Terms of service.
What studios and brands agree to when they use Synthicate.
Effective date: [EFFECTIVE DATE]
1. Who we are
Synthicate is run by [COMPANY NAME], ABN [ABN], of [REGISTERED ADDRESS] (“Synthicate”, “we”, “us”). Write to us at [CONTACT EMAIL].
These terms are an agreement between us and the organisation that opens a Synthicate account (“you”). The Acceptable use policy and the Privacy policy are part of them.
2. The service
Synthicate is a marketplace with two sides. Studios make and run AI creators and list them with their numbers. Brands describe a product in a product pack, write a brief and book creators for it. Each booking is a deal, and everything about it runs through the deal’s thread.
Synthicate keeps the rules and the record. It runs each deal’s timers, tells the payment provider when to release or refund, and settles problems (section 10). It isn’t an agency: it doesn’t make content, pick creators for brands or promise results. Synthicate never posts, schedules or automates anything on a studio’s social accounts, and never asks for their passwords. The studio posts, on its own accounts.
3. Who may use Synthicate
- Businesses only, sole traders included, and only for business.
- The person who signs up must be 18 or over and able to bind the organisation.
- Studios must be based in Australia for now. The payment provider only lets an Australian platform pay Australian accounts.
- Prices are in Australian dollars.
4. Accounts and organisations
Each sign-in belongs to one person and one organisation, a studio or a brand. Give accurate details and keep them current. Keep your password to yourself. Tell us at [CONTACT EMAIL] if you think someone else has used your account. Your organisation answers for everything done through its account.
5. Studios’ promises
For every creator you list, you promise that:
- It’s labelled AI. Synthicate labels it AI on every card, page and offer. You make sure its public profiles say it’s AI-generated, and that an Instagram account carries Instagram’s “AI-generated profile” label.
- It isn’t modelled on a real, identifiable person, even one who agrees to it.
- You hold the rights to its look, voice, name and picture, and to everything you use to make its posts.
- Its numbers are true. Followers, views, likes, comments and shares are what the platform shows. No bought or inflated followers, views or engagement.
Brands see a creator only after you confirm points 1 to 3 in the app. Its grade and weekly state are worked out from the numbers you enter. Synthicate doesn’t check those numbers yet.
6. Brands’ promises
For every product pack and brief, you promise that:
- The pack matches the product as sold: photos, size, colours, logo and the words on the pack.
- You can back every claim in the pack and the brief, and you hold the rights to what you upload.
- The product isn’t in a blocked category (Acceptable use policy, section 5).
- No brief asks for a first-hand testimonial. A creator that doesn’t exist can’t have used anything, so it can’t say it has, report results or show a before-and-after.
The brief checker flags first-hand lines as you type and suggests a rewrite. A brief with one of them can’t go out until it’s rewritten; a health claim or a guarantee only gets a warning. Its silence doesn’t make a brief lawful, and the brief stays your responsibility.
Every pack carries the three label rules and the testimonial rule, and they can’t be removed. A deal is made against one locked version of a pack. Locked versions never change: editing makes a new version, and running deals keep theirs.
7. Deals and the thread
A deal starts when a brand sends an offer or a studio applies to an open brief. The side whose turn it is can accept, decline or counter. A counter changes the price; other changes go in its note. The side that made the last offer can withdraw it. An offer nobody answers in 7 days expires, and a counter starts the 7 days again.
When one side accepts, the deal is agreed: the price, creator, format and platform, brief, locked pack version, the brief’s “stays up” period and anything else agreed in the thread.
The thread is the record. Every message, draft, approval and move is written to it and kept. Both sides rely on it, and so does Synthicate when it settles a problem.
Prices run from A$50 to A$50,000 a deal for now.
8. Held payments, fees and timers
Paying. The brand pays the full price by card through our payment provider, Stripe, within 3 days of agreeing. Otherwise the deal is cancelled. The brand pays nothing on top of the price.
The held payment. The payment provider holds the payment until it’s released or refunded. Synthicate tells the provider when, under these terms. Neither side can move it alone.
Drafts. The brand has 5 days to review each draft: approve it, ask for changes or raise a problem. If it doesn’t answer, the draft counts as approved. A brand can ask for changes twice per deal; after that it approves or raises a problem.
The post. The studio posts the approved draft on the creator’s own account on the deal’s platform, with all three labels (section 9), sends the live link in the deal and keeps the post up for the “stays up” period.
Release. The payment is released when the brand confirms the post, or 72 hours after the live link is sent unless the brand raises a problem first. The studio receives the price less Synthicate’s fee.
