IMPORTANT NOTICE: All Payments To Red5 Server Are Non-Refundable

 

This Terms of Service Agreement (“TOS Agreement”) constitutes a valid, binding and enforceable legal contract by and between you, the “Subscriber”, and Red5 Server.

1. Provision of Service: Acceptance of this TOS Agreement and Acceptance of Red5 Server Acceptable Use Policy:

Red5 Server provision of service to Subscriber, and Subscriber’s acceptance and use of said service, constitute Subscriber’s acceptance of, and agreement to, this TOS Agreement as well as Subscriber’s acceptance of, and agreement to, Red5 Server's Acceptable Use Policy (“Red5 Server AUP”) -- which is herewith made a part of this TOS Agreement. This TOS Agreement, including Red5 Server AUP, constitutes the entire agreement between the parties, and supersedes any prior agreements between the parties.

2. Cancellation of Service:

Red5 Server reserves the right to cancel this TOS Agreement and to permanently disconnect the service that Red5 Server provides to Subscriber hereunder at anytime without further obligation. Subscriber may cancel this TOS Agreement and the service that Red5 Server provides to Subscriber hereunder by requesting cancellation via opening a help ticket through the helpdesk at https://Red5-Server.com/contact.html at least fourteen (14) days prior to Subscriber’s next monthly billing date. Red5 Server will not honor notice of cancellation by any other means of communication. Subscriber must be current on all payments and must have all account information available at the time of such request for said requested cancellation to become effective. It is Subscriber’s responsibility to separately confirm that Red5 Server has timely received notice of requested cancellation.

3. Disconnection of Service:

1. Not by way of limitation of Red5 Server right to, at any time for any reason, cancel this TOS Agreement and permanently disconnect the service that Red5 Server provides to Subscriber, Red5 Server also reserves the right to temporarily disconnect (suspend) the service that Red5 Server provides to Subscriber (or any one of them, if Subscriber has more than one account or server):
* For Subscriber’s failure to timely pay any fee or amount due to Red5 Server, in which case Red5 Server will first send Subscriber an email indicating that Subscriber’s account is overdue and advising Subscriber that the service that Red5 Server provides to Subscriber may be terminated if payment is not made within 24 hours; and/or
* If Red5 Server determines, in its sole judgment, that Subscriber is in violation of this TOS Agreement (which includes Red5 Server AUP), and Red5 Server believes that Subscriber can timely and appropriately cure said violation. If, in Red5 Server sole discretion, a potential violation is detected, the service (including all services on all server computers of Subscriber, if Subscriber uses more than one) that Red5 Server provides to Subscriber may be terminated, without notice to Subscriber, until Red5 Server investigation is complete, which investigation Red5 Server shall attempt to complete within a reasonable time period.

Subscriber will not be credited, under any circumstances, for any time that the service that Red5 Server provides to Subscriber is suspended, interrupted or terminated.

4. Red5 Server Not Obligated To Review Activities or Notify of Violations:

Red5 Server is under no obligation to review Subscriber's and/or any of Subscriber’s Sub-User’s (the term “Subscriber’s Sub-User” is defined below) activities to determine if a violation of this TOS Agreement (which includes Red5 Server AUP) has occurred. Further, Red5 Server does not assume any responsibility by virtue of this TOS Agreement (which includes Red5 Server AUP) to monitor, enforce or police Internet-related activities or to notify Subscriber of any actual or suspected violations.

5. Amendment:

Red5 Server reserves the right to amend, and may amend, from time to time, within its sole discretion, the terms and conditions of this TOS Agreement (including Red5 Server AUP). Red5 Server will provide notice of such amendment(s) by posting such amendment(s) on this same page, and Subscriber’s use of Red5 Server services after Red5 Server makes such amendment(s) on its website shall constitute Subscriber's acceptance of any/all such amendments. Amendment(s) shall not constitute grounds for Subscriber’s early cancellation of this TOS Agreement or the service, nor grounds for Subscriber’s non-payment for the service that Red5 Server provides to Subscriber after the effective date of such amendment(s), and Subscriber shall continue to be bound by the terms and conditions of this TOS Agreement, as amended, for any service provided by Red5 Server to Subscriber thereafter. It is Subscriber’s responsibility to review, from time to time, this TOS Agreement (including Red5 Server AUP), as published on Red5 Server website, for any amendment(s).

