term and conditions

1. Acceptance of Terms of Use. These terms of use ("Terms of Use") are entered into by and between you and Esōes Cosmetics, Inc. ("Esōes," "we," "us" or "our") and govern your access to and use of the service(s) provided through Esōes' website, https://esoescosmetics.com/ (the "Site"), Esōes' mobile application (the "App"), and all other downloadable software, mobile applications, tablet applications, web applications, other online and offline services referencing these Terms of Use, and all content and functionality associated therewith (collectively, the "Service").

Please read these Terms of Use carefully before you start to use the Service. By using the Service or by clicking to accept or agree to these Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Notice. If you do not want to agree to these Terms of Use or the Privacy Notice, you must not access or use the Service.

The Service is offered and available to users who are eighteen (18) years of age or older. If you are not at least eighteen (18), you must not access or use the Service.

 

2. Service Features, Functionality and Availability.

You may use the Service when and as available. Although we generally intend for the Service to be available on an uninterrupted basis, it will not always be available (e.g., during maintenance, changes, outages and for other reasons). We further reserve the right to change, modify, eliminate and/or restrict or block access to all or any part of the Service, including any features or content displayed or made available through the Service, from time to time with or without notice to you, in our discretion. We will not be liable to you if for any reason all or any part of the Service is unavailable at any time for any period.

 

3. Accessing the Service and Account Security.

(a) You are responsible for: (i) making all arrangements necessary for you to have access to the Service, including without limitation, your Internet connection; and (ii) ensuring that all persons who access the Service through your Internet connection are aware of these Terms of Use and comply with them.

(b) You may use or browse certain functions, pages and/or content of the Service without first registering as a user (a "User"). However, for complete access to the Service, you will be required to register as a User. It is a condition of your use of the Service that all the information you provide as part of registering as a User or in connection with your use of the Service is accurate, current and complete.

(c) If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and you agree not to provide any other person with access to the Service or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your User account at the end of each session. You should use particular caution when accessing your User account from a public or shared computer so that others are not able to view or record your password or other personal information. We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason.

 

4. Privacy Notice; Additional Terms.

(a) Privacy Notice. You agree that all personal information you provide to register with the Service or otherwise collected by Esōes in connection with your use of the Service (as described in the Esōes privacy notice), including but not limited to through the use of any interactive features on the Service, is governed by our Privacy Notice , and you consent to all actions we take with respect to your personal information consistent with our Privacy Notice.

(b) Additional Terms. Your use of the Service is subject to any and all additional terms, policies, rules or guidelines applicable to the Service or certain features of the Service that we may post on or link to the Service (the "Additional Terms"). All such Additional Terms are hereby incorporated into, and made a part of, these Terms of Use, and you agree not to rely on any such information.

 

5. No Reliance.

Esōes makes no representation or warranty that the information on the Service is accurate, reliable, up-to-date or complete. Neither Esōes nor any third party can guarantee the accuracy of the information.

 

6. Intellectual Property Rights.

(a)Esoes Content. The Service and all data, products, content, features and functionality (including but not limited to, all information, user interfaces, software, text, displays, images, and the design, selection and arrangement thereof) ("Esōes Content") thereof, are owned by Esōes, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. You may not commercially exploit or make the Service available to any third party. You must not reproduce, distribute, modify, create derivative works of, re-engineer, publicly display, publicly perform, republish, download, store or transmit any of the material on the Service, except as authorized by these Terms of Use. No right, title or interest in or to the Service or any content on the Service is transferred to you, and all rights not expressly granted are reserved by Esōes. Some Esōes Content may also be subject to further terms and conditions provided in connection with the particular Esōes Content and you agree to comply with any such further terms and conditions. Any use of the Esōes Content other than as set forth in these Terms of Use may result in the immediate suspension or termination of your access to all or part of the Service.

(b) Your Content.

