Terms of Service

These Terms of Service (the "Terms") are a binding legal agreement between you and Soni's World LLC, a New York limited liability company, doing business as ResiFactory ("Soni's World", "ResiFactory", "we", "us", or "our"). They govern your access to and use of the ResiFactory network, proxies, dedicated servers, website at resifactory.net, dashboard, APIs, and all related products, features, and support (collectively, the "Service").

By creating or signing in to an account, adding funds, clicking a button or checkbox indicating acceptance, or otherwise accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and by all policies incorporated by reference, including our Acceptable Use Policy, Refund Policy, and Privacy Policy. If you do not agree, you must not access or use the Service.

Authority to Bind an Entity

If you use the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, "you" and "your" refer to both you individually and that entity, and the entity is jointly responsible for compliance with these Terms.

Age

You must be at least 18 years old, or the age of legal majority in your jurisdiction if higher, to use the Service. By using the Service you represent that you meet this requirement and that you are not barred from using the Service under any applicable law.

In these Terms, capitalized terms have the meanings given below. Other capitalized terms are defined where they first appear.

• "Service" means the ResiFactory network, proxies, dedicated servers, website, dashboard, APIs, documentation, support, and all related products and features that we make available.
• "Network" or "Infrastructure" means our proxy and server network and all underlying systems, endpoints, and connectivity that we operate or make available to deliver the Service.
• "Proxies" means the residential, mobile, and ISP proxy connections and related IP resources we provide for routing your network requests through our Network.
• "Dedicated Server" means a server we provision to you and bill on a per-server basis, hourly or monthly.
• "Bandwidth" means the volume of data transmitted and received through the Proxies, measured in gigabytes (GB) by our systems.
• "Account" means the unique account you access through Discord OAuth to use the Service.
• "Account Balance" or "Account Credit" means the prepaid funds you add to your Account, denominated in US Dollars, from which usage charges are deducted.
• "Content" means any data, requests, code, text, files, credentials, or other material that you transmit, submit, or route through the Service.
• "Target" or "Target Site" means any website, server, application, API, or other destination or service that you access, connect to, or interact with through the Proxies or the Service.
• "AUP" means our Acceptable Use Policy, as updated from time to time.

To use the Service you must meet all of the following conditions:

• You are at least 18 years old (or the age of legal majority where you reside, if higher) and have the legal capacity to enter into a binding contract.
• You are not located in, organized under the laws of, or ordinarily resident in any country or region subject to comprehensive United States or other applicable government sanctions or embargoes, and you are not a person or entity with whom we are prohibited from dealing under applicable export-control or sanctions laws (see the Export Controls and Sanctions section below).
• You have not been previously suspended or removed from the Service, and your Account has not been terminated for breach of these Terms or the AUP, unless we have expressly agreed in writing to reinstate you.
• Your use of the Service is permitted under, and you will comply with, all laws applicable to you, including the laws of your jurisdiction and the United States.

We may, at our discretion, refuse to provide the Service to any person or entity and may change our eligibility criteria at any time. Using the Service after such a change constitutes acceptance of the updated criteria.

Login and Identity

You access and authenticate to the Service using Discord OAuth. Discord serves as our identity and login provider, and primary customer support is provided through Discord tickets. Your use of Discord is subject to Discord's own terms and policies, over which we have no control. You are responsible for maintaining the security of your Discord credentials and account; loss of access to your Discord account may impair or prevent your access to the Service.

One Account; Accurate Information

You may maintain only one Account unless we expressly authorize otherwise in writing. You agree to provide accurate, current, and complete information in connection with your Account and to keep that information up to date. Creating multiple Accounts to evade limits, suspensions, prior terminations, or pricing is prohibited.

Responsibility for Activity

You are responsible for all activity that occurs under your Account, including all Bandwidth consumed, all charges incurred, all Content routed, and all use of your proxy credentials, API keys, and Dedicated Servers, whether or not you authorized that activity. You must keep all credentials, tokens, and keys confidential and must not share, sell, or transfer them to any third party.

Unauthorized Use

You must notify us promptly at [email protected] or through Discord if you become aware of any unauthorized access to or use of your Account or credentials, or any other breach of security. We are not liable for any loss or damage arising from your failure to safeguard your credentials or to notify us promptly.

