Service Agreement and Terms of Use of STARFISH, a registered Trademark of Satco Products, Inc.

Welcome to STARFISH!

Before accepting the Agreement, you are supposed to thoroughly read all contents of the Service Agreement and Terms of Use, and fully know its terms, especially restrictive clauses or exceptions. Restrictive clauses or exceptions are bold or highlighted in other forms to catch your attention. In case of any doubt of the terms of the Service Agreement and/or Terms of Use, please contact the relevant business department of STARFISH.

You are not allowed to use the service before you have read and accepted all terms of the Service Agreement and/or Terms of Use, relevant agreements and rules, etc. By selecting the “Agree” button and submitting the Agreement (see registration page for detailed wordings) and completing the registration procedure, or using the service in any form, you: (A) acknowledge that you have read and understood the Service Agreement; (B) represent that you are of legal age to enter into a binding agreement or, if you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms and conditions; (C) accept this agreement and agree that you are legally bound by its terms; and (D) acknowledge that you have read and accept the terms of the Privacy Policy . In case of any breach of the Service Agreement and/or Terms of Use, STARFISH has the right to unilaterally restrict, suspend or terminate the service for you, and has the right to investigate your relevant responsibilities.

The Service Agreement (hereinafter referred to as "the Agreement") is a binding agreement between you and STARFISH. It includes (but is not limited to) STARFISH’s Privacy Policy and other contents . This Agreement may be amended by STARFISH at any time. Such amended Agreement shall be effective upon posting.

In case of change, STARFISH will announce by means of the licensed software sending a message without further notification. Upon announcement, the changed agreement become a part to the Agreement automatically, without further notification to you for your consent. In case of objection to such relevant changes, stop use of STARFISH’s service; if you keep using it, it will be deemed that you have no objections against the changed rules and agree to abide by them.

STARFISH reserves the right to discontinue or make changes or updates with respect to the website (“Website”) and/or mobile application (“App”) or the contents of the Website and/or App at any time without notice. STARFISH reserves the right to restrict, refuse or terminate access of any person to the Website and/or App or any part thereof effective immediately without notice at any time and for any reason whatsoever at its sole discretion.

I. Definitions of Terms

1.1 Licensed software refers to software system developed by STARFISH, downloaded and installed and applied in specified system mobile terminals.

1.2 Services refer to services provided for you by STARFISH and its suppliers. You can use such services on the mobile terminal with the licensed software.

II. Service

2.1 STARFISH offers you intelligent life equipment management services, based on which you can access the intelligent terminals on STARFISH and its suppliers' smart platform through the STARFISH Control, and realize interlinkage among intelligent equipment. Service contents include intelligent equipment management, scene interlinkage and analysis report, etc. Such functions may be optimized or modified according to changes of users' demands or judgment of service supplier, and service supply may be suspended due to regular and irregular maintenance.

III. Scope of Service

3.1 STARFISH grants you with the non-exclusive and non-transferable license to use the product based on this software.

3.2 You are prohibited to license, sell, lease, transfer, issue the product in any form, or use the product for other commercial purpose.

3.3 Due to limitations on software adaptation platform and terminals, you can only use the licensed software in the authorized system platform and terminal; if you install the licensed software on other terminal equipment, it may damage your hardware or software function.  In no event will STARFISH be liable for any loss or damage caused to your hardware or software function.

3.4 You acknowledge that the licensed software can only be used for non-commercial purpose and installation, application and running of the licensed software is prohibited. If such commercial operation is necessary, prior written authorization and permission from STARFISH shall be obtained.

3.5 STARFISH and its suppliers may change, upgrade or transfer the licensed software or relevant functions from time to time, and may add new functions or services in the licensed software system. If no separate agreements are accompanied with the aforesaid new functions or services, you are entitled to the corresponding functions and services, which is also subject to the Agreement.

3.6 You shall be responsible for the accuracy, reliability, integrity and legality of input data and legality of the way in which you obtain the data, and shall back up data and information from time to time. You shall bear all risks for damage and loss of such information.

3.7 You shall properly keep your account number and password. In case of any safety loophole for your account (including but not limited to divulgence of user password), you shall notify STARFISH in time, and STARFISH will assist you in taking relevant measures. Otherwise, all behaviors related to your account shall be assumed by you and you will bear all responsibilities.

IV. Registration

Accessing certain areas of the Website and/or App and using certain functions or features of the Website and/or App may require you to register as a contributor. This registration is free of charge.