(1) Certain features or functions of the Service may permit the uploading, posting, storage, viewing or transmittal of text, information, and content (collectively, "Your Content"). You retain ownership of any of Your Content posted or transmitted to or through the Service, but in order for us to provide you the Service, you must grant certain rights to Esōes to use Your Content. Accordingly, subject to any restrictions or limitations set forth in these Terms of Use, you hereby grant to Esōes and its designees, a royalty-free, fully paid, non-exclusive license to post, store, use and transmit any and all of Your Content in connection with: (i) Esōes' maintenance, operation, and provision of the Service; (ii) the operation of Esōes' business, including its development and design of any products or services; and (iii) the creation of Systems Data. You are solely responsible for any and all of Your Content uploaded and/or transmitted in and/or through the Service.

(2) You represent and warrant to Esōes that: (i) you own Your Content or otherwise have sufficient rights in Your Content to grant the license rights granted to Esōes in this Section; (ii) Your Content does not, and its use by Esōes as contemplated in these Terms of Use will not, violate, infringe, or misappropriate the intellectual property rights, publicity or privacy rights, or other proprietary rights of any third party, or breach or violate any obligation of confidentiality owed to any third party; (iii) your uploading, posting, storage, viewing or transmittal of Your Content to or through the Service will not violate applicable Laws; and (iv) there are no claims currently pending or threatened, and you have not engaged in any acts or omissions likely to result in any such claims, as to: (a) your ownership of, use of, or rights in Your Content; (b) your violation, infringement or misappropriation of any third party intellectual property rights, publicity or privacy rights, or other proprietary rights with respect to Your Content; (c) your violation or breach of any obligation of confidentiality owed to any third party with respect to Your Content; or (d) the violation of Your Content of applicable Laws.

(3) Esōes reserves the right to refuse to post or transmit any of Your Content. Furthermore, in the event that Esōes discovers or has reason to believe that Your Content is in violation of these Terms of Use, Esōes may, without limiting its rights or creating any liability therefor, immediately remove Your Content from the Service, and may further block and/or restrict your access thereto pending resolution of any such violation.

(4) You are responsible for keeping appropriate copies and records of Your Content. Esōes has no obligation to back-up or maintain Your Content, and Esōes takes no responsibility and assumes no liability for Your Content, including without limitation any loss or damage thereto.

(c) Systems Data. You acknowledge and agree that all Systems Data is and shall remain the sole and exclusive property of Esōes. For purposes of clarity, Esōes may make any legal use of the Systems Data without notifying you or sharing such Systems Data with you. Specifically, by way of illustration and not by way of limitation, Esōes may publish and share Systems Data with others in aggregate or statistical form to promote the Service and/or Esōes' products or services, for evaluating the efficiency, utility and functionality of the Service and/or Esōes' other products or services, and for enhancing and improving the Service and Esōes' other products or services. For purposes of these Terms of Use, "Systems Data" means all data, content and information regarding your use of the Service in the nature of de-identified or aggregate systems administrative data, statistical and demographical data, operational information, and data generated by or characterizing the use of the Service, including without limitation, any de-identified or aggregate Your Content.

(d) Feedback. Any comments, feedback, suggestions, or ideas ("Feedback") you provide through the Service may be used by Esōes. While you may continue to own all such the Feedback, you hereby grant to Esōes a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, disclose, sublicense, distribute, modify and otherwise exploit such Feedback.

 

7. Product Specific Terms.

Esōes sells various cosmetics products and drug testing strips on or through the Service. The following terms and conditions apply to your purchase and use of such products.

(a) Payment Method. Esōes currently accepts all major credit cards, including Visa, MasterCard, American Express and Discover.