The Service consists of access to our Network of residential, mobile, and ISP Proxies and to Dedicated Servers, together with the dashboard, APIs, and supporting tools. The Network is first-party infrastructure operated by us; we may use third-party service providers and processors in operating the Service, but you contract solely with us.

License Grant

Subject to your continued compliance with these Terms, the AUP, and all applicable law, and subject to payment of all amounts due, we grant you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Service for your own lawful business or personal purposes during the term of these Terms.

Restrictions

Except as expressly permitted by these Terms or by applicable law that cannot be contractually waived, you will not:

• resell, sublicense, rent, lease, time-share, or otherwise commercially exploit the Service, or provide proxy, bandwidth, or server capacity to third parties, except under a separate written reseller or wholesale agreement with us;
• copy, modify, translate, or create derivative works of the Service or any part of it not made available to you for that purpose;
• reverse engineer, decompile, or disassemble any part of the Service, or attempt to discover or reconstruct the underlying structure of our Network, except to the limited extent applicable law expressly permits despite this restriction;
• access the Service to build a competing product, or to benchmark it for that purpose, without our prior written consent;
• circumvent, disable, or interfere with any metering, rate-limiting, security, authentication, or access-control features of the Service; or
• remove, obscure, or alter any proprietary notices on the Service.

We reserve all rights not expressly granted to you. No rights are granted by implication, estoppel, or otherwise.

Your use of the Service is governed by our Acceptable Use Policy, which is incorporated into these Terms by reference. You must read and comply with the AUP. If there is a conflict between these Terms and the AUP regarding permitted and prohibited conduct, the AUP controls as to that subject.

What Is Permitted

The Service is built for legitimate data and automation use cases. Lawful web scraping and data collection, automated browsing, price, advertisement, and SEO monitoring, brand protection, market and competitive research, ad verification, sneaker and retail purchasing automation, and similar activities are permitted, provided you conduct them lawfully and consistently with the rules of the Targets you access.

What Is Prohibited

You may not use the Service for any activity that is unlawful, fraudulent, or abusive. Prohibited conduct includes, without limitation, accessing systems without authorization; distributing malware; conducting denial-of-service or other attacks; sending spam or unlawful bulk communications; infringing intellectual property in violation of law; trafficking in stolen credentials, payment instruments, or personal data; and any use that violates applicable sanctions or export-control laws. The AUP describes prohibited conduct in greater detail.

CSAM Zero Tolerance

We have zero tolerance for child sexual abuse material (CSAM) and any sexual exploitation of minors. Any use of the Service that involves, facilitates, or is connected to CSAM will result in immediate termination of your Account without notice and without refund, forfeiture of any remaining Account Balance, and the preservation of relevant records. We will report such activity to the National Center for Missing & Exploited Children (NCMEC) and to law enforcement as required by applicable law. No warning is given before action is taken in these cases.

Your Responsibility; Our Right to Investigate

You are solely responsible for ensuring that your use of the Service, including each request you route and each Target you access, complies with all applicable laws and with the terms, policies, and technical limitations of the Targets. We may, but are not obligated to, investigate suspected violations, and we may monitor, restrict, throttle, suspend, or terminate use that we reasonably believe violates these Terms, the AUP, or applicable law, or that threatens the integrity, security, or reputation of our Network. Where lawful and practicable, we will endeavor to give notice, but we may act immediately without prior notice where we deem it necessary.

Bandwidth Metering

Proxy usage is metered in gigabytes (GB) of Bandwidth. The Bandwidth and usage figures recorded by our systems are the authoritative basis for billing and are presumed correct absent manifest error. Third-party tools, your own logs, or Target-side measurements may differ due to retries, overhead, compression, connection handling, and protocol differences, and are not a basis for adjustment.

If you believe your usage has been measured or billed incorrectly, you may report the suspected error to [email protected] within thirty (30) days of the charge. We will review reported discrepancies in good faith and correct any verified metering errors, including by crediting your Account Balance for amounts wrongly charged.

