1.1. Our Purpose
Amongst the many creative and marketing services we offer, we also provide website hosting and management services to our Users that are meant to simplify the process of launching and maintaining a professional website. To satisfy a variety of budgets and ongoing website needs, we offer multiple hosting packages. While not all of our packages include on-demand website content updates, our Users have the option to request we make website updates for them for an additional price to their monthly/yearly subscription. Alternately, our Users can take advantage of our free and easy-to-use site builder tools to update their sites themselves. Any website that we host and maintain, including the websites we develop for our Users under a separate agreement, and any website developed by a third-party, transferred from another website hosting company to the Starry Eyes Media network, are collectively referred to herein as (“User Platform(s)”).
1.2. Legal Agreement
The Starry Eyes Media Terms constitute a binding and enforceable legal contract between Starry Eyes Media, LLC. and its affiliated companies and subsidiaries worldwide (“Starry Eyes Media”, “us,” or “we”) and you in relation to the use of any Starry Eyes Media Services – so please read them carefully.
1.3. User Account
To begin accessing and using special features associated with Starry Eyes Media Services, you must first register and create an account with Starry Eyes Media (“User Account”). It is your sole responsibility to protect your account from access by anyone other than yourself. If anyone other than yourself accesses your User Account and/or any of your User Platforms’ settings, they may perform any actions available to you (unless as specifically stated otherwise on the Starry Eyes Media Services), make changes to your User Platform(s), and User Account, and accept any legal terms available therein, make various representations and warranties and more – and all such activities will be deemed to have occurred on your behalf and in your name.
We strongly encourage you to keep the log-in credentials of your User Account confidential, and allow such access only to people you trust – as you will be solely and fully responsible for all activities that occur under your User Account and/or User Platforms (including for any representations, warranties, and undertakings made therein), whether or not specifically authorized by you, and for any damages, expenses, or losses that may result from such activities.
The information that you provide when registering your User Account, to which you are the sole and exclusive rights holder, and using Starry Eyes Media Services must be accurate and complete. We strongly encourage you to provide your own (or your company’s) contact and billing details, including your valid email address, as we may use it to identify and determine the actual and true owner of the User Account and/or User Content (as defined below) submitted to us.
Starry Eyes Media reserves the right to determine ownership to a User Account based on our reasonable judgment, whether or not an independent investigation has been conducted by us, in the event a dispute arises on User Account ownership. In these cases of User Account ownership disputes, we also reserve the right to avoid making a determination and/or suspending a User Account until the parties disputing such ownership reach a resolution, without liability to you or to any other party. To assist us in making determinations of ownership, we may request documentation (e.g. government-issued ID, a business license). Additionally, in determining the owner of a User Account, User Platform, and/or User Content created and/or uploaded to the relevant Starry Eyes Media Service, we may consider other factors as set forth below.
- The person or entity who has access to the email address listed, at the moment of dispute or otherwise, in Starry Eyes Media’s records for such User Account under which such User Platform or User Content was created.
- The billing details, including the name listed on the form of payment and billing address, used to purchase Paid Services (“Billing Information”). Notwithstanding the foregoing, when applicable if a User Platform was connected to an external domain name (either imported or purchased as part of certain Paid Services, as defined below), and such domain’s registration information is publicly available via the WHOIS database provided on the www.whois.net website or on Starry Eyes Media’s database, Starry Eyes Media will consider the owner of such User Platform as the person or entity registered as the registrant of such domain thereunder. In the event that an individual and an organization are both registered as the registrant or the registrant organization of such domain, Starry Eyes Media will consider the organization as the actual owner of the domain, and therefore as the owner of the User Platform connected to such domain. In the event the Billing Information indicates one person as the owner of the User Platform and the domain registration indicates a different owner, Starry Eyes Media shall consider the person registered as the owner of the domain connected to the Starry Eyes Media Account as the owner of the User Platform.
- Notwithstanding the foregoing, Starry Eyes Media shall have the right to determine the ownership of User Content and/or a User Website as it chooses, including by ignoring the indications set forth above, in the event Starry Eyes Media deems, at its sole discretion, that the situation justifies such determination, all based upon the factual situation as determined by Starry Eyes Media.
2. Your Obligations
2.1. You represent and warrant that:
- you are at least thirteen (13) years of age, or sixteen (16) years of age if you are an individual within the European Union (EU), or of the legal age of majority in your jurisdiction, and possess the legal authority, right and freedom to enter into the Starry Eyes Media Terms and to form a binding agreement, for yourself or on behalf of the person or entity committed by you to the Starry Eyes Media Terms;
- you are not a resident of (or will use the Starry Eyes Media Services in) a country that the U.S. government has embargoed for use of the Starry Eyes Media Services, nor are you named on the U.S. Treasury Department’s list of Specially Designated Nationals or any other applicable trade sanctioning regulations;
- your country of residence and/or your company’s country of incorporation is the same as the country specified in the contact and/or billing address you provide us;
- you understand that Starry Eyes Media does not provide any legal advice or any recommendation with respect to any laws or requirements applicable to your use or any of your End Users, or your compliance therewith;
And specifically regarding your User Content:
- you confirm you own all rights in and to any content uploaded or provided by you, or imported, copied, or uploaded by Starry Eyes Media Services for you, to your User Platform (“User Content”), including any designs, images, animations, videos, audio files, fonts, logos, code, illustrations, compositions, artworks, interfaces, usernames, the information you provide for the purpose of creating a subdomain name, text, literary works and any other materials (“Content”), or otherwise have (and will continue to have) the full power, title, licenses, consents, and authority, in and to the User Content, as necessary to legally access to, import, copy, use, publish, transfer or license such User Content, by you and us or any of our affiliates;
- you have (and will maintain) the full power, title, licenses, consents, and authority to allow Starry Eyes Media Services to access any websites, web pages, and/or other online services, for the purpose of importing, copying, displaying, uploading, transmitting, and/or otherwise using your User Content.
- the User Content is (and will continue to be) true, current, accurate, non-infringing upon any Third-Party rights, and in no way unlawful for you to upload, import, copy, possess, post, transmit, display, or otherwise use, in the country in which you or your User Platform’s visitors and users (“End Users”) reside, or for Starry Eyes Media and/or your End Users to access, import, copy, upload, use or possess in connection with the Starry Eyes Media Services;
- you have obtained all consents and permissions required under all applicable laws, regarding the posting, transmission, and publication of any personal information and/or image or likeness of any person, entity, or property that is part of the User Content, and you will adhere to all laws applicable thereto.
