Terms of service
Our Terms of Use
STELLARRING.COM – TERMS OF USE
AGREEMENT
1. Acceptance of Terms
This Website Terms of Use Agreement and all of the terms
incorporated herein by reference (collectively, the “Terms”) governs your use
of the website located at www.STELLARRING.com (the “Site”), which is owned
and operated by charlesandcolvard.com, LLC (“Stellarring,” “we,” “us” and
“our”). These Terms are important and affect your legal rights, so please read
them carefully. Note that Section 21 of these Terms contains a mandatory
arbitration provision that requires the use of arbitration on an individual
basis and limits the remedies available to you in the event of certain
disputes.
By accepting these Terms, you represent that you are 18
years of age or older and that, if you have accepted these Terms on behalf of
any person or entity, you represent that you have legal authority to do so and
that such person or entity agrees to be responsible to us if you or such person
or entity violates these Terms.
If you do not agree to every provision of these Terms,
you may not access, browse or use the Site or order, receive, or use products
made available through the Site (the “Products”) or any services made available
through the Site (collectively, the “Services”).
By accessing or using the Site, you represent and warrant
that you have not been previously suspended or removed from the Site or engaged
in any activity that could result in suspension or removal from the Site.
These Terms may be revised at any time for any reason,
and Stellarring may provide you notice of these changes by any reasonable
means, including by providing notice through the Site. You can determine when
we last updated the Site by referring to the “Last Updated” legend at the top
of these Terms. We strongly recommend that you periodically visit this page of
the Site to review these Terms. If you do not agree to the revised Terms, you
may not access or use the Site or order, receive or use Products or Services
made available through the Site.
In order to access and use certain areas or features of
the Site, you will need to register for a Stellarring account. Each
registration is for a single user only.
By creating a Stellarring account, you agree to (a)
provide accurate, current and complete account information, (b) maintain and
promptly update, as necessary, your account information, (c) maintain the
security of your account credentials, (d) be responsible for the acts or
omissions of any third party who has authority to access or use the Site on
your behalf, and (e) immediately notify us if you discover or otherwise suspect
any security breaches related to the Site or your account. Any changes to your
registration information may be made by logging into your account and
correcting the relevant information. If you provide information that is untrue,
inaccurate, not current or incomplete, we may suspend or terminate your account
and refuse any and all current or future use of the Site.
When creating a Stellarring account, you also request and
authorize Stellarring to use your personal information to communicate with you
and you will be asked to consent to receive electronic communications from Stellarring
(e.g., via email or by posting notices to the Site). These communications may
include notices about your account (e.g., payment authorizations, password
changes and other transactional information) and are part of your relationship
with us. You agree that any notices, agreements, disclosures or other
communications that we send to you electronically will satisfy any legal
communication requirements, including, but not limited to, that such
communications be in writing. You should maintain copies of electronic
communications from us by printing a paper copy or saving an electronic copy.
At the time that you create your Stellarring account, we will offer you the
opportunity to receive promotional communications via email, including, but not
limited to, newsletters, special offers, surveys and other news and information
we think will be of interest to you. You may opt out of receiving these
promotional emails at any time by following the unsubscribe instructions
provided therein.
2. Forward-Looking Statements
Statements included on the Site and the documents
available through the Site may contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Statements expressing
expectations regarding our future and projections relating to products, sales,
revenues and earnings are typical of such statements and are made under the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements include, but are not limited to, statements about our plans,
objectives, representations and contentions and are not historical facts and
typically are identified by use of terms such as “may,” “will,” “should,”
“could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“continue” and similar words, although some forward-looking statements are
expressed differently.