Account Balance

The Service operates on a pay-as-you-go basis. You add funds to your Account Balance in advance, and usage charges are deducted from that balance as you consume Bandwidth or run Dedicated Servers. The Account Balance is prepaid account credit only; it is non-transferable, may not be exchanged or redeemed for cash except as set out in the Refund Policy or as required by law, and does not expire under normal circumstances. The Account Balance is not a deposit account and does not earn interest. Unused, lawfully-funded Account Balance that has not been consumed and has not been forfeited for cause may be refunded to cash only to the limited extent, within the timeframes, and subject to the conditions set out in the Refunds section below and the Refund Policy; outside those limits it does not expire and remains available for you to use.

No Unauthorized Resale or Sub-Distribution

Unless you have a separate written agreement with us authorizing resale, you may not resell, sublicense, redistribute, or otherwise make available the Proxies, Bandwidth, server capacity, or any other part of the Service to third parties, and you may not pool, share, or co-mingle your Account, credentials, or balance with others.

Fair Use

Even where activity is not separately metered, you must use the Service reasonably and in a manner that does not impair the Network or degrade service for others. We may apply reasonable technical limits, including rate limits, concurrency limits, and protective throttling, and we may take action against usage patterns that are abusive, that disproportionately burden the Network, or that we reasonably believe violate these Terms or the AUP.

Prices and Currency

All prices, fees, and balances are stated and charged in US Dollars (USD). Current pricing for Bandwidth and Dedicated Servers is shown on the website or in your dashboard. Dedicated Servers are billed on a per-server basis, hourly or monthly, as specified at the time of order, and continue to accrue charges until properly canceled or deprovisioned in accordance with the applicable terms.

Payment Methods

You may add funds to your Account Balance by debit or credit card or by cryptocurrency. Card payments are processed by Stripe, and cryptocurrency payments are processed by a third-party crypto payment processor. Your use of these payment methods is also subject to the applicable processor's terms. We do not store full card numbers.

Cryptocurrency Payments

Cryptocurrency payments are subject to network confirmation times, exchange-rate conversion, and processor fees, and crediting your Account Balance may be delayed accordingly. You are responsible for sending the correct amount to the correct address; we are not responsible for losses arising from sending funds to an incorrect or unsupported address, sending an unsupported asset, or from exchange-rate movement between the time you initiate a payment and the time it confirms. Underpayments may not be credited until the correct amount is received, and overpayments, where credited, are applied to your Account Balance in USD. Any refund of a cryptocurrency payment, if approved, may be issued as USD Account Balance rather than in cryptocurrency.

Authorization to Charge

By providing a payment method and adding funds or ordering a Dedicated Server, you authorize us and our payment processors to charge that payment method for the amounts you elect to add, for any Dedicated Server top-up charges you authorize, and for any taxes, processor fees, and other amounts due. You represent that you are authorized to use the payment method you provide.

Top-Ups and Deductions

Charges for Bandwidth and Dedicated Servers are deducted from your Account Balance. Recurring Dedicated Server fees draw from your Account Balance first; if your balance is insufficient to cover an accrued or recurring charge, the affected Service or features may be suspended, and Dedicated Servers may be suspended and ultimately deprovisioned, until you add sufficient funds. We do not automatically charge your saved payment method for recurring charges unless you have separately enabled and authorized auto top-up, in which case we will charge the authorized amount to restore your balance. You are responsible for maintaining a sufficient balance to cover ongoing charges, including recurring Dedicated Server fees, and for any data loss resulting from deprovisioning following non-payment.

Taxes

Prices are exclusive of taxes unless otherwise stated. You are responsible for all applicable sales, use, value-added, goods-and-services, withholding, and similar taxes and duties, other than taxes based on our net income. If we are required to collect such taxes, they will be added to the amounts you are charged.

Price Changes

We may change our pricing, fees, and billing methods on a prospective basis. We will make updated pricing available through the website or dashboard, and changes apply to usage and orders occurring after the change takes effect. Changes do not retroactively affect Bandwidth already consumed or amounts already charged. Your continued use after a price change takes effect constitutes acceptance of the new pricing.

Chargebacks

If you believe you have been charged in error, contact us first at [email protected] so we can attempt to resolve the issue. Initiating a chargeback or payment dispute without first contacting us, or in bad faith, is a breach of these Terms and may result in suspension or termination of your Account and forfeiture of your Account Balance as described in the Suspension and Termination section.

To protect the Service, our customers, and the integrity of our payments, and to comply with applicable anti-fraud, anti-money-laundering, and sanctions obligations, we may take reasonable measures to verify your identity and the legitimacy of your payments and usage.