When you register, you must choose a unique username or "handle" and password and you must provide a unique, valid, current and verifiable e-mail address. Duplicate usernames and e-mail addresses are not allowed, so if the name or address you enter is already in use, you will be prompted to choose another one. We will send you a confirmation e-mail with your registered information. In the event that delivery of such information fails for any reason, your access or use of areas, functions or features requiring such registration may be refused or terminated. You will promptly update your registration to keep it accurate and current. You are solely responsible for maintaining the confidentiality of your password. We reserve the right to change your username or delete your submitted content to the Website and/or App or refuse or cancel your registration if you choose a username that, in our sole discretion, is obscene, indecent, abusive or otherwise improper. You are also solely responsible for restricting access to your computer(s). You agree to accept responsibility for all activities occurring under your account, username, and/or password that are due to your conduct, inaction, or negligence. If you become aware of any suspicious or unauthorized conduct concerning your account, user name and/or password, you agree to contact us immediately by e-mail at starfish@satco.com We may, at our own discretion, bar registration from any specific e-mail service or ISP.

V. A Third Party

STARFISH and Satco Products, Inc. are in no way responsible for the content of any site owned by a third party that may be linked to the Website and/or App via hyperlink, whether or not such hyperlink is provided by the Website and/or App or by a third party in accordance with the Service Agreement and Terms of Use. Any link on our Website and/or App to another site is not an endorsement of such other site and no judgment or warranty is made with respect to the accuracy, timeliness, or suitability of the content of any site to which the Website and/or App may link, and we take no responsibility for the foregoing.

Any software made available for downloading from or through this Website and/or App is licensed subject to the terms of any applicable license agreement. Except as set forth in the applicable license agreement, the software is made available for use by end users only and any further copying, reproduction or redistribution of the software is expressly prohibited.

WARRANTIES, IF ANY, WITH RESPECT TO SUCH SOFTWARE SHALL ONLY APPLY AS EXPRESSLY SET FORTH IN THE APPLICABLE LICENSE AGREEMENT. STARFISH OR ANY OF ITS PARENT ENTITIES, SUBSIDIARIES, AFFILIATES, PARTNERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS HEREBY EXPRESSLY DISCLAIM ALL FURTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE OR NON-INFRINGEMENT WITH RESPECT TO THE SOFTWARE.

5.1 You acknowledge that certain service of STARFISH and its suppliers is based on software or services provided by a third party. Such service is set to facilitate your application and necessary legal authorization is obtained from the third party.

5.2 The product includes certain information and services of the third party. STARFISH and its suppliers neither controls nor bears responsibility for information and services of the third party.

5.3 You acknowledge that STARFISH and its suppliers cannot guarantee that the licensed software always uses or contains such services, or that other software provided by the same third party will be used in future. Likewise, it may use similar services supplied by another third party. Upon application, the aforesaid corresponding software or services are subject to this Agreement.

VI. Service Application Standard

6.1 You shall use the licensed software in a normal manner. The following ways are in breach of the application standard:

1) Issue or share computer virus, worms, malicious codes, or software that deliberately damages or changes computer system or data;

2) Collect information or data of other users without authorization, for example, email address and the like;

3) Maliciously use the product in an automatic way, causing overload to the server, or interfere with or damage web server and network links in other forms.

4) Attempt to visit server data or communication data of the product without authorization;

5) Interfere with or damage the production application by other users.

6.2 You understand and agree that:

1) STARFISH will determine whether or not you are involved in violation of standards above, and suspend or terminate your application license according to determination results or take other restrictions according to agreements.

2) STARFISH will directly delete information in breach of laws, or infringing others' legal rights, or in breach of the Agreement issued by you when using the licensed software.

3) If a third party suffers from damage due to your breach of application standards, you shall independently bear legal responsibility in your name, and protect and indemnify STARFISH and/or Satco Products, Inc. from losses or additional expenses generated therefrom. Otherwise, STARFISH and/or Satco Products, Inc. has the right to claim compensation.

4) If STARFISH and its suppliers suffers from any loss due to your breach of relevant laws or the Agreement, you shall compensate STARFISH and/or Satco Products, Inc. and its suppliers for losses and (or) expenses generated therefrom.

