Starfield Technologies, LLC
SSL Certificate Service Subscriber Agreement
This Starfield Technologies, LLC SSL Certificate Service Subscriber Agreement (“Agreement”) is enteredinto by and between Starfield Technologies, LLC, a Delaware limited liability company or its resellers(collectively, “Starfield”) and You, and is made effective as of the date You submit the Certificate
Application to Starfield. This Agreement sets forth the terms and conditions of Your use of Starfield’s SSL
Certificate Services (“Certificate Services”) and represents the entire agreement between You andStarfield concerning the subject matter hereof.
Your acceptance of this Agreement signifies that You have read, understand, acknowledge and agree to bebound by all the terms and conditions of this Agreement. The terms “we”, “us” or “our” shall refer toStarfield. The terms “You” or “Your” shall refer to any Subscriber and any individual or entity who applies
for and/or uses our Certificate Service on any Subscriber’s behalf with the Subscriber’s permission.
Our Certificate Services are governed by Starfield’s Certification Practice Statement (“CPS”), which may beamended from time to time, and which is incorporated herein by this reference. The current version of
the CPS may be found at http://www.starfieldtech.com/repository.
I. Definitions.
The following terms shall be defined in this Agreement as follows:“Application Software Vendors” means a developer of software that displays or uses certificates anddistributes root certificates.
“CAs” or “Certification Authorities” are entities such as Starfield that are authorized to create, sign,
distribute, and revoke certificates. They are also responsible for distributing certificate status informationand providing a repository where certificates and certificate status information is stored.
“Certificate(s)” means the Certificates issued by Starfield pursuant to this Agreement.
“Certificate Beneficiaries” means the Subscriber, the Relying Party and all Application Software Vendors
with whom Starfield has entered into a contract for inclusion of its root certificate in software distributedby such Application Software Vendors.
“Compromise” means a loss, theft, disclosure, modification, unauthorized use, or other breach of security
related to a Private Key.
“Confidential Information” means all information obtained as a result of the parties’ entering into thisAgreement, which includes but is not limited to, information related to Private Keys, Public Keys,personally identifying information, passwords, and information that is designated as or intended to be
confidential.
“Private Key” means a confidential encrypted electronic data file that interfaces with a Public Key using thesame encryption algorithm, in order to verify Digital Signatures and encrypt files or messages.
“Public Key” means an encrypted electronic data file that is publicly available for interfacing with a Private
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Key.
“RAs” or “Registration Authorities”, are the Subordinate Certification Authorities that are under the controlof Starfield.
“Relying Party” means an individual or entity that acts in reliance on a Certificate or digital signatureassociated with a Certificate.
“Reseller” means an individual or entity which has been given permission by Starfield to sell products to
Subscribers.
“Subscriber” means the individual or entity that has been issued a Certificate and is authorized to use thePrivate Key that corresponds to the Public Key in the Certificate.
“Starfield CPS” means the Starfield Certificate Practice Statement, which defines and describes how theStarfield PKI and its Certificates work.
“Starfield PKI” means the Starfield Public Key Infrastructure that provides Certificates for individuals andentities.
“Starfield PKI Site Seal” means a graphic image that a web site displays to show that transactions on thatweb site are secured by the Certificate Service.
II. The Certificate Service and Your Obligations as a Subscriber.
Upon receipt of Your Certificate Application and payment, Starfield will initiate the necessary
authentication procedures to validate Your application. Starfield will verify information provided as part ofYour Certificate request prior to issuing the Certificate. Starfield will re-verify this information every three(3) years during the validity period of the Certificate. Once this has been completed, Starfield shallprovide You with the Certificate Service for each Certificate issued as described in this Agreement and in
the Starfield CPS.