We may, at our discretion and to the extent permitted by law:

• require you to verify your identity, your payment method, or your source of funds before or after funding your Account or accessing certain features;
• delay, hold, decline, or reverse a funding transaction or a credit to your Account Balance pending fraud, payment, or sanctions screening;
• refuse, withhold, or claw back Account Balance associated with fraud, stolen or unauthorized payment instruments, chargebacks or payment reversals, prepaid-instrument abuse, or a match against an applicable sanctions or restricted-party list; and
• limit, suspend, or terminate an Account that we reasonably believe is engaged in or connected to fraudulent, abusive, or unlawful activity.

Funds reversed, withheld, or clawed back as a result of fraud, unauthorized payment, chargeback abuse, or a sanctions match are not refundable to you. We may share information with our payment processors, card networks, and relevant authorities as needed to investigate and prevent fraud and to comply with law, consistent with our Privacy Policy.

Refunds are governed by our Refund Policy, which is incorporated into these Terms by reference. Please review it for the specific conditions, timeframes, and procedures that apply.

As a general matter, Bandwidth that you have already consumed and charges for Dedicated Server time already used are non-refundable, because they represent services already delivered. Unused, lawfully-funded prepaid Account Balance that has not been consumed and has not been forfeited for cause is refundable to cash only to the limited extent, within the timeframes, and subject to the conditions set out in the Refund Policy (and subject to payment-processor limits and anti-fraud and sanctions review). Account Balance outside those limits does not expire and remains available for you to use, but is not otherwise refundable to your original payment method except where required by law. Account Balance forfeited as a result of a material breach of these Terms or the AUP involving unlawful or abusive conduct, fraud, or chargeback abuse is not refundable. To request a refund, contact [email protected]. Nothing in this section or the Refund Policy limits any non-waivable refund, cancellation, or withdrawal rights you may have under applicable consumer-protection law.

The Service routes your requests to Targets that you choose. We do not control, operate, endorse, or assume any responsibility for any Target, and your access to a Target through the Service does not imply any affiliation between us and that Target.

You alone decide which Targets to access and what to do there. You are solely responsible for ensuring that your access to and use of each Target complies with all applicable laws and with that Target's terms of service, acceptable-use rules, robots and access restrictions, rate limits, and other policies and technical measures. Some Targets prohibit automated access, scraping, or proxy use; it is your responsibility to know and respect the rules that apply to your activity.

We are not responsible for the availability, accuracy, legality, or content of any Target, for any action a Target takes in response to your activity (including blocking, rate-limiting, banning, or pursuing claims against you), or for any agreement between you and a Target. Any dispute between you and a Target is solely between you and that Target. You assume all risk arising from your selection of, and conduct toward, Targets.

We handle personal data in accordance with our Privacy Policy, which is incorporated into these Terms by reference and explains in detail what we collect, how we use it, how long we keep it, and the rights you have. This section is a short summary and does not replace the Privacy Policy.

What We Log

To operate, secure, bill, and support the Service, we process account information (such as your Discord identifier and contact details), billing and transaction data (handled with our payment processors), and connection and usage metadata such as Bandwidth volumes, timestamps, endpoints used, and technical logs needed to meter usage, prevent abuse, and maintain the integrity of the Network. We do not require the contents of the requests you route through the Proxies in order to bill you, and we describe in the Privacy Policy what request data, if any, is logged and for how long.

Lawful Basis and No Sale of Personal Data

Where data-protection law requires a lawful basis, we rely principally on the performance of our contract with you (providing the Service) and our legitimate interests (securing and improving the Service and preventing fraud and abuse), as further described in the Privacy Policy. We do not sell your personal information, and we do not share it for cross-context behavioral advertising, as those terms are used under applicable US state privacy laws.

Your Rights

Depending on where you live, you may have rights to access, correct, delete, port, or restrict the processing of your personal data, to object to certain processing, and to opt out of the sale or sharing of personal data. Residents of the European Economic Area, the United Kingdom, California, and other jurisdictions with comparable laws may exercise these rights as described in the Privacy Policy. To make a privacy or data-protection request, contact [email protected].

