By using products,
software, services, forums or websites of Red Software ("Red Software products"), you agree to the
following terms and conditions, and any policies, guidelines or
amendments thereto that may be presented to you from time to time,
including but not limited to Program Policies and Legal Notices
(collectively, the "Terms"). We may update the Terms in the future, and
you will be able to find the most current version of this agreement at http://www.redsoftware.com/terms/.
1. Use of Products
Red Software, its subsidiaries, employees, and affiliated companies ("Red Software") offer Red Software
products to you, provided that you are of legal age to form a binding
contract and are not a person barred from receiving products under the
laws of the United States or other applicable jurisdiction. In order to
access certain products, you may be required to provide current,
accurate identification, contact, and other information as part of the
registration process and/or continued use of Red Software products. You are
responsible for maintaining the confidentiality of your account
password, and are responsible for all activities that occur under your
account. You agree to immediately notify Red Software of any unauthorized use
of your password or account or any other breach of security. Red Software
cannot and will not be liable for any loss or damage arising from your
failure to provide us with accurate information or to keep your
2. Appropriate Conduct
You understand that all information, data, text, software, music, sound,
photographs, graphics, video, messages or other materials ("Content")
are the sole responsibility of the person from which such Content
originated. Red Software products may download, request, or otherwise obtain content from the internet or your own computer at your request. You understand that by using Red Software products you
may be exposed to Content that is offensive, indecent or objectionable,
and that you use Red Software products at your own risk.
You agree that you are responsible for your own conduct and any Content
that you create, transmit or display while using Red Software products and
for any consequences thereof. You agree to use Red Software products only for
purposes that are legal, proper and in accordance with the Terms and
any applicable policies or guidelines. You agree that you will not
engage in any activity that interferes with or disrupts Red Software products
or servers or networks connected to Red Software products. To report any
activity or Content that may violate the Terms, please contact Red Software.
In addition to this agreement, your use of some specific Red Software products
is governed by the policies or guidelines specific to those products,
and which are specifically incorporated into this agreement.
Users outside of the United States agree to comply with their own local rules
regarding online conduct and acceptable content, including laws
regulating the export of data to and from the United States or your
country of residence.
By using Red Software products, you acknowledge and agree that Red Software may
access, preserve, and disclose your account information and any Content
associated with that account if required to do so by law or in a good
faith belief that such access preservation or disclosure is reasonably
necessary to: (a) satisfy any applicable law, regulation, legal process
or enforceable governmental request, (b) enforce the Terms, including
investigation of potential violations hereof, (c) detect, prevent, or
otherwise address fraud, security or technical issues (including,
without limitation, the filtering of spam), or (d) protect against
imminent harm to the rights, property or safety of Red Software, its users or
the public as required or permitted by law.
that the technical processing and transmission of Red Software products,
including your Content, may involve (a) transmissions over various
networks; and (b) changes to conform and adapt to technical
requirements of connecting networks, devices or products.
4. Proprietary Rights
Red Software's Rights
You acknowledge and agree that Red Software products and any necessary software
used in connection with Red Software products ("Software") contain
proprietary and confidential information that is protected by
applicable intellectual property and other laws and treaties. You
further acknowledge and agree that Content contained in sponsor
advertisements or presented to you through Red Software products is protected
by copyrights, trademarks, service marks, patents or other proprietary
rights and laws. Except as expressly authorized by Red Software or other
proper third party rights holders, you agree not to modify, rent,
lease, loan, sell, distribute or create derivative works based on
Content, Red Software products or Software, in whole or in part except as
specifically authorized in a separate written agreement.
Subject to the Terms and applicable License Agreements, Red Software grants you a personal, non-transferable and
non-exclusive right and license to use the object code of its Software;
provided that you do not (and do not allow any third party to) copy,
modify, create a derivative work of, reverse engineer, reverse assemble
or otherwise attempt to discover any source code, sell, assign,
sublicense, grant a security interest in or otherwise transfer any
right in the Software, unless such activity is expressly permitted or
required by law or has been expressly authorized by Red Software in writing.
You agree not to use modified versions of the Software, including
(without limitation) for the purpose of obtaining unauthorized access
to Red Software products. You agree not to access Red Software products by any
means other than through the interface that is provided by Red Software for
use in accessing Red Software products except as specifically authorized in a
separate written agreement.
Except as expressly authorized by
Red Software you agree not to use, copy, imitate, or incorporate any
trademark, service mark, trade dress, company name, or product name in
a way that is likely to cause confusion among consumers. You also agree
not to remove, obscure, or alter Red Software's or any third party's
copyright notice, trademarks, or other proprietary rights notices
affixed to or contained within or accessed in conjunction with or
through the Red Software products or Software.