All forward-looking statements are subject to the risks
and uncertainties inherent in predicting the future. You should be aware that,
although the forward-looking statements included herein represent management’s
current judgment and expectations, our actual results may differ materially
from those projected, stated or implied in these forward-looking statements as
a result of many factors including, but not limited to, our dependence on
consumer awareness, acceptance and growth of sales of our products resulting
from our strategic initiatives; our dependence on a limited number of
customers; the impact of the execution of our business plans on our liquidity;
our ability to fulfill orders on a timely basis; the financial condition of our
major customers and their willingness and ability to market our products;
dependence on our exclusive supply agreement with Cree, Inc. for the sole
supply of the raw material; intense competition in the worldwide jewelry
industry; our ability to maintain compliance with the continued listing
requirements of The Nasdaq Stock Market LLC; our current wholesale customers’
potential perception of us as a competitor in the finished jewelry business;
quality control challenges from time to time that can result in lost revenue
and harm to our brands and reputation; general economic and market conditions;
the risks of conducting business in foreign countries; the risk of disruption
of our operations by natural disasters; the pricing of precious metals, which
is beyond our control; the potential impact of seasonality on our business; our
ability to protect our intellectual property; the risk of a failure of our
information technology infrastructure to protect confidential information and
to prevent security breaches; the impact of significant changes in e-commerce
opportunities, technology or models; the failure to evaluate and integrate strategic
opportunities; the possible adverse effects of governmental regulation and
oversight; and the impact of anti-takeover provisions included in our charter
documents, in addition to the other risks and uncertainties described in our
filings with the Securities and Exchange Commission (“SEC”), including our most
recent earnings release and our most recent Form 10-Q or Form 10-K.
Forward-looking statements speak only as of the date they are made. We
undertake no obligation to update or revise such statements to reflect new
circumstances or unanticipated events as they occur except as required by the
federal securities laws, and you are urged to review and consider disclosures
that we make in the reports that we file with the SEC that discuss other factors
relevant to our business.
3. Payment and Billing Information
By providing a credit card or other payment method that
we accept, you represent and warrant that you are authorized to use the
designated payment method and that you authorize us (or our third party payment
processor) to charge your payment method for the total amount of your purchase
(including any applicable taxes and other charges) (collectively, as
applicable, an “Order”). If the payment method cannot be verified, is invalid
or is otherwise not acceptable, your Order may be suspended or cancelled. You
must resolve any problem we encounter in order to proceed with your Order. In
the event you want to change or update payment information associated with your
Stellarring account, you can do so at any time by logging into your account and
editing your payment information.
4. Pricing and Availability
All prices are shown in U.S. dollars, and applicable
taxes and other charges, if any, are additional. We reserve the right to adjust
prices as we may determine in our sole discretion, at any time and without
notice. We will not, however, be able to notify you of changes in any
applicable taxes.
While we make every attempt to avoid errors in pricing
and product information, some information (including prices) may be
inaccurately displayed on the Site due to system or typographical errors. We
reserve the right to correct any and all errors in pricing or product
information when they occur, and we do not honor inaccurate or erroneous
prices. If a Product’s listed price is lower than its actual price, we will, at
our discretion, either contact you for instructions before shipping the product
or cancel the Order and notify you of such cancellation. If the Order has been
shipped, you agree to either return the Product (at your own expense) or pay
the difference between the actual and charged prices.
All of our Products and Services are subject to
availability, and we reserve the right to impose quantity limits on any Order,
to reject all or part of an Order and to discontinue offering certain Products
and Services without prior notice.
5. Taxes
Sales tax is applied in accordance with individual state
regulations. Appropriate sales tax charges will appear on the Order page during
checkout.
All items entering a foreign country are subject to
customs inspection and assessment of duties and taxes in accordance with each
country’s applicable laws. You are solely responsible for all duties and taxes
incurred. Stellarring cannot determine these fees during the checkout process.
For more information, please contact your local customs office.
In the event that you refuse delivery of the shipment,
you are solely responsible for payment of all return shipping charges, duties
and taxes; in this case, return shipping charges, duties and taxes will be
billed to you in accordance with the method of payment you selected in the
checkout process.
6. Shipping and Handling
Separate charges for shipping and handling will be shown
on the Order page during checkout. Please note that we do not ship to hotels or
Post Office boxes. We require a signature upon delivery of all shipments.