We may access, preserve, and disclose Account, billing, payment, and usage or connection data, logs, and other information when we reasonably believe that doing so is necessary to:

• comply with applicable law, regulation, or valid legal process, including subpoenas, court orders, search warrants, and other lawful requests from government or law-enforcement authorities;
• respond to claims that Content or activity violates the rights of third parties;
• enforce these Terms and the Acceptable Use Policy, investigate suspected fraud, abuse, or security incidents, and address technical issues; or
• protect the rights, property, safety, or security of us, our customers, the Network, or the public.

Where lawful and appropriate, we may preserve relevant records in anticipation of legal process. Law-enforcement, abuse, and legal-process requests should be directed to [email protected]. Any access, preservation, or disclosure under this section is carried out consistent with our Privacy Policy and applicable law.

We provide the Service on a commercially reasonable, best-effort basis. We strive for high availability and performance, but the Service depends on complex, distributed infrastructure and on networks and Targets outside our control.

Unless we have entered into a separate written service-level agreement (SLA) with you, we do not guarantee, and we expressly disclaim any guarantee of:

• uninterrupted, error-free, or continuously available service;
• any particular IP address, IP range, geographic location, autonomous system, or carrier;
• any particular connection speed, latency, throughput, concurrency, uptime, or Bandwidth capacity; or
• any particular success rate, acceptance rate, or outcome at any Target.

IP addresses and Network composition are dynamic and may change at any time. We may perform scheduled or emergency maintenance, and we may modify, add, suspend, or discontinue any feature, IP pool, location, server type, or aspect of the Service at any time, with or without notice. Where a change is material and adverse to you, we will use commercially reasonable efforts to provide advance notice through the website, dashboard, or Discord. No SLA, credit, or remedy applies unless separately agreed in writing.

By You

You may stop using the Service at any time and may request that we close your Account by contacting [email protected] or through Discord. Closing your Account does not entitle you to a refund except as provided in the Refund Policy or required by law. On ordinary closure, any unused, lawfully-funded Account Balance that has not been forfeited for cause is handled in accordance with the Refunds section and the Refund Policy.

By Us

We may suspend, restrict, or terminate your access to all or part of the Service, with or without notice, if we reasonably determine that:

• you have breached these Terms, the Acceptable Use Policy, or any other policy or agreement with us;
• your use is unlawful, fraudulent, abusive, or harmful to us, the Network, our other customers, or any third party;
• you have initiated a chargeback or payment dispute in breach of these Terms, or your payment has failed, reversed, or been flagged as fraudulent;
• your Account Balance is insufficient to cover accrued or recurring charges;
• suspension or termination is required to comply with law, a court order, or a request from a competent authority, or to protect the security or integrity of the Service; or
• you are or become a sanctioned or otherwise prohibited person, or are located in an embargoed jurisdiction.

Effect of Termination

Upon suspension or termination, your license to use the Service ends, and we may disable your Account, credentials, and Dedicated Servers and delete associated data in accordance with our Privacy Policy and applicable law. Amounts already charged are non-refundable except as expressly provided.

Forfeiture of Balance

If your Account is suspended or terminated for a material breach of these Terms or the AUP involving unlawful or abusive conduct, for fraud, or for chargeback abuse, you forfeit any remaining Account Balance, and such forfeited balance is not refundable. We will limit any forfeiture to the amount reasonably related to our losses and unrecovered amounts where it is practicable to do so. For ordinary Account closures and non-material or technical breaches, your unused, lawful Account Balance is handled in accordance with the Refunds section and the Refund Policy rather than forfeited. Forfeiture does not apply to the extent it is prohibited by applicable law, including consumer-protection and unclaimed-property (escheat) law, and this section does not waive any rights that cannot lawfully be waived.

Termination does not relieve you of obligations that accrued before termination, and the provisions that by their nature should survive will survive as described in the Miscellaneous section.

Our Intellectual Property

The Service, including the Network, software, dashboard, APIs, documentation, design, text, graphics, and the ResiFactory and Soni's World names, logos, and brand elements, is owned by us or our licensors and is protected by intellectual property and other laws. Except for the limited license expressly granted in these Terms, we grant you no right, title, or interest in or to the Service or our intellectual property. You may not use our trademarks, names, or brand without our prior written consent, except as required to identify the Service in accordance with applicable law.