6. Assignment:

Subscriber may not transfer or assign this TOS Agreement without the prior written consent of Red5 Server. Red5 Server may transfer and assign this TOS Agreement, the Service and all of Red5 Server rights, titles and interests thereunder at any time without consent from or notice to Subscriber.

7. Waiver:

Waiver by Red5 Server of Subscriber’s breach of any term or condition of this TOS Agreement (including Red5 Server AUP) shall not operate as or be construed as a continuing or subsequent waiver thereof or as a waiver of any breach of any other term or condition of this TOS Agreement (including Red5 Server AUP).

8. Compliance with law:

Inasmuch as the service that Red5 Server provides to Subscriber is controlled and operated by Red5 Server from its facilities in the United States, Subscriber shall comply with all U.S. local, state, federal and national laws, statutes, ordinances and regulations that apply to Subscriber’s use of the service that Red5 Server provides to Subscriber, as well as with all laws in all other jurisdictions that apply to Subscriber’s use of the service that Red5 Server provides to Subscriber.

9. Choice of Law / Jurisdiction / Venue / Statute of Limitations:

This TOS Agreement shall be construed in all respects in accordance with the laws of the state of Illinois applicable to contracts enforceable in that state. By entering into this TOS Agreement and accepting and using Red5 Server services hereunder, Subscriber submits to jurisdiction and venue in the courts of Cook County, Illinois, for any dispute(s) related to or rising out of this TOS Agreement. Notwithstanding any contrary provision of law, any claim or cause of action arising out of this TOS Agreement and/or related to the service that Red5 Server provides, or is to provide, to Subscriber must be filed within one (1) year after such claim or cause of action arose or be forever barred.