You agree to pay any shipping and handling charges shown
at the time you make a purchase. Shipping is handled by a third party courier.
Actual delivery dates may vary. You agree that you will not obtain, or direct
shipment of, a Product for export. All Products purchased from us are made
pursuant to a shipment contract. This means that title to and the risk of loss
of such Products passes to you upon our delivery of the Product to the third
party courier.
7. Product Images
We have attempted to accurately depict the Products
offered on this Site. However, because the color you see is dependent on your
computer monitor, we cannot guarantee that the color you see will be accurate.
The products may also appear larger or smaller than their actual size depending
on your monitor. Some photographs of products may have been enlarged to show
detail.
8. Deliveries
You are responsible for inspecting all Products you
receive from us for any damage or other issues upon delivery.
9. No Resale
You are not permitted to resell or otherwise use the
Products or Services for commercial purposes.
10. Returns and Refunds
If you are dissatisfied with any Product you purchased
through the Site, you may return the Product within thirty (30) days of the
date you purchased the Product by contacting 877-202-5467 and following the shipping
instructions we supply; provided, that all returned Products must be unused and
in their original packaging. After we receive your returned Product, we will
issue you a refund for the price you paid for the Product (less any applicable
shipping and handling charges).
All returns require a return authorization number. Please
contact Customer Service at (877) 202-5467 to obtain your personal return
authorization number.
You may use the return shipping method of your choice, at
your own expense. We strongly recommend that you use a carrier that offers
shipment tracking for all returns and either insure your package for safe
return or declare the full value of the shipment so that you are protected if
the shipment is lost or damaged in transit. You are solely responsible for any
loss or damage to the Product during shipping.
Upon receipt of a returned Product, we may take up to
fourteen (14) business days to process your return.
If you do not comply with the terms of this section, you
will be ineligible to receive a refund. We are unable to issue refunds for
Services.
In order to offer the best shopping and product-return
experience to as many guests as possible, Stellarring, Ltd. reserves the right
to limit purchase activity or place limitations on returns if we have reason to
suspect misuse of our generous returns policy (such as excessive returns,
reseller activity, or fraud).
11. License to Access and Use the Site and
Site Content
Unless otherwise indicated in writing by us, the Site and
all content and other materials contained therein, including, without
limitation, the Stellarring logo and all designs (including without limitation
jewelry designs), text, graphics, pictures, information, data, software, User
Content (as defined in Section 1), other files and the selection and
arrangement thereof (collectively, “Content”) are the property of Stellarring
or our licensors or users, as applicable, and are protected by U.S. and
international copyright and other laws.
Subject to these Terms, you are hereby granted a
personal, non-exclusive, non-transferable, non-sublicenseable license to access
and make personal, non-commercial use of the Site and Content. All rights not
expressly granted herein are reserved. You do not acquire any ownership interest
in the Site or Content under these Terms or any other rights thereto other than
to use the Site in accordance with the license granted, and subject to all
terms, conditions and restrictions of these Terms.
However, such license is subject to these Terms and does
not include any right to, and you shall not, directly or indirectly: (a) sell,
resell or use commercially the Site or Content, (b) distribute, publicly
perform or publicly display any Content, (c) modify or otherwise make any
derivative uses of the Site or Content, or any portion thereof, (d) use any
data mining, robots or similar data gathering or extraction methods, (e)
download (other than the page caching) any portion of the Site or Content,
except as expressly permitted by us, (f) use the Site to stalk, threaten or
otherwise violate the rights of others, including without limitation others’
privacy rights or rights of publicity, (g) interfere with the Site or servers
or networks used in connection with the Site, or (h) use the Site or Content
other than for their intended purposes.
Any use of the Site or Content other than as specifically
authorized herein, without our prior written permission, is strictly prohibited
and will terminate the license granted herein. Such unauthorized use may also
violate applicable laws, including, without limitation, copyright and trademark
laws and applicable communications regulations and statutes. Unless explicitly
stated by us, nothing in these Terms shall be construed as conferring any right
or license to any patent, trademark, copyright or other proprietary rights of Stellarring
or any third party, whether by estoppel, implication or otherwise. This license
is revocable at any time.