For the benefit of Starfield and the Certificate Beneficiaries, You shall:(a) generate one or more asymmetric key pairs;(b) submit Public Keys and credentials for registration;(c) take all reasonable measures necessary to maintain sole control of, keep confidential, and properly
protect at all times your Private Key that corresponds to the Public Key to be included in the requested
Certificate(s) (and any associated activation data or device – e.g. password or token);(d) provide accurate and complete information at all times to Starfield, both in the Certificate Application
and as otherwise requested by Starfield in connection with the issuance of the Certificate(s);(e) use the Starfield PKI Site Seal only if you are in compliance with this Agreement and the Starfield CPS
and are using a Starfield Certificate to secure the application or site on which the seal is displayed;(f) promptly cease using the Certificate and its associated Private Key, and promptly request Starfield torevoke the Certificate, in the event that (1) any information in the Certificate is or becomes incorrect or
inaccurate, or (2) there is any actual or suspected misuse or Compromise of the Subscriber’s Private Key
associated with the Public Key included in the Certificate;(g) use your key pair(s) in compliance with the CPS;(h) review and verify the Certificate contents for accuracy, and not install or use the Certificate until theaccuracy of the data in each has been reviewed and verified;(i) install the Certificate only on servers that are accessible at the domain name(s) listed in the Certificate,
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and use the Certificate solely in compliance with all applicable laws, and solely in accordance with thisAgreement;(j) promptly cease all use of the Private Key corresponding to the Public Key included in the Certificate
upon revocation of that Certificate for any reason, including Key Compromise; and(k) respond to Starfield’s instructions concerning Key Compromise or Certificate misuse within twenty-four(24) hours.
III. Use Restrictions.
You are prohibited from:(a) using the Certificate Service on behalf of any other entity;(b) reselling or attempting to resell Your Certificate without the prior written consent of Starfield;(c) performing Public or Private Key operations in connection with any domain name and/or entity otherthan those submitted by You when You applied for the Certificate;(d) importing, exporting, or re-exporting directly or indirectly, any commodity, including Your Certificate,to any country in violation of the laws and regulations of any applicable jurisdiction;(e) using the Certificate Service to transmit, receive, view or use information which may be associatedwith spam or morally objectionable activities. Morally objectionable activities include, but are not limited
to, activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties;
activities prohibited by the laws of the United States and/or foreign territories in which You conductbusiness; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism
and child pornography; activities that are tortuous, vulgar, obscene, invasive of the privacy of a third
party, racially, ethnically, or otherwise objectionable; activities designed to impersonate the identity of athird party; and activities designed to harm minors in any way; or(f) copying or decompiling (except where such decompilation is permitted by Section 50B of the
Copyright, Designs, and Patent Act of 1988), enhancing, adapting, or modifying a Certificate(s), PrivateKey(s) or Public Key(s).
IV. Starfield Representations and Warranties.
Starfield represents and warrants that, to the best of its knowledge:(a) it is providing the Certificate Service with reasonable skill and care;(b) it has taken reasonable care not to introduce informational errors in Your Certificate information whencreating Your Certificate;(c) there are no material misrepresentations of fact in the Certificate known to or originating from theentities approving the Certificate Application or issuing the Certificate; and(d) the Certificate, revocation services, and Starfield’s use of a repository comply in all material respects
with the Starfield CPS.
V. Subscriber Warranties and Representations.
You warrant and represent that:(a) no unauthorized users have had access to Your Private Key;(b) the information You put in the Subscriber Certificate is true, accurate and complete;(c) You are either the registered holder of the domain name(s) that are the subject of the Certificate
application or have been granted the right to use the domain names(s) that are the subject of theCertificate application by the registered holder of the domain name(s);(d) the Certificate and PKI Site Seal are being used lawfully and with authorization;(e) You are using the Certificate in a Subscriber capacity, not as a Certificate Authority;(f) You disclaim any fiduciary duty relationship between Starfield or any non-Starfield Certification
Authorities and You; and(g) You are not using the Certificate Service in any way that infringes upon the rights of third parties.
VI. Revocation.
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Starfield reserves the right to immediately revoke your Certificate if (i) you fail to perform any of thematerial obligations under this Agreement or the CPS; (ii) violate any terms of this Agreement or the CPS;(iii) You do not immediately notify Starfield if You or the entity that You have signed up on the Subscriber
Application changes its name or domain name; (iv) You do not immediately notify Starfield and any
affected individuals if You discover or suspect that there has been a breach of your Private Key or the
security protecting the Private Key; (v) You fail to pay any invoice from Starfield within forty-five (45)days of receiving it; (iv) You compromise the security or integrity of the Starfield PKI; (v) You improperly
use or misrepresent the Starfield PKI Site Seal; or (vi) at the time of re-verification, any of the information
contributing to the issuance of the Certificate is no longer correct. If Starfield revokes your Certificate
without notice to you, you shall pay any charges due but not yet paid under this Agreement. If You wish
to revoke Your Certificate, revocation requests may be submitted via an online certificate revocation
request page.
