STARWatch
Terms of Service

Last revised on: February 14, 2017

This document defines the terms and conditions under which the Cloud Security Alliance (“Cloud Security Alliance”, "CSA", "we," or "us”) provides the STARWatch Service to subscribers and users, and how the STARWatch Site or STARWatch Service may be accessed and used.

The site located at star.watch (“STARWatch Site”) and the service (defined below) available from the STARWatch Site ("Service") are operated by CSA. Use of the STARWatch Site or STARWatch Service is governed (a) by the Terms of Service (“STARWatch Terms”) set forth below, and (b) by the legal terms that apply to all domains and subdomains under www.cloudsecurityalliance.org (located here), (collectively "STARWatch Agreement").

If there is a legal or logical conflicts between the provisions referred to in (a) above and those in (b) above, the provisions in (a) will control over a similar but conflicting provision in (b).

1. SUBSCRIBERS, USERS, AND YOU

In these STARWatch Terms a “subscriber” is a person or legal entity who purchases and is responsible for the payment of all fees for the Service. A subscriber may purchase a number of “seats”, and assign each seat to one designated person identified as a “user”. The identity of a “user” can change during a contract Term, but a seat may not be allocated to more than one user at the same time. A subscriber is responsible at all times for all acts and omissions of all of its users.

In these STARWatch Terms, “you” means a subscriber or a user.

Consent

If you are an individual and you register on your own behalf, by completing the subscription form provided when you click on “Create your CSA Account” and providing a method of payment, you indicate you agree to be bound by the STARWatch Agreement, and you confirm that you have the power to form a contract.

If you are an individual acting on behalf of an organization (who is deemed the subscriber), by completing the subscription for provided when you click on “Create your CSA Account” and providing a method of payment, you indicate that you agree, on behalf of that organization, to be bound by the STARWatch Agreement and you represent that you have the legal authority to do so.

Minors

The STARWatch Site or STARWatch Service is not intended for use by individuals who are deemed “minors” under the laws of the state where they reside. The age of majority varies from state to state. If you have not reached the age of majority, you do not have the power to form a contract with CSA, and you may not use the STARWatch Site or STARWatch Service.

2. OUR SERVICE

Overview

The STARWatch Site provides the ability to conduct information security assessment based on CSA’s Cloud Controls Matrix (“CCM”) and CSA’s Cloud CAIQ as well as the ability to maintain a repository of assessment of various cloud services (the "STARWatch Service"). While using the Service, subscribers and users may have access to information, materials, articles, videos, photos, text, data, and other content that are made available on or through the STARWatch Site or Service ("STARWatch Content"). For the purpose of the STARWatch Agreement any reference to “STARWatch Site” or “STARWatch Service” also includes the STARWatch Content displayed on the STARWatch Site or available through the STARWatch Service.

Changes to the STARWatch Service

We may add, alter, or remove (collectively “change”) functionality from the STARWatch Service at any time without prior notice. Any such change will be subject to the STARWatch Agreement. We may limit, suspend, or discontinue the STARWatch Service at our discretion; if we do, we will give the affected subscribers reasonable advance notice and an opportunity to export a copy of their content from the STARWatch Service.

3. SUBSCRIPTION

Payment

When you sign up for the STARWatch Service, you agree to pay CSA all fees for the STARWatch Service that you purchase and/or use (“Subscription Fee”) in accordance with the pricing schedule presented to you for that service and to use the STARWatch Service in compliance with, and only as permitted by the STARWatch Agreement and applicable law.

The STARWatch Service is billed on a subscription basis (“Subscription”). This means that your payment grants you a license for one (1)-year (called a “Term”). The initial Subscription Term starts on the day when we receive payment of the Subscription Fee.

Unless you provide a notice of termination in accordance with these STARWatch Terms, we will assume that you wish to renew your subscription from year to year. You will be billed in advance on a recurring basis every twelve (12)-month renewal period.

