This Video Hosting Agreement is between Videolinq, described as VIDEOLINQ and the person/company who use our video subscription service described as the CUSTOMER. Please read carefully to ensure you understand our terms before purchasing any of our products or services. You may print this page for reference.
Videolinq agrees to provide the services stated for the price agreed at any given time.
All customers are responsible for monitoring their account usage each month. Customers who go over the limit of their account will be sent an email with the option to either upgrade their account or reduce usage.
Invoices due and renewal notices are emailed few days before the actual due date in your account. If your using a credit card you will not have to worry about manuel payments. We will use your credit card on file to pay for due invoices. If you pay by check or by bank transfer please remit promptly to avoid late fee charges. If payment is not received within 7 days of the due date a 2% interest penalty fee will be added. Videolinq reserves the right to change prices at any time, unless other terms have been agreed upon. Any account not brought current within a week (7 days) of e-mail notice or exceeding this time frame in any way is subject to suspension. CUSTOMER are responsible for all fees owed on the account from the time it was established to the time that CUSTOMER notifies Videolinq to request for termination of services. Your Videolinq account will automatically renew at this length unless cancelled before the renewal date. Payments made for Videolinq subscription services are non-refundable.
Subscription Plan Limitation
Videolinq provides service level plans with preset amount of bandwidth and data transfer. When CUSTOMER use their account and pass these presets, Videolinq will bill the customer for over-usage. Failure to pay the plan over-usage fees will result in account termination.
Cancellation and Early Termination
Customers acknowledge that the amount of the services bought is based on customers agreement to pay the fee for the initial term or renewal term. When a service includes a setup fee, the setup fee paid during the ordering process is non-refundable.
Any attempt to undermine or cause harm to a server or a CUSTOMER of Videolinq is strictly prohibited. Videolinq will strongly react to any use or attempted use of an Internet account or computer without the owner's authorization. Such attempts include 'Internet scamming' (tricking other people into releasing their passwords), password theft, security hole scanning, etc.
Any unauthorized use of accounts or computers by customers, whether or not the attacked account or computer belongs to Videolinq, will result in action against the customer. Possible actions include warnings, account suspension or cancelation, as well as civil or criminal legal action, depending on the seriousness of the attack.
IMPORTANT NOTE - Videolinq has the right to discontinue service, or deny access to anyone who violates our policies or the terms and conditions shown below WITHOUT WARNING or PRIOR NOTICE. No refunds of fees paid will be made if account termination is due to violation of the terms outlined below.
Subscription plans may be terminated if it includes the following content or have links to the following content: Providing material that is grossly offensive to the Web community including blatant expressions of bigotry, racism, hatred, or profanity; promoting or providing instructional information about illegal activities; promoting physical harm or injury against any group or individual; displaying material containing obscene nudity or pornographic material (not applicable to managed dedicated servers); displaying material that exploits children under 18-years of age; acts of copyright infringement including offering pirated computer programs or links to such programs; misuse of account contact information including missing or incorrect contact details; information used to circumvent manufacturer-installed copy-protect devices, including serial or registration numbers for software programs, or any type of cracker utilities.
CUSTOMER agree to use our services under an Acceptable Usage Policy incorporated with this agreement. Customers agree that Videolinq hold the right to change their AUP at any time to meet hosting standards and laws. Amendments to the AUP are effective on the earlier of Videolinq notice to Customer that an amendment has been made, or the first day of any Renewal Term that begins subsequent to the amendment. Customer agrees to cooperate with Videolinq reasonable investigation of any suspected violation of the AUP. In the event of a dispute between Videolinq and Customer regarding the interpretation of the AUP, Videolinq commercially reasonable interpretation of the AUP shall govern.
Customer represents and warrants to Videolinq that the information he, she or it has provided and will provide to Videolinq for purposes of establishing and maintaining the service is accurate. If Customer is an individual, Customer represents and warrants to Videolinq that he or she is at least 18 years of age. Videolinq may rely on the instructions of the person listed as the Primary Customer Contact on the Order with regard to Customer's account until Customer has provided a written notice changing the Primary Customer Contract.
99.99% Uptime Guarantee
(1.) SERVICE LEVEL AGREEMENT ('SLA') & SPECIFICATIONS - Videolinq endeavors to have the content of Videolinq services available for access by any party in the world 99.99% of the time. Network downtime ('unavailability') is defined as 100% packet loss from Videolinq to its backbone providers. Inability of a customer to use the Videolinq console is not considered as service failure. Downtime is measured past 10 minutes after notification of network failure via Videolinq's online ticketing system. If the ticketing system itself is unreachable, the ticket must be started by calling the Videolinq emergency number +1 (289) 715-2150 ext. 711.