2.2. You undertake and agree to:
- fully comply with any and all applicable laws and any other contractual terms which govern your use of the Starry Eyes Media Services (and any related interaction or transaction), including those specific laws applicable to you or your End Users in any of your geographical locations;
- be solely responsible and liable with respect to any of the uses of the Starry Eyes Media Services which occur under your User Account and/or User Platform(s), and for any of your User Content (including for any consequences of copying, uploading, accessing, importing, using, or publishing such User Content on or with respect to the Starry Eyes Media Services);
- regularly and independently save and backup any of your User Content and the information that is being processed by you regarding your User Platform, including with respect to User Products, End Users, and any applications and/or Third-Party Services used by you;
- receive from time to time promotional messages and materials from Starry Eyes Media or its partners, by any contact form you may provide us with (including your email, address, and phone number for calls or text messages). If you wish not to receive such promotional materials or notices – you have the option to notify us at any time to request we cease sending you these messages;
- For the purpose of Starry Eyes Media’s marketing and promotional activities, allow Starry Eyes Media to use in perpetuity, worldwide and free of charge, any version of your User Platform (or any part thereof), online and/or offline, and modify it as reasonably required for such purposes, and you waive any claims against Starry Eyes Media or anyone on its behalf relating to any past, present or future moral rights, artists’ rights, or any other similar rights worldwide that you may have in or to your User Platform with respect to such limited permitted uses;
- Starry Eyes Media’s sole discretion as to the means, manner, and method for performing the Starry Eyes Media Services, including those regarding the hosting, transmission, publication, and/or display of any User Platforms and/or Content.
- Starry Eyes Media shall have the right to offer the Starry Eyes Media Services in alternative price plans and impose different restrictions as for the upload, storage, download, and use of the Starry Eyes Media Services in each price plan, including, without limitation, restrictions on network traffic and bandwidth, size and/or length of Content, quality, and/or format of Content, sources of Content, the volume of download time, etc.
2.3. You agree and undertake not to:
- copy, modify, create derivative works of, adapt, download, reverse engineer, emulate, migrate to another service, translate, compile, decompile or disassemble the Starry Eyes Media Website, the Starry Eyes Media Services (or any part thereof), any Content offered by Starry Eyes Media or Third-Party Services for use and display within User Platforms (“Licensed Content”) and/or any part thereof in any way, or publicly display, perform, transmit or distribute any of the foregoing without Starry Eyes Media’s prior written and specific consent and/or as expressly permitted under the Starry Eyes Media Terms;
- submit, transmit, or display any User Content, or use Licensed Content in a context, which may be deemed as defamatory, libelous, obscene, harassing, threatening, incendiary, abusive, racist, offensive, deceptive or fraudulent, encouraging criminal or harmful conduct, or which otherwise violates the rights of Starry Eyes Media or any Third-Party (including any intellectual property rights, privacy rights, contractual, or fiduciary rights), or otherwise shows any person, entity, or brand in a bad or disparaging light, without their prior explicit approval;
- use any illegal action to collect login data and/or passwords for other websites, third parties, software, or services;
- phish, collect, upload, or otherwise make available credit card information or other forms of financial data used for collecting payments unless done in accordance with any applicable law, including, with the PCI DSS standard when applicable;
- upload, collect, insert, or otherwise make available within the Starry Eyes Media Website or the Starry Eyes Media Services (or any part thereof), any malicious, unlawful, defamatory, or obscene Content;
- publish and/or make any use of the Starry Eyes Media Services or Licensed Content on any website, network, media, or system other than those provided by Starry Eyes Media, and/or frame, “page-scrape”, “deep link”, mirror and/or create a browser or border environment around any of the Starry Eyes Media Services, Licensed Content and/or User Platform (or any part thereof), except as expressly permitted by Starry Eyes Media, in advance, and in writing;
- use any “robot”, “spider,” or other automatic devices, script, algorithm, program, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Starry Eyes Media Services (or its data and/or Content), or in any way reproduce or circumvent the navigational structure or presentation of any of the Starry Eyes Media Services to obtain or attempt to obtain any data, including but not limited to materials, documents, services, or information through any means not purposely made available through the Starry Eyes Media Services;
- act in a manner which may bring Starry Eyes Media into disrepute or harm or which might be perceived as damaging to Starry Eyes Media’s reputation and goodwill;
- purchase search engine or other pay-per-click keywords or domain names that use Starry Eyes Media or Starry Eyes Media Marks and/or variations and misspellings thereof;
- impersonate any person or entity or provide false information on the Starry Eyes Media Services and/or User Platform, whether directly or indirectly, or otherwise perform any manipulation in order to disguise your identity or the origin of any message or transmittal you send to Starry Eyes Media and/or any End Users;
- falsely state or otherwise misrepresent your affiliation with any person or entity, or falsely express or imply that Starry Eyes Media or any Third-Party endorses you, your User Platform, your User Products, your business, or any statement you make;
- reverse lookup, trace, or seek-to-trace another User of Starry Eyes Media Services, or otherwise interfere with or violate any other User’s right to privacy or other rights
- harvest or collect personally identifiable information about visitors or users of the Starry Eyes Media Services and/or User Platform without their express and informed consent;
- disable, bypass, circumvent, or otherwise avoid any measures used to prevent or restrict access to the Starry Eyes Media Services, User Platform, the account of another User(s), or any other systems or networks connected to the Starry Eyes Media Services, by password mining, hacking, or other illegitimate or prohibited means;
- probe, test, or scan, vulnerabilities within the Starry Eyes Media Services or any network connected to the Starry Eyes Media Services;
- upload to the Starry Eyes Media Services and/or User Platform or otherwise use them to design, develop, distribute and/or otherwise transmit or execute, any virus, worm, time bomb, Trojan Horse, web bug, spyware, malware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component;
- take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Starry Eyes Media Services or Starry Eyes Media’s systems or networks connected to the Starry Eyes Media Services, or otherwise interfere with or disrupt the operation of any of the Starry Eyes Media Services, or the servers or networks that host them or make them available, or disobey any requirements, procedures, policies, or regulations of such servers or networks;
- use any of the Starry Eyes Media Services and/or User Platform in connection with any form of spam, unsolicited mail, fraud, scam, “chain letters,” phishing, “pyramid schemes,” or similar conduct, or otherwise engage in unethical marketing or advertising;
- access Starry Eyes Media Services, User Accounts, Licensed Content, and/or User Content, through any means or technology (e.g. scraping and crawling), other than our publicly supported interfaces.
- sell, license, or exploit for any commercial purposes any use of or access to the Licensed Content and/or Starry Eyes Media Services, except as expressly permitted by the Starry Eyes Media Terms;
- remove or alter any copyright notices, watermarks, restrictions, and signs indicating proprietary rights of any of our licensors, including copyright mark [©], Creative Commons [(cc)] indicators, or trademarks [® or ™] contained in or accompanying the Starry Eyes Media Services and/or Licensed Content; or
- violate, attempt to violate, or otherwise fail to comply with any of the Starry Eyes Media Terms or any laws or requirements applicable to your use of the Starry Eyes Media Services.