If we have not received payment of the Subscription Fee for the new Term before the first day of the new renewal Term, we will assume that you have elected to terminate your Subscription and the provisions of the “Action upon Termination” section will apply.

Termination

Fees once paid are non-refundable, except as provided in these STARWatch Terms or as required by applicable law.

You can terminate your Subscription at any time, but no less than thirty (30) days before the end of the then-current Subscription Term. This can be done through your online management page or by contacting our consumer support team as indicated in the “How to Contact Us” section below. If you cancel the auto-renewal of your Subscription in advance, the Subscription will continue until the end of the then-current Term before terminating.

We will dispose of all data stored on your behalf in the Service in accordance with section “Action Upon Termination”, below, if we have not received the applicable Subscription Fee for a Term by the first day of such of a Term.

Taxes

Unless otherwise stated, you are responsible for all applicable taxes and duties associated with your subscription to the STARWatch Service (other than taxes imputed to CSA, if any). If CSA is obligated to collect such taxes, the taxes will be invoiced to you unless you provide CSA with a valid tax exemption certificate authorized by the appropriate taxing authorities.

4. PRIVACY

In the course of using the STARWatch Site or STARWatch Service, you may submit content that may include personal information about yourself or third parties (“Personal Information”). The CSA STARWatch Privacy Policy details how we treat personal data and is included in these STARWatch Terms.

5. CONFIDENTIALITY

In the course of using the STARWatch Site or STARWatch Service, you may submit information that you treat as confidential, and protect from unauthorized access or sharing (collectively “Confidential Information”). We will treat such Confidential Information as confidential and only use and disclose it in accordance with these STARWatch Terms.

However, such Confidential Information will not be regarded as confidential information for the purpose of this section if it: (a) is or becomes public other than through breach of these STARWatch Terms by us; (b) was lawfully known to us before receiving it from you; (c) is received by us from a third party without knowledge of a breach obligation; or (d) was independently developed by us without reference to your Confidential Information.

We may disclose any information or content that you upload onto the STARWatch Site or STARWatch Service including any Confidential Information when required by law or legal process. If it is not prohibited by law, we may use commercially reasonable efforts to notify you to give you the opportunity to challenge the requirement to disclose.

6. SECURITY

While we try to maintain the security of the STARWatch Site and STARWatch Service, we do not guarantee that the STARWatch Site or STARWatch Service will be secure or that any use of the STARWatch Service will be uninterrupted.

Alterations

Third parties may make unauthorized alterations to the STARWatch Site or STARWatch Service. If you become aware of any unauthorized alterations to the STARWatch Site or STARWatch Service by third parties, please contact us at [email protected] with a description of the materials at issue and the URL or location of such materials.

Keep Your Password Secure

If you have been issued an account by CSA in connection with your use of the STARWatch Site or STARWatch Service, you are responsible for safeguarding the password and any other credentials used to access that account. You are responsible for any activity occurring in your account (other than activity for which CSA is directly responsible), whether or not you authorized that activity. If you become aware of any unauthorized access to your account, you should notify CSA immediately. Accounts may not be shared and may only be used by one individual per account.

Remember to Backup

You are responsible for maintaining, protecting, and making backups of your content other than on the STARWatch Service. To the extent permitted by applicable law, CSA will not be liable for any subscriber or user’s failure to back-up content, or for the loss or corruption of subscribers or users’ content.

7. ACCEPTABLE USES

You are responsible for your conduct, content, and communications with others while using the STARWatch Site or STARWatch Service. You must comply with the following unless other authorized by CSA in advance and in writing:

• You may not resell, lease or license the STARWatch Service;
• This license does not allow you to use the STARWatch Site or STARWatch Service to provide services to third parties. If you wish to provide services to third parties, please contact CSA;
• You may not purchase, use, or access the STARWatch Site or STARWatch Service to build a competitive product or service or for any other competitive purposes;
• You may not interfere with the normal operation of the STARWatch Site or STARWatch Service, or attempt to access it other than through the interfaces and instructions that we provide;
• You may not circumvent or attempt to circumvent any limitations that CSA imposes on your account;
• You may not probe, scan, or test the vulnerability of the STARWatch Site;
• You may not use any automated system or software to extract or scrape data from the STARWatch Site;
• Unless permitted by applicable law, you may not deny others access to, or reverse engineer, the STARWatch Site, or attempt to do so;
• You may not transmit any viruses, malware, or other types of malicious software, or links to such software, through the STARWatch Site or STARWatch Service;
• You may not use the STARWatch Site or STARWatch Service in a manner that adversely affects the speed, responsiveness, stability, availability, or functionality of the STARWatch Site or STARWatch Service for other users;
• You may not use the STARWatch Site or STARWatch Service to infringe the intellectual property rights of others, or to commit an unlawful activity.

8. SUBSCRIBER’S INTELLECTUAL PROPERTY RIGHTS

Ownership

Each subscriber retains all right, title and interest in the content that it or its users upload on the STARWatch Site or STARWatch Service, including all intellectual property rights in such content. CSA does not claim ownership of any subscriber content.

Limited License

Each subscriber grants CSA a worldwide, royalty free license to use, reproduce, modify, adapt, create derivative works of the subscriber’s or its users’ content in connection with the STARWatch Site or STARWatch Service. This license also extends to any trusted third parties with which CSA works to the extent necessary to provide the STARWatch Site or STARWatch Service to you. If you provide any feedback or comment about the STARWatch Site or STARWatch Service, we may use such feedbacks or comments without any obligation to you.

Customer Lists

We may identify a subscriber (by name and logo) as a CSA customer of the STARWatch Service on CSA’s websites and on other promotional materials.

9. CSA INTELLECTUAL PROPERTY RIGHTS

Ownership

CSA and its licensors and suppliers own all right, title and interest, including all copyright, trademark, patent, trade secrets and other intellectual property rights in the STARWatch Site and STARWatch Service, including any technology or software used to operate the STARWatch Site or STARWatch Service.

Except as expressly authorized in advance by CSA, you may not reproduce, modify, rent, lease, loan, sell, distribute, publicly display, perform, or create derivative works that are based on, all or any part of the STARWatch Site or STARWatch Service or any information or materials made available through the STARWatch Site or the STARWatch Service, except for your own personal or professional purposes, but not for the purpose of providing or selling content or services that incorporate such information or material.

License to the Subscriber

Subject to these STARWatch Terms, CSA hereby grants the subscriber and its designated users, a limited, personal, worldwide, non-transferable, royalty-free license during the Term to (i) use the STARWatch Service and underlying technology solely for the purposes of carrying on Subscriber’s internal business operations, and (ii) to use the CSA STARWatch Content solely as part of the STARWatch Service. Subscriber and its users shall have no right to sublicense or resell access to the STARWatch Services, or any CSA STARWatch Content.

Trademarks

CSA's trademarks and service marks include “Cloud Security Alliance”, Cloud Security Alliance STAR”, “Cloud Security Alliance STARWatch”, and any associated logos. All trademarks and service marks that are used or displayed on the STARWatch Site or in the STARWatch Content and that CSA does not own are the property of their respective owners.

You may not use our trademarks and service marks in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the STARWatch Site or available through the STARWatch Service should be construed as granting any license or right to use any trademarks or service marks without our express prior written consent.

10. DISCLAIMERS OF WARRANTIES

We try to keep the STARWatch Site up and the STARWatch Service accessible, but it may be unavailable from time to time for various reasons. EXCEPT AS EXPRESSLY PROVIDED IN THESE STARWATCH TERMS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE STARWATCH SITE AND STARWATCH SERVICE ARE PROVIDED “AS IS”, AND CSA DOES NOT MAKE WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OR ANY REPRESENTATIONS REGARDING AVAILABILITY, RELIABILITY, OR ACCURACY OF THE STARWATCH SITE OR STARWATCH SERVICE.