(b) Shipping Terms and Policies. We attempt to process all orders for in stock items within five (5) business day(s). Esōes' standard business hours are Monday through Friday, 9:00 am PST to 5:00 pm PST, excluding holidays. Standard shipping is typically via UPS, FedEx or a similar shipping provider and you should allow five (5) business days for standard delivery once an order has been shipped. Esōes reserves the right to substitute another carrier of equal or lesser cost to deliver your order. If expedited shipping is required, please select that as your shipping choice to the extent that option is presented to you. All shipping charges are the responsibility of the customer. Shipping charges will be included on your invoice and can be viewed on a summary screen prior to finalizing your order. Shipping charges are based on the delivery location and method you select during the checkout process. The shipping charge shown during the checkout process is subject to verification. Shipping charges are subject to change without notice, provided that, if the actual shipping charge is more than the amount shown on your invoice, we will contact you with the correct shipping costs before processing your order, and you will have an opportunity to cancel your order. All orders are shipped FOB Shipping Point. Title and risk of loss to products passes from Esōes to you upon shipment, and Esōes is not responsible for any shipping delays or problems once the product has been shipped.

(c) Returns. You may return non-custom or non-special order products for a full refund provided that you return the product to Esōes in its unused, original condition within thirty (30) days of purchase. Esōes does not accept returns of custom or special order products. All product returns shall be returned freight prepaid in the manner specified by Esōes.

(d) Product Availability and Pricing. Esōes may revise or discontinue any products at any time without prior notice to customers, and products may become unavailable to customers even after an order is placed. All prices are subject to change without notice.

(e) Product Descriptions and Errors. Esōes uses commercially reasonable efforts so as minimize errors in any product descriptions, photographs, pricing or other product information on the Service. However, Esōes does not warrant that such product descriptions, photographs, pricing or other product information is accurate, complete, reliable, current, or error-free. In addition, all weights and size dimensions are approximate. If a product offered by Esōes is not as described or pictured, your sole remedy is to return it in unused condition for a refund. In the event of an error, whether on the Service, in an order confirmation, in processing an order or otherwise, Esōes reserves the right to correct such error and charge the correct price or cancel the order, and your sole remedy in the event of such error is to cancel your order.

(f) Warranty for Cosmetic Products. Esōes provides a limited product warranty for its cosmetics products, which is accessible via the following link: _____________________.

(g) Contingencies. Esōes shall be excused from its obligations with respect to the sale and/or delivery of the products hereunder, in whole or in part, to the extent its performance is delayed or prevented by strikes, work stoppages or disputes, fires, floods, war (declared or undeclared), riots, loss or destruction of product, non-availability or delays of transportation, embargoes, accidents, delay or failure of Esōes' suppliers to make delivery of material, shortages of material or labor, restrictions, limitations, obligations, taxes, assessments, duty or fee imposed by any government or governmental authority, domestic or foreign, or any other cause beyond Esōes' control. In such circumstances, Esōes' obligations hereunder shall be suspended for so long as any such contingency continues, provided, however, that if any shipment or delivery hereunder shall be so prevented for more than ninety (90) days, either Esōes or you shall have the right to cancel the order for the products, but only with respect to such shipment or delivery, by written notice to the other.

(h) Intellectual Property Rights. The products are protected by US and international intellectual property rights, all of which are and shall at all times remain the sole and exclusive property of Esōes' and/or its licensors or suppliers. In particular, certain products are protected by US patents. For more information regarding Esōes' patents, please visit Esōes' website at the following link: _________________________.

(i) Intended Use. You agree to use Esōes products only for the purposes for which they were designed and/or manufactured. If you become aware of any adverse consequences resulting from your use of the Esōes products, you agree to notify Esōes immediately.

(j) Esōes Mobile Application. Esoes' cosmetics products are intended to be used with a certain mobile application developed by Esōes for use by purchasers of the cosmetics products (the "App"). Through the use of the cosmetics products and the App, purchasers of the cosmetics products can use a "panic button" on the cosmetic products that allows the purchaser to connect with friends, family or emergency services ("Emergency Communication(s)"), and make an audio recording of the encounter or interaction that was the subject of the Emergency Communication ("Audio Recording(s)"). The following terms and conditions shall govern and control your use of the App, provided that, in the event of a conflict between the terms and conditions of this subsection (j) and the other terms and conditions of these Terms of Use, the terms and conditions of this subsection (j) shall govern and control, but only with respect to your use of the App.

