TERMS AND CONDITIONS

For the use of TM Starlink Portal

These Terms and Conditions apply to the use of Tototheo's online TM Starlink portal (the “Portal“), including the use of the information offered on this Portal. In using the Portal, you agree to be bound by these Terms and Conditions.

Requesting access to the Portal, following the submission of the Registration form (“Registration Form”), accessing the Portal or using the Portal signifies unconditional acceptance of these Terms and Conditions.

Customers will be requested to agree explicitly to the Terms and Conditions on their first login to the Portal. If you do not accept these Terms and Conditions, you must refrain from using the Portal. If you continue to use the Portal, you will be deemed to have accepted these Terms and Conditions. These Terms and Conditions must be read in conjunction with any other applicable terms and warnings governing the use of this Portal.

We may modify these Terms and Conditions at anytime, and such modifications will become effective immediately upon posting the modified Terms and Conditions on the Portal. Any use of the Portal by you after any such modified Terms and Conditions have been posted will be deemed acceptance by you of those modified Terms and Conditions.

 

Definitions

“Affiliate(s)” means any person or legal entity now or hereafter in control, controlled by or in common control with either party. It shall also include any direct or indirect subsidiary of such corporation and any company in which either party has more than a ten percent (10%) ownership interest.

The expressions “we”, “us” and “our” are a reference to Tototheo Group. The Group means: (a) Tototheo Global Ltd, and their successors and assigns; and (b) any entity (including a trust) owned or controlled by or affiliated with the entities referred to in paragraph (a) (the “Affiliate”), and their successors and assigns.

In these Terms and Conditions, the expressions “you”, “your” and “yours” are a reference to Customer.

“Customer” means any physical person or legal entity that has access to the Portal and/or is using the Starlink service provided by Tototheo Global.

“Customer Data” means the electronic data and information submitted by or on behalf of Customer to the Portal. 

“Portal“ means Tototheo's online TM Starlink portal found at http://starlink.tototheo.com.

Sensitive Personal Data. The Personal Data concerns the following categories of Sensitive Personal Data (if any): Racial or ethnic origin; political opinions; religious and other beliefs of a similar nature; criminal offences / convictions (including alleged offences); Physical or mental health conditions; sexual life; Criminal proceedings, outcomes and sentences.

 

Accessing and using information on this Portal

The Portal is offered to Tototheo customers and partners (“Customers“) as a tool to better manage their Starlink service.

In order to be able to access the Portal, you will need to have completed the TM Starlink Portal User Account Request Form form (“Registration Form“) provided to you by Tototheo.

Once you have successfully submitted the Registration Form, your request will be processed by our staff and you will receive an email with further instructions on how to setup your user account. To access the Portal you will require a user name and a password (together the “Login Credentials"). You must not disclose your Login Credentials to any person or otherwise allow any person to access the Portal using your Login Credentials.

You must not access or use this Portal for any purpose that is unlawful or prohibited by these Terms and Conditions.

 

USING THE PORTAL

General

You must take your own precautions to ensure that the process which you employ for accessing this Portal does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system. For the removal of doubt, we do not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of this Portal .

Customers warrant that the Portal is used in accordance with these Terms and Conditions, all applicable national and international legislation and, in general, in a responsible manner, and only for professional purposes and without breach of the rights of third parties.

Customers are not permitted to make changes to the Portal.

Customers may not:

(a) download, send or disseminate data containing viruses, worms, spyware, malware or other similar malicious programs;

(b) carry out calculations, operations or transactions that may interrupt, destroy or restrict the functionality of the operation of the Portal or any program, computer or means of telecommunications; or

(c) submit information or materials that infringe third party rights, are libellous, obscene, threatening or otherwise unlawful.

Customers are fully and unconditionally responsible for any use of the Portal (including misuse of their means of access), and for any detrimental consequences that may arise directly or indirectly therefrom. By using the Portal, Customers acknowledge and accept that they are responsible for the actions and omissions of persons employed by or representing them, acting as Customer in terms of use of the Portal.

Customers are liable for — and will indemnify and hold harmless the Tototheo against — any damage that results from:

-changes made to the Portal or

-use of the Portal in a manner that does not align with these Terms and Conditions.

 

Restricted Use

Unless we agree otherwise in writing, you are provided with access to this Portal for your use only. Without limiting the foregoing, you may not without our written permission on sell information obtained from this Portal to any third party. These obligations of confidentiality do not apply to any information which is already in the public domain, other than through a breach by you of this obligation, or which is required to be disclosed by law or a regulatory body.

