Stars Flight Limited 2022 Galaxy NFT Drop Utility Terms of Purchase – applies to all Stars Flight Limited NFT sales.
1. Stars Flight Limited ("SFL") a company incorporated in New Zealand is the exclusive licensee of all Intellectual Property Rights in and associated with an internet-based platform owned by HendriksBHCS Limited that enables an employer, employee, school, charity, consumer, business partner or recruitment agency to have access to:
(a) an Internet web-site or web-sites and access to Business Partner's services; and
(b) a physical call centre operated by SFL or its agents or appointees; and
(c) online behavioural training and multi-media support for learning and development; and
(d) human resources and employment relations consulting and training and/or coaching and support.
(e) Galaxy NFT’s for purchase that aid the commercialisation of free services to people as defined above and branded as: StarfSymphony; StarfSimple; Secret Job Agent (StarfHelp); StarfMe, StarfIndigenous; StarfEducation; StarfStudents; StarfTraining; StarfData, StarfTransparency; StarfAdvertising; StarfPartners; StarfTV; StarfCharities.
2. NFT purchasers (“You”) acknowledge and accept these terms by purchasing any SFL Galaxy NFT.
3. SFL are raising funds to make its Transparent Democracy System free to people, initially in New Zealand, Australia, UK, Canada, USA and India.
4. SFL are not giving away any ownership of the company to You. SFL will remain a private company to assure that our purpose and values remain undiluted.
5. SFL will drop 7 Types of Galaxy NFT’s by 137 geographical locations, in 6 countries. Each NFT has a unique Utilities based upon the GPS co-ordinates.
6. 6 drops per geographical location are available for purchase. A 7th drop of NFT’s cannot be purchased and are only available by winning one of 84,600 NFT’s in a Blockchain lottery, that only existing NFT holders can win. The lottery will be drawn upon completion of Galaxy NFT sales.
7. NFT’s purchased cannot be sold until Q2 -2026. There is a freeze on trading until the first round of returns to NFT holders has been paid out.
8. VOTING RIGHTS
8.1 Three non-executive independent directors will be appointed to the SFL Board by a Blockchain vote of NFT holders. The date for voting for the appointment of the initial NFT holder appointed independent directors, will be advised within 30 days following the sale of all Galaxy NFT’s. You can request a copy of Stars Flight Limited Board Code of Best Practice Statement by emailing firstname.lastname@example.org. Portfolios:
8.2 Each independent director will Chair a Board Committee; either:
(a) NFT Holder Communications;
(b) NFT Compliance and Audit;
(c) International Expansion;
The purpose of these senior independent Director appointments is to provide NFT Utility holders with confidence that there is good governance at SFL regarding the co-operative infrastructure, financial practice and reporting in relation to SFL’s NFT Utility commitments.
8.3 To exercise your voting rights to elect Board Members, you must supply your email address, along with your NFT Text information to email@example.com (if you had not already done so when making a purchase request/whitelisting request at www.starsflight.io).
8.4 Any failure by the NFT Purchaser to provide SFL with UpToDate email contact information, voids voting rights associated with that NFT. NFT holders have the sole responsibility to keep contact details associated with individual NFT's from SFL UpToDate.
9. 10% of profit made on any sale of NFT's by NFT holders is payable to Stars Flight Limited.
10. NFT’s offered for sale by SFL are first offered for preferential sale to existing NFT holders. Preference is given by seniority to the holder of the earliest purchased NFT.
11. All NFT drops represent organisational functions, income streams and therefore returns to NFT holders. All Utility returns are divvied up to NFT holders by revenues relating to the Starf division and the NFT’s specific geographical location.
12. All Utility returns/payments are announced annually in December and paid January. First announcement December 2025/January 2026, first payment due Q2 2026.
13. All NFT sale prices are in United States Dollar. All dates and times are NZST/NZDT – New Zealand Standard Time/New Zealand Daylight Time.
All NFT sale prices are in calculated $USD converted to Ethereum (https://ethereum.org/en/
All dates and times are NZST/NZDT – New Zealand Standard Time/New Zealand Daylight Time.
14.1 NFT purchase prices include GST for New Zealand Residents.
14.2 If you a New Zealand Resident you must advise SFL by email at firstname.lastname@example.org so that SFL can meet its GST Tax obligations. SFL issues GST Tax Invoices to all New Zealand Residents.
14.3 If you are not a New Zealand Resident for Tax purposes and would like to receive an invoice, you must email SFL at email@example.com with your request.
15. All NFT’s sold are stamped with the NFT drop name, its number, geographical location and the time and date of when the image was created. Upon purchase the NFT is then mined on the Blockchain for maximum security and transparency. The unlockable content upon purchase includes the GPS co-ordinates that match each True North Starf logo in the Galaxy NFT.