VII. User Information Content Standard

By submitting any material to the Website and/or App, you agree that the material will be proper, constructive and relevant and will not contain any item that may be unlawful or otherwise unfit for publication, including, but not limited to, any of the following:

7.1 You promise that you will not conduct any act in breach of laws or improper behaviors by using the service, such act and behavior include (but not limited to):

7.1.1 Uploading, transferring or sharing information containing one of the following contents:

1) Opposing the basic principles determined in the Constitution;

2) Endangering state safety, disclosing state secret, subverting state power and sabotaging state unity;

3) Damaging state honor and benefit;

4) Inciting national hatred and discrimination and sabotaging national unity;

5) Destroying religious policy of the state and advocating heresy and feudalistic superstition;

6) Spreading rumors, disturbing social order and destroying social stability;

7) Spreading obscenity, porn, gambling, violence, murder and terror or abetting a crime;

8) Insulting or slandering others and infringing on the legal rights and interests of others;

9) Containing contents of sham, defraudation, harm, threat, infringement to others' privacy, harassment, infringement, slander, coarseness, indecency, or morally repulsive contents;

10) Distributing information constituting unsolicited commercial email, junk mail, spam or chain letters or otherwise offend the provisions of any anti-spam legislation or regulations made thereunder of any jurisdiction, including the United States or Canada;

11) Containing adware, malware, spyware, software viruses, or any other harmful code; or

12) Containing other contents restricted or forbidden by applicable laws, regulations, rules, provisions and other legal standards.

7.2  You will use reasonable efforts to scan and remove any viruses or other contaminating or destructive features before submitting any material. You also shall not transmit chain letters, pyramid schemes, surveys and solicitations through the Website and/or App. You shall also not forge headers or manipulate identifies or other data in order to disguise the origin of any Content and/or User Content transmitted through our Website and/or App or to manipulate your presence on the Website and/or App. You shall not interfere with or disrupt our sites, servers or networks or take any action that imposes an unreasonably or disproportionately large load on our infrastructure.

You affirm, represent and warrant that the User Content submitted to the Website and/or App does not infringe any proprietary right of any party or person, such as but not limited to copyright, trademark or patent, or any confidentiality obligation.

You acknowledge and agree that any of your ideas, submissions or discussions or any other User Content provided by you within the Website and/or App that is not the subject of intellectual property right protection may be used by any other contributor without compensation or attribution.

You hereby grant to STARFISH, its parent entities, subsidiaries, affiliates and other partners a worldwide, perpetual, irrevocable, royalty free, non-exclusive, sub-licensable and transferable license to use, host, store, reproduce, modify, copy, prepare derivative works of, distribute, publicly perform, publicly display, transmit and publish User Content provided by you, on this Website and/or App or any other STARFISH website and/or application or in other STARFISH marketing or public relations materials in any and all media at STARFISH’s sole discretion.

You shall be solely responsible for your own User Content and the consequences of posting submitting and/or publishing it. STARFISH may, but is not obligated to, review and monitor, before and/or after submitting User Content. However, you acknowledge that it is impossible for us to monitor or review all User Content. Without limitation, STARFISH, its parent entities, subsidiaries, affiliates, partners, licensors, distributors and suppliers will not and cannot be held responsible for the accuracy, completeness, quality or validity of User Content posted by third parties on the Website and/or App.

STARFISH  does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and STARFISH expressly disclaims any and all liability in connection with User Content.

STARFISH has the sole right and ability to edit and/or remove messages or any other User Content which are objectionable, improper or otherwise in breach of these Terms of Use for any reason at any time without notice or consent and at its sole discretion. Any user who believes that submitted User Content is objectionable or improper is encouraged to contact STARFISH immediately by e-mail at starfish@satco.com. Upon receipt of such notification, we will make reasonable efforts to take such action as we deem necessary within a reasonable period of time. Since this is a manual process, you are advised that we may not be able to remove or edit particular User Content immediately.

VIII. Private Policy and Data

8.1 It is crucial for STARFISH to protect your Personal Data. STARFISH prepares STARFISH’s Privacy Policy , in which contents related to ownership and protection of intellectual property, collection, use, share, storage and protection, etc. of your information are disclosed. You are suggested to thoroughly read STARFISH’s Privacy Policy .