Red Software claims no ownership or control over any Content submitted, posted or
displayed by you on or through Red Software products. You or a third party
licensor, as appropriate, retain all patent, trademark and copyright to
any Content you submit, post or display on or through Red Software products
and you are responsible for protecting those rights, as appropriate. By
submitting, posting or displaying Content on or through Red Software products
which are intended to be available to the members of the public, you
grant Red Software a worldwide, non-exclusive, royalty-free license to
reproduce, adapt, modify, publish and distribute such Content on Red Software
products for the purpose of displaying, distributing and promoting
Red Software products. Red Software reserves the right to syndicate Content
submitted, posted or displayed by you on or through Red Software products and
use that Content in connection with any product offered by Red Software.
Red Software furthermore reserves the right to refuse to accept, post,
display or transmit any Content in its sole discretion.
You represent and warrant that you have all the rights, power and authority
necessary to grant the rights granted herein to any Content submitted.
Adobe, the Adobe logo, Adobe PDF, the Adobe PDF logo, Acrobat, Flash, the Flash logo (stylized "f"), LiveCycle, LiveCycle Forms ES, PostScript, the PostScript logo, Reader, and XMP are either registered trademarks or trademarks of Adobe Systems Incorporated in the United States and/or other countries.
Apple, the Apple logo, iPad, iPhone, iPod touch, Mac, the Mac logo, Mac OS, OS X, Safari, and TrueType are trademarks of Apple, Inc.
Facebook and the "f" Logo are trademarks of Facebook, Inc.
Google and Google Chrome are trademarks of Google Inc.
Microsoft, the .NET logo, ActiveX, IntelliSense, Internet Explorer, the Internet Explorer logo, the Security Shield logo, Silverlight, Silverlight logo, SQL Server, Visual Basic, Visual C#, Visual Studio, Windows, the Windows logo, Windows Server, and Windows Vista are trademarks of the Microsoft group of companies.
Mozilla, the Mozilla logo, Firefox, and the Firefox logo are trademarks of The Mozilla Foundation.
Opera and the Opera logo are trademarks of Opera Software ASA.
The Twitter name, Twitter logo, Twitter T, Tweet, and Twitter bird are trademarks of Twitter, Inc.
5. SOFTWARE AND AUTOMATIC UPDATES
Your use of any Software provided by Red Software will be governed by the Terms
and any additional terms and conditions of the end user license
agreement accompanying such Software. Red Software Software may automatically
report version number or other diagnostic information and may
automatically download upgrades to the Software to update, enhance and
further develop Red Software products, including providing bug fixes,
patches, enhanced functions, missing plug-ins and new versions. In the event of a conflict between the Terms and the license agreement of Software, the license agreement shall have precedence.
6. POLICIES REGARDING COPYRIGHT AND TRADEMARKS
It is our policy to respond to notices of alleged infringement that comply
with the United States' Digital Millennium Copyright Act or other
applicable law and to terminating the accounts of repeat infringers.
For more information, please visit http://www.redsoftware.com/copyright/.
For information regarding our trademark complaint procedure, please contact Red Software.
Any use of Red Software's trade names, trademarks, service marks, logos,
domain names, and other distinctive brand features must be in
compliance with the Terms and in compliance with Red Software's then current
Brand Feature use guidelines, and any content contained or reference
therein, which may be found at the following URL: http://www.redsoftware.com/company/press/ (or such other URL Red Software may provide from time to time).
7. GENERAL PRACTICES REGARDING USE AND STORAGE
You agree that Red Software has no responsibility or liability for the deletion
or failure to store any Content and other communications maintained or
transmitted by Red Software products. You acknowledge that Red Software may have
set no fixed upper limit on the number of transmissions you may send or
receive through Red Software products or the amount of storage space used;
however, we retain the right, at our sole discretion, to create limits
at any time with or without notice.
Upon the termination of
your use of Red Software products, including upon receipt of a certificate or
other legal document confirming your death, Red Software will close your
account and you will no longer be able to retrieve content contained in
8. MODIFICATIONS TO PRODUCT
reserves the right at any time and from time to time to modify or
discontinue, temporarily or permanently, Red Software products (or any part
thereof) with or without notice. You agree that Red Software shall not be
liable to you or to any third party for any modification, suspension or
discontinuance of Red Software products.
You may discontinue your use of Red Software products at any time. You agree that
Red Software may at any time and for any reason, including a period of
account inactivity, terminate your access to Red Software products, terminate
the Terms, or suspend or terminate your account. In the event of
termination, your account will be disabled and you may not be granted
access to Red Software products, your account or any files or other content
contained in your account. Sections 9 (Termination), 12 (Indemnity),
13 (Disclaimer of Warranties), 14 (Limitations of Liability), 15
(Exclusions and Limitations) and 18 (including choice of law,
severability and statute of limitations), of the Terms, shall survive
expiration or termination.
Some Red Software products are supported by advertising revenue and may display
advertisements and promotions on the product. Such advertisements may
be targeted to the content of information stored on the Red Software
products, queries made through Red Software products or other information.