You will not remove, alter or conceal any copyright,
trademark, service mark or other proprietary rights notices incorporated in or
accompanying the Content, and you will not reproduce, modify, adapt, prepare
derivative works based on, perform, display, publish, distribute, transmit,
broadcast, sell, license or otherwise exploit the Content.
12. Trademarks
The Stellarring logo, and any other Stellarring product
or service names, trademarks, logos or other indicia (“Marks”) that may appear
on the Site, Services or Products, are the property of Stellarring or its
subsidiaries, affiliates or third parties and may not be copied, imitated or
used, in whole or in part, without our prior written permission. Nothing
contained in the Site shall be construed as granting, by implication or
otherwise, any license or right to use any such Mark without the prior written
permission of Stellarring or such third party that may own such Mark. Your
misuse of any such Mark, or any other Content, is strictly prohibited.
13. Legal Requirements; Privacy Policy
Stellarring is committed to processing and protecting the
personal data collected when you use the Site in compliance with its
obligations under applicable privacy laws, laws governing the privacy of your
personal data, including, if applicable to you, the European Union General Data
Protection Regulation. Stellarring’s policy is to retain personal data
necessary to provide our Services, except that we may retain your personal data
for longer periods where reasonably necessary to comply with our legal obligations
(including law enforcement requests), meet regulatory requirements, resolve
disputes, maintain security, prevent fraud and abuse, enforce these Terms, or
fulfill your request to “unsubscribe” from further messages from us. This
policy applies to personal data that you or others provided to us and personal
data generated or inferred from your use of our Services. When Stellarring is
the data controller, we will decide how your personal data is processed and for
what purposes. For additional information about your rights and your personal
data, what data is collected, how it is processed, protected, shared, and how
long it is retained, please see Stellarring’s Privacy Policy
Where Stellarring has a good faith belief that such
action is necessary to comply with a judicial proceeding, court order, warrant,
administrative order, civil investigative demand, subpoena or other valid
process, Stellarring may disclose IP addresses, personal information and any
contents of the Site where it is legally compelled to do so. Please see Stellarring’s
Privacy Policy located at for
additional information relating to the privacy and security of information
collected hereunder.
We implement a number of security features to help guarantee
and ensure the best possible way that your information is safe. We use industry
standard technologies when transferring and receiving customer data exchanged
between Stellarring and third parties to ensure its security. User data may be
stored on servers maintained by our third party partners and subject to their
security safeguards which are continuously audited, with certifications from
accreditation bodies across geographies and verticals. All financial
transactions are made securely.
14. User Content
You are solely responsible and liable for all data,
information and other materials (“User Content”) that you submit, upload, post,
email or otherwise transmit (“Transmit”) in connection with the Site. In
addition, we have no control over, and shall have no liability for, any damages
resulting from the use (including without limitation republication) or misuse
by any third party of information made public through the Site.
You agree that you will not, and will not permit anyone
else to, directly or indirectly:
Transmit any User Content that is unlawful, harmful,
threatening, abusive, hateful, obscene, harassing, tortious, defamatory,
libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, invasive
of another’s privacy or racially, ethnically or otherwise objectionable;
Transmit any User Content: (a) that you do not have the
right to Transmit, under any law or contractual or fiduciary relationships,
including, without limitation, any insider information or proprietary or
confidential information; (b) that infringes any patent, copyright, trademark
or other intellectual property right or misappropriates any trade secret or
right of privacy of any third-party; (c) that constitutes unsolicited or
unauthorized advertising or promotional materials, “spam,” “chain letters” or
pyramid schemes; or (d) that contains any software routine, code, instruction
or virus that is designed to disable, delete, modify, damage or erase software,
hardware or data;
Forge headers or otherwise manipulate identifiers in order
to disguise any User Content Transmitted through the Site.