Your Content

As between you and us, you retain all rights you hold in your Content. You grant us a limited, non-exclusive, worldwide, royalty-free license to host, process, transmit, and route your Content solely as necessary to provide, secure, and support the Service and to comply with law. You are responsible for your Content and represent that you have all rights necessary to route it through the Service.

Copyright and Abuse Complaints

We respect the intellectual property rights of others and respond to valid complaints. If you are a rights holder and believe that activity carried out through the Service infringes your copyright or other rights, or if you wish to report abuse, send a written notice to [email protected] that includes: (a) your contact information; (b) identification of the work or right claimed to be infringed; (c) identification of the allegedly infringing activity or material and information reasonably sufficient for us to locate it, such as the relevant IP address, time, and Target; (d) a statement that you have a good-faith belief the use is not authorized by the rights holder, its agent, or the law; and (e) a statement, under penalty of perjury where applicable, that the information in your notice is accurate and that you are the rights holder or authorized to act on its behalf. We will investigate valid notices, and we may suspend or terminate Accounts of repeat infringers and of users engaged in abusive conduct.

Feedback

If you send us suggestions, ideas, or other feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable, and transferable license to use and exploit that feedback for any purpose, without any obligation or compensation to you. We are free to use feedback without restriction.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, INCLUDING THE NETWORK, PROXIES, DEDICATED SERVERS, AND ALL RELATED FEATURES AND CONTENT, IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND.

WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

Without limiting the foregoing, we do not warrant that the Service will be uninterrupted, secure, timely, error-free, or free of harmful components; that any IP address, location, speed, success rate, or result will be achieved or maintained; that any Target will permit, accept, or respond to your access; or that the Service will meet your requirements or be compatible with your intended use. You assume full responsibility and risk for your use of the Service, your selection of Targets, and any results obtained.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of statutory consumer guarantees, so some of the above exclusions may not apply to you. In that case, such warranties or guarantees are limited to the minimum scope and duration permitted by applicable law, and nothing in this section excludes or limits any non-waivable consumer guarantee.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SONI'S WORLD LLC OR ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS, OR ANTICIPATED SAVINGS, OR FOR BUSINESS INTERRUPTION OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNTS YOU ACTUALLY PAID TO US FOR THE SERVICE DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS (USD $100).

THESE LIMITATIONS APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN US, AND APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES OR THE LIMITATION OF NON-WAIVABLE CONSUMER GUARANTEES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU; IN THAT CASE, OUR LIABILITY IS LIMITED TO THE MINIMUM EXTENT PERMITTED BY LAW, AND OUR LIABILITY UNDER ANY NON-WAIVABLE CONSUMER GUARANTEE IS LIMITED ONLY AS THAT LAW ALLOWS. NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED, SUCH AS LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY CAUSED BY OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT WHERE APPLICABLE.

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Soni's World LLC and its members, managers, officers, employees, agents, and service providers (the "Indemnified Parties") from and against any and all claims, demands, actions, investigations, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• your access to or use of the Service, including all Bandwidth consumed and all requests routed under your Account;
• your Content and any data, credentials, or material you transmit through the Service;
• your selection of, access to, or conduct toward any Target, including any claim by a Target or its users;
• your violation of these Terms, the Acceptable Use Policy, or any applicable law or regulation; or
• your violation of any rights of a third party, including intellectual property, privacy, or contractual rights.

We may, at our option, assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with our defense. You will not settle any such matter in a way that imposes any obligation or liability on, or admits fault by, an Indemnified Party without our prior written consent. This indemnification obligation applies only to the extent permitted by applicable law and does not apply to consumers to the extent such an obligation is unenforceable against consumers under mandatory law applicable to you.

The Service is subject to the export-control and economic-sanctions laws of the United States, including those administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC) and the U.S. Department of Commerce, and to applicable laws of other jurisdictions.

You represent, warrant, and covenant that:

• you are not located in, ordinarily resident in, or organized under the laws of any country or region subject to comprehensive U.S. sanctions or embargo, and you will not access or use the Service from any such location;
• you are not identified on any U.S. or other applicable government list of sanctioned, denied, or restricted parties, and you are not owned or controlled by, or acting on behalf of, any such person; and
• you will not use the Service, or permit it to be used, for any purpose prohibited by applicable export-control or sanctions laws, and you will not route traffic to, or provide access to the Service for the benefit of, any sanctioned person or embargoed jurisdiction.