(1) Subject to your compliance with these Terms of Use, Esōes hereby grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable right and license to install and use the App on a single compatible device owned or controlled by you solely for your personal use (and not for further resale or distribution) in order to make Emergency Communications through your Esōes' cosmetics product. For any iOS version of the App, your use must be on an iOS device and be in compliance with the Usage Rules set forth in the Apple Media Services Terms and Conditions as of the date you first install, access and/or use the App.

(2) Your rights to use the App are subject to your compliance with any applicable terms of agreements you have with third parties when using the App. For example, if the App provides or requires the use of VoIP functionality, then you must not be in violation of your wireless data service agreement when using the App.

(3) You must provide at your own expense the equipment, Internet connections or devices and/or service plans to access and use the App. Esōes does not guarantee that the App can be accessed on all devices or wireless service plans. Esōes does not guarantee that the App is or will be available in all geographic locations. You acknowledge that when you use the App, your wireless carrier may charge you fees for data, messaging and/or other wireless access. Check with your carrier to see if there are any such fees that apply to you. YOU ARE SOLELY RESPONSIBLE FOR ANY COSTS YOU INCUR TO ACCESS THE APP FROM YOUR MOBILE DEVICE.

(4) Esōes may from time to time in its sole discretion develop and provide App updates, which may include upgrades, bug fixes, patches and other error corrections and/or new or changed features (collectively, "Updates"). Updates may also modify or delete in their entirety certain features and functionality of the App. You agree that Esōes has no obligation to provide any Updates to you, or to continue to provide or enable any particular features or functionality with respect to the App. You agree to promptly download and install all Updates and you further acknowledge and agree that the App or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the App and be subject to all applicable terms and conditions of these Terms of Service. Esōes may provide maintenance and support services for the App, but has no obligation whatsoever to furnish such services to you, and may terminate such services at any time without notice.

(5) Esōes may terminate your rights to use the App: (i) upon written notice to you effective immediately, if you commit a material breach of these Terms of Service; and (iii) at any time upon thirty (30) days' prior notice to you. You may terminate your rights to use the App at any time by uninstalling and destroying your copy of the App.

(6) The App collects information you provide directly (such as data or information you provide through the App) or through automated means (such as geolocation data (if you chose to share it) and device and OS identification data). By using the App, you consent to Esōes' use and processing of this information in accordance with Esōes' Privacy Notice. Any information you provide to Google or Apple using the Android or iOS operating systems, as applicable, will be subject to Google's or Apple's privacy notice, as applicable.

(7) You acknowledge as follows with respect to Emergency Communications and Audio Recordings:

(i) Emergency Communications are solely between you and the directed recipient(s). You agree that Esōes, its affiliates and/or third party service providers are not responsible or liable for any loss, personal harm, or damage of any sort incurred as the result of any such Emergency Communications, the delivery or failure thereof, or any response or lack thereof by the recipients or emergency responders.

(ii) You understand and acknowledge that network services, including but not limited to mobile network services, are outside of Esōes' control and influence and that Esōes may not be able to assist in resolution of such problems. Esōes is not responsible or liable for any network problems or errors.

(iii) Audio Recordings are made using the audio recording functionality of your mobile device and are stored on your mobile device. You acknowledge and agree that: (a) Esōes does not host or maintain any such Audio Recordings, and does not maintain a copy or otherwise have access to any such Audio Recordings; (b) if your mobile device lacks audio recording functionality or you lack sufficient data storage capacity, then you will not be able to make Audio Recordings or store them; and (c) if you make an Audio Recording and then later delete it, Esōes will not be able to provide you a back up or replacement copy.