IX. Exception Clauses

9.1 Unless otherwise specified in laws and regulations, STARFISH will do its best to ensure the security, validity, accuracy and reliability of the licensed software and technologies and information involved, but STARFISH is unable to guarantee the same due to restriction by available technologies nowadays. 
9.2 You understand that STARFISH will not assume responsibility for direct or indirect losses caused by force majeure and default of a third party. 
9.3 You shall be responsible for personal injury or incidental or indirectly injury caused by or related to one of the following accidents: 1) A third party uses the licensed software or changes your data without permission; 2) Expenses and losses produced by using the licensed software; 3) Your misunderstanding of the licensed software; 4) Other losses related to licensed software caused by reasons not attributable to STARFISH. 
9.4 Any other licensed software-derived software not developed and released by STARFISH or the development and release are not granted by STARFISH is illegal software. Downloading, installing and using such software may cause unpredictable risks. STARFISH shall be free from legal responsibilities and disputes generated therein and STARFISH shall have the right to suspend or terminate application license and/or other all services. 
9.5 You have been informed that the usage of STARFISH and its supplier's smart platform involves Internet service, which may be affected by unstable factors in all links. Although STARFISH has taken safeguard measures, the service may be suspended, terminated, delayed, suffered from application restriction or application failure due to inherent defects of Internet and e-communication as well as factors beyond reasonable control of any party to the Agreement (including but not limited to fire, flood, terrorist attack, pestilence, natural disasters, riot, terminal virus, hacker attack, network fault and terminal fault). You hereby agree to bear the foregoing risks and agree that STARFISH is free from any responsibility when normal running of services are influenced by the occurrence of foregoing risks.

X. Agreement Termination and Breach of Agreement

10.1 You should understand that you shall use the licensed software according to authorization scope, respect intellectual property of software and contents contained in the software, and perform obligations according to the Agreement when using STARFISH's services. STARFISH will terminate the application license if you are in material breach of the Agreement.

10.2 Your application of the software relies on supporting services supplied by STARFISH's related companies. Breach of terms, agreements, rules, annunciation and other relevant regulations of STARFISH and its related companies may cause failure in normal usage of licensed software, in which case, STARFISH shall be entitled to terminate the application license, or take measures to restrain your application license or other rights and interests controlled by STARFISH as agreed in the Agreement, including suspension or termination of your application license.

10.3 In case of your breach of the Agreement or other agreements signed with STARFISH, STARFISH and its suppliers shall have the right to notify the related companies, requiring them to take restrictive measures to your rights and interests, including requiring related companies to suspend or terminate supplying part or whole services for you, and legally announce your breach of agreement on websites run or actually controlled by them.

10.4 The licensed software is downloaded from the downloading platform and you shall abide by stipulations of the download platform, system platform and terminal manufacture on application ways and restrictions of the licensed software. If the above mentioned third party confirms that you are in breach of the agreement and STARFISH and its supplier's treatment is required, STARFISH may terminate your application license at the third party's request.

10.5 When the application license terminates, you shall stop using the licensed software and destroy all copies.

10.6 You must bear all compensation responsibilities if STARFISH and other users suffer from losses caused by your breach of terms in the Agreement.

XI. Disclaimers

ALL INFORMATION (INCLUDING, WITHOUT LIMITATION, CONTENT, TEXT, IMAGES, GRAPHICS, LINKS, AND OTHER MATERIALS) ON THE WEBSITE AND/OR APP IS PROVIDED "AS IS" AND "AS AVAILABLE". STARFISH, ITS PARENT ENTITIES, SUBSIDIARIES, AFFILIATES, PARTNERS, LICENSORS, DISTRIBUTORS AND SUPPLIERS HEREBY EXPRESSLY DISCLAIM TO EXTENT PERMITTED BY LAW ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AS TO THE OPERATION OF THIS WEBSITE AND/OR APP, THE CONTENT OR USER CONTENT. Neither STARFISH nor its parent entities, subsidiaries, affiliates, partners, licensors, distributors and suppliers warrants or makes any representations that (i) the Website and/or App will meet your requirements, (ii) the Website and/or App will be uninterrupted, timely, secure, or error free, or (iii) the results that may be obtained from the use of the Website and/or App (including any content, information and materials on this Website and/or App) will be correct, complete, accurate, reliable, or otherwise meet your requirements.

This is a public Website and/or App. You should have no expectation of confidentiality with respect to any User Content you may submit on this Website and/or App. Do not submit confidential information here.

STARFISH and its parent entities, subsidiaries, affiliates, partners, licensors, distributors and suppliers shall have no liability for interruptions or omissions in Internet, network or hosting or any third party services and do not warrant that the Website and/or App or the services which make this Website and/or App available or electronic communications sent by STARFISH are free from viruses or any other harmful elements.

Any material downloaded or otherwise obtained through the use of this Website and/or App is done at your own discretion and risk. You will be solely responsible for any damage to your computer system or devices or loss of data that results from the download of any such material.

