntopia for all claims relating to the Services exceed the greater of:
The total amount you paid to us for the Services in the six (6) months preceding the claim.
£500 (five hundred British pounds).

19. Indemnification

You agree to defend, indemnify, and hold harmless Hifetch Ltd, its officers, directors, employees, agents, contractors, affiliates, and licensors from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with:

Your access to or use of the Services.
Your violation of these Terms or any applicable law.
Your User Content, including any claim that your content infringes or violates any third-party rights.
Any unauthorized access to or use of your account or data.

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 with our defense of these claims.

20. Service Availability and Support

Syntopia aims to provide continuous access to the Services but makes no guarantee regarding the availability, uptime, or performance of the platform.
We May:

Interrupt Services for scheduled maintenance.
Update or upgrade Services, potentially causing temporary disruptions.
Modify or discontinue Services or any part thereof without notice.

While we may provide technical support, we are not obligated to offer any support services or to maintain the Services in any specific manner.

For any support-related inquiries, users can contact our support team at support@syntopia.ai.

21. No Financial or Performance Guarantees

You understand and agree that:

Syntopia makes no guarantees regarding your earnings, business outcomes, or performance metrics.
Testimonials or case studies presented by Syntopia are illustrative only and do not represent a guarantee or promise of similar results.
Your use of the platform, and any reliance on its tools or data, is at your own discretion and risk.

Hifetch Ltd is not regulated by the Financial Conduct Authority (FCA) and does not provide investment advice or financial services.

22. Data Protection and Privacy

Your privacy and the protection of your data are important to us. Syntopia handles personal data in accordance with our Privacy Policy, which is incorporated by reference into these Terms.

By using our Services, you agree to the collection, use, storage, and disclosure of your information as outlined in the Privacy Policy.

We collect and process the following categories of data:

Contact details (e.g., name, email, phone number)
Account information (e.g., username, login credentials, preferences)
Usage data (e.g., pages visited, actions taken, browser/device info)
Content submitted by users (e.g., avatars, scripts, feedback)

We process data to:
Provide and improve our Services
Communicate with users
Comply with legal obligations
Analyze usage trends and optimize performance

We implement industry-standard security measures to protect your data but cannot guarantee absolute security. You are responsible for safeguarding your own login credentials.

If you are located in the UK, EU, or other jurisdictions with strong data protection laws, you have certain rights (e.g., right of access, rectification, erasure, restriction, and objection). Please refer to our Privacy Policy or contact support@syntopia.ai for data-related inquiries.

23. Intellectual Property Rights

ll intellectual property rights in the Services and associated materials—including software, branding, designs, source code, user interface, and documentation—are owned by Hifetch Ltd or its licensors.

You may not:

Copy, modify, distribute, or create derivative works based on any part of the Services without written consent
Remove, alter, or obscure any copyright, trademark, or proprietary notices
Use our branding, product names, or marks in a misleading or unauthorized way

Any rights not expressly granted herein are reserved.

Users may be granted limited licenses to use specific content or tools on a subscription basis or as part of paid packages. These licenses are non-exclusive, non-transferable, and revocable if you breach any of these Terms.

24. Suspension and Termination of Services

We reserve the right to suspend or terminate your access to the Services at any time, with or without cause, including but not limited to:

Violations of these Terms
Failure to pay for services
Conduct that could harm the reputation, operation, or users of Syntopia

Consequences of termination:
All licenses and rights granted to you under these Terms will cease
You must cease all use of the Services and delete any downloaded materials
We may delete any content or data associated with your account unless required by law to retain it

You may terminate your account at any time by contacting us at support@syntopia.ai. Please note that termination does not entitle you to a refund of any fees paid.

25. Compliance with Laws

You agree to use the Services in compliance with all applicable local, national, and international laws, regulations, and rules. This includes, but is not limited to:

Export control laws
Data protection regulations (e.g., GDPR, UK Data Protection Act)
Intellectual property laws
Online safety and content moderation laws

You represent and warrant that:
You are not located in a country that is subject to a government embargo or listed on any restricted parties list
You will not use the Services for any unlawful or prohibited purpose

We reserve the right to take appropriate legal action if you violate this section.

26. Cooperation with Authorities

We may disclose your information if required to do so by law or if we believe in good faith that such disclosure is necessary to:

Comply with a legal obligation
Prevent or investigate possible wrongdoing
Protect the safety of other users or the public
Defend our legal rights or those of third parties

Where possible and appropriate, we will attempt to notify you of any such legal requests, unless we are legally prohibited from doing so.

27. Governing Law and Jurisdiction

These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter or formation, shall be governed by and construed in accordance with the laws of England and Wales.

You agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or their subject matter or formation.

28. Dispute Resolution

Before initiating formal legal proceedings, you agree to first contact us at support@syntopia.ai to attempt to resolve the issue informally. We will attempt to resolve disputes in good faith.

If we cannot resolve the dispute within thirty (30) days of notification, then either party may pursue legal proceedings under the jurisdiction specified above.

Nothing in this section shall prevent either party from seeking injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property rights or confidential information.

29. Chargebacks and Payment Disputes

You agree not to initiate any chargeback request or payment dispute with your payment provider without first contacting us to attempt to resolve the issue. If you initiate a chargeback or payment dispute without giving us an opportunity to resolve the matter, you:

Forfeit your right to access any Syntopia service or product during the dispute.
Authorize us to contest the chargeback and provide documentation to the payment processor.
Accept that you may be liable for any fees incurred as a result of the chargeback process.
Chargebacks submitted in bad faith (including fraudulent or deceptive claims) will be considered a material breach of these Terms. We will treat such actions as unlawful attempts to obtain services without payment. In such cases, Hifetch Ltd will take any and all legal measures available to protect its rights, including pursuing civil claims for recovery of funds, legal fees, and damages in a court of law. If necessary, we will initiate proceedings to enforce our rights under contract and fraud statutes.
By using our Services, you acknowledge and accept that initiating an unwarranted chargeback may expose you to legal liability and associated costs.

For the avoidance of doubt, initiating a chargeback or payment dispute on the basis of the EU or UK consumer cooling-off period is not a valid ground for reversal, as the Services are sold exclusively to business users who have expressly waived such rights at the point of purchase. Any chargeback initiated on this basis will be contested with full documentation including account access logs, usage records, and these Terms.

30. Changes to These Terms

We reserve the right to update or modify these Terms at any time, in our sole discretion. When we make changes, we will:

Update the “Last Updated” date at the top of this document.
Provide notice by posting the revised Terms on our website.

It is your responsibility to review these Terms regularly. Continued use of the Services after any changes constitutes your acceptance of the updated Terms.

31. Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published by Syntopia, constitute the entire agreement between you and Hifetch Ltd with respect to the Services, superseding any prior agreements, oral or written, relating to the subject matter herein

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. Any attempted assignment in violation of this provision shall be null and void.
We may assign or transfer these Terms without restriction.

32. Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

33. No Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of Hifetch Ltd.

34. Contact Information

If you have any questions or concerns about these Terms or wish to provide legal notices, please contact us at:

Hifetch Ltd (trading as Syntopia)

 76 Portland Grove 
London SW8 1JH
 United Kingdom 
Email: support@syntopia.ai 
Website: https://syntopia.ai

Thank you for choosing Syntopia. We are committed to providing you with a safe, innovative, and reliable digital experience.