Although we have no obligation to screen, edit or monitor
User Content, we reserve the right, and have absolute discretion, to remove,
screen or edit User Content posted or stored on the Site at any time and for
any reason, and you are solely responsible for creating backup copies of and
replacing any User Content you post or store on the Site at your sole cost and
expense.
15. Rights in User Content
We do not claim any ownership interest in your User
Content. However, by uploading, posting or submitting User Content to the Site
or to our pages or feeds on third party social media platforms (e.g., Stellarring’s
Facebook page, Instagram page or Twitter feed), you hereby grant Stellarring a
nonexclusive, royalty-free, and fully sublicensable right and license to use,
reproduce, modify, adapt, publish, translate, create derivative works from,
distribute, perform and publicly display your User Content, in whole or in
part, in any manner or media and for any purpose whatsoever at our sole
discretion, including, without limitation, for publicity, promotional,
advertising, trade, business, illustration, artistic and other commercial and
noncommercial purposes; however, Stellarring will only share personal
information that you provide in accordance with our Privacy Policy at
You acknowledge and agree that Stellarring may disclose
or use any User Content that you Transmit for purposes that include, but are
not limited to: (a) enforcing these Terms; (b) complying with any laws,
regulations or rules of any federal, state or local government or agency; (c)
responding to claims that any User Content violates the rights of third
parties; or (d) protecting the rights or property of Stellarring, its customers
or the public.
16. Feedback
Separate and apart from User Content, you can submit
questions, comments, suggestions, ideas, original or creative materials or
other information about Stellarring, the Site, our Products or Services
(collectively, “Feedback”). Feedback is nonconfidential and shall become the
sole property of Stellarring. Stellarring shall own exclusive rights,
including, without limitation, all intellectual property rights, in and to such
Feedback and shall be entitled to the unrestricted use and dissemination of
this Feedback for any purpose, commercial or otherwise, without acknowledgment
or compensation to you.
17. Linked Sites
We have not reviewed all of the websites linked to the
Site and are not responsible for the content of any third-party pages or any
other websites linked to the Site. Nothing in the Site, including, without
limitation, any links to other websites, should be construed as an endorsement
of any products, services or information of any other persons or companies by Stellarring.
Your choice to link to any other website is at your own risk, and you agree to
comply with all terms and conditions relating to such websites. Stellarring
reserves the right not to link, or to remove the link, to a particular website
at any time. Any links to third party websites are provided as a convenience to
you and are neither owned nor operated by Stellarring. We have no control over
these linked websites and make no representations or warranties with respect to
these linked websites. Your viewing and use of any third party websites is at
your sole discretion and risk.
18. Indemnification
To the fullest extent permitted by applicable law, you
agree to defend, hold harmless and indemnify Stellarring, its subsidiaries and
affiliates, business partners, contractors, clients and service providers and
their respective officers, employees, agents and representatives (collectively,
the “Stellarring Parties”) from and against any claims, liabilities, costs or
damages, including reasonable attorneys’ fees and paralegal fees through final
appeals, made by any third party, relating to or arising from your use of the Site,
Services, Products, any User Content that you Transmit to or through the Site,
any Feedback you provide, any violation of these Terms by you or any other act
or omission by you, including your violation of any rights of another, arising
from your use of the Site or the Services or your use of Products purchased
from this Site. You further agree that Stellarring shall have control of the
defense or settlement of any third party claims. This indemnity is in addition
to, and not in lieu of, any other indemnities set forth in a written agreement
between you and Stellarring.
19. Product Warranty; Disclaimers
Stellarring provides consumers a Limited Lifetime
Warranty that Stellarring Created Moissanite® jewels will maintain their brilliance
and fire. This warranty does not include loss, theft, disappearance or loss of
the optical properties of brilliance and fire due to incidental or intentional
damage such as scraping, breakage or chipping. This warranty only applies to Stellarring
Created Moissanite® jewels. Stellarring also provides consumers a Limited
Warranty that jewelry purchased from Stellarring will be free from defects in
material and workmanship for a period of twelve months from the date of
purchase. For the avoidance of doubt, this Limited Warranty does not cover lab
grown diamond gemstones. For further details and to register the Warranty for
products purchased from this Site.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, STELLARRING
DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND TO THE EXTENT THAT THEY
MAY BE EXCLUDED BY LAW, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT.
