1.1 About StarPrice and these Terms of Service

Welcome to StarPrice! This document and the other documents that we refer to below make up these Terms of Service (the "Terms") which is a legally binding agreement between you and Barış Şenyıldız founder of StarPrice

These Terms apply to you if you reside or are established in the United Kingdom (“UK”) or European Union (“EU”) and you use StarPrice. If you reside or are established outside of these areas, the Terms of Service for Non-European Users will apply to you when you use StarPrice.

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1.2 Definitions and Interpretation

To make these Terms easier to read, we will refer to StarPrice as "our", "we", or "us". We will refer to you as "you" or a derivative of you, and we will refer to a user who open StarPrice platform or creates an account on StarPrice as a "User".

In some instances when describing interactions between Users we will differentiate between "buyer" Users (each, a "Buyer") and "seller" Users (each, a "Seller"). If you are an individual using the App for purposes that are wholly or mainly outside of your trade, business, craft or profession, we may sometimes refer to you in these Terms as a “Consumer User” or, if you are a Consumer User and a Buyer, a “Consumer Buyer”.

If you are not a Consumer User, you will be referred to as a “Business User” and, if you are a Business User and a Seller, a “Business Seller”.

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1.3 Acceptance of these Terms and the Other Policies

By creating an account or using StarPrice, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service, including the Privacy Policy and other referenced documents.

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1.4 Privacy Policy

Our Privacy Policy describes what information we collect from you, how we collect information from you, and how we use and share information we collect from you. For more information regarding the processing of personal data, please visit our Privacy Policy in website.

2.1 About the App

StarPrice is a platform accessible via mobile application that permits Users to set up Accounts, you to browse the application, Users can create their buying intent to market and advertise products by creating listings (each a “Listing”), and that connects Buyers and Sellers of certain products (each an "Item"), that can result in a purchase of an Item (a "Transaction"), (cumulatively and individually, the "App"). Any reference to the App includes any features and associated functionalities and services that StarPrice makes available to you via the App, including, without limitation. The App may also facilitate interactions between Buyers and Sellers to allow Users to make offers on listings(each a “Listing”) by sending messages in the app.

In offering the App, StarPrice acts as an intermediary platform provider to allow Users to communicate and connect with each other in connection with the advertisement, sale and purchase of Items. StarPrice is authorised by the Buyer and Seller to accept, on its behalf, orders from Buyers for the purchase of an Item or which the Buyer makes available for buy on our App, and such acceptance will result in the conclusion of a contract for the sale of the relevant Item from the Seller to the Buyer in accordance with these Terms.

You acknowledge that, where payment of any amount payable to the Seller by the Buyer in respect of an order is made to StarPrice, this shall discharge the relevant Buyer’s obligation to the Seller to the extent of the amount paid and received by StarPrice.

We use third party companies to process payments (the “Payment Processor”) by Buyers and to pay out funds to Sellers and Buyers, and it is a condition of these Terms that the Sellers will be subject to and must comply with the Payment Processor’s terms and conditions.

The agreement between a Seller and the Payment Processor is a matter for those parties, and we are not responsible for or liable for the acts or omissions of either the Seller or Payment Processor in the performance of those Payment Processor terms and conditions.

Buyers are solely responsible for the purchase of and payment for Items that may be available on or through the App and related Transactions. Buyers are solely responsible for all Listings and any content uploaded in connection with their Account, and StarPrice is not responsible for any descriptions, photographs, assurances of quality, disclaimers, warranties, terms of use or performance of any Items or Transactions, or otherwise.

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STARPRICE IS A PLATFORM. STARPRICE FACILITATES COMMUNICATION AND TRANSACTIONS BETWEEN THE BUYER AND SELLER ON THE APP BUT IS NOT A PARTY TO ANY SALES CONTRACT BETWEEN THE BUYER AND SELLER OF ITEMS (PHYSICAL OR DIGITAL) BETWEEN ANY USERS UNLESS EXPRESSLY STATED OTHERWISE ON THE APP OR IN THESE TERMS.

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2.2 Eligibility to Use the App

You must be at least 13 years old in order to create an Account or use the App. By using the App, you represent and warrant that you are at least 13 years of age, and meet all of the eligibility requirements of these Terms. If you do not meet these requirements or, if for any reason, you do not agree with all of the terms and provisions of these Terms, you must stop using the App immediately.

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2.3 StarPrice Users

The App was created for everyone who were seeking a platform to publish their buying intents and spend less time by searching online. For this reason, StarPrice does not prohibit any StarPrice Representatives use of the App.. All StarPrice Representatives who are acting as Users must abide by these Terms. "StarPrice Representative" is a reference to each of their subsidiaries including our directors, officers, members, managers, employees, affiliates, successors and assigns.

3.1 Account Creation and Profiles

In order to create Listings, to sell and buy Items, and to enter into Transactions, through the App, a User must first create a StarPrice account ("Account"). A User may create an Account by selecting a selecting e-mail address and password; providing certain requested information (such as first name and last name), which, for the purposes of these Terms, will be considered (together with any content supplied as part of any application to become a Seller, if applicable) "User Information"; and accepting these Terms.

Once an Account is created, every user can be Buyer(with creating buyer listings) and Seller(sending message for selling purposes). All User Information you provide to register with the App, is governed by our Privacy Policy.

It is a condition of your use of the App that all the User Information you provide is, current, complete, accurate, and not false or misleading. However, please note that StarPrice does not verify or ensure such User Information is correct, accurate, complete and not misleading.

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3.2 Account and User Information Protection

It is your responsibility to protect your personal data and maintain the confidentiality of your User Information. You agree to change your password and notify us immediately if you suspect or become aware of any unauthorized use of your Account or User Information, or any unauthorized breach of your Account or User Information.

You also acknowledge that your Account and User Information is personal to you and agree not to allow any other person to access the App or any portion of it using your User Information. In the event you share your Account or User Information with others, you do so at your own risk and you are still responsible for all use of your Account and User Information.

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3.3 Unauthorized Use of Your Account

StarPrice will not be liable for any loss that you may incur as a result of someone else using your Account or User Information, either with or without your knowledge.

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3.4 No Guarantee of Access

Subject to Section 14 for Business Sellers, we reserve the right to withdraw or amend: (i) the App; and (ii) any feature or material we provide as part of the App; in our sole discretion without notice. In addition, the App may automatically be upgraded and updated without notice to you. We will not be liable if for any reason if all or any part of the App is unavailable at any time or for any period.

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3.5 Use and Access Restrictions

In addition to our rights under Section 10 and subject to Section 14 for Business Sellers, we reserve the right to: (i) refuse the use of, or access to, the App; (ii) restrict access to the App, or any portion of it; and (iii) disable any Accounts and/or passwords, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these Terms.

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3.6 Use Requirements

For the purposes of these Terms, “User Content” shall mean any content that you may upload, post, publish or transmit (such as via a stream) through the App or otherwise provide to us in connection with the App, including, without limitation, any text, photographs, videos, voice recordings, performances, sound recordings, and any embodied musical works, including videos that incorporate locally stored sound recordings from your personal music library or ambient noise, feedback or comments.