(2.) COVERAGE - This 99.99% SLA uptime guarantee applies to Customer subscribing to specific plans who are in good financial standing with Videolinq at the time of a service outage. Videolinq's administrators will determine the end of the downtime by a traceroute the customer resources from outside the Videolinq network.
(3.) SERVICE CREDITS - In the event that the customer account is unavailable for less than 100%, Videolinq will credit the following month's service fee as follows. Customer credit shall be retroactive and measured in 24 hours a day of a calendar month, with the maximum credit not exceeding 50% of the monthly service charge paid by the customer for the affected month.
- 95% to 99.9% - Customer account will be credited 10% of your monthly subscription fee
- 90% to 94.9% - Customer account will be credited 20% of your monthly subscription fee
- 89.9% or below - Customer account will be credited 50% of your monthly subscription fee (3b.)
Credit shall not be provided the customer in the event that you have any outage resulting from:
- scheduled maintenance as posted from time to time by Videolinq,
- your behavior or the performance or failure of your equipment, facilities or applications,
- circumstances beyond Videolinq's reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of interruption or delay in telecommunications or third party services, including DNS propagation, domain name registration/transfer, failure of third party software or hardware or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of your web site,
- customer breaking any agreement policy in Videolinq's 'Terms & Conditions and AUP' causing a machine to fail as a result.
Technical Support Boundaries
Videolinq provides technical support for customers that encompasses within our area of expertise only. Such expertise includes assistance, troubleshooting, and debugging of our media dashboard control panel interface, servers within our immediate responsibility and any other video hosting related issues. Videolinq's service support plans (Standard, Silver, and Gold) are explained here.
Unlike many hosting companies we do our best to help with scripts, templates and programing languages. However, under no circumstances is Videolinq obligated to help the customer in the installations of new application modules, templates and/or programming languages, nor in providing assistance for any errors produced by any applications, web or media servers operated by the customer or their sub-contractors.
Stream target Destinations
Videolinq provides simple workflows to relay video to 3rd party media services. Videolinq will not be responsible for streams sent to 3rd party streaming providers. This includes inability to deliver the stream to another provider or to display the video a video player not provided by Videolinq.
Customer agrees to indemnify and hold harmless Videolinq, Videolinq's affiliates, and each of their respective officers, directors, agents, and employees from and against any and all claims, demands, liabilities, obligations, losses, damages, penalties, fines, punitive damages, amounts in interest, expenses and disbursements of any kind and nature whatsoever (including reasonable attorneys fees) brought by a third party under any theory of legal liability arising out of or related to the actual or alleged use of Customer's services in violation of applicable law or the AUP by Customer or any person using Customer's log on information, regardless of whether such person has been authorized to use the services by Customer.
YOU AGREE TO DEFEND,INDEMNIFY AND HOLD HARMLESS VIDEOLINQ AGAINST LIABILITIES ARISING OF:
(1) ANY INJURY TO PERSON OR PROPERTY CAUSED BY ANY PRODUCTS SOLD OR OTHERWISE DISTRIBUTED IN CONNECTION WITH VIDEOLINQ'S SERVICE.
(2) ANY MATERIAL SUPPLIED BY THE CUSTOMER INFRINGING OR ALLEGEDLY INFRINGING ON THE PROPRIETARY RIGHTS OF A THIRD PARTY
(3) COPYRIGHT INFRINGEMENT AND
(4) ANY DEFECTIVE PRODUCTS SOLD TO CUSTOMER FROM VIDEOLINQ'S SERVICE.
Disclaimer of Warranties
Videolinq does not warrant or represent that the services will be uninterrupted, error free, or completely secure. To the extent permitted by applicable law Videolinq disclaims any and all warranties including the implied warranties or merchantability, fitness for a particular purpose and non-infringement. To the extent permitted by applicable law all services are provided on an "As Is" basis.
Limitation of Damages
Neither party shall be liable to the other for any lost profits or any indirect, special incidental, consequential or punitive loss or damage of any kind, or for damages that could have been avoided by the use of reasonable diligence, arising in connection with the agreement, even if the party has been advised or should be aware of the possibility of such damages.
Notwithstanding anything else in the agreement to the contrary, the maximum aggregate liability of Videolinq and any of its employees, agents or affiliates, under any theory of the law (including breach of contract, tort, strict liability and infringement) shall be a payment of money not to exceed the amount payable by customer for three months service.