VII. Private Key Compromise.
You agree that if there is a breach of your Private Key, that You will be solely responsible for any loss ordamages related to the breach.
VIII. Fees.
In consideration for the Certificate Service purchased by You and provided to You by Starfield, You agree
to pay Starfield or its Reseller at the time service is provided. Payment is to be made by You by providing
either a valid credit card, an online check, or using a cash reserve for charge by Starfield or its Reseller(collectively, the “Payment Method”). If for any reason Starfield or its Reseller is unable to charge Your
Payment Method for the full amount owed Starfield for the Certificate Service, or if Starfield or its Reseller
is charged a penalty for any fee it previously charged to your Payment Method, You agree that Starfield
and its Resellers may pursue all available remedies in order to obtain payment. You agree that among theremedies Starfield and its Resellers may pursue in order to effect payment, shall include but will not belimited to, immediate revocation without notice to You of your Certificate Service. Starfield reserves theright to charge a reasonable service fee for administrative tasks outside the scope of its regular services
or necessary to continue providing a high quality level of service. These include, but are not limited to,customer service issues that cannot be handled over email but require personal service, and disputes that
require legal services. These charges will be billed to the Payment Method we have on file for You. You
may change your Payment Method at any time by logging into your account. If You elect the automatic
renewal option, Starfield or its Reseller will automatically renew, for a period equivalent to the length ofyour original Certificate Service, any Certificate that is up for renewal and will take payment from the
Payment Method You have on file with Starfield or its Reseller, at current rates. If you renew yourCertificate prior to expiration date, any time remaining on the current Certificate will be forfeited if addingthat time to the renewed certificate will result in a certificate that exceeds the maximum validity period ofa subscriber certificate as defined in the CP/CPS.
Refunds. If for any reason You are not completely satisfied with the certificate that has been issued toYou, You may ask Starfield to revoke the certificate within 30 days of issuance for a refund, minus any
fees. Following the initial 30 day period, You may ask Starfield to revoke the certificate and provide a
refund if Starfield has breached a warranty or other material obligation under this CPS relating to the You
or Your certificate.
IX. Term and Termination.
This Agreement shall begin on the date You submit the Certificate Application to Starfield and shallcontinue so long as you use the Certificate Service. This Agreement shall terminate only upon revocation
or expiration of each and every Certificate issued to you. Either party may revoke a Certificate forconvenience by providing ten (10) business day’s written notice to the other party, in addition toStarfield’s revocation rights set forth in Section VI (Revocation).
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X. Intellectual Property Rights.
Starfield’s Certificates, Public Keys, and Private Keys are proprietary to Starfield, and title to them remains
with Starfield. All applicable common law and statutory rights in the product and updates of them,including, but not limited to, service marks, patents, and copyrights, shall be and will remain the propertyof Starfield. You shall have no right, title, or interest in such proprietary rights other than that provided
for in this Agreement. Starfield grants You a revocable, non-exclusive, non-transferable license to use its
Certificates associated with its Certificate Service, which includes the Public and Private Keys and any
generated Digital Signatures. Starfield retains all rights it has in any trademark, service mark, tradename, or other identifying trade symbols that it owns. You agree not to use the Starfield name or logo in
any way without Starfield’s prior written approval. You are prohibited from using names in yourCertificate Application(s) that infringe upon others’ Intellectual Property Rights.
XI. Confidentiality.
Confidential Information shall only be used for the purposes necessary under this Agreement. You agree
that any person who You disclose information to must comply with the requirements of this section.
Notwithstanding the previous provisions of this clause, either party may disclose Confidential Informationin accordance with applicable laws and regulations or a judicial or other governmental order. This section
shall survive past the termination of this Agreement for five years.
XII. Disclaimers of Warranties.
STARFIELD, ITS CAS, ITS RESELLERS, CO-MARKETERS, SUBCONTRACTORS, DISTRIBUTORS, AGENTS,
SUPPLIERS, AND EMPLOYEES MAKE NO REPRESENTATIONS AND EXPRESSLY DISCLAIM ALL WARRANTIESOF ANY KIND UNLESS STATED OTHERWISE WITHIN THE STARFIELD PKI AGREEMENTS, WHETHER
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, SATISFACTORY
TITLE, AND ALSO INCLUDING WARRANTIES THAT ARE STATUTORY OR BY USAGE OF TRADE. STARFIELD
MAKES NO WARRANTY THAT ITS SERVICE(S) WILL MEET ANY EXPECTATIONS, OR THAT THE SERVICE(S)WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED.