You agree that you will not (and will not encourage or enable another User or third party to):

• Post, upload, publish, submit or transmit any User Content that: (i) infringes, misappropriates or breaches StarPrice’s or a third party's patent, copyright, trademark, database, trade secret, moral rights or other intellectual property rights, or rights of publicity, personality or privacy; (ii) breaches, or encourages any conduct that would breach, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar, offensive, harmful or otherwise objectionable; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence, terrorism, or actions that are threatening to any person or entity; (vii) promotes illegal or harmful activities or substances; or (viii) bring the App or StarPrice into disrepute;

• Use the App for any unlawful purpose or for the promotion of illegal activities;

• Use the App to, or to attempt to, harass, abuse, or harm another person or group;

• Provide others with access to or use of your Account, or use the Account or any other User's Account without permission;

• Provide false or inaccurate information in the App or in your Account;

• Use the App for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, inducing them to enter into Transactions, asking for personally identifiable information, or otherwise;

• Make any automated use of the App, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on the App;

• Use any manual process to monitor or copy any of the material on the App or for any other unauthorized purpose without our prior written consent;

• Copy, adapt, modify, create derivative works of, distribute, sell, or lease any part of the App or materials we provide as part of the App;

• Attempt to decipher, decompile, disassemble, extract or reverse engineer any source code of or any software used to provide the App, unless applicable Regulations prohibit these restrictions, or you have our written permission to do so;

• Use any software, technology, or device to scrape, spider, or crawl the App or harvest or manipulate data from the App;

• Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;

• Bypass any measures we take to restrict access to the App;

• Use the App to solicit sales outside of the App or to send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;

• Engage in or promote tax avoidance or evasion, or the avoidance of customs charges;

• Engage or assist in any activity that breaches any law, statute, ordinance, regulation, or sanctions program, or that involves proceeds of any unlawful activity (including but not limited to money laundering, terrorist financing or deliberately engaging in activities designed to adversely affect the performance of the App);

• Use the App to participate in fundraising for a business, protocol, or platform, including but not limited to creating, listing, or buying assets that are redeemable for financial instruments, assets that give owners the rights to participate in an ICO or any securities offering, or assets that entitle owners to financial rewards, including but not limited to, DeFi (or decentralized finance) yield bonuses, staking bonuses, and burn discounts;

• Fabricate in any way any Transaction or process related thereto;

• Place misleading bids or offers;

• Disguise or interfere in any way with the IP address of the computer you are using to access or use the App or that otherwise prevents us from correctly identifying the IP address of the computer you are using to access the App;

• Transmit, exchange, or otherwise support the direct or indirect proceeds of criminal or fraudulent activity;

• Breach any applicable law, statute, ordinance, regulation, code of practice or regulatory guidance (referred to in these Terms as “Regulations”);

• Encourage or enable any other individual to do any of the foregoing;

• Create multiple accounts to evade sanctions or avoid restrictions; or

• Otherwise interfere or attempt to interfere with the proper functioning of the App.

Although we are not legally obligated to monitor access to or use of the App or to review or edit all User Content unless specified in Regulations, we may carry out some monitoring for the purpose of operating the App, to ensure compliance with these Terms and to comply with any applicable Regulations. We reserve the right to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we consider it objectionable or in breach of these Terms or if we receive a complaint about such content from other Users or third parties. We have the right to investigate breaches of these Terms or conduct that affects the App. Unauthorized use of the App or posting of unlawful User Content may result in criminal and/or civil prosecution under certain Regulations.

If you become aware of misuse of our App or wish to report any User Content that does not comply with these Terms, please contact us on our feedback in app by using the notice and takedown procedure referred to in Section 9 below.

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Users agree that there is no tolerance for objectionable content or abusive users on StarPrice. Any content that is deemed to be abusive, defamatory, obscene, fraudulent, or illegal will be promptly removed, and offending users may have their accounts suspended or terminated without prior notice.

Violations of these content and behavior policies will result in immediate suspension or termination of user accounts and may include reporting to relevant authorities.

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3.7 Cooperation with Law Enforcement

Without limiting any term or provision of these Terms, we have the right to consult with, make reports to and fully cooperate with any law enforcement authorities in respect of Users who breach Regulations. We may be required to comply with court orders requesting or directing us to disclose the identity or other information of anyone posting any User Content (including by posting Listings) on or through the App.

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3.8 Your Rights to Use the App

You may use the App for your personal use only in accordance with these Terms. Subject to these Terms, we hereby grant you a limited, revocable, personal, non-sublicensable, non-transferable, and non-exclusive license to access and use the App. You will use the App in full compliance with all applicable Regulations with regard to your use of the App. We reserve all rights that are not expressly granted to you under these Terms.

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3.9 Rights in User Content

You must not post any User Content on or through the App or transmit to us any User Content that you consider to be confidential. When you submit User Content through the App, you agree, warrant and represent that you own that User Content, or you have received all necessary permissions, consents, waivers and clearances, or are otherwise authorized to submit it to the App and grant the licenses to such User Content as described in these Terms.

You or the owner of your User Content still own the copyright in User Content sent to us (subject to any pre-existing third party rights for which you agree you have consent to use), but by submitting User Content via the App, you hereby grant us to the greatest extent permissible under applicable Regulations, a non-exclusive, royalty-free, fully transferable, fully sublicensable, irrevocable, unlimited, worldwide license for the maximum duration possible under applicable Regulations to use, exploit, modify, adapt, edit, cut, crop, reproduce, make derivative works of, publicly perform, publish and/or transmit, and/or distribute and/or make available to the public and to authorize other Users and third-parties to view, access, use, download, modify, adapt, edit, cut, crop, reproduce, make derivative works of, publish and/or transmit and/or make available to the public your User Content in any format and on any platform, either now known or hereinafter invented.

By posting User Content to or through the App and to the maximum extent permitted by applicable Regulations you waive: (i) any rights to prior inspection or approval of any marketing or promotional materials related to such User Content; (ii) any and all rights of publicity; and (iii) any other rights of a similar nature to (i)-(ii) in connection with your User Content, or any portion of it. To the extent any moral rights are not transferable or assignable, you hereby waive and agree never to assert any and all moral rights, or to support, maintain or permit any action based on any moral rights that you may have in or with respect to any such User Content provided that you are able to do so under Regulations. You further grant us a royalty-free license to use your name, image, voice, and likeness to identify you as the source of any of your User Content or otherwise in connection with our use of your User Content, if applicable and subject always to any Regulations.

We do not guarantee the accuracy, integrity, appropriateness or quality of any User Content, and we will not be liable in any way for any User Content except as determined by applicable Regulations.

4.1 Interactions with other Users

StarPrice has built the App in order to provide Users with the ability to connect with other Users to coordinate Transactions. The degree to which Users may interact and know each other's identity or identifying information and the degree to which StarPrice helps facilitate User interactions may vary from time to time, but at no time shall StarPrice require that Users interact with each other outside of the App.

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YOU SHOULD PROTECT YOURSELF AT ALL TIMES, USE YOUR BEST JUDGEMENT AND TAKE GREAT SAFETY PRECAUTIONS WHEN MEETING OR INTERACTING WITH OTHER USERS. YOU ARE SOLELY RESPONSIBLE FOR YOUR SAFETY AND ANY INTERACTION YOU HAVE WITH ANY OTHER USER.

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4.2 User Legal Compliance

We require that Users comply with all applicable Regulations regarding Transactions, which may include licensing, business registration, consumer protection laws, product liability, and other legal requirements. We also require Users to comply with our StarPrice Community Guidelines. It is solely the responsibility of each User, and not of StarPrice, to determine which laws are applicable to them and ensure that they are in compliance with such laws and that they have all necessary rights and licenses to list, buy and sell any Items. You acknowledge and agree that the use, listing, auctioning, purchase, distribution, promotion, advertising, and sale of certain Items are subject to Regulations, including, but not limited to, firearms, recalled products, products for use by children, food, alcoholic beverages, coins, and currency. You expressly represent that you shall comply with all Regulations relating to your use, listing, auctioning, purchase, distribution, promotion, advertising, and sale of any Items through the App.

If you are a Business User, you shall at all times defend, indemnify and hold StarPrice harmless from, and against, all causes of action, claims, demands, judgments, liabilities, losses, damages, awards, penalties, fines, costs and expenses (including, but not limited to, reasonable legal fees) of any nature or kind, arising for StarPrice or any of its shareholders, members, partners, agents, and joint venturers or any StarPrice Representative under or resulting from: (i) your use, purchase, listing, or distribution of any Items in breach of any Regulations; (ii) your use of the App in connection with the purchase of Items subject to any Regulations; and (iii) your alleged or actual breach or breach of any Regulations.