(8) Each Esōes cosmetics product includes as part of its initial packaging an information card that instructs the purchaser on how to download the App and use the App in connection with the Esōes cosmetic product. You agree to use the App solely in connection with the Esōes cosmetic product you purchased from Esōes and strictly in accordance with Esōes instructions for such use. Any use of the App for any other use other than in connection with its intended use or other than in accordance with Esōes' instructions is strictly prohibited and shall be at your sole risk.

(9) With respect to the iOS version of the App, you acknowledge and agree that as between Apple Inc. and its subsidiaries (collectively "Apple") and Esōes, Esōes and not Apple is solely responsible for the App and the contents thereof. You and Esōes further acknowledge and agree as follows:

(i) In the event of any third party claim that the App or your possession and use thereof infringes that third party's intellectual property rights, Apple will not be responsible for the investigation, defense, settlement, and/or discharge of any such intellectual property infringement claim.

(ii)Apple, and Apple's subsidiaries, are third party beneficiaries of this subsection (j), and Apple will have the right (and will be deemed to have accepted the right) to enforce this subsection (j)against you as a third party beneficiary thereof.

(iii) Subject to the limitations contained in these Terms of Use, Esōes, not Apple, is responsible for addressing your claims, or any third party claims, related to the App or your possession and/or use of the App, including but not limited to: (a) product liability claims; (b) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation.

(iv) IN THE EVENT OF ANY FAILURE OF THE APP TO CONFORM TO ANY APPLICABLE WARRANTY, YOU MAY NOTIFY APPLE, AND APPLE WILL REFUND THE PURCHASE PRICE, IF ANY, FOR THE APP TO YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, APPLE WILL HAVE NO OTHER WARRANTY OBLIGATION WHATSOEVER WITH RESPECT TO THE APP.

(v) Apple has no obligation to furnish any maintenance and support services with respect to the App. Support requests, as well as questions or complaints regarding the App, may be directed to Esōes via email at hello@esoescosmetics.com. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.

(10) With respect to any version of the App that you downloaded Google, Inc. or one of its affiliates or successors ("Google") via Google Play. To the extent of any conflict between the Google Terms of Service, the Google Play Business and Program Policies and such other terms which Google designates as default end user license terms for Google Play (all of which together are referred to as the "Google Play Terms") on the one hand and these Terms of Use, the Google Play Terms shall apply with respect to your use of the App. The Google Play Terms can be accessed here: https://play.google.com/intl/en_us/about/play-terms.html. Esōes and you hereby acknowledge that Google does not have any responsibility or liability related to compliance or non-compliance by Esōes or you (or any other user) under these Terms of Use or the Google Play Terms.

(k) Product Acknowledgments and Disclaimers.

(1) YOU ACKNOWLEDGE AND AGREE THAT THE APP, THE ESŌES COSMETICS PRODUCTS, AND ESŌES DRUG TESTING STRIPS ARE PERSONAL SAFETY TOOLS ONLY. ESŌES DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE APP, THE ESOES COSMETICS PRODUCTS, OR THE ESŌES DRUG TESTING STRIPS WILL KEEP YOU SAFE OR OTHERWISE PROTECT YOU AGAINST OR PREVENT CRIMINAL ACTS OR EMERGENCY SITUATIONS FROM OCCURRING, INCLUDING ANY CIRCUMSTANCES OR EVENTS REQUIRING EMERGENCY SERVICES OR LAW ENFORCEMENT ACTION. ACCORDINGLY, ALL RISK ASSOCIATED WITH THE USE OF THE APP, THE ESŌES COSMETICS PRODUCTS, OR THE ESŌES DRUG TESTING STRIPS IS SOLELY WITH YOU.

(2) ESŌES DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE ESŌES DRUG TESTING STRIPS WILL DETECT THE PRESENCE OF CHEMICALS OR SUBSTANCES. NEVER LEAVE YOUR DRINK UNATTENDED. THE ESŌES DRUG TESTING STRIPS ARE NOT A SUBSTITUTE FOR, AND YOU AGREE TO PRACTICE, RESPONSIBLE DRINK SUPERVISION.