- access or use the Starry Eyes Media Services for benchmarking or similar competitive analysis purposes in order to build a competitive product or service.
You acknowledge and agree that any failure on your part to abide by any of the foregoing or any misrepresentation made by you herein may result in the immediate termination of your User Account and/or any Services provided to you – with or without further notice to you, and without any refund of amounts paid on account of any such Services.
3. Content and Ownership
3.1. Your Intellectual Property
As between Starry Eyes Media and you, you shall own all intellectual property pertaining to your User Content and to any other materials created by you, including any designs, images, animations, videos, fonts, logos, audio files, illustrations, compositions, artworks, code, interfaces, text, and literary works. Starry Eyes Media does not claim ownership rights on your content unless otherwise stated in a separate agreement. For the sole purpose of granting you the service, you know and agree that we will need to access, upload and/or copy your User Content to our platform, including cloud services and CDN’s, to make display adjustments, to duplicate for backup and perform any other technical actions and/or uses required to perform our services, as we deem fit.
3.2. Starry Eyes Media’s Intellectual Property
All rights, title, and interest in and to the Starry Eyes Media Services, including any and all copyrightable materials or any other content thereof which is or may be subject to any intellectual property rights under any applicable law (including any images, artwork, graphics, website templates, and widgets, literary work, source code, object code, computer code (including HTML), applications, music, audio, video, and other media, designs, animations, interfaces, documentation, derivatives, and versions thereof, the “look and feel” of the Starry Eyes Media Services, methods, products, algorithms, data, interactive features and objects, advertising and acquisition tools, and methods, inventions, trade secrets, logos, domains, customized URLs, trademarks, service marks, trade names and other proprietary identifiers, whether or not registered and/or capable of being registered (collectively, “Intellectual Property”), and any derivations thereof, are owned by and/or licensed to Starry Eyes Media.
Subject to your full compliance with the Starry Eyes Media Terms and timely payment of all applicable Fees, Starry Eyes Media hereby grants you, upon creating your User Account and for as long as Starry Eyes Media wishes to provide you with the Starry Eyes Media Services, a non-exclusive, non-transferable, non-sublicensable, fully revocable, limited license to use the Starry Eyes Media Services and Licensed Content, for the purpose of generating and displaying your User Platform to End Users and offering your User Products (as defined below) therein, solely as expressly permitted under the Starry Eyes Media Terms, and solely within the Starry Eyes Media Services.
The Starry Eyes Media Terms do not convey any right or interest in or to Starry Eyes Media’s Intellectual Property (or any part thereof), except only for the limited license expressly granted above. Nothing in the Starry Eyes Media Terms constitutes an assignment or waiver of Starry Eyes Media’s Intellectual Property rights under any law.
In addition to the above, certain fonts made available to you within the Starry Eyes Media Services, are licensed to Starry Eyes Media by a Third-Party provider, Google, and are therefore subject to additional license terms of such provider. FOr more information about Google Fonts, visit https://developers.google.com/fonts/faq2.
3.3. Feedback and Suggestions
We welcome feedback and suggestions from sources outside of the Starry Eyes Media team, including but not limited to our Users. If you provide us with any comments, suggestions, or other feedback relating to the Starry Eyes Media Services (whether existing, suggested, or contemplated), which is or may be subject to any Intellectual Property rights (“Feedback”), such Feedback shall be exclusively owned by Starry Eyes Media. By providing such Feedback to Starry Eyes Media, you acknowledge and agree that it may be used by Starry Eyes Media in order to: (i) further develop, customize, and improve the Starry Eyes Media Services, (ii) provide ongoing assistance and technical support, (iii) contact you with general or personalized Starry Eyes Media-related notices and/or interview requests based on your feedback or otherwise, (iv) facilitate, sponsor, and offer certain promotions, and monitor performance, (v) to create aggregated statistical data and other aggregated and/or inferred information, which Starry Eyes Media may use to provide and improve its services, (vi) to enhance Starry Eyes Media data security and fraud prevention capabilities, and (vii) to comply with any applicable laws and regulations. In addition, you (1) represent and warrant that such Feedback is complete, accurate, and does not infringe on any third-party rights; (2) irrevocably assign to Starry Eyes Media any right, title, and interest you may have in such Feedback and (3) explicitly and irrevocably waive any and all claims relating to any past, present, or future moral rights, artists’ rights, or any other similar rights worldwide in or to such Feedback.
5. Service Fees
5.1. Paid Services
The use of certain Starry Eyes Media Services may be subject to payment of particular fees, as determined by Starry Eyes Media in its sole discretion (“Paid Services” and “Fee(s)”, respectively). Starry Eyes Media will provide notice of such Fees then in effect in relation to such Paid Services. If you wish to receive or use such Paid Services, payment will be due in advance, and as such, you are required to pay all applicable Fees before Paid Services are rendered.
Starry Eyes Media reserves the right to change its Fees at any time, upon notice to you if such change may affect your existing subscriptions. For promotional purposes, Starry Eyes Media reserves the right to offer discounted services. If you receive a discount or other promotional offer, Starry Eyes Media shall have the right to automatically and without notice renew your subscription to such Starry Eyes Media Service(s) at the full applicable Fee.
All Fees associated with Starry Eyes Media’s Paid Services are presented in U.S. currency, and as such deemed to be in U.S. Dollars. To the extent permitted by law (and unless specified otherwise by Starry Eyes Media in writing), all Fees are exclusive of all taxes (including value-added tax, sales tax, goods, and services tax, etc.), levies, or duties imposed by taxing authorities (“Taxes”), and you shall be responsible for payment of all applicable Taxes relating to your use of the Starry Eyes Media Services, or to any payments or purchases made by you. If Starry Eyes Media is obligated to collect or pay Taxes for the Fees payable by you, and whether or not such Taxes were added and collected from you for previous transactions, such Taxes may be added to the payment of any outstanding Fees and will be reflected in the Invoice for such transaction. We recommend that you verify the existence of any additional fees you may be charged by third-parties in connection with the purchase of Paid Services or in connection with the renewal thereof (such as international transaction fees, currency exchange fees, or fees due to banks or credit card companies). Starry Eyes Media is not responsible for any such additional fees or costs.
