Legal

Effective date: January 7, 2019

IMPORTANT – Please read carefully: By creating an account or by other means utilizing the Starflow services (as defned below) you agree to be bound by these terms and conditions. If you use the services, or if you click “I Agree” or take any other afrmative action indicating your acceptance of this agreement and terms, then you have agreed to these Terms of Service.

You furthermore represent and warrant that you are at least 13 years old (in some jurisdictions is the required and applicable minimum age higher for entering into this agreement). If we learn we have collected personal information from a child under 13 or otherwise underaged, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at legal@Starflow.com

If you are an agent, director or employee of the intended Creator, you individually represent and warrant to Starflow that you are authorized to bind that party to these Terms of Service and enter into an agreement with Starflow.

Please note that your use of and access to our Services (defned below) are subject to these Terms of Service. If you do not agree to all of the following, you may not use or access the Services in any manner

1. Welcome to Starflow!

Starflow provides the infrastructure for you as a Creator to enter into agreements direct with your customers in order to get paid, as well as ways to build relationships and provide content worth paying for. We are excited to have you on board as a Creator. Please read on to learn the rules and restrictions that govern your use of Starflow’s technical platform, including but not limited to our website(s), products, services and applications (collectively, the “Services”). By accepting these Terms of Service (the “Terms”) you are, with the limitations set out in the Terms, granted a right to use the Services. The Terms are a binding contract between you (the “Creator”) and Starflow AB (“Starflow,” “we” and “us”). You also need to comply with our Community Guidelines.

If you have any questions, comments, or concerns regarding the Services, please contact us at support@Starflow.com.

2. How does it work?

In order to get started you need to create an account on https://app.Starflow.com. When setting up your account you will create your own profle (including options for payment terms for your users) under which you will be able sell and channel your products and digital content to your customers “the Users”. It is solely up to you when, to whom and, if applicable, at what price your content will be accessible. Your profle be visible at Starflow.com/yourcreator-name and you can specify your own alias. Your profle will also appear on Starflow applications, such as on the App Store, Google Play etc.

Channels

Under your profle, you can create multiple “Channels”. A channel can be everything from a video tutorial to a cooking show. Inside the channel, you can upload any type of content; videos, audio fles, texts and photos. You can price the channel on a one-time fee or as a monthly subscription. Each item inside the channel can also have its own price.

Memberships

Under your profle, you can create “Memberships”. Memberships is a way to provide your fans with Rewards for their one-time, monthly our annual payments to you. You can set up multiple Rewards with diferent prices and benefts. You will set the parameters for your Rewards within the Services. You may not create a Reward that could be considered as a gaming-, lottery-, gambling- or similar event.

Community

Under your profle, you can activate a “Community”. The community is a way for your Users to interact with you and each other. Inside the Community, you and your Users can share texts, photos, videos and audio fles.

3. What does it cost to use the Services? Handling of VAT and other Taxes

It’s free to set up an account within the Services. However, anything you submit, share, store, or otherwise provide through the Services is your “User Submission”. If you enable a paywall on, i.e. monetize, any of your User Submission or other content or products that you sell, produce and share with your Users on our Services, you will receive money in your digital wallet when someone purchases it. Such funds will be collected through a third party payment processor, including but not limited to Stripe or PayPal, collectively “Payment Processors”. Please note that all transactions are agreements directly between you as a Creator and your Users and does not include Starflow as a contractual party. You are therefore sole responsible for invoicing, communication and handling of support, complaints and other matters related to your agreements with your Users.

On the funds paid to you (including VAT when applicable) from Users, Starflow invoice and keep a twenty (20) percent fee, “Platform Fee”, for your right to use the Services. You hereby authorize Starflow to instruct the Payment Processor to withdraw any applicable Platform Fee amounts from any funds sent to you due to your use of the Services.

We reserve the right to, with a ffteen (15) day notice period, modify (increase or decrease) the Platform Fee percentage at any time, but if we do, we will bring it to your attention by placing a notice in the Services, and/or by sending you an email, and/or by some other means.

If you don’t agree with the new fee, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the new Platform fee is effective, that means you have agreed to the new fee.

You as the Creator is an independent entity in relation to Starflow, and no employment relation or similar shall arise between you and Starflow, as a result of our agreement. If you are a citizen domiciled within EU, you as a Creator warrant that you are a “taxable person” in the meaning of VAT. You are solely responsible for fling of any applicable tax returns, the withholding and the payment of any applicable taxes and fees due to any payments made to you due to transactions within the Services, including but not limited to VAT, income taxes and social security fees.

4. How are Intellectual Property Rights handled when using the Services?

All User Submission, or if applicable, other content uploaded to, transferred through, publicly posted, processed or entered into the Services by you shall remain the sole property of you or its respective legal owner. Starflow shall have no liability for such content.