STARFIELD DOES NOT WARRANT, NOR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR
RESULTS OF, ANY OF THE SERVICES WE PROVIDE, IN TERMS OF THEIR CORRECTNESS, ACCURACY,RELIABILITY, OR OTHERWISE.
XIII. Indemnity.
You shall indemnify and hold harmless Starfield, any non-Starfield Certificate Authorities associated with
Starfield PKI, and Starfield’s contractors, agents, employees, officers, directors, shareholders, affiliates
and assigns from and against any claims, liabilities, damages, costs and expenses, including reasonable
attorney’s fees, court costs, and experts fees, of third parties relating to or arising out of or relating to any
use or reliance by a Relying Party on any Starfield Certificate or any service provided in respect toStarfield Certificates, including (i) any misrepresentations, omissions or false statements by you on theCertificate Application, (ii) any unauthorized use or modification of a Starfield Certificate, (iii) failure to
take proper measure to assure the security of a Starfield Certificate, and (iv) violations of intellectual
property. You agree to notify Starfield of any such claim promptly in writing and to allow Starfield tocontrol the proceedings. You agree to cooperate fully with Starfield during such proceedings. You shalldefend and settle at Your sole expense all proceedings arising out of the foregoing.
XIV. Limitation of Liability.
STARFIELD SHALL NOT BE LIABLE FOR ANY LOSS OF CERTIFICATE SERVICES DUE TO (I) WAR, NATURALDISASTERS OR OTHER UNCONTROLLABLE FORCES; (2) AN INTERRUPTION THAT OCCURS BETWEEN THE
TIME A CERTIFICATE IS REVOKED OR EXPIRES AND THE NEXT SCHEDULED ISSUANCE OF A
CERTIFICATE, (3) ARISING FROM THE NEGLIGENT OR FRAUDULENT USE OF CERTIFICATES ISSUED BY
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STARFIELD, OR (4) DUE TO DISCLOSURE OF PERSONAL INFORMATION CONTAINED WITHINCERTIFICATES.
THE TOTAL CUMULATIVE LIABILITY OF STARFIELD, ANY INDEPENDENT THIRD-PARTY REGISTRATIONAUTHORITY OPERATING UNDER A STARFIELD CA, ANY RESELLERS, OR CO-MARKETERS, OR ANY
SUBCONTRACTORS, DISTRIBUTORS, AGENTS, SUPPLIERS, EMPLOYEES, OR DIRECTORS OF ANY OF THE
FOREGOING TO ANY APPLICANT, SUBSCRIBER, RELYING PARTY OR ANY OTHER PERSON, ENTITY, OR
ORGANIZATION ARISING OUT OF OR RELATING TO ANY STARFIELD CERTIFICATE OR ANY SERVICESPROVIDED IN RESPECT TO STARFIELD CERTIFICATES, INCLUDING ANY USE OR RELIANCE ON ANYSTARFIELD CERTIFICATE, SHALL NOT EXCEED (A) ONE HUNDRED THOUSAND UNITED STATES DOLLARS($100,000.00) FOR EACH MEDIUM ASSURANCE CERTIFICATE (“MEDIUM ASSURANCE CUMULATIVEDAMAGE LIMIT”); OR (B) TWO HUNDRED FIFTY THOUSAND UNITED STATES DOLLARS ($250,000.00) FOR
EACH HIGH ASSURANCE CERTIFICATE (“HIGH ASSURANCE CUMULATIVE DAMAGE LIMIT”)(COLLECTIVELY, “CUMULATIVE DAMAGE LIMITS”). THESE CUMULATIVE DAMAGE LIMITS SHALL APPLYPER STARFIELD CERTIFICATE REGARDLESS OF THE NUMBER OF TRANSACTIONS OR CAUSES OF ACTION
ARISING OUT OF OR RELATED TO SUCH STARFIELD CERTIFICATE OR ANY SERVICES PROVIDED IN
RESPECT TO SUCH STARFIELD CERTIFICATE. THE FOREGOING LIMITATIONS SHALL APPLY TO ANY
LIABILITY WHETHER BASED IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDINGNEGLIGENCE), LEGISLATION OR ANY OTHER THEORY OF LIABILITY, INCLUDING ANY DIRECT, INDIRECT,
SPECIAL, STATUTORY, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, RELIANCE, OR INCIDENTAL DAMAGES.