(3) THE FUNCTIONALITY OF THE APP AND THE ESŌES COSMETICS PRODUCTS TO MAKE EMERGENCY COMMUNICATIONS AND/OR AUDIO RECORDINGS MAY NOT BE AVAILABLE IN ALL LOCATIONS AT ALL TIMES, AND NEITHER THE APP, THE ESŌES COSMETICS PRODUCTS, NOR THE ESŌES DRUG TESTING STRIPS ARE INTENDED TO REPLACE 911 OR OTHER EMERGENCY SERVICES. 

IF YOU ARE IN IMMEDIATE DANGER, ARE SUFFERING A MEDICAL EMERGENCY, OR ARE THE VICTIM OF A CRIME, CALL 911 AND/OR THE APPROPRIATE AUTHORITIES IMMEDIATELY AND DO NOT RELY ON THE APP, THE ESŌES COSMETICS PRODUCTS, OR THE ESŌES DRUG TESTING STRIPS.

 

8. Your Conduct.
You may use the Service only for lawful purposes in accordance with the terms and conditions of these Terms of Use. Except as expressly permitted in these Terms of Use, you agree not to:

(a) License, sublicense, lease, rent, timeshare, distribute, disclose, permit access to, or transfer to any third party, any portion of the Service and/or any Esōes Content, whether for profit or without charge;

(b) Store, reproduce, distribute, transmit, modify, adapt, perform, display (including by "framing"), publish or sell the Service and/or any Esōes Content;

(c) Translate, reverse engineer, re-engineer, disassemble, decompile, discover, or modify the Service, any Esōes Content, or any Esōes software;

(d) Remove any copyright and other proprietary notices placed upon the Service and/or any Esōes Content accessible via the Service;

(e) Circumvent any use-limitation or protection device contained in or placed upon the Service and/or any Esōes Content, or access or attempt to access any portion of the Service and/or any Esōes Content that you are not authorized to access;

(f) Use the Service to execute denial of service attacks;

(g) Perform automated searches against Esōes' systems (except for non-burdensome federated search services), including automated "bots", link checkers or other scripts, without prior written permission from Esōes;

(h) Use the Service or any Esōes Content to create products or perform services which compete with or interfere with the Service, any Esōes Content, or any other products or services of Esōes or its licensors;

(i) Text mine, data mine or harvest metadata from the Service;

(j) Impair or overburden the Service or any servers or systems associated with the Service;

(k) Impersonate any person or entity or otherwise misrepresent your affiliation with any person or entity;

(l) Violate any Laws. For purposes of these Terms of Use, "Laws" means applicable federal, international, state and local laws, statutes, rules, regulations and ordinances, including any judgment or order of any court or governmental authority, and specifically includes, without limitation, all applicable anti-bribery and anti-corruption laws and regulations, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act 2010, and all applicable privacy and data protection laws;

(m) Use the Service and/or any Esōes Content in any manner that violates, infringes, or misappropriates the intellectual property rights, publicity or privacy rights, or other proprietary rights of any third party;

(n) Introduce to the Service or any other Esōes systems or software any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful;

(o) Download all or parts of the Service and/or any Esōes Content in a systematic or regular manner or so as to create a collection of materials comprising all or a material subset of the Service and/or the Esōes Content, in any form;

(p) Use the Service or any Esōes Content to create or develop any competing product or service, or any other product or service that emulates the features and/or functions of the Service and/or the Esōes Content; or

(q) Use the Service and/or the Esōes Content in connection with life support systems, medical devices, or any application or other high risk activities where failure or malfunction could lead to possible loss of life.

