AGB
Introduction
These Terms and Conditions of Sale (the “Terms”) apply to all offers and sales by Starpower Network Co., Ltd. (“Starpower”, “we”, “us”, “our”)) of goods and services purchased by you (“Goods” and “Services”, respectively). All access and use of the Service and Goods is subject to the terms and conditions contained in these Terms (as amended from time to time, these “Terms”). By accessing, browsing, or otherwise using the purchasing the Goods, or interacting with any other aspect of the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you are entering into these Terms on behalf of a company, business or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms, in which case the terms “you” or “your” shall refer to such entity and its affiliates. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and may not use the Service or should not purchase our Goods. If you do not accept the terms and conditions of these Terms, you will not access, browse, or otherwise use the Service or our Goods.
IF YOU ARE ENTERING INTO THESE TERMS OF SERVICE AS AN INDIVIDUAL: PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST STARPOWER ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.
Warranties and Disclaimer
Our Goods are guaranteed against manufacturing defects 6 months from the original date of purchase. Our sole obligation in the event of such defects during this period is to repair or replace the defective part or product with a comparable part or product at our sole discretion. The defects should be identified within the limitation defined by Starpower. And once the defect is confirmed, you can mail it to Starpower. Except for such repair or replacement, the sale, processing or other handling of this product is without warranty, condition or other liability even though the defect or loss is caused by negligence or other fault. Damage resulting from use, accident, modification, or normal wear and tear is not covered by this or any warranty. We assume no liability for any accident, injury, death, loss, or other claim related to or resulting from the use of this product. In no event shall we be liable for incidental or consequential damages relating to or resulting from the use of this product or any of its parts. Returns or replacements of parts and/or products may be subject to shipping, handling, replacement and/or restocking fees.
EXCEPT AS EXPRESSLY SET FORTH IN THE WARRANTY SECTION ABOVE (A) THE GOODS ARE PROVIDED WITHOUT ANY WARRANTIES OR SUPPORT OF ANY KIND, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND NO OTHER REPRESENTATIONS OR CLAIMS OF ANY KIND WILL BE BINDING ON OR OBLIGATE US; (B) THE GOODS ARE EXPRESSLY PROVIDED TO YOU “AS IS”; (C) IF ANY TECHNICAL SUPPORT OR ASSISTANCE IS PROVIDED WITH RESPECT TO THE GOODS AND THE USE THEREOF, IT IS PROVIDED “AS IS”, WITHOUT WARRANTIES, REPRESENTATIONS OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED; (D) COMPANY DOES NOT WARRANT THAT THE USE OR OPERATION OF THE GOODS WILL BE UNINTERRUPTED OR ERROR FREE; AND (E) YOU BEAR ALL RISKS RELATING TO THE USE OF THE GOODS AND THE QUALITY AND PERFORMANCE OF THE GOODS AND SERVICES AND ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION EXCEPT. THESE TERMS STATE YOUR SOLE AND EXCLUSIVE REMEDIES.
Indemnification
You will defend, indemnify and hold harmless Company and its officers, directors, employees, permitted successors, agents and representatives from and against any liability, claim, demand, action, suit, proceeding, loss, damage or expense (including court costs and reasonable attorneys’ fees) related to misuse of the Goods or resulting from injury and/ or death of any person or damage to or loss of any property arising out of your negligence or wrongful act, error or omission.
Limitation of Liability
TO THE MAXIMUM EXTENT LEGALLY PERMITTED, WHETHER OR NOT COMPANY WAS AWARE OR ADVISED OF THE POSSIBILITY OF DAMAGES, AND WHETHER OR NOT THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE: (A) COMPANY’S AGGREGATE LIABILITY (WHETHER BASED ON WARRANTY, CONTRACT, TORT, INCLUDING NEGLIGENCE, OR ANY OTHER LEGAL THEORY) WILL IN NO CIRCUMSTANCES EXCEED THE COST OF THE GOODS AND SERVICES YOU ORDERED THAT IS RELATED TO YOUR DAMAGES; AND (B) IN NO EVENT WILL COMPANY BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, OR COST OF COVER, OR DAMAGES RESULTING FROM LOST DATA (WHETHER BASED ON WARRANTY, CONTRACT, TORT, INCLUDING NEGLIGENCE, OR ANY OTHER LEGAL THEORY). SOME STATES, COUNTRIES AND PROVINCES DO NOT ALLOW CERTAIN EXCLUSIONS OR LIMITATIONS OF LIABILITY, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
General Prohibitions and Acceptable Use Standards
You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages, and other materials (“content”) that you make available to Starpower, including by uploading, posting, publishing, or displaying (hereinafter, “upload(ing)”) via the Service or Goods or by emailing or otherwise making available to other users of the Service (collectively, “User Content”). The following are examples of the kinds of content and/or uses that are illegal or prohibited by Starpower. Starpower reserves the right to investigate and take appropriate legal action against anyone who, in Starpower’s sole discretion, violates this provision, including removing the offending content from the Service, suspending or terminating the account of such violators, and reporting the violator to law enforcement authorities. You agree to not use the Service to:
a) email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, discriminatory, or otherwise objectionable; or (vii) in the sole judgment of Starpower, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Starpower or its users to any harm or liability of any type;
b) interfere with or disrupt the Service or Goods or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service;
c) violate any applicable local, state, national, or international law, or any regulations having the force of law;
d) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
e) solicit personal information from anyone under the age of 18;
f) harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
g) advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
h) further or promote any criminal activity or enterprise or provide instructional information about illegal activities;
i) use the Goods in violation of any applicable privacy laws;
j) obtain or attempt to access or otherwise obtain any content or information through any means not intentionally made available or provided for through the Service or the Goods;
k) circumvent, remove, alter, deactivate, degrade, or thwart any of the content protections in or geographic restrictions on any content (including Service Content (as defined below)) available on or through the Service, including through the use of virtual private networks; or
l) engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. If you are blocked by Starpower from accessing the Goods or Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address or virtual private network).
