Terms and Conditions of WattzOn

NOTICE — READ THIS BEFORE USING WATTZON. USE OF THE WEBSITE ACCOMPANYING THIS LICENSE AGREEMENT INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. PLEASE READ ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT PRIOR TO USING THE WEBSITE. IF YOU DO NOT ACCEPT THESE TERMS, PLEASE DO NOT REGISTER FOR WATTZON.

WattzOn (the “Site”) is provided by Synthesis Studios, Inc., with offices at 5 Upland Road, Floor 2, Cambridge, MA 02140 (the “Company”). This is a legal agreement (“Agreement”) between you and the Company, please read the Agreement carefully before registering for the Site. By completing your registration, you will become a registered user of the Site (a “Registered User”) and you agree to be bound by the terms and conditions of this Agreement (the “Terms”) for as long as you continue to be a Registered User. IF YOU DO NOT AGREE TO THE TERMS, PLEASE DO NOT REGISTER FOR THE SITE. The Terms are subject to change by the Company at any time, effective upon notice to you or the posting of such revised terms on the Site. Any use of the Site after such notice will constitute acceptance by you of such changes.

1. License and Proprietary Rights. Subject to the terms and conditions hereof, you are hereby granted a non-sublicensable, non-transferable, non-exclusive, royalty-free license to use the Site during the Term (as defined below). Other than the foregoing license, no rights or licenses are granted hereunder and the Company owns and hereby retains all proprietary rights in the Site. You agree to use your best efforts to prevent and protect the contents of the Site from unauthorized use. Company and its licensors reserve all rights not expressly granted to you. Company’s licensors are the intended third party beneficiaries of this agreement and have the express right to rely upon and directly enforce the terms set forth herein.

2. No Further Obligations. Nothing herein shall obligate you to license any additional services from the Company. Nothing herein shall obligate the Company to provide or market any additional services or support.

3. Limitation on Use. You may not remove, alter, cover or obfuscate any copyright notices, trademark notices or other proprietary rights notices placed or embedded on or in the Site. You may not cause or permit any third party to do any of the foregoing.

4. Disclaimer of Warranties. THE COMPANY PROVIDES THE SITE ON AN “AS IS” AND “AS AVAILABLE” BASIS AND GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW THE COMPANY SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

5. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR INDIRECT DAMAGES ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE THE SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OR CORRUPTION OF DATA OR PROGRAMS, SERVICE INTERRUPTIONS AND PROCUREMENT OF SUBSTITUTE SERVICES, EVEN IF THE COMPANY KNOWS OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6. Term and Termination. This Agreement shall become effective upon your acceptance of the Agreement by registering for the Site or your use of the Site and shall remain in effect in perpetuity unless terminated hereunder (the “Term”). Either you or the Company may terminate this Agreement at any time, for any reason or no reason, without explanation, effective upon sending written notice to the other party.

7. General Provisions. You agree that Massachusetts law (without giving effect to its conflicts of law principles) shall govern this Agreement, and that any dispute arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction and venue of the federal and state courts serving Cambridge, Massachusetts, other than for actions to enforce any order or judgment entered by such courts. You agree that the Company may seek injunctive relief for any claims arising out of a breach of the provisions hereof related to confidentiality or proprietary information. This Agreement, accepted upon registration for the Site, contains the entire agreement between you and the Company regarding the use of this Site. In the event that any provision of this Agreement shall for any reason be held invalid, illegal or unenforceable in any respect, the remaining provisions shall remain in full force and effect. No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing. Unless otherwise explicitly stated, the terms and conditions hereof will survive termination of this Agreement.