This Agreement is entered into on the date the order is placed, (the “Effective Date”) by and between Customer listed in the online order or on the service agreement (“Customer”) and KeyCDN. Customer and KeyCDN are sometimes referred to collectively in this Agreement as the “Parties.” Customer desires to engage KeyCDN for the purpose of providing content delivery network and/or related services to Customer’s and/or Customer’s site on the World Wide Web (the “Website”) and providing bandwidth, website acceleration, consulting, custom programming and other services to Customer.To carry out these purposes, the Parties have agreed to the following:
The term “Credit” refers to the internal currency of KeyCDN to charge against different services such as storage, bandwidth and other services. 1 credit equals 1 USD. Subject to change without prior notice.
The term “Browser” refers to a program used to provide interactive, graphical access to sites on the World Wide Web.
InternetThe term “Internet” refers to the global network of computers using the TCP/IP protocol for communication.
WebThe term “Web” refers to the World Wide Web. The Web is a graphical interface used to access sites on the Internet.
WebsiteThe term “Website” refers to a series of interconnected Hypertext Markup Language documents capable of residing on a single server computer.
ServerThe term “Server” refers to a Internet-connected computer on the KeyCDN’s high-speed network.
Support Request (SR)The term “Support Request” refers to the support system available in the KeyCDN dashboard.
ZoneThe term “Zone” refers to single instance that is used for content delivery with individual settings.
StorageDisk space is available at a rate per GB each month as listed on KeyCDN’s website as amended from time to time.
BandwidthBandwidth (data transfer) as stated on KeyCDN’s website as amended from time to time.
Availability of KeyCDN (SLA)KeyCDN’s Content Delivery Network will be available to Internet users at least 99.99%.
Log InformationCustomer will have access to usage statistics via the dashboard as KeyCDN makes them available.
BackupsCustomer is solely responsible for the backup of all of Customer’s data and files. KeyCDN is disclaiming any and all responsibility for the backup of customer’s files, data, content and the integrity and content of Customer’s files.
CreditsKeyCDN credits are non-refundable and expire after 12 months. Free credits expire after 30 days. Promotional credits expire after 6 months. Exceptions might be granted. KeyCDN might adjust the automated payment amount if there's more than 1 payment per day.
Technical SupportKeyCDN will provide basic, product-specific technical support during regular business hours, depending on the package or service purchased by Customer and may charge additional fees for support that exceeds basic support. Critical support requests are covered by 24x7 support. Fees apply at a rate of 200 credits per hour if the SR was not critical but opened as a critical SR. A critical issue is if a zone is down or the content is not accessible at all.
Limitations of Warranties and Liability.Customer agrees that its use of Services and its reliance upon information provided by KeyCDN are entirely at Customer’s own risk. Customer acknowledges and agrees that KeyCDN exercises no control over, and accepts no responsibility for, the content of data, scripts, or other information passing through KeyCDN’s host computers, network hubs and points of presence or the Internet. THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN AS IS, AS AVAILABLE BASIS. NEITHER KEYCDN, ITS CUSTOMERS, EMPLOYEES, AGENTS, OR AFFILIATES MAKES ANY WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, FOR THE SERVICES OR ANY EQUIPMENT PROVIDED IN CONJUNCTION THEREWITH. NEITHER KEYCDN NOR ITS CUSTOMERS, EMPLOYEES, AGENTS, OR AFFILIATES MAKES ANY WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. KEYCDN IS NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM CUSTOMER OR STORED BY CUSTOMER OR ANY OF CUSTOMER’S CUSTOMERS VIA THE SERVICES PROVIDED BY KEYCDN. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY ANY KEYCDN EMPLOYEE, CUSTOMER, OR AGENT WILL CREATE A WARRANTY; NOR MAY CUSTOMER OR ANY OF CUSTOMER’S CUSTOMERS, EMPLOYEES, OR AGENTS RELY ON ANY SUCH INFORMATION OR ADVICE. The parties hereby agree that the terms of this section shall survive any termination of this Agreement. Indemnification. Customer agrees to indemnify, defend and hold harmless KeyCDN and its parent, subsidiary and affiliated companies, and each of their respective members, officers, directors, employees, shareholders and agents (each an “indemnified party” and, collectively, “indemnified parties”) from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative), and expenses (including, but not limited to, reasonable attorney’s fees) threatened, asserted, or filed by a third party against any of the indemnified parties arising out of or relating to Customer’s use of the Services, any violation by Customer of this agreement, any breach of any representation, warranty or covenant of Customer contained in this Agreement or any acts or