Please Note: While we require Users to comply with applicable Regulations, we do not guarantee or represent that: (i) all Users will be in compliance with applicable Regulations while using the App; (ii) Transactions occurring through the App comply with applicable Regulations; or (iii) all User Content and communications occurring through the App comply with applicable Regulations. To the extent permitted by applicable Regulations and except as otherwise expressly stated in these Terms (including the Supplementary Terms), we hereby disclaim all liability for any claims arising from, in connection with or relating to: (i) a User’s compliance with applicable Regulations while using the App; (ii) Transactions between Users; and (iii) whether Transactions occurring through the App are in compliance with applicable Regulations.

We comply with GDPR and other relevant data protection laws. Our detailed Privacy Policy outlines how we collect, use, and protect your personal data.

5.1 Pricing and Fees

At this time, it is free to create an Account and use the App. However, Sellers are required to pay fees to StarPrice related to Transactions in consideration for StarPrice facilitating Transactions on the App. These fees are detailed on our fee schedule and are exclusive of VAT (the "Fee Schedule"). The Fee Schedule forms part of these Terms, and may be updated or amended from time to time in accordance with these Terms. You may close your Account or cease to enter into Transactions at any time if you do not agree to pay the revised fees as set out in the Fee Schedule. Due to the presence of these potential fees, Users may be required, upon registering their Account, to enter a desired payment method as prompted ("Payment Method").

You authorize StarPrice and/or its Billing Agent (as defined in Section 5.3) to bill you in a manner consistent with the fee structure as found in the Fee Schedule. Fees and charges that are due to StarPrice as a result of a Transaction are automatically billed to your Payment Method upon a Transaction. All payments due in respect of a Transaction must be made using the App and you may not make direct payment arrangements with any User for payment to be made outside of the App. As long as payment method is exist in the app.

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5.2 Current Payment Information

You must provide StarPrice with current payment information upon registration, change of payment information, and at StarPrice’s request. You are solely responsible for maintaining and updating your payment information and for ensuring you are authorised to use the payment information that you submit to StarPrice. StarPrice is not liable for any non-sufficient funds, chargebacks, or other charges incurred by you as a result of such attempts to charge, and/or place holds on, your Payment Method or under your agreement with the Payment Processor.

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5.3 Billing Authorization

The following shall apply if you sign up for an Account:

• You authorize StarPrice and/or any other company that bills for products or services delivered on the App, or acts as billing agent for StarPrice("Billing Agent") to charge and/or place a hold on your Payment Method for any charges or fees related to your use of the App.

• You authorize the party that issued your Payment Method to pay any amounts described in these Terms without requiring a signed receipt, and you agree that your acceptance of these Terms is authorization to the issuer to pay all such amounts.

• You authorize StarPrice and/or its Billing Agent to continue to attempt to charge your Payment Method for all amounts described in these Terms, or any portion thereof, until such amounts are paid in full.

If the Payment Method on file is declined or otherwise rejected for any fee or membership charge, the User shall have 7 days to provide updated information and payment. Failure to cure within the 7-day grace period may, at StarPrice’s sole discretion, result in termination of your Account without a refund. If a User wishes to reactivate their Account after deactivation from failure to pay a fee, they will be required to satisfy any debts owed to another User or to StarPrice before a new Account can be created.

6.1 Item Transactions Generally

(a) Payment method available in the app.

Buyer may list an Item for buy in the App. By listing an Item in the App, Sellers create a binding offer to sell that particular Item at a specified price ("Listing Price"). when a Listing Price aligns with a Seller’s specified buying price (an "Offer"), the App processes an automatic purchase Transaction, and a legally binding contract is formed between the Buyer and the Seller at this point (the “Sales Contract”). The Buyer's Payment Method is immediately charged the total amount of the Transaction, which includes the purchase price. The order process allows Buyers to check and amend any errors before submitting an order. As long as payment method available Each Buyer is responsible for ensuring that an order is complete and accurate. The order process is only available in the English language and we will not file a copy of any Sales Contract.

Upon the occurrence of a Transaction, Seller ships the Item to Buyer using a pre-paid shipping label provided to Seller by StarPrice or StarPrice’s third party service provider(s). Within 10 days of the Buyer's receipt of the Item(s), the applicable purchase price, less any applicable fees payable by the Seller to StarPrice pursuant to the Fee Schedule, will be transferred to the Seller via the Payment Processor (a "Payout Transaction"). The amounts available for Payout Transactions may be reflected on the App as the Seller's StarPrice Account Balance (“Balance”). It is your responsibility to ensure that all information provided is accurate for a proper transfer of funds from the Payment Processor to a User. StarPrice may be unable to recover money transferred to an improper or incorrect account based on the information provided by Users. Seller shall be responsible for the cost of fees charged by the Payment Processor for transfers, and Seller should review the Payment Processor's terms and conditions as rates are subject to change and are beyond the control of StarPrice.

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(b) Payment method not avaiable in the app.

Buyer may list an Item for buy in the App. By listing an Item in the App, Sellers create a binding offer to sell that particular Item at a specified price ("Listing Price"). when a Listing Price aligns with a Seller’s specified buying price (an "Offer") the actual transaction, including payment and item exchange, is conducted in a manner agreed upon by both the buyer and the seller. The specific details of this process are defined by the mutual consent of the buyer and seller involved.

StarPrice serves as a platform for communication between buyers and sellers. We facilitate the connection but are not responsible for any issues or disputes that may arise during the transaction process.

StarPrice does not charge any fees unless we are explicitly providing a payment method for the transaction.

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(c) Prohibited and Stolen goods

Please note that the sale of stolen goods, goods taken without authorization, and otherwise illegally obtained goods on the App is prohibited. If you have reason to believe that an Item listed on the App was illegally obtained, please contact us immediately by messaging us on our contact page or feedback in the app. Listing illegally obtained items may, in addition to any other rights or remedies specified in the Terms, result in your Listing(s) being cancelled, your Listings and Items being hidden on the App or your Account being suspended from the App.

StarPrice reserves the right to terminate or suspend orders, cancel purchases, or to remove Listings, for a User’s breach of these Terms.

6.2 Seller Responsibilities for Item Transactions:

(a) Listing requirements

In addition to the general requirement in Section 4.2 to comply with all applicable Regulations in respect of Transactions, Buyers are responsible for the accuracy of an Item's description and all content within a Listing. Buyers are required to ensure that in each Listing: (i) the Item matches exactly the image(s) that is displayed on the App; (ii) the described condition of the Item is a true and accurate description of the condition of the Item; (iii) the price for the Item (including any shipping costs or taxes) is clearly and including and stated; (iv) the Item listed will be safe, fit for purpose and in the quality described in the Listing for that Item; (v) all relevant safety information and documentation will be provided in respect of the relevant Item; and (vi) contain any information regarding the Item that is required to comply with applicable Regulations and to effect the Transaction. Once a Listing is live on the App, Buyer may buy that Item from sale elsewhere however Buyers must promptly de-activate the relevant Listing if that Item is successfully bought elsewhere, or becomes unavailable or not interested in the manner described in the Listing for any reason.

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(b) Cancellations, returns and refunds

Business Sellers that enter into Sales Contracts with Consumer Users are required to comply with all applicable Regulations in respect of such Transactions, including mandatory consumer protection laws. For more details, please see Section 14.

Sellers who are Consumer Users and enter into Sales Contracts with other Users are advised to share a returns policy for any Items listed for sale on the App. Please be aware that under the Sales Contract, certain contractual obligations will apply to all Sellers and you may be liable to a Buyer if you fail to comply with these obligations.

6.3 Buyer Responsibilities for Item Transactions:

(a) Fees and payment if the Payment available in StarPrice

When a Buyer accept the Seller’s offer, the Buyer is responsible for the completion of payment of the Transaction amount, including all additional fees and Taxes. More information regarding fees and Taxes can be found in our Fee Schedule. Upon a Transaction, a Buyer authorizes StarPrice to charge the Buyer's Payment Method. Each Buyer is responsible for updating Payment Method information as necessary to ensure sufficient funds and accurate information that will allow the satisfaction of payment obligations arising from a Transaction.