XII. Limitation of Liability

IN NO EVENT SHALL STARFISH OR ANY OF ITS PARENT ENTITIES, SUBSIDIARIES, AFFILIATES, PARTNERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INCIDENTAL OR OTHER DAMAGES RESULTING FROM, ARISING OUT OF OR IN CONNECTION WITH THE ACCESS, USE OF, OR INABILITY TO ACCESS OR USE THIS WEBSITE AND/OR APP, THE CONTENT OR THE USER CONTENT, EVEN IF STARFISH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EXCEPT TO THE EXTENT SUCH DAMAGES ARISE AS A RESULT OF FRAUD OR FRAUDULENT MISREPRESENTATION ON THE PART OF STARFISH.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF STARFISH OR ANY OF ITS PARENT ENTITIES, SUBSIDIARIES, AFFILIATES, PARTNERS, LICENSORS, SUPPLIERS OR DISTRIBUTORS FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THIS WEBSITE AND/OR APP, THE CONTENT OR THE USER CONTENT IS LIMITED TO THE AMOUNT THAT YOU PAID US TO USE THE WEBSITE AND/OR APP OR FIFTY (50) DOLLARS, WHICHEVER IS HIGHER.

IF YOU LIVE IN A COUNTRY OR STATE THAT DOES NOT ALLOW ANY OF THE FOREGOING EXCLUSIONS OR LIMITATIONS OF LIABILITY OR ANY OF THE DISCLAIMERS OF WARRANTIES IN SECTION 11 ABOVE, SUCH EXCLUSIONS OR LIMITATIONS WILL NOT APPLY TO YOU BUT ONLY TO THE EXTENT SUCH EXCLUSIONS OR LIMITATIONS ARE NOT ALLOWED. IN SUCH CASE, SUCH EXCLUSIONS OR LIMITATIONS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

XIII. Copyright and Trademarks

Copyright and all other proprietary rights in content and the Website and/or App provided by STARFISH, its affiliates, parent entities, subsidiaries and/or partners, the software to operate and publish the Website and/or App, the compilation of data on the Website and/or App, and the order, sequence and arrangement of this Website and/or App, all belong to STARFISH and/or its partners or licensors. All rights in the content and the Website and/or App not expressly granted herein are reserved.

STARFISH is a registered trademark of Satco Products, Inc. STARFISH and all other registered trademarks of Satco Products, Inc. and its affiliates are important assets of Satco Products, Inc. Proper use of these trademarks is important and you should follow the instructions of Satco Products, Inc. when referencing our company products and services. Find more information at satco.com/starfish. Please contact us starfish@satco.com for more information.

The use and registration of the STARFISH name is exclusively reserved to Satco Products, Inc. You may not register nor use a company name, statutory name, trade name, domain name or other name, indication or description, of which the STARFISH name or any name similar thereto or any name which consists of a part of the STARFISH name forms part nor shall it include any other registered trademark owned by Satco Products, Inc.

XIV. Proprietary Rights in the Website and/or App

This Website and/or App is public by nature and any information submitted on it shall be deemed non-confidential. You acknowledge that any submitting of any inventions embodied in any User Content provided by you shall constitute a "publication" of such invention under applicable patent laws.

You acknowledge that any User Content submitted and/or discussed on the Website and/or App may be the subject of patents, copyrights, trademarks and other intellectual property rights of Satco Products, Inc., its subsidiaries, affiliates, partners or third parties. If you consider exploiting any ideas, proposals, suggestions, or solutions or other User Content submitted to the Website and/or App, you are responsible to undertake appropriate intellectual property clearance before engaging in any exploitative conduct.

XV. U.S. Copyright Infringement Claims

If you know or suspect that any of the materials on this Website and/or App (including but not limited to materials posted on the Website) have been used or copied in a way that constitutes copyright infringement, please send notice to STARFISH's designated agent identified below. According to the U.S. Digital Millennium Copyright Act, 17 U.S.C. Sec. 512(c)(3), your notice must comply with the following requirements:

• A physical or electronic signature of the copyright owner or person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
• Information reasonably sufficient to permit us to contact you, such as address, telephone number, and, if available, an electronic mail address at which you may be contacted;
• A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
• A statement that the information in the notification is accurate and under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The designated agent for notice of copyright infringement claims may be reached as follows: starfish@satco.com.