10. Responsibilities:

a. Subscriber Shall Defend and Indemnify Red5 Server: Subscriber shall fully defend, indemnify, pay and hold harmless Red5 Server and its managers, members, employees, affiliates, attorneys, agents, contractors and licensors (such Red5 Server related parties collectively referred to under this Section 10.A. as “Red5 Server-related party”) for any Subscriber violation(s) of this TOS Agreement (which includes Red5 Server AUP) and for any violation(s) by a sub-subscriber of, client of, customer of, reseller of, user of, sub-user of, or similar party related to, Subscriber (collectively referred to as a “Subscriber’s Sub-User”), that results in any loss, damage, cost or expense to Red5 Server or an Red5 Server-related party, or in any claim made or threatened against Red5 Server or an Red5 Server-related party by any third-party. If Red5 Server or an Red5 Server-related party is sued (or if a suit is threatened against Red5 Server or an Red5 Server-related party) because of Subscriber's or a Subscriber’s Sub-User’s act or omission, Subscriber shall pay any and all damages awarded against Red5 Server and any Red5 Server-related party immediately upon such award (whether or not any appeal is available/taken), plus any and all of Red5 Server and any Red5 Server-related party’s expenses and costs (including Red5 Server and any Red5 Server-related party’s reasonable attorneys’ fees) related thereto;
b. Red5 Server Not Liable: The service that Red5 Server provides to, or is to provide to, Subscriber is provided on an “as is” and “as available” basis, and Subscriber’s use of said service is at Subscriber’s sole risk. In no case shall Red5 Server or any of its managers, members, employees, affiliates, attorneys, agents, contractors or licensors be liable for any direct, indirect, incidental, punitive, exemplary, special or consequential damages, losses, costs or expenses, including, but not limited to, loss of profits, loss of data, loss or damage to goodwill, or loss of use of data or other intangible losses, or for any claim(s) related thereto, even if said party has been advised of the possibility of such damages, losses, costs, expenses or claims, arising from or related to:
* Subscriber’s or Subscriber’s Sub-Users’ use or inability to use the service (whether from Service Faults or otherwise) that Red5 Server provides to, or is to provide to, Subscriber;
* Any destruction, damage, taking, unavailability or other loss of Subscriber’s or any Subscriber’s Sub-User’s system, server or data;
* The cost to procure any substitute service;
* Any unauthorized access or use of Subscriber’s account; or
* Any third party conduct or other matter relating to the service;
c. Content Responsibility: Red5 Server takes no responsibility or accountability for, and Subscriber is entirely responsible and accountable for, any and all Subscriber and third-party data, information and content transmitted by (via email, uploading, posting or otherwise), stored on, inputted to/through, linked to/through and/or served by, Subscriber’s server computer (or any server computer internally assigned to Subscriber) at Red5 Server premises and/or using the service that Red5 Server provides to Subscriber;
d. Subscriber’s Responsibility to Enforce: It is Subscriber’s responsibility to ensure that Subscriber and all of Subscriber’s Sub-Users continuously adhere to the terms and conditions contained in this TOS Agreement (including Red5 Server AUP), and Subscriber is, and will be held, responsible for Subscriber’s acts and omissions and for the acts and omissions of Subscriber’s Sub-Users related thereto. It is in Subscriber’s best interest to implement a similar policy of acceptable use and compliance among Subscriber’s Sub-Users;
e. Subscriber’s Network / Security: Subscriber is solely responsible for ensuring that its network and the network(s) of Subscriber’s Sub-User(s) are configured in a secure manner. Subscriber is solely responsible for any intrusions into, or security breaches of, any of its server computers, networks or systems. Subscriber is solely responsible and accountable for, and Red5 Server shall not be responsible or accountable for, any/all activities that occur on or through Subscriber’s service computers, networks and systems, including any and all acts or omissions by, or attributable to, any third party, using the service that Red5 Server provides to Subscriber;
f. Subscriber’s Responsibility to Backup System/Data – Deletion of System/Data: Red5 Server is not responsible for, and Subscriber is solely responsible for, backing up Subscriber’s system/data, including any/all system/data of any Subscriber’s Sub-User, related to Subscriber’s server computer (or any server computer internally assigned to Subscriber) at Red5 Server premises and/or to the service that Red5 Server provides to Subscriber. Red5 Server will delete any and all Subscriber and Subscriber’s Sub-User system/data immediately upon cancellation of this TOS Agreement for non-payment.;
g. Subscriber’s Responsibility To Insure: Red5 Server is not responsible for, and Subscriber is solely responsible for, fully insuring Subscriber’s and Subscriber’s Sub-Users’ system/data against destruction, damage, taking, unavailability or other loss, and Red5 Server is not responsible for, and Subscriber is solely responsible for, fully insuring any/all server computers, components and equipment owned or controlled by Subscriber against loss and damage during shipment, handling, placement and use, whether said server computer/equipment is in Red5 Server possession or control or otherwise;
h. Age/ Legal Authority:

If Subscriber is an individual, Subscriber must be eighteen (18) years of age or older in order to enter into this TOS Agreement to subscribe to the service that Red5 Server provides to Subscriber, and Subscriber herewith assures Red5 Server that Subscriber meets said age requirement. If Subscriber is an entity, Subscriber herewith assures Red5 Server that it has all the legal authority necessary to enter into this TOS Agreement to subscribe to the service Red5 Server provides to Subscriber.