(b) Cancellation, returns and refunds

Consumer Buyers who enter into Sales Contracts with Business Sellers benefit from certain legal protections under mandatory consumer protection laws in respect of each Sales Contract, including the cancellation/withdrawal rights set out below. For all other Buyers, your rights to cancel the Sales Contract or return an Item are as set out in the Seller’s own returns policy published on the App, if applicable, or as otherwise determined by applicable Regulations.

The following provisions only apply in cases where a Sales Contract has been concluded between a Consumer Buyer and a Business Seller and references to a “Buyer” and a “Seller” in the following provisions shall be construed accordingly.

• Legal right to cancel

A Buyer has a legal right to change their mind and cancel/withdraw from a Sales Contract with a Seller under Regulations for certain Items, as explained in more detail below. A Buyer’s right to change their mind does not apply in certain circumstances, for example it does not apply to: (i) any bespoke Items that a Buyer may purchase from a Seller (i.e. Items that a Seller creates to the Buyer’s specification or are clearly personalised or have been uniquely selected at your request and provided to you); (ii) Items which are newspapers, periodicals or magazines; (iii) Items which are liable to deteriorate or expire rapidly; (iv) Items received sealed for health protection or hygiene reasons once unsealed; (v) sealed audio, video, software products and trading cards once unsealed (either prior to, or after, your receipt of such Items); (vi) Items once they have been inseparably mixed after delivery; and (vii) NFTs (see below for details).

If applicable, the right to cancel/withdraw from a Sales Contract will expire 14 days from the day on which the Buyer acquires, or a third party indicated by the Buyer (other than the carrier) acquires, physical possession of the eligible Items (“Cooling-off Period”). The Buyer may cancel/withdraw from the Sales Contract in respect of all eligible Items delivered or in respect of certain of the eligible Items only. Where an order is delivered in separate parts, lots or pieces, the Cooling-off Period will expire 14 days from the day on which the Buyer acquires, or a third party indicated by the Buyer (other than the carrier) acquires, physical possession of the last eligible Item, part, lot or piece being sold under the Sales Contract.

To exercise the right to cancel/withdraw, the Buyer must inform the Seller of the decision to cancel/withdraw from the Sales Contract by making a clear statement (e.g. an email). The Buyer may use the following model cancellation form to do this but they are not required to do so:

Model Cancellation Form To: [seller name], [seller address] E-mail address: [seller address] I/We(*) hereby give notice that I/We(*) cancel from my/our (*) contract of sale of the following goods(*)/for the provision of the following service*, Ordered on(*)/received on(*) Name of consumer(s), Address of consumer(s), Signature of consumer (only if this form is notified on paper) Date (*) Please delete if not applicable

To meet the cancellation/withdrawal deadline, it is sufficient for the Buyer to send the communication concerning the exercise of the right to cancel/withdraw to the Seller before the Cooling-off Period has expired.

If the Buyer cancels/withdraws from a Sales Contract pursuant to this Section, the Seller must notify StarPrice of the cancellation/withdrawal request. StarPrice will then perform the obligations of the Seller under applicable Regulations in respect of the cancellation/withdrawal and will provide the Buyer with instructions on how to return the eligible Items purchased (at StarPrice’s cost) and/or claim a refund for the cancelled Sales Contract. Any Buyer who does not receive a response from the Seller or StarPrice within 7 days of sending the cancellation/withdrawal notice should contact StarPrice directly on our contact page.

If the Items have been delivered to the Buyer, StarPrice may withhold reimbursement until the Items have been received by StarPrice or the Buyer has supplied evidence of having sent back the Items to the address specified by StarPrice , whichever is earliest. Once StarPrice has received the Items or evidence that the Items have been returned, StarPrice will make the reimbursement for any eligible Items within 14 days. If no Items have been supplied, the reimbursement will be made within 14 days after the day on which StarPRice is informed about a Buyer’s decision to cancel/withdraw from the Sales Contract.

StarPrice is entitled to make a full or partial deduction from the reimbursement for loss in value of any Items supplied, if the loss is the result of the Buyer handling the Item beyond what is necessary to establish the nature, characteristics and functioning of the Items.

6.4 StarPrice Responsibilities for Item Transactions paid in App.

Each Seller must ship the Item directly to the Buyer using the pre-paid shipping label provided to the Seller by StarPrice or StarPrice’s third party service provider(s). StarPrice, through the Payment Processor, will issue payment to Seller within 10 days of the date of evidence of Buyer's receipt of the Item(s). In the event that a Buyer disputes the Item or the Transaction for any reason, StarPrice may, delay the distribution of payment, request the Item be sent to StarPrice , request the Item be returned to the Seller, or issue a refund to the Buyer. This list of actions is meant to be illustrative rather than exhaustive.

StarPrice may provide, in the App, historical StarPrice sales data and estimated values for Items. StarPrice is under no obligation to provide such data, but rather may choose to do so for the benefit of its Users. StarPrice’s historical sales data and estimated values in no way suggest or guarantee that Items will sell for an amount that is close to or that exceeds the amount of any past Transaction or for estimated value. We hereby disclaim all liability for any claims arising from, in connection with or relating to any historical sales data or estimated values for Items that we may provide on the App.

6.5 Listing Placement and Rankings

The placement and ranking of Listings by Sellers on the App is determined by the following factors: (i) the product category of the Item you are offering for sale; (ii) relevance of your Listing to search terms entered on the App; (iii) the date on which your Listing was added; and (iv) the price of the Item you are offering for sale.

We may restrict or suspend a Listing from the App if we believe it contravenes these Terms. If you are a Business Seller, we shall endeavour to provide you with a written statement of reasons for our decision. For the avoidance of doubt, we do not review any Listing prior to it being uploaded and are not obliged to once it is live on the App, but we reserve the right to take down and/or restrict access to any Listing that we believe contravenes these Terms.

7.1 Tax obligations

Unless otherwise specified by Regulations, you are solely responsible for all costs incurred by you in using the App (including in relation to a Transaction) and for determining, fulfilling and complying with your obligations under Regulations to register, manage, collect, report and pay all applicable Taxes, as well as any applicable related penalties, fines, charges or late payment interest. “Tax(es)” in these Terms means the taxes, duties, levies, tariffs, and other governmental charges that you may be required by Regulations to pay, collect and/or remit to governmental agencies or bodies, and other similar municipal, provincial or state, federal and national bodies, including but not limited to VAT or other sales taxes, indirect or other withholding and personal or corporate income taxes. We recommend that you seek professional advice about your tax obligations in connection with your use of the App.

You are solely responsible for maintaining all relevant Tax records and complying with any reporting requirements you may have as related to our App and the sale of Items on the App, as applicable. You are further solely responsible for independently maintaining the accuracy of any record submitted to any tax authority including any information derived from the App. We reserve the right to report any activity occurring using the App to relevant tax authorities and we may be required under Regulations to share information about you with certain tax authorities from time to time.

To the maximum extent permitted by Regulations, you shall at all times defend, indemnify and hold StarPrice harmless from, and against, all causes of action, claims, demands, judgments, liabilities, investigations, losses, damages, awards, penalties, fines, costs and expenses (including, but not limited to, reasonable legal fees) of any nature or kind, arising for StarPrice or any of its shareholders, members, partners, agents, and joint venturers or any StarPrice Representative under or resulting from your: (i) breach of this Section or your obligations under Regulations in respect of Taxes; and/or (ii) failure to provide StarPrice with accurate information in respect of Taxes.

7.2 Seller VAT registration requirements

EU-based Sellers must be VAT registered in the EU to sell on StarPrice. UK-based sellers do not need to be VAT registered to sell on StarPrice. Please seek professional advice about your tax obligations and reporting requirements, and for EU-based Sellers, your VAT registration and reporting requirements in the EU.

StarPrice assumes no responsibility for monitoring when a Seller exceeds a VAT registration threshold in any country.