IN NO EVENT SHALL STELLARRING BE LIABLE, WHETHER IN
CONTRACT, TORT (INCLUDING STRICT LIABILITY AND NEGLIGENCE) OR OTHERWISE, FOR
ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL
DAMAGES, LOSS OF INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY OR CLAIMS OF
THIRD PARTIES. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF
PRODUCTS FROM OR USE OF THIS SITE, WHETHER IN CONTRACT, TORT (INCLUDING STRICT
LIABILITY AND NEGLIGENCE) OR OTHERWISE, STELLARRING SHALL NOT BE LIABLE OR
RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR AMOUNT PAID
FOR THE PURCHASE OF PRODUCTS UNDER THIS AGREEMENT GIVING RISE TO SUCH
LIABILITY. IF YOU LIVE IN A JURISDICTION WHOSE LAWS PREVENT THE LIMITATION OF
LIABILITY IN ACCORDANCE WITH THIS AGREEMENT, STELLARRING’S LIABILITY IS LIMITED
TO THE GREATEST EXTENT ALLOWED BY THE LAW OF THAT JURISDICTION.
20. Disclaimers
THE SITE, THE CONTENT AND ALL PRODUCTS AND SERVICES ARE
PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE
FULLEST EXTENT PERMISSIBLE BY LAW AND EXCEPT AS OTHERWISE PROVIDED HEREIN,
NEITHER STELLARRING NOR THE STELLARRING PARTIES MAKE ANY REPRESENTATIONS OR
WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO:
(A) THE SITE; (B) THE SITE CONTENT; (C) USER CONTENT; (D) ANY PRODUCT OR
SERVICE; OR (E) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO THE
SITE. IN ADDITION, THE STELLARRING PARTIES HEREBY DISCLAIM ALL WARRANTIES,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, THAT ANY RESULTS WILL BE
ACHIEVED, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM
INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
THE STELLARRING PARTIES DO NOT REPRESENT OR WARRANT THAT
THE SITE WILL BE ERROR- FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED;
OR THAT THE SITE, SERVICES OR THE SERVER THAT MAKES THE SITE AND SERVICES
AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION,
VIRUSES. THE STELLARRING PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES
THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITE OR SERVICES IS
ACCURATE, COMPLETE OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SITE AND
SERVICES IS AT YOUR SOLE RISK. THE STELLARRING PARTIES DO NOT WARRANT THAT YOUR
USE OF THE SITE OR SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE STELLARRING
PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO
NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER
MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU
AND THESE TERMS.
BY ACCESSING OR USING THE SITE AND SERVICES YOU REPRESENT
AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU
ACCESS OR USE THE SITE AND SERVICES.
THE STELLARRING PARTIES DO NOT ENDORSE CONTENT AND
SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY
FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE),
INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR
RESULTING FROM ANY CONTENT.
