(1) the STARGEMS website located at www.mySTARGEMS.com (the "Website"),
The term "you" refers to the person or entity visiting the Platform, browsing or otherwise using the Platform, or communicating with individuals or businesses registered with STARGEMS (each, a "Campaign Initiator") for the purpose of creating promotional online media content for your products or services (each, a "Campaign").
The Platform is provided solely (the "Permitted Use") to:
(1) assist you in gathering information about the various types of Campaign opportunities and Campaign Initiators available on the Platform, including profiles, price ranges, and Campaign descriptions (each, a "Campaign Initiator Profile");
(2) enable you to post information regarding yourself and to respond to any Campaign opportunities;
(3) post reviews of Campaign Initiators;
(4) facilitate communication with Campaign Initiators with the objective of entering into a Campaign Agreement; and
(5) facilitate the transmission of payments from the Campaign Initiator to you under a Campaign Agreement ("Platform Services").
STARGEMS reserves the right to change any information, material or content (including, but not limited to, price, features, availability of Campaign Initiators, Campaign Initiator Profiles, types of Campaigns, and reviews of Campaigns and Campaign Initiators) contained on or provided through the Platform (the "Content") at any time, and from time to time, without notice.
Use of the Platform
As a condition of your use of the Platform, you warrant that:
(a) you have reached the age of majority in your jurisdiction of residence;
(b) you possess the legal authority to create a binding legal obligation;
(d) all information supplied by you on the Platform is true, accurate, current and complete.
You will be required to successfully sign up for a user account (the "User Account") using the available interfaces at the Platform and be issued with a username and password login credentials by STARGEMS ("User ID") in order to use the Platform and communicate with Campaign Initiators through the Platform. If you are issued with a User ID, you shall keep your User ID secure and shall not share your User ID with anyone else, and you shall not collect or harvest any personal data of any other user of STARGEMS, including account names. STARGEMS reserves the right to disable any User Account issued to you at any time in STARGEMS's sole discretion. If STARGEMS disables access to a User Account issued to you, you may be prevented from accessing STARGEMS, your account details or any Campaigns that are associated with your account.
Term and Termination
The Site permits you to view the Influencers Profiles who have registered on our Platform and have chosen to allow you to view their Influencer Profiles. If you select an Influencer for a Campaign through the Site, you shall inform STARGEMS of your selection. STARGEMS shall contact you for further arrangement for the signing of a Campaign Agreement on such terms and conditions as may be agreed by the parties (“Campaign Agreement”). For example, the Campaign Agreement may contain (a) a description of the services to be provided by the Influencer, (b) payment terms, and (c) any other terms and conditions as communicated between you and the Influencer through this Platform or otherwise.
You shall pay STARGEMS a fee in connection with each Campaign Agreement or, if no amounts are payable by you in connection with a Campaign Agreement, you shall pay STARGEMS an amount as determined by the then current fee schedule that can be found on our Website (the “Fee”). If you make any payments in connection with a Campaign Agreement other than through the Site or STARGEMS, you shall pay STARGEMS the Fee before each campaign is created. You will pay STARGEMS the Fee even if the Influencer fails to perform fully or partially under the Campaign Agreement.
STARGEMS may facilitate the transmission of payments from you to the Influencer in connection with a Campaign Agreement (“Facilitated Payment”). You hereby authorize STARGEMS to deduct the Fee from any such Facilitated Payment prior to transferring the remaining funds to the Influencer on your instructions. STARGEMS is not your trustee or fiduciary in respect of any Facilitated Payments or any Campaign Agreements. STARGEMS reserves the right, at its sole discretion, to place a hold on a Facilitated Payment, if STARGEMS determines that the funds may be subject to a breach of applicable law (e.g. fraud or money laundering), or if STARGEMS is required to cooperate with law enforcement.
All Content, including (without limitation) all designs, infrastructure graphics, pictures, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos and marks displayed on the Platform, are owned or licensed by STARGEMS and are protected by copyright, trade-mark and other intellectual property laws.
Please note that Campaign Initiators may have additional privacy policies or statements which govern their practices in collecting, storing, using and disclosing your personal information. Please read those additional privacy policies or statements carefully. You hereby represent and warrant to STARGEMS that you have familiarized yourself and agree with those privacy policies or statements imposed by any Campaign Initiator with whom you elect to deal through the Platform.