The manner, mode and extent of advertising by Red Software on its products
are subject to change. As consideration for your use of Red Software
products, you agree that Red Software may place such advertising and that
Red Software shall not be responsible or liable for any loss or damage of any
sort incurred by you as a result of the presence of such advertisers on
Red Software products or your subsequent dealings with advertisers.
products may provide, or third parties may provide, links to other
World Wide Web sites or resources. Red Software may have no control over such
sites and resources and you acknowledge and agree that Red Software is not
responsible for the availability of such external sites or resources,
and does not endorse and is not responsible or liable for any Content,
advertising, products, or other materials on or available from such
sites or resources. You further acknowledge and agree that Red Software shall
not be responsible or liable, directly or indirectly, for any damage or
loss caused or alleged to be caused by or in connection with use of or
reliance on any such Content, goods or products available on or through
any such site or resource.
You agree to hold harmless and indemnify Red Software, and its subsidiaries,
affiliates, officers, agents, employees, advertisers, licensors,
suppliers or partners, (collectively "Red Software and Partners") from and
against any third party claim arising from or in any way related to
your use of Red Software products, violation of the Terms or any other
actions connected with use of Red Software products, including any liability
or expense arising from all claims, losses, damages (actual and
consequential), suits, judgments, litigation costs and attorneys' fees,
of every kind and nature. In such a case, Red Software will provide you with
written notice of such claim, suit or action.
13. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
USE OF RED SOFTWARE PRODUCTS IS AT YOUR SOLE RISK. RED SOFTWARE PRODUCTS ARE
PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT
PERMITTED BY LAW, RED SOFTWARE AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES
AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- RED SOFTWARE
AND PARTNERS DO NOT WARRANT THAT (i) RED SOFTWARE PRODUCTS WILL MEET YOUR
REQUIREMENTS, (ii) RED SOFTWARE PRODUCTS WILL BE UNINTERRUPTED, TIMELY,
SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE
USE OF RED SOFTWARE PRODUCTS WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY
OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR
OBTAINED BY YOU THROUGH RED SOFTWARE PRODUCTS WILL MEET YOUR EXPECTATIONS,
AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF RED SOFTWARE PRODUCTS
IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE
SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER
DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN,
OBTAINED BY YOU FROM RED SOFTWARE OR THROUGH OR FROM RED SOFTWARE PRODUCTS SHALL
CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
14. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT RED SOFTWARE AND PARTNERS SHALL NOT BE
LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO,
DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE
LOSSES (EVEN IF RED SOFTWARE OR PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE
RED SOFTWARE PRODUCTS; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND
SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES
PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO
THROUGH OR FROM RED SOFTWARE PRODUCTS; (iii) UNAUTHORIZED ACCESS TO OR
ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF
ANY THIRD PARTY ON RED SOFTWARE PRODUCTS; OR (v) ANY OTHER MATTER RELATING TO
RED SOFTWARE PRODUCTS.
15. EXCLUSIONS AND LIMITATIONS
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION,
WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR
LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN
WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY
FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH
OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY,
ONLY THE ABOVE LIMITATIONS IN SECTIONS 13 AND 14 WHICH ARE LAWFUL IN
YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED
TO THE MAXIMUM EXTENT PERMITTED BY LAW.
16. NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in the Terms, there shall be no third party beneficiaries to the Terms.
agree that Red Software may provide you with notices, including those
regarding changes to the Terms, by email, regular mail, or postings on
Red Software products.
18. GENERAL INFORMATION
The Terms (including any policies, guidelines or amendments that may be
presented to your form time to time such as Program Policies and Legal
Notices) constitute the entire agreement between you and Red Software and
govern your use of Red Software products, superceding any prior agreements
between you and Red Software for the use of Red Software products. You also may be
subject to additional terms and conditions that may apply when you use
or purchase certain other Red Software products, affiliate products,
third-party content or third-party software.
Choice of Law and Forum.
The Terms and the relationship between you and Red Software shall be governed
by the laws of the State of California without regard to its conflict
of law provisions. You and Red Software agree to submit to the personal and
exclusive jurisdiction of the courts located within the county of San Diego, California.
Waiver and Severability of Terms.
The failure of Red Software to exercise or enforce any right or provision of
the Terms shall not constitute a waiver of such right or provision. If
any provision of the Terms is found by a court of competent
jurisdiction to be invalid, the parties nevertheless agree that the
court should endeavor to give effect to the parties' intentions as
reflected in the provision, and the other provisions of the Terms
remain in full force and effect.
Statute of Limitations.
You agree that regardless of any statute or law to the contrary, any
claim or cause of action arising out of or related to use of Red Software
products or the Terms must be filed within one (1) year after such
claim or cause of action arose or be forever barred.
The section headings in the Terms are for convenience only and have no legal or contractual effect.