You may not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any content not owned by you, (i) without the prior consent of the owner of that content or (ii) in a way that violates someone else’s (including Starflow’s) rights.

Starflow shall hold title to any and all intellectual property rights and technical solutions to the Services or, in the alternative, shall possess a sole right to use the same. Such intellectual property rights and technical solutions may only be used by you in the manner stated in these Terms of Service. Under no circumstances will you or a third party acquire any intellectual property rights to the Services or to the software or technical solutions used in the Services, or to any trade mark or any other business mark belonging to or used by Starflow. Access to the Services is licensed, not sold.

You shall defend and indemnify Starflow for any claim, suit or proceeding brought against Starflow by Users or other third parties arising out of or connected to content processed by you within the Services.

5. What are your obligations using the Services?

You may only use the Services in a manner that complies with all applicable laws and regulations. You may not use the Services if such use is prohibited or restricted by any law applicable on you.

You will not share your account or password with anyone, and you must protect the security of your account and your password. You’re responsible for any activity associated with your account.

Your use of the Services is furthermore subject to the following additional restrictions:

You represent, warrant, and agree that you will not contribute any User Submission or other content or otherwise use the Services or interact with the Services in a manner that:

  1. Infringes or violates the intellectual property rights or any other rights of anyone else (including Starflow);
  2. Violates any law or regulation, including, including but not limited to , any applicable gaming, gambling or export control laws;
  3. Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, pornographic or otherwise objectionable;
  4. Jeopardizes the security of your Starflow account or anyone else’s (such as allowing someone else to log in to the Services as you);
  5. Attempts, in any manner, to obtain the password, account, or other security information from any other user;
  6. Violates the security of any computer network, or cracks any passwords or security encryption codes;
  7. “Crawls”, “scrapes”, or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
  8. Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.
  9. Violates Starflow’s security instructions or Community Guidelines.

A violation of any of the foregoing entitles Starflow to terminate your account and right to use or access the Services.

6. What about your and your Users privacy?

Starflow takes the privacy of its users very seriously. To read the current Starflow Privacy Policy, please visit https://Starflow.com/legal/privacy-policy.

You shall when considered to be a controller of personal data, in its use of the Services, process personal data in accordance with the requirements of relevant Data Protection Laws and Regulations. You shall in such event has the sole responsibility for the accuracy, quality, and legality of personal data and the means by which you acquired personal data.

7. Do you have to grant any licenses to Starflow or to other users?

You may submit and publish content on your profle page, in a Community or otherwise within the Services, “Submissions”, that will be viewable by them. In order to display your Submissions on the Services, and to allow other users to enjoy them, you grant us certain rights in those Submissions as set out below.

For all Submissions, you hereby grant Starflow a license to translate, modify (for technical purposes, for example making sure your content is viewable on a cellphone, tablet, tv as well as on a computer) and reproduce and otherwise act with respect to such Submissions, in each case to enable us to operate the Services, as described in more detail below. This is a license only – your ownership in Submissions is not afected.

If you store a Submission in your own personal Starflow account, in a manner that is not viewable by any other user except you (a “Personal Submission”), you grant Starflow the license above, as well as a license to display, perform, and distribute your Personal Submission for the sole purpose of making that Personal Submission accessible to you and providing the Services necessary to do so.

If you share a Submission only in a manner that only certain specifed users can view, a “Limited Audience Submission” (for example, a private message to one or more other users, then you grant Starflow the licenses above, as well as a license to display, perform, and distribute your Limited Audience Submission for the sole purpose of making that Limited Audience Submission accessible to such other specifed users, and providing the Services necessary to do so. Also, you grant such other specifed users a license to access that Limited Audience Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

If you share a Submission publicly on the Services and/or in a manner that more than just you or certain specifed users can view, or if you provide us (in a direct email or otherwise) with any feedback, suggestions, improvements, enhancements, and/or feature requests relating to the Services, “Public Submission”, then you grant Starflow the licenses above, as well as a license to display, perform, and distribute your Public Submission for the purpose of making that Public Submission accessible to all Starflow users and providing the Services necessary to do so, as well as all other rights necessary to use and exercise all rights in that Public Submission in connection with the Services and/or otherwise in connection with Starflow’s business for any purpose, provided that Starflow will try to notify you if it uses your Public Submission for any reason other than displaying it on the Services. Also, you grant all other users of the Services a license to access that Public Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

When you delete your Starflow account, we will stop displaying your Submissions (other than Limited Audience Submissions and Public Submissions, which may remain fully available to other users), and the User Submissions will be completely deleted from Starflow’s records within 30 days.