8.1 Intellectual Property Ownership

StarPrice and its licensors are the sole owners of all right, title, and interest in and to the App, including all software and technology in it, as well as any and all intellectual property rights arising in or therefrom. Except as otherwise provided in these Terms or as authorized in writing by StarPrice, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, scrape, or otherwise use in any other way for commercial or public purposes, in whole or in part, any information, software, products, materials, or services obtained from the App. If you wish to make any use of material provided as part of the App other than as set out in these Terms, please address your request to: baris.starprice@gmail.com

Any use of the App not expressly permitted by these Terms is a breach of these Terms and may breach copyright, trademark, database and other laws. We reserve all rights that are not expressly granted to you under these Terms.

8.2 Copyright and other Intellectual Property Right Complaints

StarPrice respects the intellectual property rights of others and requires you to do the same as a condition of using the App. If you believe that any content on the App (including User Content) infringes your copyright or other intellectual property rights, you can report content (including User Content) to us by emailing baris.starprice@gmail.com with the subject line “Infringement Notice”.

Please include the following information in your “Infringement Notice”:

1. a description of the right(s) that you claim has been infringed;

2. a description of the material that you claim is infringing your right(s) and that is to be removed or access to which is to be disabled on the App;

3. information reasonably sufficient to permit us to locate the material, including at a minimum, if applicable, the URL of the link shown on the App where such material may be found, or a screenshot of the infringing material; and

4. details of your full name and address, and if available, your telephone number and email address so that we may contact you about your complaint.

a) Termination by you

You may terminate your agreement to these Terms by closing your Account. Please note that if you are a party to a Sales Contract you will not be able to close your Account if there is a dispute under the Sales Contract (e.g. non-payment or non-delivery). You can close your Account on the App or by contacting us by contacting us on our contact page.

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(b) Suspension and Termination by us

If you breach any of these Terms, we may immediately do any or all of the following (without limitation): (i) issue a warning to you; (ii) temporarily or permanently remove any User Content, including any Listing uploaded by you to the App; (iii) temporarily or permanently withdraw your right to use the App; (iv) suspend or terminate your Account; (iv) issue legal proceedings against you for reimbursement of all costs resulting from the breach (including, but not limited to, reasonable administrative and legal costs); (v) take further legal action against you; and/or (vi) disclose such information to law enforcement authorities as we reasonably feel is necessary to do so.

If we terminate your Account, any unfulfilled Sales Contracts you have entered into will also terminate. If you are a Buyer under such Sales Contract(s) we will refund any money you have paid in connection with such unfulfilled Sales Contracts following such termination, unless it is the subject of a dispute in which case we will refund it once the dispute is resolved.

On termination of your Account for any reason: (i) except where the provision above applies, if you are a Seller you shall immediately pay all outstanding unpaid fees and other charges and fees due to us under these Terms; (ii) your access to the App will be revoked; and (iii) the licence granted in Section 3.87 of these Terms will cease.

We shall pay any refund due to you on termination of your Account no later than 30 days from the date of termination. We shall pay such refund to the same means of payment as you used for the last Transaction on the Account.

10.1 Assumption of Risk

You agree and acknowledge the world is a dangerous place and you must use a great deal of care and caution in all interactions with other Users, whether such interactions occur by phone call, electronic communication outside of the App, or in-person interactions. In the event that Users interact on the App, StarPrice encourages all Users to take proper precautions. If the identity of another User is discovered and leads to an interaction that either User considers inappropriate for any reason, StarPrice encourages the User to contact us on our contact page.

BEFORE USING THE APP AND ENTERING INTO A TRANSACTION YOU MUST ACKNOWLEDGE THAT YOU ARE AWARE OF THE RISKS ASSOCIATED WITH USING THE APP AND ENTERING INTO A TRANSACTION.

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10.2 No Warranties

SUBJECT TO SECTION 11.3 AND THE SUPPLEMENTARY TERMS FOR APPLICABLE EU USERS:

• STARPRICE MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE APP OR USER CONTENT WILL BE UNINTERRUPTED OR ERROR FREE.

• THE APP MAY NOT BE AVAILABLE DUE TO ANY NUMBER OF FACTORS INCLUDING, BUT NOT LIMITED TO, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, UNAUTHORIZED ACCESS, VIRUSES, DENIAL OF SERVICE OR OTHER ATTACKS, TECHNICAL FAILURE OF THE APP AND/OR TELECOMMUNICATIONS INFRASTRUCTURE OR DISRUPTION, AND THEREFORE WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY REGARDING THE USE AND/OR AVAILABILITY, ACCESSIBILITY, SECURITY OR PERFORMANCE OF THE APP CAUSED BY SUCH FACTORS.

• STARPRICE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE APP, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) BLOCKCHAIN NETWORKS, CRYPTOCURRENCY WALLETS OR CORRUPT FILES; (IV) UNAUTHORIZED ACCESS TO THE APP; OR (V) ANY THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK.

• STARPRICE IS NOT RESPONSIBLE FOR THE ACCURACY OF ANY PAYMENT METHOD OR PAYMENT INFORMATION, INCLUDING, BUT NOT LIMITED TO, WHETHER SUCH INFORMATION IS UP-TO-DATE. STARPRICE HAS NO DUTY OR RESPONSIBILITY TO ENSURE THAT A USER HAS PROVIDED A VALID AND PROPER PAYMENT METHOD TO CONDUCT A TRANSATION, OR TO DETERMINE IF A USER’S PAYMENT METHOD IS VALID TO CONDUCT A TRANSACTION. USERS UNDERSTAND THAT THEY MAY INCUR FEES AND/OR CHARGES AS A RESULT OF STARPRICE TRANSACTIONS UNDER THE TERMS OF AGREEMENTS WITH PAYMENT SERVICE PROVIDERS AND STARPRICE MAY BE UNABLE TO FACILITATE SOME TRANSACTIONS.

• WE EXPRESSLY DISCLAIM ALL LIABILITY OR RESPONSIBILITY IN CONNECTION WITH THIRD PARTY SERVICES. NOTHING IN THESE TERMS NOR ANY USE OF OUR APP IN CONNECTION WITH THIRD PARTY SERVICES CONSTITUTES OUR ENDORSEMENT, RECOMMENDATION OR ANY OTHER AFFILIATION OF OR WITH ANY THIRD PARTY SERVICES.

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10.3 Limitation of Liability

This Section applies to Consumer Users, except applicable EU Users subject to the Supplementary Terms.

Nothing in these Terms excludes or limits our liability for: (i) death or personal injury caused by our negligence; (ii) fraud or fraudulent misrepresentation; and (iii) any matter in respect of which it would be unlawful for us to exclude or restrict our liability.

If we fail to comply with these Terms, we are responsible for loss or damage that you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it was an obvious consequence of our breach or if it was contemplated by you and us at the time that you accessed the App.

We supply the App to Consumer Users for domestic and private use. You agree not to use the App, or any content on the App, for any commercial or business purposes and accordingly we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

Our total liability to you for any loss or damage arising out of or in connection with these Terms, whether in contract (including under any indemnity), tort (including negligence) or otherwise shall be limited to one hundred USD ($100.00).

StarPrice disclaims all liability for any loss or damage resulting from user interactions, content posted by users, and transactions conducted through the app. Users engage in interactions and transactions at their own risk.
 

10.4 User Disputes

Any dispute that arises between you and another User is to be resolved by you and such User. STARPRICE has no responsibility to resolve any User dispute and shall not be liable for any damages arising from any such User dispute.

In the event of a dispute between users or between a user and StarPrice, the parties agree to attempt to resolve the dispute through mediation before proceeding to litigation.

The following provisions apply to Business Users only. To the extent any specific provision of this Section 14 conflicts or is inconsistent with any other provision in the Terms, the specific provision in this Section 14 will prevail.

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11.1 Accounts for Business Users

If you are acting on behalf of a Business User, you represent and warrant that: (i) you have full legal authority to bind your employer or that User; and (ii) you agree to these Terms on behalf of the User that you represent.