11. EXCLUSION OF CERTAIN LIABILITY

TO THE EXTENT PERMITTED BY APPLICABLE LAW, CSA, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS WILL NOT BE LIABLE FOR (A) ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES WHATSOEVER, OR (B) LOSS OF USE, DATA, BUSINESS, REVENUES, OR PROFITS (IN EACH CASE WHETHER DIRECT OR INDIRECT), ARISING OUT OF, OR IN CONNECTION WITH, THE STARWATCH SITE OR STARWATCH SERVICE AND THESE STARWATCH TERMS, AND WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF CSA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

12. LIMITATION OF LIABILITY

TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF EACH OF CSA, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS ARISING OUT OF OR IN CONNECTION WITH THE STARWATCH SITE OR STARWATCH SERVICE AND THESE STARWATCH TERMS WILL NOT EXCEED THE AMOUNTS PAID BY THE SUBSCRIBER TO CSA FOR USE OF THE STARWATCH SITE OR STARWATCH SERVICE AT ISSUE DURING THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

IT IS POSSIBLE THAT APPLICABLE LAW MAY NOT ALLOW FOR LIMITATIONS ON CERTAIN IMPLIED WARRANTIES OR EXCLUSIONS OR LIMITATIONS OF CERTAIN DAMAGES; SOLELY TO THE EXTENT THAT SUCH LAW APPLIES TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

13. INDEMNITY

Except to the extent prohibited under applicable law, each subscriber (for itself and its users) agrees to defend, indemnify and hold CSA and its affiliates and licensors harmless from and against all claims, losses, costs, and expenses (including attorneys' fees) arising out of (1) any use of, or activities in connection with, the STARWatch Site or STARWatch Service conducted under its User ID and Passwords (2) any data or information that are uploaded onto the STARWatch Site or through the STARWatch Service under its User ID and Passwords, or (3) any violation or infringement of third party intellectual property rights, privacy rights, contract rights or otherwise, any violation of the STARWatch Agreement by subscriber or its users or any of its other employees who use the STARWatch Site or STARWatch Service on the subscriber or user’s behalf with or without subscriber or user’s knowledge or consent.

14. CHANGES

CSA, in its sole discretion, may modify these STARWatch Terms or the Subscription Fee schedule from time to time. Any such change will take effect as of the first day of the next Term of each subscriber. We will notify you of such changes by any reasonable means, in accordance with applicable law.

Your use of the STARWatch Site or STARWatch Service after the beginning of a new Term will constitute your acceptance of these changes.

15. SUSPENSION AND TERMINATION OF THE STARWATCH SERVICE

Termination by Subscriber

A subscriber may terminate a Subscription in the middle of a Term, but not less than thirty (30) days prior to the end of that Term. The subscriber will not receive a refund for any period of time when the subscriber did not use the STARWatch Service in that Term unless (a) CSA has materially breached these STARWatch Terms and failed to cure that breach within thirty (30) days after the subscriber notified CSA of that material breach in detail and in writing; or (b) a refund is required by law.

Termination by Cloud Security Alliance

We may terminate a Subscription effective at the end of a Term by providing at least thirty (30) days’ prior written notice to the subscriber. We may also terminate a Subscription at any time during a Term and for any reason by providing at least ninety (90) days’ written notice to the subscriber and will provide a pro rata refund for any period of time the subscriber and/or its users did not use in that Term.

Material Breach

We may suspend or terminate a Subscription for any of the following reasons: (a) material breach of the STARWatch Agreement by the subscriber or any of its users, and failure to cure that breach within 30 days after we notified the subscriber in writing; (b) failure to pay fees for 30 days past the due date. If we stop providing the STARWatch Service to a subscriber because of repeated or egregious breaches of the STARWatch Agreement, we may take measures to prevent the further use of the STARWatch Site or STARWatch Service, including blocking the subscriber’s or user’s IP address.