As part of registering or submitting information to receive Paid Services, you also authorize Starry Eyes Media (either directly or through its affiliates, subsidiaries, or other third-parties) to request and collect payment and service fees (or otherwise charge, refund, or take any other billing actions) from our payment provider or your designated banking account, and to make any inquiries Starry Eyes Media or its affiliates may consider necessary to validate your designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from your payment, credit card, or banking account provider (e.g., updated expiry date or card number as may be provided to us by your credit card company).
Unless specified under a separate agreement, you must keep a credit card stored with Starry Eyes Media to pay for your Paid Services (“Stored Card”). In your Account Settings Page, you will be able to identify your Stored Card by its last four digits.
Starry Eyes Media and/or its affiliated companies will issue an invoice or credit memo for any payment of Fees or refund made to or by Starry Eyes Media (“Invoice”). Each Invoice will be issued in electronic form and based on the country stated in your billing address and will be made available to you via your User Account and/or by email. For the purpose of issuing the Invoice, you may be required to provide certain Personal Information, including but limited to your billing information, name, date of birth, and address, in order to comply with local laws. Please note that the Invoice presented in your User Account may be inadequate with your local law requirements, and in such case may be used for pro forma purposes only.
5.3. Subscription Auto-Renewals
In order to ensure that you do not experience any interruption or loss of services, certain Paid Services include an automatic renewal option by default, according to which such Paid Services will automatically renew upon the end of the applicable subscription period, for a renewal period equal in time to the original subscription period (excluding extended periods) and, unless otherwise notified to you, at the same price (subject to applicable Taxes changes and excluding any discount or other promotional offer provided for the first period) (“Renewing Paid Services”). For example, if the original subscription period for a Service is one month, each of its renewal periods (where applicable) will be for one month. Accordingly, where applicable, Starry Eyes Media will attempt to automatically charge you the applicable Fees using the Stored Card, within up to two (2) weeks before such renewal period commences. In the event of failure to collect the Fees owed by you, we may in our sole discretion (but shall not be obligated to) retry to collect at a later time, and/or suspend or cancel your User Account, without further notice. If your Renewing Paid Service is subject to a yearly or multiple-year subscription period, Starry Eyes Media will endeavor to provide you notice prior to the renewal of such Paid Service at least thirty (30) days in advance of the renewal date but is not required to do so.
By entering into this Agreement and by purchasing a Renewing Paid Service, you acknowledge and agree that the Renewing Paid Service shall automatically renew in accordance with the above terms.
Certain domains are subject to a different renewal policy as detailed in the Domains Registration Agreement. Notwithstanding anything to the contrary contained herein, you are solely responsible for verifying and ensuring the successful renewal of the Starry Eyes Media Services you use (whether or not such Starry Eyes Media Services are subject to automatic subscription renewals). Accordingly, you shall be solely responsible with respect to any discontinuation of any Starry Eyes Media Services previously purchased by you, including due to a cancellation, failure to charge the applicable recurring Fees, or due to any Starry Eyes Media Services not being subject to automatic subscription renewals. Regardless of the reason, you acknowledge and agree that you shall not have any claims against Starry Eyes Media in relation to the discontinuation of any Starry Eyes Media Services or Third-Party Services.
5.4. Money-Back Guarantee
If you are not satisfied with Starry Eyes Media Services that are subject to a Fee for a period of service or subscription commitment and which is your initial purchase of such service, you may provide notice of cancellation for any reason within fourteen (14) days of having first ordered or activated such Starry Eyes Media Services (the “Refund” and “Refund Period”). The Refund is applicable only to the initial purchase of Starry Eyes Media services. The Refund is not applicable to any additional purchases, upgrades, modifications, or renewals of Starry Eyes Media Services. If you reside in a jurisdiction that requires a longer Refund Period, Starry Eyes Media will accommodate such requirements in accordance with all applicable laws. If Starry Eyes Media receives such notice within such Refund Period, Starry Eyes Media will refund to you the amount Starry Eyes Media charged you for such Starry Eyes Media Services, in the currency you were originally charged in, and cancel them accordingly. Please note that the Refund amount may be different than the amount you were charged due to currency changes and third-party fees. Starry Eyes Media will not be responsible for any differences caused by the change of currency exchange rates or fees you were charged by third parties. After the Refund Period, the Fees paid by you are non-refundable and non-cancellable. In addition, if we find that a notice of cancellation has been given in bad faith or in an illegitimate attempt to avoid payment for services actually received and enjoyed, we reserve our right to still charge the User who provided such notice for any Starry Eyes Media Services actually received, as permitted by law.
Please note: Certain services purchased on or through the Starry Eyes Media Services may be non-refundable. These include Third-Party Services such as business tools, applications, and website domains. The terms of each purchased service or application are indicated on the Starry Eyes Media Website and/or as part of or during the process of purchasing such services or applications. It is your obligation to verify your ability to cancel a service prior to purchasing it. Starry Eyes Media will not refund any amounts paid for non-refundable Paid Services, applications, or Third-Party Services.
If, at any time, we record a decline, chargeback, or other rejection of a charge of any payable Fees on your Starry Eyes Media account (“Chargeback”), this will be considered as a breach of your payment obligations hereunder, and your use of the Starry Eyes Media Services may be automatically disabled or terminated.
In the event a Chargeback is performed, your User Account may be blocked without the option to re-purchase or re-use it, and any data contained in such User Account, including any domains, applications, and Third-Party Services may be subject to cancellation and Capacity Loss (as defined in Section 6.3 below).
Your use of the Starry Eyes Media Services will not resume until you re-subscribe for any such Starry Eyes Media Services, and pay any applicable Fees in full, including any fees and expenses incurred by Starry Eyes Media and/or any Third-Party Services for each Chargeback received (including Fees for Starry Eyes Media Services provided prior to the Chargeback, handling and processing charges, and fees incurred by the payment processor).
If you have any questions or concerns regarding a payment made to Starry Eyes Media, we encourage you to first contact our Customer Support team before filing a Chargeback or reversal of payment, in order to prevent the Starry Eyes Media Services from being canceled and your User Account being blocked, and to avoid the filing of an unwarranted or erroneous Chargeback, which may result in your being liable for its applicable Fees, in addition to re-payment of all the Fees applicable to the Starry Eyes Media Services purchased (and charged-back) by you.
We reserve our right to dispute any Chargeback received, including by providing the relevant credit card company or financial institution with any information and documentation proving that the User responsible for such Chargeback did in fact authorize the transaction and make use of the services rendered thereafter.
6.1. Cancellation by User
You may discontinue to use and request to cancel your User Account and/or any Starry Eyes Media Services at any time, in accordance with the instructions available on the Starry Eyes Media Services. The effective date and time for such cancellation shall be the date and time on which you have completed the cancellation process on the Starry Eyes Media Services, and the effective date for cancellation of Paid Services shall be at the end of such Paid Services’ subscription period.