 

Required hardware, software and services

Customers acknowledge and agree that they are responsible for the choice, purchase and operation of hardware, software and telecommunication services required to connect with and to use the Portal. Such hardware, software and telecommunication services must meet the minimum requirements, as specified on the Portal (if any). Customers are responsible for the installation and costs of purchasing and licensing such hardware, software or telecommunication services.

Tototheo is not liable for hardware, software, products and services of third parties (such as telecommunication equipment, internet connections, operating systems and internet browsers).

 

Portal availability

Tototheo will, to the best of its abilities take reasonable care to ensure the availability of the Portal.

Tototheo does not guarantee that the Portal will be available without interruption or degradation of service.

 

Suspension and refusal of access

We reserve the right to terminate your ability to access this Portal if you breach these Terms and Conditions as described below.

Customers warrant that all information provided by them in the Registration Form or otherwise in connection with their use of this Portal are complete, current and accurate and are not misleading and that they will not misrepresent their identity.

Customers acknowledge that Tototheo Group may refuse access to a user logging in, if a session is already open on another computer where another user is using the same Login Credentials.

Customers acknowledge and accept that the Tototheo Group may suspend or refuse access to the Portal:

(a) in case of suspected or actual breach of these Terms and Conditions;

(b) if the information provided for the registration for a user account is inaccurate or invalid;

(c) if Tototheo has any reason to suspect that the confidentiality or security of the Login Credentials have been breached or that the Portal is being misused;

(d) in case of fraudulent practices by the Customer and/or user of the Portal;

(e) if the IT systems of Tototheo are being attacked;

(f) if required under applicable laws or regulations;

(g) to avoid any detrimental impact for Tototheo or a Customer;

(h) for preventive, corrective or routine maintenance; and

(i) in any other situation where Tototheo considers that suspension or refusal of access is reasonably required or desirable.

Customers must immediately notify Tototheo if they become aware that their password details have been compromised, or are known by a third party or there has been unauthorized use of their credentials. Customers are responsible to ensure their Login Credentials are kept confidential at all times.

Tototheo is not liable for any damage suffered in connection with the suspension or refusal of access.

 

Warnings regarding information on the Portal

The information contained on this Portal is provided by us in good faith on an "as is" and “as available” basis and all Customer must verify the information before using the information. We do not make any representation or warranty that the information contained on the Portal is reliable, accurate or complete or that your access to that information will be uninterrupted, timely or secure. We do not accept responsibility for loss suffered as a result of reliance by you upon the accuracy or currency of information contained on the Portal.

 

Indemnity

You indemnify us and our Affiliates, partners, employees and agents against all actions, claims and demands (including the cost of defending or settling any action, claim or demand) which may be instituted against us arising out of a failure by you or by any person using your Login Credentials (whether or not you have authorised that person to use your Login Credentials ) to comply with these Terms and Conditions.

 

IP Rights

The intellectual and industrial property rights and know-how associated with the Portal belong exclusively to the Tototheo and its licensors.

Only Tototheo has the right to correct errors in the Portal. Customer may provide recommendations to Tototheo on improving the Portal and Tototheo may implement such improvements but this in no way implies that customer is to expect any sort of compensation. Any correction or improvement to the Portal by Tototheo shall remain Tototheo’s exclusive intellectual property right.

Tototheo grants Customer a non-transferable, limited, non-exclusive licence to use the Portal for their own professional purposes (unless access is suspended or refused).

Without prejudice to the rights of Customer under the legislation relating to the protection of computer programs (which cannot be contractually denied),Customer may not in any way:

(a) modify, translate or adapt the Portal;

(b) decompile or disassemble the Portal;

(c) copy the Portal (or parts of it);

(d) pass on, dispose of, grant as a sub-licence, lease, lend or distribute the Portal or Portal documentation to third parties;

(e) create any product or service substantially similar to the Portal; or

(f) copy any ideas, characteristics or functions of the Portal.

Copyright in this Portal (including text, graphics, logos, icons, sound recordings and software) may be owned or licensed by us. Information procured from a third party may be the subject of copyright owned by that third party.

 

Trade Marks

This Portal includes trade marks owned by us (or our licensors) including, but not limited to the Tototheo trade mark. You must not use any of our trade marks:

in connection with activities, products or services which are not ours;

in a manner which may be confusing, misleading or deceptive;

in a manner that disparages us or our information or services (including this Portal).