We may block, restrict, suspend, or terminate access where necessary to comply with these laws. You are responsible for complying with all export-control and sanctions laws applicable to your use of the Service and your Targets.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO BRING A LAWSUIT IN COURT AND TO HAVE DISPUTES DECIDED BY A JURY OR AS PART OF A CLASS.

Informal Resolution First

Before starting any formal proceeding, you agree to first contact us at [email protected] and provide a written description of the dispute, the relief you seek, and your contact information, and to engage in good-faith negotiations for at least sixty (60) days. Many disputes can be resolved informally. This requirement does not apply to claims that may proceed in small-claims court or to requests for injunctive relief to stop infringement or misuse of intellectual property.

Binding Individual Arbitration

Except as set out in this section, any dispute, claim, or controversy arising out of or relating to these Terms or the Service that is not resolved informally will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules (for disputes involving a consumer) or its Commercial Arbitration Rules (for all other disputes), as then in effect, before a single arbitrator. If the AAA is unavailable or declines to administer the arbitration, the parties will agree on a comparable, neutral, nationally recognized administrator, or, failing agreement, a court of competent jurisdiction will appoint one. The applicable rules are available from the AAA. The arbitration will be conducted in the English language and, unless the parties agree otherwise, seated in New York County, New York, or conducted by videoconference. The arbitrator has exclusive authority to resolve disputes about the interpretation, applicability, or enforceability of this arbitration agreement, except that a court has authority over the enforceability of the Class-Action and Jury Waiver below. Judgment on the award may be entered in any court of competent jurisdiction. The Federal Arbitration Act governs the interpretation and enforcement of this section.

Arbitration Fees

Payment of all filing, administration, and arbitrator fees will be governed by the applicable AAA rules. For consumer disputes, we will pay the share of fees that those rules require the business to bear, and where the rules do not specify, we will pay arbitration fees for any non-frivolous claim to the extent required to make this arbitration agreement enforceable. Each party is otherwise responsible for its own attorneys' fees and costs, unless the applicable law or the arbitrator's award provides otherwise.

Mass and Coordinated Filings

If twenty-five (25) or more similar arbitration demands are submitted by or with the assistance or coordination of the same or coordinated counsel or organizations, the parties agree that the demands will be administered in batches of no more than fifty (50) demands at a time, with a single arbitrator and a single set of filing and administrative fees per batch, and resolved as efficiently as practicable. The parties will cooperate in good faith, and the administrator may apply its mass-arbitration or supplementary rules, to implement this batching process and to reduce costs.

Class-Action and Jury Waiver

You and we agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims (except as expressly provided in the batching provision above) or preside over any form of class proceeding. YOU AND WE WAIVE ANY RIGHT TO A JURY TRIAL AND ANY RIGHT TO PARTICIPATE IN A CLASS ACTION.

Consumer Carve-Out

If you are a consumer who resides in a jurisdiction whose mandatory law gives you rights that cannot be waived by contract, including consumers in the European Economic Area and the United Kingdom, then this arbitration agreement, the class-action waiver, and the jury waiver apply only to the extent permitted by the law applicable to you. Nothing in this section deprives you of the protection of mandatory consumer-protection provisions, or of any right you have under mandatory law to bring proceedings in the courts of your place of residence.

Opt-Out

You may opt out of this arbitration agreement by sending written notice to [email protected] within thirty (30) days after you first accept these Terms, stating your name, Account, and a clear statement that you wish to opt out of arbitration. If you opt out, the governing-law and venue provisions below will govern any dispute. Opting out of arbitration does not affect any other part of these Terms.

Small-Claims Carve-Out

Either party may bring an individual claim in a small-claims court of competent jurisdiction instead of arbitration, so long as the claim remains in that court and is brought only on an individual basis.

These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of New York, United States, without regard to its conflict-of-laws principles, and, where applicable, by the Federal Arbitration Act and other applicable U.S. federal law. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

For any dispute that is not subject to arbitration under the section above (including matters within the small-claims carve-out where brought outside small-claims court, claims for injunctive relief regarding intellectual property, or claims where you have validly opted out of arbitration), you and we agree to submit to the exclusive jurisdiction of, and venue in, the state and federal courts located in New York County, New York, and you waive any objection to that jurisdiction or venue on grounds of inconvenient forum or otherwise.