11. Payment Information:

a. Service Rates: The nature of the service that Red5 Server provides to Subscriber, and the rates and fees thereof, have been communicated to Subscriber by Red5 Server. Red5 Server may amend its rates and fees from time to time, at Red5 Server discretion, which rate change shall become effective as outlined in said posting;
b. Invoicing: Red5 Server does not send out invoices automatically.
c. Refunds and Disputes: All payments made to Red5 Server by Subscriber or on Subscriber’s behalf are nonrefundable – including the one-time set-up fee, if any, as well as any/all subsequent monthly charges (regardless of usage). Overcharges or billing disputes must be reported to Red5 Server within thirty (30) days of occurrence, otherwise Subscriber shall have waived all claims related thereto.
d. Additional Charges for Failure to Timely Pay: Without limiting Red5 Server right to, at any time for any reason, cancel this TOS Agreement and permanently disconnect the service that Red5 Server provides to Subscriber, should Red5 Server suspend the service that Red5 Server provides to Subscriber because of Subscriber’s failure to timely pay any fee or amount due to Red5 Server, Subscriber may be required to pay Red5 Server, in addition to any fees and amounts due a $20.00 late fee.. Suspension of service does not relieve Subscriber of any responsibilities.

 

12. Service and Support:

a. Support & Support Boundaries: Within Red5 Server field of service and ability, Red5 Server offers 24 hours/day x 7 days/week technical support to Subscriber, except during a few holidays and company meetings when we temporarily close our facility. Red5 Server shall not provide technical support to Subscriber’s Sub-Users. Subscriber should contact Red5 Server by opening a help ticket with the support desk for technical assistance at https://Red5-Server.com/contact.html.

b. Service Faults / No Red5 Server Liability / No Warranty: Red5 Server does not guarantee that the service that Red5 Server provides, or is to provide, to Subscriber is or will be free from errors, omissions, corruption, attack, viruses, interference, loss, hacking, security intrusion, delays, non-delivery, wrong delivery or any other causes of interruption or damage (collectively “Service Faults”). As a reminder of, and not as a limitation of, Red5 Server limitation of liability under Section 10.B. above, in no case shall Red5 Server or any of its managers, members, employees, affiliates, attorneys, agents, contractors or licensors be liable for any direct, indirect, incidental, punitive, exemplary, special or consequential damages, losses, costs or expenses, including, but not limited to, loss of profits, loss of data, loss or damage to goodwill, or loss of use of data or other intangible losses, or for any claim(s) related thereto, even if said party has been advised of the possibility of such damages, losses, costs, expenses or claims, arising from or related to the following:

i) Subscriber’s or Subscriber’s Sub-Users’ use or inability to use the service (whether from Service Faults or otherwise) that Red5 Server provides to, or is to provide to, Subscriber,

ii) Any destruction, damage, taking, unavailability or other loss of Subscriber’s or any Subscriber’s Sub-User’s system, server or data,

iii) The cost to procure any substitute service,

iv) Any unauthorized access or use of Subscriber’s account or

v) Any third-party conduct or other matter relating to the service. .

Red5 Server AND ITS MANAGERS, MEMBERS, EMPLOYEES, AFFILIATES, ATTORNEYS, AGENTS, CONTRACTORS AND LICENSORS HEREWITH EXPRESSLY DISCLAIM ANY AND ALL EXPRESS AND IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

NO REQUEST OR ADVICE FROM SUBSCRIBER TO Red5 Server, IN ANY FORM OF MEDIA, SHALL CREATE ANY WARRANTY.

SUBSCRIBER IS SOLELY REPONSIBLE FOR ANY DAMAGE TO SUBSCRIBER’S NETWORK AND SYSTEM AND FOR ANY LOSSES THAT RESULT FROM SUBSCRIBER’S USE OF, OR INABILITY TO USE, THE SERVICE THAT Red5 Server PROVIDES, OR IS TO PROVIDE, TO SUBSCRIBER;