You also understand and agree that Starflow, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your Submissions to conform and adapt those Submissions to the technical requirements of connection networks, devices, services, or media and the foregoing licenses include the rights to do so.

Finally, Starflow may furthermore also disclose the fact that you are Creator using the Services. In relation thereto, you agree that we may use (i) Public Submissions for marketing purposes and (ii) your name and logo to identify you as a Creator on in the Service and as part of a general list of our Creator’s for use and reference for our promotional and marketing activities.

8. Will Starflow ever change the Services?

We’re always trying to improve the Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We’ll try to give you notice when we make a material change to the Services that would adversely afect you, but this isn’t always practical. Similarly, we reserve the right to remove any of your content from the Services at any time, in the event of your breach of these Terms , and in our sole discretion, and without notice.

9. Will these Terms ever change?

We are constantly improving our Services, so these Terms of Service may need to change along with the Services. We reserve the right to change the Terms of Services at any time, but if we do, we will bring it to your attention by placing a notice in the Services, and/or by sending you an email, and/or by some other means.

If you don’t agree with the new Terms of Service, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms of Service is effective, that means you agree to all of the changes.

Except for changes by us as described here, no amendment or modifcation of these Terms will be effective unless in writing and signed by both you and us.

10. What if you want to stop using Starflow?

You’re free to do that at any time, by contacting us at support@Starflow.com; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our Services.

Starflow is also free to terminate (or suspend access to) your use of the Services and/or your account, for any reason in our discretion, including your breach of these Terms of Service. Starflow has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms of Service.

Account termination may result in deletion of any content associated with your account, so keep that in mind before you decide to terminate your account. You should also always back up any data that you make available in the Services.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

11. What else do you need to know?

  1. Warranty Disclaimer
    THE STARFLOW SERVICES PROVIDED ARE PROVIDED ON AN “AS IS” BASIS, AND STARFLOW AND ITS AFFILIATES AND AGENTS: (A) DO NOT MAKE, AND HEREBY EXPRESSLY DISCLAIM, ANY AND ALL WARRANTIES, REPRESENTATIONS OR CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE; (B) DO NOT WARRANT THAT ACCESS TO THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY INFORMATION, SOFTWARE, OR OTHER MATERIAL ACCESSIBLE THROUGH THE SERVICES IS FREE OF VIRUSES (ALTHOUGH STARFLOW WILL USE COMMERCIALLY REASONABLE EFFORTS TO AVOID VIRUSES) OR OTHER HARMFUL CONTENTS OR COMPONENTS; (C) SHALL IN NO EVENT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INACCURACY, ERROR OR OMISSION IN, OR LOSS, INJURY OR DAMAGE (INCLUDING LOSS OF DATA) CAUSED IN WHOLE OR IN PART BY, OR FAILURES, DELAYS OR INTERRUPTIONS OF THE SERVICES.
  2. Limitation of Liability
    TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL STARFLOW (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO STARFLOW IN CONNECTION WITH THE SERVICES IN THE SIX (6) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (III) ANY MATTER BEYOND OUR REASONABLE CONTROL.
  3. Indemnifcation
    To the fullest extent allowed by applicable law, you agree to indemnify and hold Starflow, its afliates, ofcers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms of Service. In the event of such a claim, suit, or action, we will attempt to provide notice of the claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnifcation obligations hereunder).
  4. Assignment
    You may not assign, delegate or transfer these Terms of Service or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Starflow’s prior written consent. We may transfer, assign, or delegate these Terms of Service and our rights and obligations without your consent.
  5. Disputes
    Ideally, if you have any concerns or complaints against Starflow, we would like to resolve the issue without resorting to formal court or arbitration proceedings. Therefore, before fling a claim against Starflow, you agree to try to resolve the dispute informally by contacting support@Starflow.com. Starflow will attempt to resolve the dispute informally (and will contact you via email).
  6. Choice of Law; Arbitration
    These Terms of Service, their subject matter and their formation, and your use of the Services are governed by Swedish law. You agree that the courts of Sweden will have exclusive jurisdiction in respect of these terms, without regard to the conficts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms of Service shall be fnally settled in Stockholm, Sweden, in English with District Court of Stockholm (Stockholms Tingsrätt) as frst instance. Any arbitration under these Terms will take place on an individual basis: class arbitrations and class actions are not permitted.
    YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND STARFLOW ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
  7. Miscellaneous
    The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms of Service shall otherwise remain in full force and efect and enforceable. You and Starflow agree that these Terms of Service are the complete and exclusive statement of the mutual understanding between you and Starflow, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms of Service. You and Starflow agree there are no third party benefciaries intended under these Terms.