You must not authorise or assist any person to do any of the acts specified above.

Third Party IPR Standards Notice. Certain portions thereof may require licenses from third parties claiming intellectual property rights covering the use of the Portal Customer shall be responsible to obtain any such license as may be needed and notwithstanding anything to the contrary herein. No such license is provided by Tototheo.

 

Confidentiality

Disclosing Confidential Information. Each party agrees to hold the Confidential Information of the other party in strict confidence and to protect it from disclosure with the same degree of care that it uses to protect its own confidential information of like importance. Each party shall use the Confidential Information of the other party only as necessary to perform its duties and satisfy its obligations hereunder and shall limit the disclosure of the Confidential Information to employees who have a reasonable need to know, who are under a duty of confidentiality no less restrictive than the obligations set forth herein and have executed a non-disclosure agreement with the receiving party.

Unauthorized Disclosures. The receiving party shall promptly notify a disclosing party of any unauthorized disclosure of its Confidential Information and provide any assistance the disclosing party may reasonably require to retrieve the information and protect it from any further use or distribution. If any Confidential Information must be disclosed to a third party by reason of legal, accounting, or regulatory requirements beyond the reasonable control of the receiving party, that party shall promptly notify the disclosing party in order to permit the disclosing party (at its own expense) to seek an appropriate protective order in a timely manner.

Return of Confidential Information. Upon termination of this Agreement or at the request by the disclosing party, the receiving party shall return all copies of Confidential Information in its possession or certify in writing to the disclosing party that its Confidential Information has been destroyed.

 

In the event a separate non-disclosure agreement (the “NDA”) has been executed between Tototheo and the Customer, the terms of such NDA shall apply to all confidential information shared by the parties and is hereby incorporated herein by this reference. For the avoidance of doubt, the parties hereby expressly agree that the terms and conditions relating to confidential information shall continue for as long as the Customer keeps using the Portal, notwithstanding a shorter duration set forth in the non-disclosure agreement.

 

Linked Sites

Tototheo websites in the http://starlink.tototheo.com domain and will contain “external links” (Linked Sites) to websites in domains other than http://starlink.tototheo.com , which may not be owned or funded by Tototheo, over which Tototheo services have no control and for which Tototheo assumes no responsibility.

Tototheo is not responsible for the content or privacy practices associated with Linked Sites.

When visitors to Tototheo websites choose to follow a link to any external website, they leave the official domain of the Tototheo, and are subject to the cookie, privacy and legal policies of the external website.

Compliance with applicable data protection and accessibility requirements of Linked Sites, falls outside the control of Tototheo and is the explicit responsibility of the external website. For the avoidance of doubt, Customer is responsible for any and all changes made by Customer to the Starlink portal. This Portal is provided for convenience by Tototheo and Tototheo excludes any and all liability for changes made by Costumer to the abovementioned Linked Sites and/or Starlink portal.

Any links with Linked Sites should not be construed as an endorsement, approval or recommendation by us of the owners or operators of those Linked Sites, or of any information, graphics, materials, products or services referred to or contained on those Linked Sites, unless and to the extent stipulated to the contrary.

 

Privacy and Data Protection

We undertake to comply with the terms of our privacy policy which is accessible at https://www.tototheo.com/privacy-policy/

Tototheo shall maintain and protect Customer’s Data in accordance with industry standards security measures designed to protect such data and in accordance with all applicable laws, including but not limited to applicable privacy and data protection laws. During the course of providing Services to Customer, Tototheo may obtain Personal Data from or on behalf of Customer. Tototheo and Customer agree to the management of Personal Data as set forth below. Customer acknowledges that Customer is solely responsible for any and all of Customer’s Data that Customer elects to transmit or process through use of the Products and/or Services.