Notwithstanding anything to the contrary in the foregoing, with respect to subscriptions to Renewing Paid Services, such subscription will be discontinued only upon the expiration of the respective period for which you have already made payment. Please note that as the cancellation process may take a few days, in order to avoid the next automatic renewal and respective charge the cancellation request should be made at least fourteen (14) days prior to the expiration of the then-current service period.
For more information about canceling your Paid Services, please visit Starry Eyes Media’s Support Center.
6.2. Cancellation by Starry Eyes Media
Failure to comply with any of the Starry Eyes Media Terms and/or to pay any due Fee shall entitle Starry Eyes Media to suspend (until full payment is made) or cancel your User Account and User Platform (or certain features thereof), as well as the provision of any related Starry Eyes Media Services (e.g., Paid Services) or Third-Party Services to you.
6.3. Loss of Data, Content, and Capacity
If your User Account or any Starry Eyes Media Services or Third-Party Services related to your User Account are canceled (whether at your request or at Starry Eyes Media’s discretion), it may cause or result in the loss of certain content, features, or capacity of your User Account, including any User Content, End User data, or other usage data retained therein, and including any domain name reservation or registration that was included in such Services (“Capacity Loss”). Starry Eyes Media shall not be liable in any way for such Capacity Loss, or for saving a backup of your User Account, User Content, or End User data. Please also note that additional Fees may apply to the re-activation of a User Account and/or any Starry Eyes Media Services following their cancellation, as determined by Starry Eyes Media at its sole discretion.
While Starry Eyes Media offers automatic website backups as part of its Services, Starry Eyes Media does not make any claim or guarantee that your data is 100% protected again loss or alterations. As such, Users are recommended to create their own website backups, which is easily facilitated through software used on the Starry Eyes Network hosting the site.
7. Website Hosting & Management
7.1. Service Description
Starry Eyes Media offers multiple website hosting and management packages (“Managed Hosting Packages”) that include various website management and maintenance services including but not limited to website hosting, domain management, domain renewal, tech support, and secure socket layers. Managed Hosting Packages are billed separately, under either monthly or annual terms. As such, any quotes, proposals, or invoices with line items pertaining to the development of new existing or existing website will not include the price of Starry Eyes Media’s Managed Hosting Packages, unless specified otherwise.
7.2. Website File Storage
Each Managed Hosting Package includes hosting for a specified amount of file storage space (“Disk Space”) for an individual website, where Disk Space is measured in gigabytes. Users who are logged into their website can access a dashboard area. This dashboard area provides the User with a total amount of disk space being used and how much Disk Space in total the User’s Managed Hosting Package includes.
A User’s Disk Space usage includes both structural files and media files within the site. The Users acknowledges that the total filesize of all photos, videos, and other files uploaded on their User Platform for public-use do not constitute the site’s total file storage amount, and that directly innaccessible files, such as those containing website programming codes, also count towards the User’s overall Disk Space total.
For Users subscribing to a Managed Hosting Package that provides hosting for more than one website, the allotted Disk Space specified in that Managed Hosting Package applies to the sum of all websites’ total Disk Space usage, and is not applicable to each site’s individual Disk Space allotment.
7.3. Domain Management & Renewal Services
Starry Eyes will purchase and manage the domain registration for Users subscribing to its Managed Hosting Packages. that feature Domain Management & Renewal Services will be provided with an annual non-transferabble promotional credit for use towards the annual registration of the User’s selected domain. Additionally, users have the option to purchase additional domain names through Starry Eyes Media. The purchase price of additional domains includes access to domain management and renewal services for the additional domains.
Aside from domain registration, Domain Management & Renewal Services also include the maintenance of the Domain Name System records (“DNS Records”) associated with each of the User’s domains managed by Starry Eyes Media on its network. Upon securing new website domains for its Users, Starry Eyes Media updates particular DNS Records to route traffic to the domain to the User Platform.
Other modifications to DNS Records, such as changes to MX Records to facilitate custom email services through third-party providers, can be requested by Users and is available free of charge to those subscribing to any one of Starry Eyes Media’s Managed Hosting Packages.
Due to the specialized nature of its Services, In using Starry Eyes Media’s Domain Management & Renewal Services, users elect to transfer ownership of the select domain or domains, and will not have an interface to directly modify the domain’s registration or DNS records.
At any time, Users may elect to manage their domain themselves or through a third-party, either as a partial or full discontinuance of using Starry Eyes Media Managed Hosting Packages, but in doing so recognize they will forfeit access to Starry Eyes Media’s Domain Management & Renewal Services, including any promotional credit related to annual domain registration.
Further, Starry Eyes Media reserves the right to maintain ownership of a User domain until all final balances on that User’s account are satisfied. The User also acknolesges that due to domain registrar restrictions, it cannot transfer ownership of a newly registered domain within sixty days of initial registration, regardless of account standing or otherwise.
7.4. Technical Support
Starry Eyes Media offer varying degrees of website technical support for websites. This includes support services for websites developed by Starry Eyes, its Users, and third-parties. Technical Support cases in which the User requests technical assistance with their website (“Support Requests”) are managed via Starry Eyes Media’s Account Portal. While Users can request technical support in a number of ways, for the faster results, Starry Eyes Media recommends that Users submit a support ticket via the Account Portal by accessing this link: https://support.starryeyesmedia.com/clients/tickets.
Starry Eyes Media is committed to replying to Support Requests within 24 hours but does not guarantee that it can respond in such a timeframe. Further, Starry Eyes Media does not guarantee that Support Requests submitted through means other than the Support Ticket feature found in the Account Portal will be recorded and addressed.
General technical support services are included at no extra cost to Users subscribing to our Managed Hosting Packages. All other users requesting tech support services can opt for hourly billing or can prepay for five, ten, twenty, or fourty hours web development time (“Web Development Blocks”) at a discounted price. When Users prepay for Web Development Blocks, unused time can be saved and applied to future website updates or tech support.
7.5. Security & Software Management
Through licensing agreements, Starry Eyes Media provides the use and access of premium third-party applications that can be installed on User Platforms. Starry Eyes Media makes no guarantee to ongoing access to one or more of these premium Plugins, and as such, the User acknowledges that Starry Eyes Media can at anytime cancel licensing agreements or access to third-party applications that may or may not be used on the User Platform.
Further, it is the User’s responsibility to identify any negative impacts that may occur to their site as a result of the removal of third-party applications, and to report these negative impacts to the Starry Eyes Media via support ticket in the Account Portal.
User Platforms periodically require the installation of security and software updates for the website’s core, custom, and third-party applications. Starry Eyes Media’s Managed Hosting Packages includes the management of undertaking of such updates service, including the maintenance related to Secure Socket Layer certificates.