No Unlawful or Prohibited Use
You shall not, without STARGEMS's prior written permission, use the Platform and the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you shall not, and shall not permit anyone else to:
(a) "frame", "mirror" or otherwise incorporate the Platform or the Content or any part thereof on any commercial or non-commercial website;
(b) access, monitor or copy any part of the Platform or the Content using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;
(c) violate the restrictions in any robot exclusion headers on the Content or the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform;
(d) take any action that imposes, or may impose, in STARGEMS's discretion, an unreasonable or disproportionately large load on the Platform;
(e) deep-link to any portion of the Platform for any purpose;
(f) remove (or permit anyone else to remove) any watermarks, labels or other legal or proprietary notices included in any Campaign, the Platform or the Content;
(g) modify or attempt to modify (or permit anyone else to modify or attempt to modify) the Platform or any Campaigns, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Platform or a Campaign
(h) use the Platform or any Campaign or Content as part of any service for sharing, lending or multi-person use, or for the purpose of any other institution, except as specifically permitted by an applicable Campaign Agreement and only in the exact manner specified and enabled by therein;
(i) attempt to, assist, authorise or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform;
(j) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Platform or the Content;
(k) create derivative works based on the Platform or the Content, in whole or in part, or to decompile, disassemble, reverse engineer or other exploit any part of the Platform or the Content;
(l) use of access the Platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party; or
(m) upload to or transmit through the Platform any information, images, text, data, media or other content that is offensive, hateful, obscene, defamatory or violates any laws, in each case as determined by STARGEMS in its sole discretion.
Third Party Websites
The Platform may provide links to third party websites. STARGEMS does not endorse the information contained on those web sites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked web site is not under STARGEMS's control, and if you choose to access any such web site, you do so entirely at your own risk.
The downloading and viewing of Content is done at your own risk. STARGEMS cannot and does not guarantee or warrant that the Platform or the Content are compatible with your computer system or that the Platform or the Content, or any links from the Platform or the Content, shall be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Platform.
Communications Not Confidential
STARGEMS does not guarantee the confidentiality of any communications made by you through the Platform. Although STARGEMS generally adheres to the accepted industry practices in securing the transmission of data to, from and through the Platform, you understand, agree and acknowledge that STARGEMS cannot and does not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Platform or any Campaigns.
DISCLAIMER AND LIMITATION OF LIABILITY
THE PLATFORM AND THE CONTENT ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. USE OF THE PLATFORM OR THE CONTENT IS AT YOUR OWN RISK. STARGEMS DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR TIMELINESS OF THE PLATFORM OR THE CONTENT. THE PLATFORM AND THE CONTENT MAY INCLUDE ERRORS, OMISSIONS AND INACCURACIES, INCLUDING, WITHOUT LIMITAITON, PRICING ERRORS. STARGEMS DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE PLATFORM OR THE CONTENT. IN ADDITION, STARGEMS EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS ON THE PLATFORM.
BUSINESS AND CAMPAIGN REVIEWS DISPLAYED ON THE SITE ARE INTENDED AS ONLY GENERAL GUIDELINES, AND STARGEMS DOES NOT GUARANTEE THE ACCURACY OF THE REVIEWS. STARGEMS MAKES NO GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC BUSINESSES, CAMPAIGNS OR TYPES OF CAMPAIGNS.
TO THE FULLEST EXTENT PERMITTED BY LAW, STARGEMS DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE PLATFORM AND THE CONTENT WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. IN NO EVENT WILL STARGEMS BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT STARGEMS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT OR ANY CAMPAIGN AGREEMENT.
BUSINESSES ENGAGING YOUR SERVICES THROUGH THE PLATFORM ARE INDEPENDENT ORGANIZATIONS AND NOT CONTRACTORS, AGENTS OR EMPLOYEES OF STARGEMS. STARGEMS IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY BUSINESSES OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM AND TAKES NO RESPONSIBILITY WHATSOEVER RELATED TO ANY CAMPAIGNS OR CAMPAIGN AGREEMENTS.
The limitation above reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.
Reviews and Comments
STARGEMS takes no responsibility and assumes no liability for any Submissions posted or submitted by you. STARGEMS has no obligation to post your Submissions and reserves the right, in its absolute discretion to determine which Submissions are published on the Platform. If you do not agree to these terms, please do not provide us with any Submissions.
Geographic Application of the Platform
Not all of the Influencers, Campaigns and services described on the Platform are available in all jurisdictions. Furthermore, nothing on the Platform constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by law.
Governing Law and Jurisdiction
Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of courts in Malaysia in all disputes arising out of or relating to the use of the Platform or the Content.
Entire Agreement, Waiver and Severability