Suspension of Services/Termination
Customer agrees that Videolinq may suspend services to Customer without notice and without liability if: (i) Videolinq reasonably believes that the services are being used in violation of the AUP; (ii) Customer fails to cooperate with any reasonable investigation of any suspected violation of the AUP; (iii) Videolinq reasonably believes that the suspension of service is necessary to protect its network or its other customers, or (iv) as requested by a law enforcement or regulatory agency. Customer shall pay Videolinq reasonable reinstatement fee if service is Videolinq following a suspension of service under this subsection.
The Agreement may be terminated by Customer prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability if Videolinq fails in a material way to provide the service in accordance with the terms of the Agreement and does not cure the failure within ten (10) days of Customer's written notice describing the failure in reasonable detail. The Agreement may be terminated by Videolinq prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability as follows: (i) upon five (5) days notice if Customer is overdue on the payment of any amount due under the Agreement; (ii) Customer materially violates any other provision of the Agreement, including the AUP, and fails to cure the violation within thirty (30) days of a written notice from Videolinq describing the violation in reasonable detail; (iii) upon one (1) days notice if Customer's Service is used in violation of a material term of the AUP more than once, or (iv) upon one (1) days notice if Customer violates Section 5 (Customer Information) of this Agreement. Either party may terminate this agreement upon five (5) days advance notice if the other party admits insolvency, makes an assignment for the benefit of its creditors, files for bankruptcy or similar protection, is unable to pay debts as they become due, has a trustee or receiver appointed over all or a substantial portion of its assets, or enters into an agreement for the extension or readjustment of all or substantially all of its obligations.
If you break our terms of service/acceptable usage policy we hold the right to cancel any services. We will never cancel any services without trying our best to resolve the problem with you. However in extreme cases such as an account containing child pornography we hold the right to cancel services without any prior warning. We do not refund any accounts breaking our terms of service/acceptable usage policy. For example if we cancel your subscription plan during your first month for breaching copyright, we will not refund any payments made. This is to prevent people signing up for our services with the intention of breaching our terms.
Request For Customer Information
Customer agrees that Videolinq may, without notice to Customer, (i) report to the appropriate authorities any conduct by Customer or any of Customer's customers or end users that Videolinq believes violates applicable law, and (ii) provide any information that it has about Customer or any of its customers or end users in response to a formal or informal request from a law enforcement or regulatory agency or in response to a formal request in a civil action that on its face meets the requirements for such a request.
Back Up Copy
Videolinq will maintain a current copy of Customer media dashboard configurations not with standing any agreement by Videolinq to provide back up services.
Changes To Videolinq's Network
Upgrades and other changes in Videolinq's network, including, but not limited to changes in its software, hardware, and service providers, may affect the display or operation of Customer's hosted content and/or applications. Videolinq reserves the right to change its network in its commercially reasonable discretion, and Videolinq shall not be liable for any resulting harm to Customer.
Notices to Videolinq under the Agreement shall be given via electronic mail to the e-mail address posted for customer support. Notices to Customer shall be given via electronic mail to the individual listed as the Primary Customer Contact on the Order. Notices are deemed received on the day transmitted, or if that day is not a business day, on the first business day following the day delivered. Customer may change his, her or its notice address by a notice given in accordance with this Section.
Videolinq shall not be in default of any obligation under the Agreement if the failure to perform the obligation is due to any event beyond Videolinq's control, including, without limitation, significant failure of a portion of the power grid, significant failure of the Internet, natural disaster, war, riot, insurrection, epidemic, strikes or other organized labour action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.
This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein. Any and all disputes arising under this Registration Rights Agreement, whether as to interpretation, performance or otherwise, shall be subject to the exclusive jurisdiction of the courts of the Province of Ontario and each of the parties hereto hereby irrevocably attorns to the jurisdiction of the courts of such province.