This choice of law and venue does not deprive you, if you are a consumer, of the protection of mandatory provisions of the law of your country or state of residence that cannot be derogated from by agreement, and where mandatory law requires, you may bring proceedings in, and have your claims governed by the consumer-protection law of, your place of residence. The Service is operated from the United States; if you use it from elsewhere, you are responsible for compliance with applicable local laws.

We may update these Terms from time to time to reflect changes in the Service, our business, or the law. When we make changes, we will revise the "Last updated" date below and make the updated Terms available at Terms of Service on our website. For material and adverse changes, we will use a durable method to notify you in advance, such as a notice in the dashboard and, where we have it, the email associated with your Account, in addition to a notice through Discord.

Changes take effect on the date the updated Terms are posted, unless we state a later effective date. Your continued access to or use of the Service after the updated Terms take effect constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service. Except where required by law, changes do not apply retroactively to a dispute of which we already had notice. If you have validly opted out of arbitration, changes to the arbitration section do not revive that agreement as to you without your affirmative agreement.

Except where prohibited by law, we may retain certain Account, billing, payment, and usage or connection records for a limited period after suspension, termination, or Account closure in order to comply with our legal, tax, and accounting obligations, to resolve disputes (including disputes about Bandwidth metering and billing), to detect and prevent fraud and abuse, and to enforce our agreements. Retention periods and the categories of data we keep are described in our Privacy Policy.

You are responsible for exporting or backing up any configuration, data, or Content you need before your Account is closed or your Dedicated Servers are deprovisioned. We are not obligated to retain, return, or make your Content or server data available after termination, and following any retention period we may delete it in the ordinary course in accordance with the Privacy Policy and applicable law. If you need a copy of data we hold about you, you may contact [email protected], and we will respond as described in the Privacy Policy and as required by applicable law.

Entire Agreement

These Terms, together with the Acceptable Use Policy, Refund Policy, Privacy Policy, and any other policies or written agreements we expressly incorporate, constitute the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous understandings on that subject.

Severability

If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect. If the class-action or jury waiver is found unenforceable as to any claim, that claim will be severed and resolved in court, while the remainder of the arbitration agreement remains in effect.

No Waiver

Our failure to enforce any provision of these Terms is not a waiver of our right to do so later. Any waiver must be in writing to be effective.

Assignment

You may not assign or transfer these Terms or your Account, in whole or in part, without our prior written consent, and any attempted assignment in violation of this provision is void. We may assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets.

Force Majeure

We are not liable for any delay or failure to perform resulting from causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, pandemics, failures or interruptions of the internet, power or telecommunications failures, denial-of-service attacks, or failures or interruptions of third-party networks, hosting, or telecommunications providers.

Notices

We may provide routine notices to you through the website, dashboard, Discord, or other reasonable means. For material and adverse changes and for legal notices to you, we will use a durable method, namely a notice in the dashboard and, where available, the email associated with your Account, with Discord as a supplementary channel; the dashboard or email notice controls for such rights-affecting matters. You must send legal notices to us at [email protected]. Notices are deemed given when sent or posted.

Survival

Provisions that by their nature should survive termination will survive, including the sections on Bandwidth, Account Balance, and Fair Use (as to accrued amounts and forfeiture), Pricing, Billing, and Payment, Identity Verification and Fraud Prevention, Refunds, Privacy and Data, Legal Process and Cooperation, Intellectual Property, Disclaimers, Limitation of Liability, Indemnification, Export Controls and Sanctions, Dispute Resolution and Binding Arbitration, Governing Law and Venue, Data Retention and Export on Termination, and Miscellaneous.

Relationship of the Parties

You and we are independent contractors. These Terms do not create any partnership, joint venture, agency, employment, or fiduciary relationship between you and us. Neither party has authority to bind the other.

If you have questions about these Terms or the Service, please contact us:

• General, billing, and refund requests: [email protected]
• Privacy and data-protection requests: [email protected]
• Legal notices, abuse reports, and law-enforcement requests: [email protected]
• Support and account help: through Discord tickets

The Service is operated by Soni's World LLC, a New York limited liability company doing business as ResiFactory, at resifactory.net.

Last updated: June 6, 2026.