If you are a Business Seller, you must inform us of such in the Seller application form when applying to sell on StarPrice and you must notify us of any changes to your Seller status.

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11.2 Compliance obligations for Business Sellers

Business Sellers are reminded of their obligations under Section 4 to comply with all Regulations applicable to their use of the App. This includes, but is not limited to, complying with consumer protection legislation in the jurisdictions where Consumer Buyers are based. All Business Sellers agree to comply with our Policy for Business Sellers.

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11.3 Cancellations, returns and refunds for Business Sellers

If you are a Business Seller and a Consumer Buyer returns any Item to StarPrice pursuant to these Terms, you agree to promptly inform us of the return/cancellation request and appoint us to manage this process on your behalf. You agree that you sell the Item to us and that title to the Item will transfer to us when we receive the returned Item from a Consumer Buyer provided always that you have received full payment for such Item. Subject to this, we shall not be responsible for and we hereby expressly exclude any and all other liability that may arise out of or in connection with any Sales Contract or Transaction between Users.

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11.4 Termination or Suspension of Accounts for Business Sellers

We may suspend or terminate your Account and prohibit you from entering into any Sales Contracts or otherwise accessing the App for a breach of any material term of these Terms or any Sales Contract. Where we terminate your Account due to breach of a material term of these Terms or any Sales Contract, we shall provide you with 30 days’ prior notice of the termination and, subject to the remainder of this Section 14, a written statement of reasons for that decision.

We may also, without advance notice, suspend or terminate your Account and prohibit you from entering into any Sales Contract or otherwise accessing the App if: (i) we are subject to a legal or regulatory obligation which requires us to terminate the provision of the whole of the App to you in a manner which does not allow us to provide advance notice; (ii) there is an imperative reason pursuant to Regulations; (iii) we can demonstrate that you have repeatedly infringed these Terms and/or ignored warnings that we have sent to you; or (iv) we reasonably believe that your Account is or has been the subject of any fraudulent or other illegal activity or money laundering (or any attempt at the same) or excessive amounts of chargebacks, whether or not such activity or attempted activity is due to your acts or omissions. In such circumstances, we will provide you with a written statement of reasons except where we are subject to a legal or regulatory obligation not to provide the specific facts or circumstances or the reference to the applicable ground or grounds, or where we can demonstrate that you have repeatedly infringed these Terms, resulting in termination of the provision of the App to you.

On termination of your Account as a Business Seller for the reasons specified above: (i) you will be prohibited from creating any further Accounts; and (ii) all unfulfilled Sales Contracts entered into by you will be terminated and you will not receive any Balance due under such Sales Contracts.

On termination of your Account for any reason: (i) your Account will be deleted; (ii) you shall immediately pay all outstanding unpaid fees and other charges due under these Terms; (iii) you will not have access to the information provided or generated by you; (iv) the licence granted in Section 3.87 will cease; and (v) we will transfer any outstanding Balance to you within 45 days of the effective date of termination.

Any provision of these Terms that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.

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11.5 No warranties for Business Users

SUBJECT TO SECTION 14.6:

• THE APP, AND ANY CONTENT OR INFORMATION DISPLAYED ON IT, INCLUDING USER CONTENT, AS WELL AS ANY ITEM VERIFICATION, STARPRICE HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY STARPRICE IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY, AND NON-INFRINGEMENT.

• STARPRICE MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE APP, USER CONTENT, ITEM VERIFICATION, STARPRICE HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY STARPRICE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USE OF THE APP OR FROM ANY USER CONTENT, ITEM VERIFICATION, STARPRICE HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY STARPRICE.

• WE EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY CLAIMS ARISING FROM, IN CONNECTION WITH OR RELATING TO THE APP’S COMPLIANCE WITH REGULATIONS OR YOUR COMPLIANCE WITH REGULATIONS LAWS WHILE USING THE APP, INCLUDING YOUR COMPLIANCE WITH APPLICABLE CONSUMER PROTECTION LAWS WHEN YOU SELL TO CONSUMER BUYERS THROUGH THE APP.

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11.6 Limitation of liability for Business Users and indemnity

Nothing in these Terms excludes or limits our liability for: (i) death or personal injury caused by our negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any matter in respect of which it would be unlawful for us to exclude or restrict our liability. Subject to this: (i) our total aggregate liability to you in respect of any loss or damage suffered and arising out of or in connection with these Terms, whether in contract, tort (including negligence) or otherwise shall be limited to one hundred USD ($100.00); (ii) in no event shall we be liable to you for any loss of profits, loss of revenue, loss of contracts, failure to realise anticipated savings or for any indirect or consequential loss, whether arising from negligence, breach of contract or otherwise; and (iii) you shall indemnify and hold us harmless against any and all losses, costs, liabilities and expenses suffered or incurred by us and any StarPrice Representative as a result of: (a) any breach of these Terms by you; (b) your use of the App, including with respect to any Transaction in which you are involved; (c) your disputes with other Users; (d) your User Content; or (e) your breach of any other User’s or third party’s rights.

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11.7 Business User Consent to Receive Electronic Communications

For contractual purposes, you (1) consent to receive communications from StarPrice in an electronic form via the email address you have submitted; and (2) agree that all Terms, agreements, notices, disclosures, and other communications that StarPrice provides to you electronically satisfy any legal requirement that such communication would satisfy if it were in writing. The foregoing does not affect your non-waivable rights. We may also use your email address, to send you other messages, consistent with and as described in more detail in our Privacy Policy. You may opt out of such email by changing your Account settings or sending notice of opt out to baris.starprice@gmail.com or by clicking the unsubscribe link in any email that we may send to you.

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11.8 Changes to these Terms for Business Sellers

Subject to our rights under Section 10, we may amend or add to these Terms by providing no less than 15 days' notice to you in writing (the "Change Notice"), save that if the amendments or additions require you to make technical or commercial adaptations, we will provide you with such longer notice period, if necessary, as is reasonable in the circumstances (the "Extended Notice Period").

Subject to the remainder of this Section, you may cancel your agreement to these Terms before the expiry of the relevant notice period set out in the Change Notice. You may waive your right to cancel by means of a written statement or clear affirmative action after receipt of the Change Notice. By continuing to use the App after receipt of the Change Notice, unless you have indicated your intention to cancel or if the Extended Notice Period applies, you shall be deemed to have waived your cancellation right.

The requirement for us to provide advance notice for any amendments or additions to these Terms shall not apply where: (i) we are subject to a legal or regulatory obligation which requires us to change these Terms in a manner which does not allow us to respect the notice period referred to above; or (ii) we have exceptionally changed these Terms to address an unforeseen and imminent danger related to defending the App, the services available through the App or the users of the App from fraud, malware, spam, data breaches or other cybersecurity risks. You can cancel your Account by contacting us using the details set out in Section 10.

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11.9 Governing law and jurisdiction for Business Users

These Terms are governed by Irish law. Each party irrevocably agrees that the courts of the Republic of Ireland shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or their subject matter or formation.

12.1 Data Protection Definitions

For the purposes of this Section 16, the following definitions apply:

• "Data Protection Legislation" means Regulation (EU) 2016/679 (the "GDPR"), the GDPR as amended and implemented in the UK, Directive 2002/58/EC, the Privacy and Electronic Communications (EC Directive) Regulations 2003, as amended from time to time, and all other applicable privacy and data protection laws in any relevant jurisdiction, including guidance and codes of practice issued by supervisory authorities.

• "Personal data", "data subject", "processing", "controller", "processor", and "supervisory authority" all have the respective meanings given to each of them in Data Protection Legislation.

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12.2 Data protection roles

You and StarPrice each act as independent controllers in respect of any Buyer personal data which you receive in your capacity as a Seller for the purposes of fulfilling Sales Contracts and/or any other personal data you process in connection with (and permitted by) these Terms ("Protected Data"). You and StarPrice will be individually and separately responsible for complying with the obligations that apply to them as a controller under applicable Data Protection Legislation in respect of Protected Data. In no event will you and StarPrice process Protected Data as “joint controllers” within the meaning of Data Protection Legislation.