Compliance with Law - Export Control
You will comply with all applicable laws, regulations and ordinances and maintain in effect all the licenses, permissions, authorizations, consents and permits that you need to carry out your obligations under this Agreement. You will comply with all export and import laws of all countries involved in the sale of the Goods and Services under these Terms, including the Hong Kong Export Administration Regulations. You assume all responsibility for shipments of Goods or performance of any Services requiring any government import clearance. Company may terminate these Terms if any governmental authority imposes antidumping or countervailing duties or any other penalties on the Goods or Services. By ordering the Goods or using the Service, you represent and warrant that: (i) you are not located in a country or territory that is subject to a Hong Kong Government export embargo, (ii) you are not listed on any Hong Kong Government list of prohibited or restricted parties, and (iii) you will not use the Goods or Services for any prohibited end use, including for activities related to nuclear proliferation, chemical or biological weapons, missile proliferation, military end use, or military-intelligence end use. You agree not to resell, export, re-export, release, or transfer the Goods or Services, whether directly or indirectly, to any end-user or to any country, other that the end-user and destination country identified on the purchase order.
Dispute Resolution By Binding Arbitration – For Users Entering into these Terms of Service as Individuals
Read Carefully
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
A. Agreement to Arbitrate
This Dispute Resolution by Binding Arbitration section is referred to in these Terms of Service as the “Arbitration Agreement.” If you are entering into these Terms of Service as an individual (as opposed to on behalf of an entity), you agree that any and all disputes or claims that have arisen or may arise between you and Starpower, whether arising out of or relating to these Terms of Service (including any alleged breach thereof), the Service, any advertising, or any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms of Service, you and Starpower are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury.
B. Prohibition of Class and Representative Actions and Non-Individualized Relief
YOU AND STARPOWER AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND STARPOWER AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
C. Pre-Arbitration Dispute Resolution
Starpower is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at support@starpower.world. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Starpower should be sent to No. 7 Chi Po Street, San Po Kong, Kowloon, Hong Kong (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Starpower and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Starpower may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Starpower or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Starpower is entitled.
D. Arbitration Procedures
Arbitration will be conducted by a neutral arbitrator in accordance with the Hong Kong International Arbitration Center’s (“HKIAC”) rules and procedures, including the HKIAC’s Consumer Arbitration Rules (collectively, the “HKIAC Rules”), as modified by this Arbitration Agreement. If there is any inconsistency between any term of the HKIAC Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless Starpower and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by HKIAC. If your claim is for $10,000 or less, Starpower agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the HKIAC Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the HKIAC Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
E. Costs of Arbitration
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the HKIAC Rules, unless otherwise provided in this Arbitration Agreement.
F. Confidentiality
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
G. Severability
If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms of Service will continue to apply.
H. Future Changes to Arbitration Agreement
Notwithstanding any provision in these Terms of Service to the contrary, Starpower agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Service, you may reject any such change by sending Starpower written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
Dispute Resolution By Binding Arbitration – For Users Entering into these Terms of Service on behalf of an Entity
You and Starpower intend that these Terms of Service are to be construed and enforced in accordance with the laws of the Hong Kong without regard to any conflict-of-law or choice-of-law rules, and that the rule of construction that provides that a document is construed against the maker thereof be inapplicable in the construction of any of the terms of these Terms of Service. Any dispute, claim, or controversy arising out of or relating in any way to these Terms of Service or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined through confidential binding arbitration in Hong Kong before one arbitrator. The confidential binding arbitration shall be administered by HKIAC pursuant to its Commercial Arbitration Rules, and you and Starpower shall maintain the confidential nature of the arbitration proceeding and the award, including the hearing. Judgment on the award may be entered in any court having jurisdiction.
Miscellaneous
Company will have no liability under these Terms for Company’s failure or delay in performing any of the obligations imposed by the Terms to the extent such failure or delay is the result of any event beyond Company’s control. In the event that any provision of these Terms are found to be unenforceable, such provision will be reformed only to the extent necessary to make it enforceable, and the remainder will continue in effect, to the extent consistent with the intent of the parties as of the effective date of this Agreement. These Terms will be governed by the laws of Hong Kong without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Starpower submit to the personal and exclusive jurisdiction of the courts located within Hong Kong. Nothing in these Terms will be construed to place the parties hereto in an agency, employment, franchise, joint venture, or partnership relationship. Neither party will have the authority to obligate or bind the other in any manner, and nothing herein contained will give rise or is intended to give rise to any rights of any kind to any third parties. Neither party will represent to the contrary, either expressly, implicitly or otherwise. You may not assign or transfer these Terms in whole or in part, without the prior written consent of Company. Any attempted assignment, delegation or transfer by you in violation hereof will be null and void. Subject to the foregoing, these Terms will be binding on the parties and their successors and assigns. Failure by either party to enforce any provision of these Terms will not be deemed a waiver of future enforcement of that or any other provision. The headings and captions used in these Terms are used for convenience only and are not to be considered in construing or interpreting these Terms. These Terms constitutes the entire agreement between the parties with respect to the subject matter hereof. It supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter, and prevails over any conflicting terms or conditions contained on printed forms submitted with purchase orders, sales acknowledgments or quotations.
Questions or Suggestions
Please contact us at support@starpower.world to report any violations of these Terms of Service or to pose any questions regarding these Terms.