omissions of Customer. The terms of this section shall survive any termination of this Agreement. Limitation of Liability. – Customer agrees neither KeyCDN nor any of its employees, Customers, or agents shall be held responsible or liable for situations where the Services are accessed by third parties through illegal or otherwise unauthorized means, including situations where such data is accessed through the exploitation of security gaps, weaknesses or flaws (whether known or unknown to KeyCDN at the time) which may exist in the Services or KeyCDN’s equipment used to provide the Services. – Under no circumstances, including negligence, shall KeyCDN or any of its employees, Customers, or agents be liable for any indirect, incidental, special, consequential or punitive damages, or loss of profits, revenue, data or use by Customer, any of its Customers, any Reseller Customer or any other third party, whether in an action in contract or tort or strict liability or other legal theory, even if KeyCDN has been advised of the possibility of such damages. No KeyCDN Person shall be liable to Customer, any of its Customers, any Reseller Customer or any other third party, for any loss or damages that result or are alleged to have resulted from the use of or inability to use the Services, or that results from mistakes, omissions, interruptions, deletion of files, loss of data, errors, viruses, defects, delays in operations, or transmission or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to KeyCDN’s records, programs, equipment or services. – Notwithstanding anything to the contrary in this Agreement, KeyCDN’s maximum liability under this Agreement for all damages, losses, costs and causes of actions from any and all claims regardless of the legal theory or the nature of the cause of action shall not exceed the actual dollar amount paid by Customer for the Services which gave rise to such damages, losses and causes of actions during the twelve (12) month period prior to the date the cause of action arose or the injury or loss occurred. – Customer understands, acknowledges and agrees that if KeyCDN takes any corrective action under this Agreement because of an action of Customer or one its Customers that corrective action may adversely affect other Customers of Customer or other Reseller Customers, and Customer agrees that KeyCDN shall have no liability to Customer, any of its Customers or any Reseller Customer due to such corrective action by KeyCDN. – This limitation of liability reflects an informed and voluntary allocation of risks between the parties and applies to risks both know and unknown that may exist in connection with this Agreement. The terms of this section shall survive any termination of this Agreement.
Prohibited Uses and Activities.KeyCDN may immediately take corrective action, including removal of all or a portion of the Customer’s content, disconnection or discontinuance of any Services if Customer, or anyone accessing Customer’s account or server space, engages in any of the prohibited Uses. Customer hereby agrees that KeyCDN shall have no liability to Customer or any of Customer’s Customers due to any corrective action that KeyCDN may take (including, without limitation, disconnection of Services).
A. Violations of Intellectual Property RightsCustomer agrees that it shall not violate any intellectual property rights and that it shall not resell services to any party that violates intellectual property rights. Any violation of any individual or entity’s intellectual property rights including, rights of privacy and rights of publicity are prohibited. KeyCDN is required by law to remove or block access to content appearing on or through the Services upon receipt of proper notice of copyright infringement (see “Copyright Infringement Notice Information” below).
B. SpammingCustomer agrees not to send spam or resell its services to anyone who sends spam. The term “spam” includes, but is not limited to, the sending of unsolicited bulk and/or commercial e-mail messages over the Internet or maintaining an open SMTP policy. In the event of of a dispute KeyCDN reserves the right to determine, in its sole and discretion, whether e-mail recipients were from an opt-in email list.
C. Misrepresentation of Transmission InformationCustomer agrees not to forge, misrepresent, omit, or delete message headers, return mailing information and/or Internet protocol addresses to conceal or misidentify the origin of any message or to resell services to anyone who engages in said conduct.
D. Viruses and Other Destructive ActivitiesUse of the Services for creating or sending malicious, destructive or nuisance code, examples of which include but are not limited to, viruses, worms and Trojan horses, or for pinging, flooding or mail-bombing, or engaging in denial of service attacks is prohibited and is a breach of this agreement. Customer also agrees not to engage in any other activity that is intended to disrupt or interfere with, or that results in the disruption of or interference with, the ability of others to effectively use the Services (or any connected network, system, service or equipment).