If you are a Business Seller and you and StarPrice are found to be joint controllers of Protected Data, and if StarPrice suffers or incurs any losses, costs, liabilities or expenses in connection with data protection and privacy (including, where permitted under Regulations any: (i) fines or other sanctions imposed by a supervisory authority; (ii) compensation ordered to a data subject by a supervisory authority or court; and (iii) the costs of complying with investigations by supervisory authorities) ("Data Protection Losses") because of an act or omission by you in your capacity as a joint controller of Protected Data, you agree to indemnify and keep us indemnified for those Data Protection Losses.

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12.3 Your data protection obligations

You and StarPrice agree to comply with applicable Data Protection Legislation in respect of the processing of Protected Data. You must not do, or omit to do, anything that would cause (or may be reasonably expected to cause) StarPrice to be in breach of this Section 16 or any provision of Data Protection Legislation. If you are a Business Seller, you must also ensure that your personnel and other representatives, processors and sub-contractors comply with this Section 16.

You shall only use Protected Data for the purposes of fulfilling Sales Contracts with Buyers and/or as otherwise permitted under these Terms, and not for any other purposes. You must not use Protected Data provided by Buyers to send unsolicited commercial messages or for unauthorised transactions, and you may not use the Buyer’s Protected Data for marketing without the Buyer’s consent within the meaning of applicable Data Protection Legislation.

You must notify us without undue delay (and in any event within 72 hours) of you becoming aware of any accidental or intentional damage, alteration, destruction, unauthorized disclosure, loss, misuse or theft of or to Protected Data (“Security Incident"). You shall provide full cooperation and assistance to us and StarPrice Representatives in respect of our efforts to: (i) investigate, remediate, and mitigate the effects of the Security Incident; and (ii) comply with notification obligations to individuals, clients or regulatory authorities.

You shall not transfer any: (i) Protected Data processed subject to EU Data Protection Legislation outside the EU; or (ii) Protected Data processed subject to UK Data Protection Legislation outside the UK unless you comply with your obligations under the Data Protection Legislation in relation to the transfer, including by implementing appropriate safeguards where required and by ensuring an adequate level of protection is provided to any Protected Data that is transferred.

You shall and shall procure that any other person you authorise to process the Protected Data shall implement (and update from time to time) appropriate technical and organisational security measures (including measures notified by us from time to time) to protect Protected Data against unauthorised or unlawful processing and against accidental loss, destruction, damage, disclosure, or alteration which shall as a minimum be in compliance with Data Protection Legislation and, if you are a Business Seller, good industry practice.

Where applicable, you shall provide data subjects with your own transparency information about how you process their Protected Data, and respond to any data subject rights requests you receive in respect of your processing of Protected Data, in accordance with applicable Data Protection Legislation.

You shall promptly notify StarPrice in writing if you receive any notification from a supervisory authority or a data subject which relates to or impacts upon StarPrice’s processing of Protected Data. Upon StarPrice’s reasonable written request, you shall provide StarPricewith all co-operation and assistance requested by StarPrice in relation to: (i) responding to requests from data subjects exercising their rights under applicable Data Protection Legislation; (ii) responding to communications from supervisory authorities in respect of the Protected Data; and (iii) StarPrice’s other obligations under Data Protection Legislation in respect of the Protected Data.

You shall not retain or process any Protected Data for longer than is necessary in connection with fulfilling Sales Contracts or any relevant obligation you have under these Terms; or, if longer, to adhere to your binding requirements under applicable law.

If you are a Business Seller, you agree to indemnify and keep us indemnified in respect of all Data Protection Losses suffered or incurred by us, arising from or in connection with any breach by you (or any of your processors and sub-processors, if applicable) of your obligations under this Section 16 and/or applicable Data Protection Legislation.

For more information about how StarPriceuses personal data, please see the StarPricePrivacy Policy.("Privacy Policy").

13.1 Contact Information

Please send all feedback, comments, complaints, requests for technical support, and other communications relating to the App on our contact page

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13.2 Enforceability

Even if StarPrice does not require strict compliance with these Terms in each instance, you are still obligated to comply with these Terms. Our failure to enforce, at any time, any of the provisions, conditions, or requirements of these Terms, or the failure to require, at any time, performance by you of any of the provisions of these Terms, will in no way waive your obligation to comply with any of the provisions of these Terms, or our ability to enforce each and every such provision as written.

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13.3 Waivers

Any and all waivers by StarPrice of any provision, condition, or requirement of these Terms will only be effective against StarPrice if it is in writing and signed by an authorized officer of StarPrice. No waiver by StarPrice of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of StarPrice to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

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13.4 Links to Third-Party Websites, Applications, Software, or Content

As part of the App, we may provide you with convenient links to third-party website(s) as well as content or items belonging to or originating from third-parties, and the App may also integrate with, or be accessible through, other applications including software and services provided by third-parties (collectively, "Third-Party Content"). These links are provided as a courtesy to Users. StarPrice has no control over Third-Party Content or the promotions, materials, information, goods or services advertised by or available from Third-Party Content. Such Third-Party Content is not investigated, monitored or checked for accuracy, appropriateness, or completeness by StarPrice.

We are not responsible for any Third-Party Content posted on, available through or installed from the App, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third-Party Content. Our inclusion of, linking to, or permitting the use or installation of any Third-Party Content does not imply approval or endorsement by StarPrice. In addition, StarPrice disclaims liability for any loss, damage and any other consequence resulting directly or indirectly from or relating to your use or access of Third-Party Content or any information that you may provide or any transaction conducted with or through the Third-Party Content or the failure of any information, software or services posted or offered by such service providers or any error, omission or misrepresentation by such service providers or any computer virus arising from or system failure associated with the Third-Party Content. If you decide to leave the App and access or use any Third-Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any third-party site or application to which you navigate from the App. You may incur charges, such as message and data charges, from your wireless provider for any SMS messages that you send or receive in connection with your use of the App. You agree that you are solely responsible for any such charges.

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13.5 Entire Agreement

This provision does not apply to Consumer Users. Unless you are an influencer or strategic partner, these Terms, the Other Policies and any other document expressly stated in these Terms to form part of the Terms constitute the sole and entire agreement between you and StarPrice regarding the App and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the App. If you are an influencer or strategic partner, these Terms, the Other Policies, any other document expressly stated in these Terms to form part of the Terms, and your Influencer Agreement or Strategic Partnership Agreement constitute the sole and entire agreement between you and StarPrice regarding the App and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the App.

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13.6 Severability

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect. Our rights under these Terms will survive any termination of these Terms.

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13.7 We May Amend the App

We may update the App (including its content, materials, and features) from time to time. Please be advised that any content contained on the App may not necessarily be complete or up-to-date. Any of the material on the App may be out of date at any given time, and we are under no obligation to update such material.

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13.8 Changes to these Terms for Consumer Users

We may need to change these Terms (including any Other Policies) from time to time, for example to address: (i) changes in Regulations; (ii) changes to the nature, features or functionality of the App or to reflect new technologies or products; (iii) security issues; and/or (iv) changes in circumstances beyond our reasonable control. If we make changes, we will give you reasonable advance notice via the App or by email, typically thirty (30) days before the updated Terms will take effect. If you are not satisfied with the proposed changes to the Terms, you may terminate your agreement with us by closing your Account. If you do not close your Account, your continued access or use of the App after the effective date of the proposed changes will constitute your acceptance of the revised Terms. If the proposed changes to the Terms are material (for example, relate to a change of main performance obligations), we may ask you to actively accept the revised Terms in the App and we may restrict your access to the App or suspend or terminate your Account if you choose not to accept the revised Terms.

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We reserve the right to update these Terms of Service at any time. Users will be notified of significant changes via email or app notification, and continued use of StarPrice will constitute acceptance of the updated terms.