Suspension of STARWatch Service

We may limit or suspend the STARWatch Service or access to the STARWatch Site if the subscriber or any of its users (a) fails to comply with these STARWatch Terms, (b) uses the STARWatch Site or STARWatch Service in a way that causes legal liability to us or disrupts others’ use of the STARWatch Site or STARWatch Service; (c) if we are investigating suspected misconduct by the subscriber or a user.

Action Upon Termination

We will retain a subscriber’s content for 30 (days) days after termination of a Subscription except if the termination is for material breach of the STARWatch Agreement. After that, we have no obligation to retain a subscriber content upon termination of the STARWatch Service.

16. LINKS

The STARWatch Site provides links to other websites and online resources. We are not responsible for and do not endorse such external sites or resources.

17. NON-US CUSTOMERS

The STARWatch Site and STARWatch Service are operated from the United States, and is not intended to subject CSA us to non-US. jurisdiction or laws. They may not be appropriate or available for use in some jurisdictions outside of the United States. If you access the STARWatch Site or STARWatch Service, you do so at your own risk, and you are responsible for complying with all local laws, rules, and regulations. We may limit access to the STARWatch Site or STARWatch Service to any person, geographic area, or jurisdiction we choose, at any time and in our sole discretion. We may from time to time supplement the Terms to accommodate the needs of subscribers or potential subscribers located outside the United States.

Embargoed Countries

You may only use the STARWatch Service if you are not barred under any applicable laws from doing so. If you are located in a country embargoed by United States or other applicable law from receiving the STARWatch Service, or are on the U.S. Department of Commerce’s Denied Persons List or Entity List, or the U.S. Treasury Department’s list of Specially Designated Nationals, you are not permitted to purchase any paid service from us. You will ensure that: (a) your users do not use the STARWatch Site or STARWatch Service in violation of any export restriction or embargo by the United States; and (b) you do not provide access to the STARWatch Site or STARWatch Service to persons or entities on any of the foregoing lists.

18. GOVERNING LAW; DISPUTE RESOLUTION

The STARWatch Agreement and any claim or dispute arising in connection with your use of the STARWatch Site or STARWatch Service is governed by the laws of the State of Washington, U.S.A., without regard to its principles of conflicts of law. You consent to the exclusive jurisdiction of the federal and state courts located in Seattle, Washington, U.S.A., and waive any jurisdictional, venue, or inconvenient forum objections thereto.

19. HOW TO CONTACT US

If you have a question, comment, or complaint regarding the STARWatch Site or STARWatch Service, the STARWatch Agreement, or otherwise, please feel free to contact us via email at [email protected].

20. MISCELLANEOUS

No Partnership: The STARWatch Agreement does not create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and CSA.

Severability: If any provision of the STARWatch Agreement is found to be unenforceable, it will not affect the validity and enforceability of any other provision.

Assignment: You may not assign, transfer, or sublicense any or all of your rights or obligations under the STARWatch Agreement without the express prior written consent of CSA.

Waivers: No waiver by either party of any breach or default hereunder will be deemed a waiver of any preceding or subsequent breach or default.

Entire Agreement: The STARWatch Agreement incorporates by this reference any additional terms that we post on the STARWatch Site (including, without limitation, our Privacy Policy at www.cloudsecurityalliance.org/privacy-policy/. It is the entire STARWatch Agreement between you and CSA relating to the subject matter herein and it supersedes any prior or contemporaneous agreements or understandings between you and CSA relating to such subject matter. Any terms and conditions appearing on a purchase order or similar document issued by you do not apply to the STARWatch Site or STARWatch Service, do not override or form a part of the STARWatch Agreement, and are void.

Notices: Notices to you may be made via posting to the STARWatch Site, by email, or by regular mail, in our discretion. You agree to the delivery of notices electronically.

Electronic Contracts: A printed version of the STARWatch Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings that are based upon or relating to the STARWatch Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Force Majeure: We will not be responsible for failure to fulfill any obligation due to causes beyond our control.

Survival: The following sections will survive the termination of these STARWatch Terms: 3,9,10,11,12,13,15,18 and 20.