E. Malicious or Unauthorized HackingCustomer agrees not conduct or promote any “Hacking” activity and agrees that “Hacking” as herein defined includes but is not limited to, the following activities: illegally or without authorization, accessing computers, accounts or networks, penetrating or attempting to penetrate security measures, port scans, stealth scans, and other activities designed to assist in malicious or unauthorized hacking or cracking. Any such activity on the part of Customer is a material breach of this Agreement.
F. Child PornographyThe use of the Services to store, post, display, transmit, advertise or otherwise make available child pornography is prohibited. KeyCDN will as required by law, notify law enforcement agencies when it becomes aware of the presence of child pornography on, or being transmitted through, the Services.
G. Other Illegal ActivitiesThe use of the Services to engage in any activities that are determined by KeyCDN, in its sole and absolute discretion, to be illegal or which in KeyCDN’s opinion are likely to be found to be illegal is prohibited. Such illegal or potentially illegal activities include, but are not limited to, storing, posting, displaying, transmitting or otherwise making available ponzi or pyramid schemes, password and cracking information, fraudulently charging credit cards or displaying credit card information or other private information of third parties without their consent, and failure to comply with applicable on-line privacy laws. KeyCDN will cooperate fully with appropriate law enforcement agencies in connection with any and all illegal activities occurring on or through the Services.
H. Obscene, Defamatory, Abusive or Threatening LanguageUse of the Services to store, post, transmit, display or otherwise make available obscene, defamatory, harassing, abusive or threatening language is prohibited.
I. Other Prohibited ActivitiesEngaging in any activity that, in KeyCDN’s sole and absolute discretion, disrupts, interferes with or is harmful to (or threatens to disrupt, interfere with, or be harmful to) the Services, KeyCDN’s business, operations, reputation, goodwill, Customers and/or Customer relations, or the ability of KeyCDN’s Customers to effectively use the Services is prohibited. Such prohibited activities include making available any program, product or service that is designed to or could be used to violate this Agreement. In addition, the failure by a Customer to cooperate with KeyCDN in correcting or preventing violations of this Agreement by, or that result from the activity of, a Customer of the Subscriber is a violation of this Agreement.
Copyright Notice Infringement Information.Pursuant to the Digital Millennium Copyright Act, KeyCDN has adopted a policy that provides for termination of websites serviced by KeyCDN that are found to infringe on copyrights of third parties. Customer expressly acknowledges that they are aware of this provision and Customer waives any claims it may have should it be injured by the enforcement of this provision. If a copyright holder believes that there has been a violation of their copyright on a website that is serviced by KeyCDN and the copyright holder demands that KeyCDN remove the website or disable the material in question, KeyCDN will remove the website or disable the material if the copyright holder provides KeyCDN with all of the following information: - A signature of a person authorized to act on behalf of the Customer of the exclusive right that is allegedly infringed. - Identification of the copyrighted work that is claimed to have been or being infringed, or, in the case of claimed infringement of multiple copyrighted works, a representative list of such works. - Identification of the material that is claimed to be infringing or is the subject of infringing activity and that should be removed or access to which should be disabled, with information reasonably sufficient to permit us to locate the material. Information reasonably sufficient to permit us to contact the person giving the notification, such as an address and telephone, and, if available, an electronic mail address at which such person may be contacted. - A statement that the person giving the notification has a good faith belief that use of the material in the manner complained of is not authorized by the copyright Customer, its agent, or the law. - A statement that the information in the notification is accurate, and under penalty of perjury, that the person giving the notification is authorized to act on behalf of the Customer of the exclusive right that is allegedly infringed.
Right to Monitor and Remove Unacceptable Content.KeyCDN has the right, but not the duty, to review and monitor all content submitted for or included on it’s network, and in its sole discretion to remove any content that KeyCDN finds objectionable for any reason, without prior notice to Customer.
Term Of Agreement.Unless agreed otherwise in writing this Agreement will take effect on the date Customer orders KeyCDN’s service and remains in full force and effect until terminated.
Termination.KeyCDN may terminate this agreement at anytime for any act KeyCDN determines in their sole and absolute discretion is harmful in any manner to users, KeyCDN or anyone including but not limited to anything that violates any law anywhere.