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13.9 Governing Law and Jurisdiction

This Section applies to Consumer Users only.

These Terms are governed by Irish law. This means that your access to the App and any dispute or claim arising out of or in connection with it (including non-contractual disputes or claims) will be governed by Irish law.

You may bring any dispute which may arise under these Terms to, at your discretion, either the competent court of Ireland, or to the competent court of your country of habitual residence if this country of habitual residence is within the EU or the UK, which courts are (with the exclusion of any other court) competent to settle any of such a dispute. We shall bring any dispute which may arise under these Terms to the competent court of your country of habitual residence if this is within the UK or is an EU Member State otherwise the competent court of Ireland.

If you are a Consumer User in the UK or the EU and we direct the App to you (and/or pursue our commercial or professional activities in relation to the App) in the country in which you are resident, you will benefit from any mandatory provisions of the law of the country in which you are resident and some of these rights are detailed in the Supplementary Terms. Nothing in these Terms affects your rights as a consumer or your other statutory rights to rely on such mandatory provisions of any Regulations.

Appendix 1: supplementary terms for applicable eu users

If you are a Consumer User in the EU and we direct the App to you (and/or pursue our commercial or professional activities in relation to the App) in the country in which you habitually reside in the EU, the Terms shall apply to you with the exception of the following deviations and supplementary terms as applicable to your country of residence. If there is an inconsistency or conflict between the Terms and these Supplementary Terms, these Supplementary Terms shall prevail.

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1. Liability

In respect of Section 11 (Liability) of the Terms:

Users in France

If you are a Consumer User residing in France, paragraph 3 of Section 4.2 (User Legal Compliance) Section 11.2 (No Warranties) and paragraph 4 of Section 11.3 (Limitation of Liability) shall not apply to you and instead the following terms shall apply:

“Nothing in these Terms excludes or limits our liability towards Consumer Users residing in France if we breach any of our obligations under these Terms.

The following legal conformity warranty will apply to any digital services that we may provide to you via the App pursuant to the French Consumer Code.”

“The consumer is entitled to the implementation of the legal guarantee of conformity in the event of the appearance of a lack of conformity during the period of the supply of digital content or the digital services which are offered by the professional from the supply of the digital content or the digital service. During this period, the consumer is only required to establish the existence of the lack of conformity and not the date of its appearance.

The legal guarantee of conformity entails the obligation to provide all the updates necessary to maintain the conformity of the digital content or the digital service during the period of the supply of digital content or the digital services.

The legal guarantee of conformity gives the consumer the right to bring the digital content or digital service into conformity of the digital service without unjustified delay following his request, at no cost and without major inconvenience for him.

The consumer can obtain a price reduction by keeping the digital content or the digital service, or he can terminate the contract by obtaining a full refund against renunciation of the digital content or the digital service, if:

1° The professional refuses to bring the digital content or digital service into compliance;

2° The bringing into conformity of the digital content or the digital service is unjustifiably delayed;

3° The bringing into conformity of the digital content or the digital service cannot take place without costs imposed on the consumer;

4° Bringing the digital content or digital service into conformity causes a major inconvenience for the consumer;

5° The non-compliance of the digital content or digital service persists despite the unsuccessful attempt by the professional to bring it into compliance.

The consumer is also entitled to a reduction in price or to rescission of the contract when the lack of conformity is so serious that it justifies the reduction in price or rescission of the contract being immediate. The consumer is then not required to request that the digital content or digital service be brought into conformity beforehand.

In cases where the lack of conformity is minor, the consumer is only entitled to the cancellation of the contract if the contract does not provide for the payment of a price.

Any period of unavailability of the digital content or the digital service with a view to bringing it back into conformity suspends the guarantee which remained to run until the supply of the digital content or the digital service again in conformity.

These rights result from the application of Articles L. 224-25-1 to L. 224-25-31 of the Consumer Code.

The professional who in bad faith obstructs the implementation of the legal guarantee of conformity incurs a civil fine of a maximum amount of 300,000 euros, which may be increased up to 10% of the average annual turnover (Article L. 242-18-1 of the Consumer Code).

The consumer also benefits from the legal guarantee against hidden defects in application of the articles 1641 to 1649 of the civil code , for a period of two years from the discovery of the defect. This guarantee gives the right to a price reduction if the digital content or digital service is retained, or to a full refund against waiver of the digital content or digital service.”

Users in Germany

If you are a Consumer User residing in Germany, paragraph 3 of Section 4.2 (User Legal Compliance), Section 11.2 (No Warranties) and Section 11.3 (Limitation of Liability) of the Terms shall not apply to you and instead the following terms shall apply:

“Unless otherwise stated in this Appendix, we shall be liable for a breach of contractual and non-contractual obligations in accordance with the statutory provisions. We shall be liable for damages - irrespective of the legal grounds - within the framework of fault-based liability in the event of intent and gross negligence.

In the event of simple or slight negligence, we shall be liable, subject to statutory limitations of liability (e.g., due care in own affairs; insignificant breach of duty) only: (a) for damages arising from injury to life, body, or health (i.e., death or personal injury); and (b) for damages arising from the breach of a material contractual obligation (obligation, the fulfilment of which is a prerequisite for the proper performance of the contract and on the observance of which the contractual partner regularly relies and may rely); in this case, however our liability shall be limited to compensation for the foreseeable, typically occurring damage.

These limitations do not apply in case of fraud, fraudulent misrepresentation, if we have fraudulently concealed a defect, have given a guarantee of quality, or have assumed a procurement risk. Furthermore, any mandatory statutory liability, in particular under the Product Liability Act, shall remain unaffected.

_The limitations of liability resulting from this Section shall also apply to our executive bodies, legal representatives, employees, staff and vicarious agents and/or other persons for whose fault we are responsible in accordance with statutory provisions. _

Subject to the above, we assume no liability for any damages or losses caused by any unforeseeable, unavoidable and uncaused events beyond our reasonable control.

All other liability on our part is excluded.”

2. Intellectual property rights

Users in France

In deviation from Section 3.8 (Your Rights to Use the App) and 3.9 (Rights in User Content) if you are a Consumer User residing in France, the licence granted in Section 3.8 of the Terms is granted for the duration of these Terms between you and us. The licence granted in Section 3.9 of the Terms in respect of User Content is granted worldwide for the duration of protection of intellectual property rights. Any reference to the waiver of moral rights under these Terms is not applicable to you.”

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3. Updates

EU Users

The last sentence of Section 17.7 (We May Amend the App) shall be deleted for EU Users and shall be replaced with the following:

“You will be informed, and you will receive updates as necessary to maintain compliance during our performance of the services relating to the App, as applicable. Where you do not install, within a reasonable time, updates provided by us, we shall not be liable for lack of conformity resulting solely from the non-installation of the updates concerned. We may also provide you with updates that are not necessary to maintain the conformity of the App, but which are recommended. We will endeavour to inform you, reasonably in advance and on a durable medium, of the planned update, specifying the date on which it will take place where possible. This update will be carried out at no extra cost to you. You have the right to refuse the update or, where appropriate, to uninstall it, if the update has a negative impact on your access to or use of the App. In this case, the contract may be terminated, at no cost, within a maximum period of 30 days, unless the update has only a minor impact. However, you may not rescind the contract if we have offered to keep the digital content or service without the update, including by uninstalling the update, and if it remains in conformity under the conditions set out in this Section.”

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4. Disputes

EU Users

The following shall be added to the last sentence of Section 11.4 (User Disputes) for EU Users:

“_If you have a dispute with StarPrice (and not another User), you can find out more information on online dispute resolution by following this link to the website of the European Commission: http://ec.europa.eu/consumers/odr/. This link is provided as required by Regulation (EU) No 524/2013 of the European Parliament and of the Council, for information purposes only. We are not obliged to participate in online dispute resolution and have chosen not to do so. _

If you are a Consumer User residing in France, you have the right to request a mediator to solve a dispute under these Terms. Please contact us on our help page for details of the mediators that we have appointed.”