Each party acknowledges and agrees that the other party retains exclusive ownership and rights in its trademarks, service marks, trade secrets, inventions, copyrights, and other intellectual property. Neither party may use the other party's name or trade mark without the other party's prior written consent. The parties intend for their relationship to be that of independent contractors and not a partnership, joint venture, or employer/employee. Neither party will represent itself to be agent of the other. Each party acknowledges that it has no power or authority to bind the other on any agreement and that it will not represent to any person that it has such power or authority. This Agreement may be amended only by a formal written agreement signed by both parties. The terms on Customer's purchase order or other business forms are not binding on Videolinq unless they are expressly incorporated into a formal written agreement signed by both parties. A party's failure or delay in enforcing any provision of the Agreement will not be deemed a waiver of that party's rights with respect to that provision or any other provision of the Agreement. A party's waiver of any of its right under the Agreement is not a waiver of any of its other rights with respect to a prior, contemporaneous or future occurrence, whether similar in nature or not. The captions in the Agreement are not part of the Agreement, but are for the convenience of the parties. The following provisions will survive expiration or termination of the Agreement: Fees, indemnity obligations, provisions limiting liability and disclaiming warranties, provisions regarding ownership of intellectual property, these miscellaneous provisions, and other provisions that by their nature are intended to survive termination of the Agreement. There are no third party beneficiaries to the Agreement. Neither insurers nor the customers of resellers are third party beneficiaries to the Agreement. Customer may not transfer the Agreement without Videolinq's prior written consent. Videolinq's approval for assignment is contingent on the assignee meeting Videolinq's credit approval criteria. Videolinq may assign the Agreement in whole or in part. This Agreement together with the Order and AUP constitutes the complete and exclusive agreement between the parties regarding its subject matter and supersedes and replace any prior understanding or communication, written or oral.
Cancelation of Service
Videolinq reserves the right to cancel a service at any time. All fees paid in advance of cancellation will be pro-rated and paid by Videolinq if we institutes our right of cancelation. Any violation of policies which results in extra costs billed to the CUSTOMER.
Promotional Rates & Special Offers
Videolinq may offer subsequent promotional rates or special offers, the terms of which may or may not be more favorable than the terms and conditions for customer Services. Any such promotions or modifications shall not effect Customer obligations under this Agreement. Promotional fees may be subject to additional terms and conditions which, to the extent they conflict with the terms of this Agreement, shall govern. Different promotional fees and special offers may not be combined together.
Intellectual Property Rights
Material accessible to you through Videolinq's services may be subject to protection under the Canadian law or other copyright laws, or laws protecting trademarks, trade secrets and proprietary information. Except when expressly permitted by the owner of such rights, CUSTOMER must not use Videolinq or its servers and network in a manner that would infringe, violate, dilute or misappropriate any such rights, with respect to any material that you access or receive through the Videolinq network. If CUSTOMER use a domain name in connection with Videolinq or similar service, YOU must not use that domain name in violation of any trademark, service mark, or similar rights of any third party.
Customers may not use the Videolinq network with an attempt to circumvent user authentication or security of any host, network, or account. This includes, but is not limited to, accessing data not intended for CUSTOMER, logging into a server or account CUSTOMER are not expressly authorized to access, password cracking, probing the security of other networks in search of weakness, or violation of any other organization's security policy. CUSTOMER may not attempt to interfere or deny service to any user, host, or network. This includes, but is not limited to, flooding, mail bombing, or other deliberate attempts to overload or crash a host or network. Videolinq will cooperate fully with investigations for violations of systems or network security at other sites, including cooperating with law enforcement authorities in the investigation of suspected criminal violations. Users who violate system or network security may incur criminal or civil liability.
Videolinq reserves the right to refuse service to anyone. Customer may only use Videolinq server for lawful purposes and our services may not be used for illegal purposes or in support of illegal activities. We reserve the right to cooperate with legal authorities and/or injured third parties in the investigation of any suspected crime or civil wrongdoing. If anything is not legal in the United States of America, it is not permitted to reside on our servers. Transmission, distribution or storage of any material in violation of any applicable law or regulation is prohibited. This includes but not limiting material protected by copyright, trademark, trade secret or other intellectual property right used without proper authorization, and material that is obscene, defamatory, constitutes an illegal threat, or violates export control laws. Examples of non-acceptable content or links: 'Pirated Warez', OGG, AVI, MPEG, ISO, 'Hacker programs or archives', 'Copyrighted Digital Movie Copies (DIVX)' and 'Unlicensed MP3'. The designation of any materials as such described above is left entirely to the discretion of Videolinq management.
If illegal content or usage is found, the account will be suspended and/or terminated. Customer agree that Videolinq may disclose any and all customer information including assigned IP numbers, account history, account use, etc. to any law enforcement agent who makes a written request without further consent or notification.
Regardless of the place of signing this agreement, Customer agree that for purposes of venue this contract is entered in Ontario, Canada, and any dispute will be litigated or arbitrated in Ontario Canada. Defendants further waive all objections to venue and acknowledge that venue in any such litigation will be held in Ontario courts.
Videolinq follows the strict guidelines of our customer privacy statement. Please make sure you read and understand this statement fully.
Updated July 14, 2021.