XV. Modifications.
You agree that Starfield may modify this Agreement, the Certificate specifications and the terms of theCertificate Service from time to time, including, but not limited to, limiting the lifetime or modifying thefunctions of the Certificates as required by any law, regulation or industry standard. Any such revisions
shall be binding and effective immediately upon posting the revised Agreement on the Starfield website.
By continuing to use Starfield’s Certificate Service after there has been a revision to this Agreement or theService, you agree to be bound by such revision.
XVI. Force Majeure.
Neither party shall be in default or otherwise liable for any delay in or failure of its performance under thisAgreement if such delay or failure arises by any reason beyond its reasonable control, including any act ofGod, any acts of the common enemy, the elements, earthquakes, floods, fires, epidemics, riots, failures ordelay in transportation or communications, or any act or failure to act by the other party or such otherparty’s employees, agents or contractors; provided, however, that lack of funds shall not be deemed to bea reason beyond a party’s reasonable control. The parties will promptly inform and consult with eachother as to any of the above causes which in their judgment may or could be the cause of a delay in theperformance of this Agreement.
XVII. Severability and Entire Agreement.
You agree that the terms of this Agreement are severable. If any part of this Agreement is determined to
be unenforceable or invalid, that part of the agreement will be interpreted in accordance with applicablelaw as closely as possible, in line with the original intention of both parties of the Agreement. The
remaining terms and conditions of the agreement will remain in full force and effect.
You agree that this Agreement including the policies it refers to (i.e. the CPS, etc.) constitute the complete
and only agreement between You and Starfield regarding the Certificate Service contemplated herein.
XVIII. Venue; Waiver of Trial by Jury.
THIS AGREEMENT SHALL BE DEEMED ENTERED INTO IN THE STATE OF ARIZONA, REGARDLESS OF
CONTRACT OR OTHER CHOICE OF LAW PROVISIONS. THE LAWS AND JUDICIAL DECISIONS OFMARICOPA COUNTY, ARIZONA, SHALL BE USED TO DETERMINE THE VALIDITY, CONSTRUCTION,
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INTERPRETATION AND LEGAL EFFECT OF THIS AGREEMENT. YOU AGREE THAT ANY ACTION RELATING TO
OR ARISING OUT OF THIS AGREEMENT, SHALL BE BROUGHT IN THE COURTS OF MARICOPA COUNTY,ARIZONA. ANY APPLICABLE NATIONAL, STATE, LOCAL AND FOREIGN LAWS, RULES, REGULATIONS,ORDINANCES, DECREES, AND ORDERS INCLUDING, BUT NOT LIMITED TO, RESTRICTIONS ON
EXPORTING OR IMPORTING SOFTWARE, HARDWARE, OR TECHNICAL INFORMATION SHALL APPLY TO
THIS AGREEMENT. YOU AGREE TO WAIVE THE RIGHT TO TRIAL BY JURY IN ANY PROCEEDING THATTAKES PLACE RELATING TO OR ARISING OUT OF THIS AGREEMENT.
XIX. Assignment.
You shall not assign or otherwise transfer the this Agreement to anyone, including any parent,
subsidiaries, affiliated entities or third parties, or as part of the sale of any portion of its business, or
pursuant to any merger, consolidation or reorganization, without Starfield’s prior written consent.
XX. Waiver.
The waiver or failure of either party to exercise in any respect any right provided for in this Agreement
shall not be deemed a waiver of any further right under this Agreement.
XXI. Survival.
Parts III, VII, VIII, IX, X, XI, XII, XIII, XIV, XVI, XVII, XVIII, XIX and XXI shall survive the termination ofthis Agreement.
XXII. Notices.
Any notice, demand, or request pertaining to this Agreement or related agreements, such as the CPS,
shall be communicated either using email or in writing. Electronic communications shall be effective when
received by the intended recipient, and written communications shall be effective five days after mailing or
upon receipt, whichever is sooner. Notices concerning breach will be sent either to the email address You
have on file with Starfield or mailed first class postage to the postal address You have on file with
Starfield.

Notices from You to Starfield shall be made either by email, sent to the address we provide on our web
site, or first class mail to our address at:
Starfield PKI
C/O Starfield Technologies, LLC
14455 North Hayden Rd., Suite 219
Scottsdale, AZ 85260
practices@starfieldtech.com

Copyright © 2004-2018 Starfield Technologies, LLC All rights reserved.

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