Do to the nature of the various software that Starry Eyes Media uses on User Platforms, being intangible items developed individually by multiple third-parties, Starry Eyes Media cannot gayrantee the stability, continued support, or cross software compatibility of any software used on the User’s Platform. Further, Starry Eyes Media will make a reasonable effort to correct any negative impacts resulting from software conflicts or erros, but cannot gaurantte a timely or substantive resolution in such cases.
7.6. Downtime Monitoring
Many Managed Hosting Packages include Downtime Monitoring, wherein a User Platform is monitored to make sure it remains generally accessible.
The User acknowledges that, as a result of utilising the downtime monitoring service, website analytics will report slightly false results due to Starry Eyes Media’s automated program that accesses the Homepage of the User Platform every minute of everyday. Possibly effected website metrics include but are not limited to, total website visits, bounce rate, and exit rate.
7.7. Search Engine Monitoring
Some Managed Hosting Packages include Search Engine Monitoring services. These services pertain to the registration and management of User Platforms within major search engine administrative interfaces, such as Google Search Console, to proactively address any errors encountered by major search engines while scanning User Platforms, that would otherwise negatively impact the User Platform’s rankability in relevant web searches. After Starry Eyes Media addresses warning messages sent from major search engines and automatically provides the technical support needed to addresses any search issue.
Starry Eyes Media does not guarantee its ability to address errors within any certain timeframe, and Starry Eyes Media will not be responsible for any negative impact resulting for such inability. Further, Starry Eyes Media make no claim in its ability to increase your search engine rankings for any keywords.
7.8. Website Modifications & Content Updates
Users are welcome to request changes to their themes (“Theme Changes”) including but not limited to the rearranging and recoloring of page elements and the implementation of new themes as provided by Starry Eyes Media or third-party providers. Additionally, Users have the option to request Starry Eyes Media’s assistance in making content updates to their User Platforms (“Website Updates”) which include but are not limited to Starry Eyes Media making changes to User Platforms, including but not limited to the editing of text, images, and other website elements (“Website Modifications”). Select Managed Hosting Packages include this service at no extra cost pending the User not exceed a certain number of request made per month or the overall website development time required to fulfill such requests doesn’t exceed the allotted time for the chosen package. In such cases, these allottments are not cumulative so that allotted requests or development time expires each month, resetting the allotted amount of request or development time at the beginning at each bill cycle date.
Users will have the ability to login to their User Platform and modify it’s appearence, behavior, and overall functionality. Users who elect to modify their website, in any way acknowledge and agree to accept the risk of irrevocably altering the User Platform, possibly to the point of innaccesbility and recovery. Users with limited to no technical skills attempting to modify their website are hereby warned that they are endangering their User Platform with wild abandon.
7.9. User Requirements
It is the User’s responsibility to complete any requests made by Starry Eyes Media for information and files required in the building of the User Platform. Requests include, but are not limited to, digital questionnaire forms, requests for logos, images, company history, product/service information, and clarification. It is the User’s sole responsibility to organize, collect, and distribute to Starry Eyes Media any necessary information and digital files.
The Starry Eyes Media Services also include certain features which enable you to sell goods, content, media, event tickets, and services through your User Platform (“User Products”, and collectively – “E-Commerce”).
You are solely responsible for your User Products and E-Commerce related activities, any promotions and related Content contained or referred to in your User Platform, and compliance with any laws applicable thereto. Starry Eyes Media is only providing the platform for you to manage your online E-Commerce activities and, as such, is not involved in your relationship and/or any transaction with any actual or potential buyer of your User Products.
When someone purchases your User Products, the payments for such transactions will be processed through the third-party payment service provider (“Payment Provider(s)”) you have engaged.
8.2. Payment Providers
Through an affiliate program with Shopify, Starry Eyes Media can assist you in creating an online shopping experience for your customers. Upon purchasing Starry Eyes Media Services that provide E-Commerce functionality, it is your sole responsibility to provide Shopify with the necessary information to connect your User Platform with Shopify’s payment processing services. Any account connected to other Payment Providers, such as Shopify, shall be governed by such Payment Provider’s terms of service. You can find Shopify’s terms of service by visiting https://www.shopify.com/legal/terms. Starry Eyes Media does not provide payment processing and is not responsible in any capacity for payment processing. We are neither a party to nor are responsible in any way for your relationship with any such Payment Providers or for the actions of any of these Payment Providers. If you do not wish to keep your chosen Payment Provider connected to your User Platform, it is your responsibility to deactivate them. For more information on Payment Processors and which ones can be connected to your User Platform, please visit the Starry Eyes Media Support Center.
8.3. E-Commerce Acknowledgments and Warranties
By using any of our E-Commerce features, you acknowledge, warrant, and agree that:
- You shall be solely and fully responsible for all taxes and fees of any nature associated with your E-Commerce activities, including any Taxes related to the purchase or sale of the User Products, and to collect, report and remit the correct amounts to the appropriate authorities, and/or inform your End Users of such and provide them with a duly issued invoice as required by law;
- Any Taxes indicated by the E-Commerce features provided to you by Starry Eyes Media are solely provided for illustration purposes only, and may not be relied on in any way;
- You shall be responsible for and bear all costs of procuring and delivering your User Products, and for providing them in a safe and professional manner, consistent with industry standards;
- You are solely responsible for any and all statements and promises you make and for all assistance, warranty, and support regarding the User Products, and shall provide true contact information on your User Platform for any questions, complaints, or claims; and
- You may not offer or sell any User Products, or provide any information, Content or material regarding User Products, which may be deemed hazardous, counterfeit, stolen, fraudulent, offensive, or abusive; which are prohibited for sale, distribution or use; or which otherwise fail to comply with any applicable laws, including with respect to consumer rights, intellectual property or privacy rights, product safety, trade regulations and sanctions, support, maintenance, and export; and –
- Starry Eyes Media may, at any time and at its sole discretion, suspend, disable access to, or remove your User Platform and/or any User Products – whether or not incorporated, published with, or made a part of your User Platform at such time, without any liability to you or to any End Users, including for any Capacity Loss resulted therefrom.
9. Third-Party Services & Software
The Starry Eyes Media Services enable you to engage and procure certain Third-Party services, products, and tools for enhancing your User Platform and your overall user experience, including, without limitation, domain registrars from which you may purchase a domain name for your User Website, Third-Party applications, and widgets offered via the Starry Eyes Media Website, Third-Party Licensed Content, media distribution services, E-Commerce Payment Providers, sellers of tangible products, etc. (collectively, “Third-Party Services”).