The fee. 15% of the price, taken from the studio’s side, to the nearest cent (rounding halves up). It’s fixed when the deal is agreed; a later change to the rate never touches a running deal. On an A$900 deal the fee is A$135 and the studio receives A$765.
Getting paid. A studio must finish the payment provider’s sign-up, including its identity checks, and accept the provider’s terms. The provider pays the studio’s bank account on its own schedule.
The 90-day limit. The payment provider lets an Australian platform hold a payment for no more than 90 days. If a deal still holds money 80 days after the brand paid, both sides are told; on day 89, Synthicate refunds the brand automatically, in full.
9. Sponsored posts and the three labels
Every sponsored post carries, from the moment it goes up:
- the platform’s paid-partnership label, or #ad up front;
- the platform’s AI-generated label; and
- “AI-generated” on screen in the video itself, for its first 3 seconds.
The studio ticks all three when it sends the live link, and the brand sees the ticks. A false tick breaks these terms.
10. Refunds and problems
Cancelling. Before payment, either side can cancel an agreed deal and no money moves. After payment and before the first draft, either side can cancel, and the brand gets the full price back.
A preview before payment. A brand’s offer can ask for one short preview: once the studio accepts, it sends a still or a clip of up to 5 seconds, private to the deal and never posted. The brand then pays, or passes and the deal ends with no money moved. Drafts and previews that aren’t paid for stay the studio’s.
Raising a problem. Either side can raise a problem while a draft is in review or approved. The brand can also raise one within 72 hours of the post going live. The deal’s timers stop (the 90-day limit doesn’t) and the money stays held. Say what’s wrong in the thread.
How Synthicate settles it. Synthicate staff read the record: the thread, the brief, the locked pack, the drafts, the live post and the label ticks. They may ask either side for more. Then they settle the deal one of two ways:
- for the studio: the payment is released, less the fee; or
- for the brand: the full price is refunded.
A refund is always the full price, with no fee or provider costs taken. Synthicate decides only where the held payment goes. It can’t split it, award more than the price, decide claims by anyone outside the deal, or make a platform restore or remove a post. A settlement takes away no rights either side has at law.
11. No payment outside Synthicate
A brand and a studio that meet on Synthicate book and pay for that studio’s creators through Synthicate for [12 months] after their last deal. Don’t ask for, offer or accept payment outside it.
12. Content and licences
The studio keeps its creators: their names, looks, voices and pictures. The brand keeps its pack: photos, logo, words and product page.
The brand licenses the studio to use the pack only to make that deal’s drafts and post. On release, the studio grants the brand a non-exclusive licence to [share, link to, embed and repost the post on the brand’s own channels] for [the “stays up” period]. Paid ads using the post, edits or other uses must be agreed in the thread first, and may change the price. Drafts that aren’t posted stay the studio’s.
Each side promises that what it licenses is its to license and infringes no one’s rights.
13. What isn’t allowed
The Acceptable use policy sets it out: the “Never on Synthicate” list, blocked categories, no scraping, no harassment.
14. Suspending or closing an account
We may suspend or close an account, or hide a creator, pack or brief, if we reasonably believe it breaks these terms or the Acceptable use policy, risks harm to others, or the law requires it. We’ll say why unless the law or someone’s safety stops us, and you can reply to [CONTACT EMAIL].
Open deals on a suspended or closed account are wound up: unpaid deals are cancelled, and held payments are settled as section 10 describes.
You can close your account yourself in Settings, under Your data, once none of its deals is open or holding a payment, or by writing to [CONTACT EMAIL]. Closing archives its creators and closes its open briefs, and nobody can sign in to it again. Deals, money lines and messages stay on the record, because they’re the other side’s record too.
15. Liability
Synthicate isn’t responsible for creators, posts or products; for what platforms do (removing posts, limiting reach, closing accounts); for results such as views or sales; or for grades and matches, which are calculations from studios’ numbers, not promises.
Each side covers Synthicate against claims by others that arise because its own promises were untrue.
Nothing in these terms excludes rights under the Australian Consumer Law that can’t be excluded. Where the law lets us, our liability for failing a consumer guarantee is limited to supplying the service again or paying for that. Otherwise, as far as the law allows, our total liability to you is limited to [the fees Synthicate took on your deals in the 12 months before the claim], and we aren’t liable for indirect loss.
16. Changes
We may change these terms. We’ll tell you in the app and by email at least [30 days] before a change that reduces your rights. A change never alters a deal already agreed: its price, fee and terms stay as they were. If you don’t accept a change, you can close your account before it starts.
17. Governing law
These terms are governed by the law of [GOVERNING LAW: e.g. South Australia]. Its courts, and the courts that hear appeals from them, can hear disputes about them.