Assignment.KeyCDN may assign this agreement at any time and without notice to Customer. Customer shall not have the right to assign this Agreement without the prior written consent of KeyCDN. This Agreement shall be binding upon and inure to the benefit of Customer and KeyCDN and their successors and permitted assigns.
Modifications.This Agreement may be amended at any time and from time to time at KeyCDN’s sole and absolute discretion by posting changes to the KeyCDN website and Customer hereby agrees to review the KeyCDN website for changes that shall become part of this Agreement.
Force Majeure.KeyCDN will be excused from delays in performing or from failing to perform its obligations under this Agreement to the extent the delays or failures result from causes beyond the reasonable control of the Party. However, to be excused from delay or failure to perform, the Party must act diligently to remedy the cause of the delay or failure.
Validity of Agreement.If any term, provision, covenant, or condition of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the rest of the Agreement shall remain in full force and effect and shall in no way be affected or invalidated.
Entire Agreement.This Agreement, including all Exhibits, Appendices, and Attachments, contains the entire agreement of the Parties relating to the rights granted and obligations assumed in this Agreement. Any oral representations or modifications concerning this instrument shall be of no force or effect unless contained in a subsequent written modification signed by the Party to be charged.
LAST MODIFIED 01-08-2015
Personal identification informationWe may collect personal identification information from Users in a variety of ways, including, but not limited to, when Users visit our site, register on the site, place an order, subscribe to the newsletter, respond to a survey, fill out a form, and in connection with other activities, services, features or resources we make available on our Site. Users may be asked for, as appropriate, name, email address, mailing address, phone number, credit card information. Users may, however, visit our Site anonymously. We will collect personal identification information from Users only if they voluntarily submit such information to us. Users can always refuse to supply personally identification information, except that it may prevent them from engaging in certain Site related activities.
Non-personal identification informationWe may collect non-personal identification information about Users whenever they interact with our Site. Non-personal identification information may include the browser name, the type of computer and technical information about Users means of connection to our Site, such as the operating system and the Internet service providers utilized and other similar information.
How we use collected informationKeyCDN may collect and use Users personal information for the following purposes:
- To improve customer service
Information you provide helps us respond to your customer service requests and support needs more efficiently.
- To personalize user experience
We may use information in the aggregate to understand how our Users as a group use the services and resources provided on our Site.
- To improve our Site
We may use feedback you provide to improve our products and services.
- To process payments
We may use the information Users provide about themselves when placing an order only to provide service to that order. We do not share this information with outside parties except to the extent necessary to provide the service.
- To run a promotion, contest, survey or other Site feature
To send Users information they agreed to receive about topics we think will be of interest to them.
- To send periodic emails
We may use the email address to send User information and updates pertaining to their order. It may also be used to respond to their inquiries, questions, and/or other requests. If User decides to opt-in to our mailing list, they will receive emails that may include company news, updates, related product or service information, etc. If at any time the User would like to unsubscribe from receiving future emails, they may do so by contacting us via our Site.
How we protect your informationWe adopt appropriate data collection, storage and processing practices and security measures to protect against unauthorized access, alteration, disclosure or destruction of your personal information, username, password, transaction information and data stored on our Site. Sensitive and private data exchange between the Site and its Users happens over a SSL secured communication channel and is encrypted and protected with digital signatures.
Sharing your personal informationWe do not sell, trade, or rent Users personal identification information to others. We may share generic aggregated demographic information not linked to any personal identification information regarding visitors and users with our business partners, trusted affiliates and advertisers for the purposes outlined above.
Third party websitesUsers may find advertising or other content on our Site that link to the sites and services of our partners, suppliers, advertisers, sponsors, licensors and other third parties. We do not control the content or links that appear on these sites and are not responsible for the practices employed by websites linked to or from our Site. In addition, these sites or services, including their content and links, may be constantly changing. These sites and services may have their own privacy policies and customer service policies. Browsing and interaction on any other website, including websites which have a link to our Site, is subject to that website's own terms and policies.
Your acceptance of these termsBy using this Site, you signify your acceptance of this policy. If you do not agree to this policy, please do not use our Site. Your continued use of the Site following the posting of changes to this policy will be deemed your acceptance of those changes.
LAST MODIFIED 02-25-2013