c. IP Address Allocation / Ownership: If Red5 Server assigns Subscriber an Internet Protocol (“IP”) address and/or number(s) for Subscriber's use, the right to use that IP address/number shall belong solely to Red5 Server, and Subscriber shall have no right to use that IP address/number except as permitted by Red5 Server in its sole discretion in connection with the services provided by Red5 Server to Subscriber during the term of this TOS Agreement. Red5 Server shall maintain and control ownership of all IP addresses and numbers that may be assigned to Subscriber by Red5 Server, and Red5 Server reserves the right to change or remove any and all such IP addresses/numbers, in its sole and absolute discretion. Red5 Server allocation of IP addresses/numbers is limited by the policies, as they exist from time to time, of the American Registry for Internet Numbers (“ARIN”), including policies providing that the use of IP addresses or numbers for IP-based virtual hosts are not acceptable as justification for new IP addresses or numbers. Pursuant to ARIN’s policies, as they exist from time to time, Subscriber must use name-based hosting whenever possible. Red5 Server will periodically review IP address usage, and if Red5 Server finds that Subscriber and/or Subscriber’s Sub-Users are using IP addresses or numbers where name-based hosting could be used, Red5 Server will revoke authorization for the use of those IP addresses/numbers. All IP addresses/numbers that are allocated to Subscriber must be utilized within forty-eight (48) hours of allocation, otherwise Red5 Server may retract said unused IP address or number without prior notification to Subscriber.

 

13. Unauthorized Use of Account:

Subscriber shall not reveal Subscriber’s account information to anyone, Subscriber shall protect and maintain the confidentiality and security of Subscriber’s account, Subscriber shall not use anyone else’s account, and Subscriber shall immediately notify Red5 Server of any unauthorized use of Subscriber’s account or any other breach of security. Subscriber is solely responsible and accountable for, and Red5 Server shall not be responsible or accountable for, any/all activities that occur on or through Subscriber’s account, including any and all acts or omissions by, or attributable to, any third party, using the service that Red5 Server provides to Subscriber.
18. Disclosure of Subscriber’s Information to Law Enforcement and to Third Parties:

Subscriber herewith acknowledges and agrees that the Red5 Server may disclose any and all Subscriber information, including, but not limited to, Subscriber contact information, assigned IP addresses/numbers, account history, account use, etc., to any law enforcement agent who requests it, without further consent or notification to Subscriber. In addition, as may be allowed by ARIN policies from time to time, Red5 Server will provide any third party with Subscriber contact information (including the name, telephone number, email address and other contact information of Subscriber). Red5 Server shall apply the terms of this section to any/all of Subscriber’s Sub-Users, and Subscriber shall notify all of Subscriber’s Sub-Users of these terms,

14. SPAM / Unsolicited Commercial Email (UCE) / Unsolicited Bulk Email (UBE):

a. DO NOT SPAM FROM YOUR ACCOUNT. Subscriber may not use or permit others to use the service that Red5 Server provides to Subscriber to transmit (including by email, uploading, posting or other transmission), originate, pass through or otherwise transact any SPAM, UCE and/or UBE. Violations of this policy carry, as well as possible suspension or cancellation of service, additional penalties and/or remedies, including, but not limited to:

* Red5 Server reserves the right to drop the section of any IP space involved in any SPAM/ UCE/ UBE or Denial of Service (DOS) complaints if Red5 Server determines, in its sole discretion, that the offending activity is causing, or may cause, harm to other parties on the Internet (particularly if open relays are on Subscriber’s network or on a Subscriber's Sub-User’s network, or if DOS attacks are originating from Subscriber’s network);

* Subscriber will pay "Research Fees" of $175.00 per hour to compensate Red5 Server for employee time spent investigating Subscriber’s violation. Red5 Server reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated violation;
* First violations of Red5 Server SPAM/ UCE/ UBE policy will result in an "Administrative Fee" of $250.00; a second violation will result in an "Administrative Fee" of $500.00, and immediate cancellation of Subscriber’s service; and

* Red5 Server may notify law enforcement officials if the violation is believed to be a criminal offense;
* Red5 Server's remedies are cumulative and they may be exercised concurrently or separately at any time.
* Lack of action by Red5 Server with respect to any remedy shall not serve as a waiver of that or any other remedy at any time;

IMPORTANT NOTICE:

A Subscriber hosting websites or services on Subscriber’s server computer supporting spammers or resulting in any of Red5 Server IP space to be listed in any of the various Spam Databases or black hole lists will have its service immediately disconnected. Such suspended service will not be reconnected until such time that Subscriber agrees to remove ANY and ALL traces of the offending material immediately upon reconnection, and agrees to allow Red5 Server access to its server computer(s) to confirm that all material has been COMPLETELY removed.