You acknowledge and agree that regardless of the manner in which such Third-Party Services may be offered to you (bundled or integrated within certain Starry Eyes Media Services, offered separately by Starry Eyes Media or persons certified or authorized by Starry Eyes Media, or otherwise offered anywhere on the Starry Eyes Media Services), Starry Eyes Media merely acts as an intermediary platform between you and such Third-Party Services, and does not in any way endorse any such Third-Party Services, or shall be in any way responsible or liable with respect thereto. Starry Eyes Media will not be a party to, or in any way be responsible for monitoring, any interaction or transaction between you and any Third-Party Services.
You acknowledge that such services may require the payment of additional amounts to Starry Eyes Media and/or to the providers of such Third-Party Services including but not limited to Google, Shopify, and other providers. You also acknowledge that it is your responsibility to determine and report any privacy concerns to your website visitors, such as special cookie notices related to advanced third-party software on your site.
Any and all use of such Third-Party Services shall be done solely at your own risk and responsibility and may be subject to such legal and financial terms which govern such Third-Party Services, which you are encouraged to review before engaging with them.
While we hope to avoid such instances, Starry Eyes Media may, at any time and at its sole discretion, suspend, disable access to, or remove from your User Account, User Platform(s) and/or the Starry Eyes Media Services, any Third-Party Services – whether or not incorporated with or made part of your User Account and/or User Platform(s) at such time – without any liability to you or to any End Users.
In the event that the parties are not able to resolve any dispute between them arising out of or concerning these Terms and Conditions, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Federal Arbitration Act, conducted by a single neutral arbitrator and administered by the American Arbitration Association, or a similar arbitration service selected by the parties, in a location mutually agreed upon by the parties. The arbitrator’s award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding, or arbitration arises out of or concerns these Terms and Conditions, the prevailing party shall be entitled to recover its costs and reasonable attorney’s fees. The parties agree to arbitrate all disputes and claims in regards to these Terms and Conditions or any disputes arising as a result of these Terms and Conditions, whether directly or indirectly, including Tort claims that are a result of these Terms and Conditions. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision, shall be determined by the Arbitrator. This arbitration provision shall survive the termination of these Terms and Conditions.
11. Misconduct and Copyrights
11.1. Misconduct and Abuse
When using the Starry Eyes Media Services, you may be exposed to User Platforms, User Content, or Third-Party Services from a variety of sources, which may be inaccurate, offensive, objectionable or illegal. You hereby waive any legal or equitable rights or remedies you have or may have against Starry Eyes Media with respect thereto.
If you believe a User or any Third-Party Services acted inappropriately or otherwise misused any of the Starry Eyes Media Services, please immediately report such User and/or Third-Party Service to us via this form. You agree that your report shall not impose any responsibility or liability upon Starry Eyes Media and that Starry Eyes Media may consider such report and act upon it, refrain from taking any such action, or require additional information or documents before doing so, at its sole discretion.
Starry Eyes Media acts in accordance with its interpretation of the Digital Millennium Copyright Act (“DMCA”). If you believe that your work has been copied or was otherwise used in a way that constitutes copyright infringement, you may notify us of such infringement via this form, or otherwise provide the following information in writing to our designated Copyright Agent: (1) the contact details of the person authorized to act on behalf of the owner of the copyright; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the material that you claim 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 sufficient to permit Starry Eyes Media to locate the material (including URL address); (4) a statement 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; and (5) a statement that the information in the notification is accurate and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed.
To contact Starry Eyes Media about copyright infringement, please contact:
Starry Eyes Media, LLC
225 Mercer Street, Princeton, WV 27470 – Attn: Copyright
Telephone Number: 1-800-889-8343 | Fax: 1-800-889-8343
email: [email protected]
In the event that Starry Eyes Media receives notice regarding a copyright infringement related to your User Platform or User Website, it may cancel your User Account, take your User Platform down, or remove any Content in its sole discretion, with or without prior notice to you. In such case, you may file a proper counter-notice in accordance with Section 512 of the DMCA, in which you must include: (1) your full name, address, phone number, and physical or electronic signature; (2) identification of the material and its location before removal; (3) a statement under penalty of perjury that the material was removed by mistake or misidentification; (4) your consent to an appropriate judicial body; and (5) any other information required under the relevant provisions of the DMCA. Any notices filed pursuant to this Section 9 may be deemed accepted, applicable, and compliant with the DMCA, or not, at Starry Eyes Media’s sole reasonable discretion. Starry Eyes Media reserves the right to notify the person or entity providing the infringement notice of such counter-notice and provide any details included therein.
12. Disclaimer of Warranties
We provide the Starry Eyes Media Services on an “As Is”, “with all faults” and “As Available” basis, without any warranties of any kind, including any implied warranties or conditions of merchantability, fitness for a particular purpose, workmanlike effort, non-infringement, or any other warranty – all to the fullest extent permitted by law. We specifically do not represent or warrant that the Starry Eyes Media Services (or any part, feature, or Content thereof) are complete, accurate, of any certain quality, reliable, or secure in any way, suitable for or compatible with any of your (or your End Users’) contemplated activities, devices, operating systems, browsers, software, or tools (or that they will remain as such at any time), or comply with any laws applicable to you or your End Users (including in any jurisdiction in which you operate), or that their operation will be free of any viruses, bugs, or other harmful components or program limitations. Moreover, we do not endorse any product, entity, or service (including any Third-Party Services) mentioned on or made available via the Starry Eyes Media Services – so please be sure to verify those before engaging them.
Starry Eyes Media may, at its sole discretion (however it shall have no obligation to do so), screen, monitor, and/or edit any User Platform and/or User Content, at any time and for any reason, with or without notice.
Notwithstanding anything to the contrary in the foregoing, in no circumstances may Starry Eyes Media be considered as a “publisher” of any User Content, does not in any way endorse any User Content, and assumes no liability for any User Content uploaded, posted, published, and/or made available by any User or any other party on and/or through the Starry Eyes Media Services, for any use by any party, or for any loss, deletion or damage thereto or thereof or any loss, damage, cost, or expense that you or others may suffer or incur as a result of or in connection with publishing, accessing, and/or relying on any User Content. Furthermore, Starry Eyes Media shall not be liable for any mistakes, defamation, libel, falsehoods, obscenity, pornography, incitement, and/or any other unlawful and/or infringing User Content you or any other party may encounter.
You acknowledge that there are risks in using the Starry Eyes Media Services and/or connecting and/or dealing with any Third-Party Services through or in connection with Starry Eyes Media Services and that Starry Eyes Media cannot and does not guarantee any specific outcomes from such use and/or interactions, and you hereby assume all such risks, liabilities and/or harm of any kind arising in connection with and/or resulting from such interactions. Such risks may include, among others, misrepresentation of information about and/or by Third-Party Services and/or Licensed Content, breach of warranty and/or contract, violation of rights, and any consequent claims.