As between Tototheo and Customer, Customer exclusively owns all rights, title, and interest in and to all Customer’s Data. Customer represents and warrants that (a) it has all right, power, and the authority necessary for the collection, use, and processing of the Customer Data as contemplated by the use of the Portal; (b)Customer has acquired all the necessary consent required for use of the Customer Data for the use of the Portal; and (c) the Customer Data does not contain any (i) bank, credit card, or financial account numbers or login credentials, (ii) social security number, tax identification, driver’s license number, or other government issued identification numbers, or (iii) any health records or information. Customer is solely responsible for the accuracy, content, and legality of all Customer Data. Disclosures of Information. Tototheo will only transfer Personal Data (i) as required to perform the Services; (ii) where such disclosure or transfer is required by any applicable law, regulation, or governmental authority; or (iii) as otherwise requested by Customer. Customer acknowledges and agrees that (a) Tototheo’s Affiliates may be retained as subcontractors; (b) Tototheo and its Affiliates may engage third-party subcontractors in connection with the provision of the Services; and (c) Tototheo may transfer Personal Data to employees based outside of EU. in provision of the services.

Information Security. Tototheo will:

implement and maintain appropriate administrative, technical, and physical safeguards to protect against anticipated threats to the confidentiality, integrity, and security of Personal Data, including (i) maintaining appropriate access controls; and (ii) encrypting, using industry-standard encryption tools, all records and files containing Sensitive Personal Data that Tototheo transmits or sends wirelessly or across public networks; and

notify Customer, to the extent permitted by law, within a commercially reasonable period whenever Tototheo reasonably believes that there has been a Security Incident.

 

Liability of Tototheo

To the maximum extent permitted by the applicable law, neither Tototheo nor any of Tototheo’s Affiliates shall be liable for any direct or indirect damage of any kind (including disruption of business, third party claims and loss of profits, anticipated savings, or goodwill), except in the event of willful misconduct.

To the maximum extent permitted by applicable law, neither Tototheo nor any of Tototheo’s Affiliates can be held liable for gross negligence.

Neither Tototheo nor any of Tototheo’s Affiliates are responsible or liable for any damage in case of force majeure, external cause or any other events which are not under their reasonable control.

 

Indemnification by Customer

Customer shall defend, indemnify and hold harmless Tototheo, and its officers, directors, employees and agents (the “Tototheo Indemnitees”), from and against all suits, claims, demands, losses, liabilities, damages and expenses (including reasonable attorneys’ fees and costs) that the Tototheo Indemnitees may suffer or incur in connection with any third party claim arising from (i)Customer’s breach of these Terms and Conditions; (ii) any third party privacy claims or security violations based on subscribing to and use of the Portal, (iii) any claims filed by third parties alleging patent, copyright, trade secret or trademark infringement resulting from or in connection with the use of the Portal in any country, provided that: (i) Tototheo must be promptly notified of such claim in writing; (ii) Tototheo controls the defense or settlement of any such claim; (iii) Tototheo is given all necessary authority, information and assistance with respect to the claim by Customer at Tototheo’s reasonable expense; and (iv) Customer shall have no authority to settle any claim on behalf of Tototheo without first obtaining Tototheo's written permission.

 

Governing Law

These Terms and Conditions are governed by the laws in force in the Republic of Cyprus, without reference to any conflict of laws provisions. You agree to submit to the exclusive jurisdiction of the courts of the Republic of Cyprus.

 

Cookies

We may collect general information such as the pages you access, the date and time of your visit, IP address, and the domain name and country from which you access this Portal. This includes the use of "cookies". Most browsers can be configured so as not to accept cookies, however this may affect the functionality of the Portal. Please refer to our Cookie Statement for more information https://www.tototheo.com/cookies-policy/

 

General

We accept no liability for any failure to comply with these Terms and Conditions where such failure is due to circumstance beyond our reasonable control. If we waive any rights available to us under these Terms and Conditions on one occasion, this does not means that those rights will automatically be waived on any other occasion.

These Terms and Conditions have been drawn up in English and its provisions will be interpreted and construed in accordance with applicable law and their generally accepted meanings in the English language.

Any translation of these Terms and Conditions is for the convenience of the parties only, and shall not be binding towards any party.

In the event of any inconsistency between the English original and its translation, the provisions of the English version shall prevail.

If a provision of these Terms and Conditions is or becomes invalid, illegal or unenforceable, it shall (if possible and insofar as it is invalid, illegal or unenforceable) be replaced by a valid, legal and enforceable clause that reflects the initial intentions as closely as possible.

If the invalid, illegal or unenforceable provision cannot be validly replaced, no effect is to be given to the clause and it shall be deemed not to be included in these Terms and Conditions, without affecting or invalidating the remaining provisions of these Terms and Conditions.

 

Assignment

Customer may not assign or delegate any of its rights or obligations hereunder, without Tototheo’s prior written consent, which shall not be unreasonably withheld or delayed.