21. Limitation of Liability; Waiver;
Arbitration
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT SHALL THE STELLARRING PARTIES BE LIABLE FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT
LIMITED TO, LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, LOSS OR
DIMINUTION IN VALUE OF ASSETS OR SECURITIES OR DAMAGES FOR BUSINESS
INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS TO OR USE OF
THE SITE, SERVICES OR CONTENT (INCLUDING, BUT NOT LIMITED TO, USER CONTENT AND
LINKS TO THIRD PARTY SITES) OR THE ORDER, RECEIPT OR USE OF ANY PRODUCT OR
SERVICE, OR OTHERWISE RELATED TO THESE TERMS (INCLUDING, BUT NOT LIMITED TO,
ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM
ANY STELLARRING PARTY, OR FROM EVENTS BEYOND THE STELLARRING PARTIES’
REASONABLE CONTROL, SUCH AS SITE INTERRUPTIONS, DELETIONS OF FILES OR EMAILS,
ERRORS OR OMISSIONS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION
OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM
ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS
TO THE STELLARRING PARTIES’ RECORDS, PROGRAMS OR SYSTEMS), REGARDLESS OF THE
FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO,
SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED) OR ANY OTHER LEGAL OR
EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE STELLARRING PARTIES
(JOINTLY) ARISING OUT OF OR IN ANY WAY RELATED TO THE ORDER, RECEIPT OR USE OF
PRODUCTS OR SERVICES PURCHASED FROM THE SITE EXCEED THE AMOUNT PAID FOR SUCH
PRODUCTS OR SERVICES. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT
YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING
SHALL CONSTITUTE THE STELLARRING PARTIES’ SOLE LIABILITY AND OBLIGATION IN
RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT,
TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE
OR IMPUTED) OR ANY OTHER LEGAL OR EQUITABLE THEORY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU,
ON BEHALF OF YOUR HEIRS, EXECUTORS, ADMINISTRATORS, LEGAL AND PERSONAL
REPRESENTATIVES, HEREBY RELEASE, WAIVE, ACQUIT AND FOREVER DISCHARGE THE STELLARRING
PARTIES FROM AND AGAINST, AND COVENANT NOT TO SUE ANY SUCH STELLARRING PARTIES
FOR, ALL CLAIMS YOU HAVE OR MAY HAVE ARISING OUT OF OR IN ANY WAY RELATED TO
THESE TERMS.
IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR
RIGHTS UNDER CALIFORNIA CIVIL CODE 1542, WHICH STATES “A GENERAL RELEASE DOES
NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN
HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR
HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT
REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH STELLARRING AND
LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
TO THE FULLEST EXTENT PERMISSIBLE BY LAW, YOU AND STELLARRING
AGREE THAT ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING IN ANY
WAY TO THESE TERMS, OR THE SERVICES SHALL BE FINALLY DECIDED BY BINDING
ARBITRATION UNDER THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION GOVERNING,
AS APPLICABLE, CONSUMER OR COMMERCIAL DISPUTES BEFORE A SINGLE ARBITRATOR.
Arbitration uses a neutral arbitrator to decide a dispute (instead of a judge
or jury); arbitration allows for more limited discovery than in a court case;
and the arbitration process and result is subject to very limited review by
courts. In an arbitration you have the right, at your expense, to be
represented by an attorney of your choosing. Arbitrators can award the same
damages and relief under these Terms that a court can award under these Terms.
You and STELLARRING agree that any in-person arbitral hearing would occur in
the United States in the same county and state as your billing address if a
consumer dispute and otherwise in Wilmington, Delaware. STELLARRING further
agrees that your filing fee for an arbitration will be capped at the amount set
by the American Arbitration Association. You agree that, by agreeing to these
Terms, the U.S. Federal Arbitration Act governs the interpretation and
enforcement of this provision, and that you and STELLARRING are each waiving
the right to a trial by jury or to participate in a class action. This
arbitration provision shall survive termination of these Terms and the
termination of your use of the Services. REGARDLESS OF THE FORUM, YOU AND STELLARRING
AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS
INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED
CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and STELLARRING
agree otherwise, the arbitrator may not join or consolidate more than one
person’s claims with your claims, and may not otherwise preside over any form
of a representative or class proceeding. If this specific provision is found to
be unenforceable, then the entirety of this arbitration provision shall be null
and void. The arbitrator may award declaratory or injunctive relief only in
favor of the individual party seeking relief and only to the extent necessary
to provide relief warranted by that party’s individual claim.
22. Modifications to the Site and Products
We reserve the right in our sole discretion to modify,
suspend or discontinue, temporarily or permanently, the Site (or any features
or parts thereof) or the provision of any Products or Services at any time.