Starry Eyes Media does not recommend the use of the Starry Eyes Media Services for hosting of personal content and shall not bear any security or integrity obligations or risks regarding breach or damage to any such content.
Please note that certain Starry Eyes Media Services are currently offered in their BETA version, and undergoing BETA testing. You understand and agree that certain Starry Eyes Media Services may still contain software bugs, suffer disruptions, and not operate as intended or designated. Your use of the Starry Eyes Media Services at this BETA stage signifies your agreement to participate in such Starry Eyes Media Services’ BETA testing.
13. Limitation of Liability
To the fullest extent permitted by law in each applicable jurisdiction, Starry Eyes Media, its officers, directors, employees, affiliates, and/or agents shall not be liable to you for any direct, indirect, punitive, incidental, special, exemplary, or consequential damages whatsoever, including any damages resulting from (1) errors, mistakes, or inaccuracies of or in any content; (2) any personal injury or property damage related to your use of the Starry Eyes Media Services; (3) any unauthorized access to or use of our servers and/or any personal information and/or other information stored therein; (4) any interruption or cessation of transmission to or from the Starry Eyes Media Services; (5) the use or display of any Content or User Content posted, emailed, transmitted, or otherwise made available via the Starry Eyes Media Services; (6) events beyond the reasonable control of Starry Eyes Media, including any internet failures, equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, earthquakes, explosions, acts of God, war, terrorism, intergalactic struggles, governmental actions, orders of courts, agencies or tribunals or non-performance of third parties; and/or (7) loss of use, data, profits, goodwill, or other intangible losses, resulting from the use or the inability to use any or all of Starry Eyes Media Services.
You acknowledge and agree that these limitations of liability are agreed allocations of risk constituting in part the consideration for Starry Eyes Media’s services to you, and such limitations will apply even if Starry Eyes Media has been advised of the possibility of such liabilities.
You agree to defend, indemnify, and hold harmless Starry Eyes Media, its officers, directors, employees, affiliates, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debt, and expenses (including attorneys’ fees) arising from:
- your violation of any Third-Party right, including any copyright, access rights, property, or privacy right, resulting from your User Platform or User Content and/or your use of the Starry Eyes Media Services, including, without limitation, Starry Eyes Media Services’ actions for your benefit; and/or
- any other type of claim that your User Platform and/or User Content caused damage to a Third-Party.
15.1. Changes & Updates
Starry Eyes Media reserves the right to change, suspend, or terminate any of the Starry Eyes Media Services (or any features thereof, or prices applicable thereto), and/or cancel your access to any of the Starry Eyes Media Services (including removal of any materials created by you in connection with the Starry Eyes Media Services) for any reason and/or change any of the Starry Eyes Media Terms with or without prior notice – at any time and in any manner.
You agree that Starry Eyes Media will not be liable to you or to any Third-Party for any modification, suspension, or discontinuance of those Starry Eyes Media Services.
If any such changes involve the payment of additional Fees, we will provide you with a notice of such Fees prior to enabling such specific changes. If you fail or refuse to pay such Fees, we may (at our sole discretion) cancel your User Account (as further explained in Section 6 above), continue to support your then-current Starry Eyes Media Services without enabling such changes, or provide you with alternative Services.
15.2. Governing Law & Jurisdiction; Class Action Waiver
The Starry Eyes Media Terms, the rights and remedies provided hereunder, and any and all claims and disputes related hereto and/or to the Starry Eyes Media Services, their interpretation, or the breach, termination, or validity thereof, the relationships which result from or pursuant to the Starry Eyes Media Terms, or any related transaction or purchase, shall be governed by, construed under and enforced in all respects solely and exclusively in accordance with the internal substantive laws of the State of West Virginia, without respect to its conflict of laws principles.
Any and all such claims and disputes shall be brought in, and you hereby consent to them being decided exclusively by a court of competent jurisdiction located in Charleston, West Virginia.
Subject to any applicable law, all disputes between you and Starry Eyes Media shall only be resolved on an individual basis and you shall not have the right to bring any claim against Starry Eyes Media as a plaintiff or a member of a class, consolidated, or representative actions (or any other legal proceedings conducted by a group or by representatives on behalf of others).
Notwithstanding anything to the contrary in this Section 15.2, if you are located in the United States of America, (i) the legal jurisdiction governing all aspects of the payment transaction contemplated by Section 5 between you and Starry Eyes Media will be the State of West Virginia, without respect to its conflict of laws principles, and (ii) any and all claims and disputes related to such payment transaction contemplated by Section 5 shall be brought in, and you hereby consent to them being decided exclusively by, a court of competent jurisdiction located in Charleston, West Virginia.
We may provide you with notices in any of the following methods: (1) via the Starry Eyes Media Services, including by a banner or pop-up within the Starry Eyes Media Website, User Account, or elsewhere; (2) by email, sent to the email address you provided us; and/or (3) through any other means, including any phone number or physical address you provided us. Starry Eyes Media’s notice to you will be deemed received and effective within twenty-four (24) hours after it was published or sent through any of the foregoing methods unless otherwise indicated in the notice.
The Starry Eyes Media Terms, and your use of the Starry Eyes Media Services, do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between Starry Eyes Media and you.
15.5. Entire Agreement
Starry Eyes Media may assign its rights and/or obligations hereunder and/or transfer ownership rights and title in the Starry Eyes Media Services and/or Licensed Content to a Third-Party without your consent or prior notice to you. You may not assign or transfer any of your rights and obligations hereunder without the prior written consent of Starry Eyes Media. Any attempted or actual assignment thereof without Starry Eyes Media’s prior explicit and written consent will be null and void. In any event, an assignment or transfer pursuant to this Section 15.6 shall not in itself grant either Starry Eyes Media or you the right to cancel any Starry Eyes Media Services or Third-Party Services then in effect.
15.7. Severability & Waivers
If any provision of the Starry Eyes Media Terms is deemed by a court of competent jurisdiction to be invalid, unlawful, void, or for any reason unenforceable, then such provision shall be deemed severable and will not affect the validity and enforceability of the remaining provisions. No Waiver of any breach or default of any of the Starry Eyes Media Terms shall be deemed to be a waiver of any preceding or subsequent breach or default.
Any heading, caption, or section title contained herein, is provided only for convenience, and in no way defines or explains any section or provision hereof, or legally binds any of us in any way.
15.9. Customer Service Contact
To get in touch with our Customer Service – please use any of the options listed below:
- Go to Starry Eyes Media Help Center which is available at: https://portal.starryeyesmedia.com/clients/tickets
- Send an email message to: [email protected]