The preceding information is provided exclusively for notifying STARFISH that your copyrighted material may have been infringed. All other inquiries, such as product related questions and requests or concerns regarding improper postings and/content, will not receive a response through this process.

XVI. Indemnification and Release

You agree to indemnify and hold harmless STARFISH and Satco Products, Inc., its subsidiaries, affiliates, partners,  distributors and suppliers and each of their respective officers, directors, employees, shareholders, legal representatives, agents, successors and assigns, from and against any damages, liabilities, costs and expenses (including reasonable attorneys' and professionals' fees and litigation costs) however arising, whether in law or equity, whether at common law or under any legislation or statute that relates to the posting, content, or transmission of any message, data, material or any other User Content you submit on the Website and/or App or any violation of the Service Agreement and Terms of Use by you. In the event of any complaint or legal action arising from any message, or any other User Content posted by you, STARFISH and Satco Products, Inc. reserve the right to reveal your identity and any other information STARFISH and Satco Products, Inc. may have about you.  STARFISH reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with STARFISH’s defense of such claim.

If you have a dispute with one or more users, you agree to indemnify, hold harmless and release STARFISH and Satco Products, Inc., its subsidiaries, affiliates, partners, distributors and suppliers, and each of their respective officers, directors, employees, shareholders, legal representatives, agents, successors and assigns from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

XVII. Shut-Down of Site

We have the sole right to shut down the Website and/or App or any part(s) thereof for any reason at any time without notice or consent. We will have no responsibility or liability for failure to store or delete any Content and/or User Content submitted to the Website and/or App.

XVIII. Satco Products, Inc. Products

The Website and/or App may contain references to specific Satco Products, Inc. products and services that may not be (readily) available in a particular country. Any such reference does not imply or warrant that any such products or services shall be available at any time in any particular country.

XIX. Dispute Resolution

This Service Agreement and Terms of Use shall be governed by and construed in accordance with the laws of the State of New York. You consent to the jurisdiction of the State Courts in the Tenth Judicial District of the State of New York for any dispute(s), claim(s) or cause(s) of action arising out of, or relating to or in connection with the Service Agreement and these Terms of Use or your use of this Website and/or App, including any disputes relating to the existence or validity of the Service Agreement and these Terms of Use, provided that you agree to submit any such disputes, claims or causes of action exclusively to the State Courts of the Tenth Judicial District of the State of New York and waive any objection to such courts on any basis, including without limitation improper venue or inconvenience of the forum. This Agreement will not be governed by the conflict of law rules of any other jurisdiction or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

XX. Severability

If any provision of the Service Agreement and these Terms of Use is held to be invalid or unenforceable by a Court of competent jurisdiction in the Tenth Judicial District of the State of New York, then the invalid or unenforceable provision will be replaced by a valid, enforceable provision that most closely matches the intent of the original provision and the remaining provisions shall be enforced. If any provision is held to be invalid, it shall not influence the effectiveness of other terms or any part thereof.

XXI. No Waiver

No failure on the part of STARFISH and Satco Products, Inc. to enforce any part of the Service Agreement and these Terms of Use shall constitute a waiver of any of STARFISH and Satco Products, Inc.’s rights under the Service Agreement and these Terms of Use, whether for past or future actions on the part of any person. Neither the receipt of any funds by STARFISH and Satco Products, Inc. nor the reliance of any person on STARFISH and Satco Products, Inc.’s actions shall be deemed to constitute a waiver of any part of the Service Agreement and these Terms of Use. Only a specific, written waiver signed by an authorized representative of STARFISH and Satco Products, Inc. shall have any legal effect whatsoever.

XXII. Headings

The headings of the sections of the Service Agreement and Terms of Use are inserted for convenience only and shall not constitute a part hereof or affect in any way the meaning or interpretation of the Service Agreement and Terms of Use.

XXIII. Assignment

This Agreement may not be assigned or sublicensed by you.  STARFISH may subcontract or delegate the provision of any or all of the obligations or otherwise assign its rights in this Agreement at any time without your consent.

XXIV. Relationship

The parties to this Agreement are independent contractors and are not agents, fiduciaries, joint venturers, partners or employees of one another, and STARFISH will not be obligated by any agreements or representations made by you to any person, nor will STARFISH be obligated for any damages to any person caused by your actions, failure to act, negligence or willful conduct.

XXV. How to Contact Us

If you have any questions or comments about this Agreement, or you have any questions or comments about the practice and operation of STARFISH, you can contact us via email at starfish@satco.com.