23. United States Only
The Site is controlled and operated by us from the United
States of America, and is not intended to subject us to the laws or
jurisdiction of any state, country or territory other than that of the United
States of America. We do not represent or warrant that the Site, or any part of
the Site, is appropriate or available for use in any particular jurisdiction.
Those who choose to access the Site do so on their own initiative and at their
own risk, and are responsible for complying with all local laws, rules and
regulations. We may limit the Site’s availability, in whole or in part, to any
person, geographic area or jurisdiction we choose, at any time and in our sole
discretion.
24. Termination
Notwithstanding anything contained in these Terms, we
reserve the right, without notice and in our sole discretion, to terminate your
right to access or use the Site and to order or receive and use the Products or
Services, at any time and for any or no reason, and you acknowledge and agree
that we shall have no liability or obligation to you in such event and that you
will not be entitled to a refund of any amounts that you have already paid to
us, to the fullest extent permitted by applicable law.
25. Governing Law and Jurisdiction
Stellarring operates the Site from its offices at 170
Southport Drive, Morrisville, North Carolina 27560, U.S.A. These Terms and the
transactions they contemplate, including without limitation their
interpretation, construction, performance and enforcement shall be governed by
the laws of the State of North Carolina, U.S.A., without reference to conflict
or choice of law provisions, as applicable to contracts made and performed
entirely within such State. The International Convention on the Sales of Goods,
and other international treaties that are not mandatory with respect to
contracts made and performed entirely in North Carolina, shall not apply. The exclusive
forums for the resolution of any dispute relating to these Terms shall be the
state and federal courts in Wake County, North Carolina, U.S.A., and you agree
to personal jurisdiction of such courts over you with regard to any dispute
relating to these Terms and agree to service of process on you by email to the
address you have submitted on the Site, if any, and by any other means
permitted by law.
26. Notice
All notices, demands or consents given from you under
these Terms will be in writing and will be deemed given when delivered to Stellarring
at the following contact:
Stellarring, Ltd.
Any notices to you may be made via either email or postal
mail to the address in Stellarring’s records or via posting on the Site. Please
immediately report any violations of these Terms to Stellarring at the contact
listed above.
27. Severability
If any term, clause or provision of these Terms is held
invalid or unenforceable, that term, clause or provision will be severable from
these Terms and will not affect the validity or enforceability of any remaining
part of that term, clause or provision or any other term, clause or provision
of these Terms.
28. Survival
The following sections will survive the expiration or
termination of these Terms and the termination of your Stellarring account: all
defined terms and Sections 2, 5, 6, 7, 8, 9, 10, 12, 13 through 30.
29. Miscellaneous
These Terms constitute the entire agreement between you and
Stellarring relating to your access to and use of the Site and your order,
receipt and use of Products and Services. These Terms, and any rights and
licenses granted hereunder, may not be transferred or assigned by you without
the prior written consent of Stellarring. No waiver of any provision of these
Terms will constitute a waiver of such provision in any prior, concurrent or
subsequent circumstance, and Stellarring’s failure to assert any right or
provision under these Terms shall not constitute a waiver of such right or
provision. Except as otherwise provided herein, these Terms are intended solely
for the benefit of the parties and are not intended to confer third party
beneficiary rights upon any other person or entity.
30. Procedure for Making Claims of
Copyright Infringement
We expect users of the Site to respect the intellectual
property rights of others. If you believe in good faith that any of the content
on the Site infringes your copyright, please provide to our copyright agent the
written information specified below.
An electronic or physical signature of the person
authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has
been infringed;
A description of where the material that you claim is
infringing is located on the Site;
Your address, telephone number and email address;
A statement by you that you have a good faith belief that
the disputed use is not authorized by the copyright owner, its agent or the law;
and LAW
A statement by you, made under penalty of perjury, that
the information in the notice is accurate and that you are the copyright owner,
or are authorized to act on behalf of the owner, of an exclusive right that is
allegedly infringed.