16. Preferential purchases are only confirmed on payment.
17. To exercise a preferential purchase option, payment must be receipted by SFL.
18. To exercise preferential purchase options, NFT holders must exercise their option prior to the advertised preferential closing date at www.starsflight.io
19. To ensure protection from queue jumpers when seeking a preferential purchase, payments must be receipted.
20. Nothing in these terms for NFT purchase or any other arrangement or understanding between NFT owners and SFL will give rise to a shareholder, partnership or agency and/or principal relationship between NFT owners' and SFL.
21. These terms shall be governed and interpreted according to New Zealand law. The courts of New Zealand shall have exclusive jurisdiction in respect of disputes arising from this agreement or from the relationship between SFL and NFT holders.
22. SFL shall not be liable for failure to perform its obligations to NFT holders if the failure results from force majeure, act of God, fire, explosion, industrial dispute, act of government such as change in legislation, regulation or order made under legislative authority, or anything beyond SFL's control.
23. INDEMNITY AND DISCLAIMER
23.1 You indemnify SFL, its directors, employees and agents against all claims, actions, proceedings, investigations, demands, judgments and awards (together, "Claims") which may be made, instituted, threatened or alleged against or otherwise involve SFL, and against all losses, liabilities, damages, costs, charges and expenses (together, "Losses") which may be suffered or incurred by SFL:
23.1.1 in connection with or arising out of:
(a) a breach of these terms by you or negligence or willful default by you in the performance of it;
(b) any malicious or deliberate act or omission by you; or
(c) any claim by a third party arising from any failure of SFL to deliver a Text Message, email message or other information on your express or implied instructions; or
(d) the recording, dissemination, storage or publication of any information by SFL on your express or implied instructions; or
(e) the production or transmission of electronic Data by SFL on your express or implied instructions, whether encrypted or not; or
(f) the performance of any act whatsoever by SFL on your express or implied instructions.
23.2 You shall not be entitled to make a claim against SFL to recover any losses sustained by you in connection with or arising out of services provided by SFL in contract or tort or in any other way unless such losses have occurred as a result of the bad faith or intentional default of SFL, and such losses shall not include:
(a) loss of revenue or profit, loss of anticipated savings, loss of good will or opportunity, loss of production, loss or corruption of data, wasted management or staff time; or
(b) loss, damage, cost or expense of any kind whatsoever that is indirect, consequential, or of a special nature, even if such loss, damage, cost or expense was reasonably foreseeable by SFL.
23.3 To the extent permitted by law, SFL's liability to you under or in relation to this agreement (whether in contract, tort including negligence, or otherwise) will in no circumstances exceed the gross revenue payable by you to SFL and actually paid in the 12-month period before the date such liability first arose.
24. The Starf Logo is a registered trademark, All Rights Reserved.25. BUSINESS PARTNERS
This part of the agreement applies to you if you request access to any SFL Business Partner's service
25.2 SFL has or will endeavour to enter into relationships with other service providers who provide services which are complementary to those provided by SFL. E.g.: Opensea.
25.3 Where SFL has an existing arrangement with a Business Partner and you want to use the services or a service provided by that Business Partner, SFL will facilitate your entry into an arrangement with the Business Partner and to the extent reasonably possible integrate access to the Business Partner's service or services with those provided by SFL.
25.4 You acknowledge that SFL is not an agent of and it is not in a legal partnership arrangement with providers who are SFL Business Partners (notwithstanding the use of the word Business Partner(s)) and you agree that if SFL is to facilitate your entry into an arrangement with a Business Partner before you use the services of any such Business Partner you will:
25.4.1 Contact the Business Partner; and
25.4.2 Accept the terms and conditions of the Business Partner (also known as client or customer agreement or terms of service, etc.) for provision of the service or services.
25.5 Before SFL takes any action to integrate the services of a Business Partner with those it provides you must acknowledge in the way required by SFL that you have accepted the Business Partner's terms and conditions relevant to the service you are going to use.
25.6 If there is a cost to integrate the services of a Business Partner with those provided by SFL, SFL will advise you of the cost in writing and you will agree (in writing) to pay the cost before SFL takes any step to integrate the Business Partner's service with the SFL service.
25.7 Where SFL is collecting fees on behalf of a Business Partner, SFL will advise you in writing of fees you are required to pay and the manner and time of payment for use of any Business Partner's service that you have agreed to receive/subscribed to. You agree to pay such fees to SFL and in the manner and at the time directed by SFL.
25.8 SFL agrees to comply with the terms of any arrangement it has with the Business Partner where failure to comply would result in suspension or termination of the Business Partner's service to you.
26. All Utility returns/payments are credited to crypto wallets.