Because Subscriber is ultimately responsible for the actions and omissions of Subscriber’s Sub-Users, it is advisable that Subscriber develop a similar policy for its Sub-Users.

15. Compliance with Red5 Server AUP:

a. Red5 Server AUP is an integral part of this TOS Agreement, and Subscriber agrees to comply with Red5 Server AUP, and to take reasonable steps to ensure that Subscriber’s Sub-Users comply with Red5 Server AUP at all times. Red5 Server AUP applies to Subscriber and to each/all of Subscriber’s Sub-Users and to each/all server computer, network, device and/or system under Subscriber’s control or assigned to Subscriber related to the service Red5 Server provides to Subscriber. Subscriber is, and will be held, responsible and accountable for any and all activity and/or omission by, or attributable to, any third party directly or indirectly using or benefiting from Red5 Server services that violates any of the terms of Red5 Server AUP;
b. Red5 Server reserves the right to investigate actual, suspected or alleged violations of Red5 Server AUP, which includes the right to access data, information, contents and records on, or associated with, any server computer(s) of, or assigned to, Subscriber. Red5 Server shall not be in default of this TOS Agreement if Red5 Server investigation causes Subscriber to incur downtime or requires the sequestering of all or a portion of the Subscriber’s server computers;
c. Red5 Server may involve, and cooperate with, law enforcement authorities in investigating and/or prosecuting Subscriber and/or Subscriber’s Sub-Users who are involved in any violation of Red5 Server AUP. Subscriber shall assist Red5 Server to comply with all laws, ordinances, regulations and rules related to the service Red5 Server provides to Subscriber. Subscriber shall cooperate and comply with any/all civil or criminal investigations regarding activity through, and data, information, contents and records on, or associated with, any server computer(s) of, or assigned to, Subscriber, including, without limitation, discovery orders, subpoenas, freeze orders, search warrants, information requests, wire taps, electronic intercepts and surveillance, preservation requests, and any other order from a court or government entity (each an "Investigation"). Without limiting any other right of Red5 Server, Red5 Server reserves the right to comply with any Investigation without notice to Subscriber;
d. Without limiting Red5 Server right to, at any time for any reason, cancel this TOS Agreement and permanently disconnect the service that Red5 Server provides to Subscriber, Red5 Server may also, in its sole discretion, take any one or more of the following remedies for a violation of Red5 Server AUP:

* Disable access to Subscriber’s content that violates Red5 Server AUP;
* Remove DNS records from Subscriber’s server computer(s);
* Block email or any other network services;
* Effect IP address null routing;
* Take direct action against Subscriber’s Sub-Users;
* Charge Subscriber for remedial actions, and recover any and all expenses from Subscriber in connection with any violation of Red5 Server AUP attributable to Subscriber.
* Red5 Server's remedies are cumulative and they may be exercised concurrently or separately at any time.
* Lack of action by Red5 Server with respect to any remedy shall not serve as a waiver of that or any other remedy at any time;

 

16. Red5 Server's Remedies Cumulative / No Waiver:

Red5 Server remedies under this TOS Agreement are cumulative, and they may be exercised concurrently or separately at any time. Lack of action by Red5 Server with respect to any remedy shall not serve as a waiver of that or any other remedy at any time.

17. Red5 Server Trademarks:

All trademarks, service marks, logos, product names and service names of Red5 Server comprise the trademarks of Red5 Server, and Subscriber shall not, and shall not allow any third party to, display or use in any manner said trademarks without Red5 Server prior written permission.