 

9. Payments.
(a) Esōes may provide certain paid or free products or services as part of the Service, in its sole discretion. All fees charged by Esōes may be modified or changed at any time in its sole discretion. When your use of the Service requires the payment of a fee, you will have the opportunity to review and accept the fees that you will be charged. If you do not agree to pay the fee, do not proceed with your transaction. Unless otherwise stated, all fees are quoted in U.S. Dollars.

(b) You are responsible for paying all fees and applicable taxes associated with your use of the Esōes in a timely manner with a valid payment method. You agree at all times to keep your payment information current and complete. Except as otherwise set forth in these Terms of Use, Esōes does not provide refunds.

(c) If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. This includes charging other payment methods on file with us, or retaining collection agencies and legal counsel, in our discretion.

 

10. Third Parties Websites, Materials and Content.
(a) The Service may link to other websites. These links may be provided by Esōes as a convenience to you. If you deal with a linked site, your transaction is not with Esōes so you should review the linked site's "terms of use," other contract(s) and/or privacy notice before completing your transaction.

(b) Esōes may further use third party services, software or applications in making available the Service to you. You agree to comply with any and all third party license terms, terms of use, or terms of service applicable to any such third party service, software or applications, and shall not take or fail to take any act that would cause Esōes to be in breach or violation of any such third party license terms, terms of use, or terms of service. You further acknowledge and agree that Esōes shall not be responsible for, and shall have no liability to you in connection with, the unavailability, failure of, or your inability to use, any such third party service, software or applications.

(c) The Service may display or make available, and the Esōes Content may include, third party content (including data, information, and/or materials) (collectively, "Third Party Materials"). You acknowledge and agree that Esōes is not responsible for the Third Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Esōes does not assume and will not have any liability or responsibility to you or any other person or entity for any Third Party Materials.

(d) You acknowledge and agree that Esōes': (i) linking to any third party website; (ii) using any third party services, software or applications; or (iii) providing any Third Party Materials, does not constitute or imply an endorsement by Esōes of the third party provider. The providers of any third party services, software or applications or Third Party Materials may be third party beneficiaries of these Terms of Use having the right to enforce these Terms of Use in accordance with its terms.

 

11. Monitoring and Enforcement.
(a) Esōes may: (i) disclose your identity or other information about you to any third party who claims that Your Content or any other material posted by you by or through the Service violates their rights, including their intellectual property rights, publicity rights, or their right to privacy; or (ii) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities, third parties or court order requesting or directing us to disclose the identity or other information (including Your Content) of any User using the Service or otherwise posting any materials on or through the Service.

(b) We do not commit to reviewing any of Your Content or any other user content or materials before it is posted or transmitted through the Service, and cannot ensure prompt removal of objectionable material after it has been posted or transmitted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content, including any of Your Content, provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section.

 

12. No Commercial Use; Authorization.
You may use the Service for your internal, non-commercial (except as otherwise set forth herein) use solely for lawful purposes in compliance with these Terms. If you are using the Service on behalf of any entity, you represent and warrant that you are authorized to accept these Terms of Use on such entity's behalf, and that such entity agrees to indemnify Esōes pursuant to Section 18 below.

 

13. NO WARRANTIES.
YOU AGREE THAT THE SERVICE AND ALL ESŌES CONTENT IS PROVIDED BY US OR ANY OF OUR EXISTING OR FUTURE VENDORS, AFFILIATES OR AGENTS "AS IS" AND "WITH ALL FAULTS," AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. ESŌES DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AND DISCLAIMS ALL SUCH REPRESENTATIONS, WARRANTIES, CONDITIONS AND DUTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, RESULTS, ACCURACY, COMPLETENESS, PRIVACY OR SECURITY AND ANY IMPLIED WARRANTIES CREATED BY TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. WE FURTHER DISCLAIM ALL DUTIES TO YOU, IF ANY SUCH DUTIES EXIST, INCLUDING BUT NOT LIMITED TO GOOD FAITH AND FAIR DEALING, REASONABLE CARE, WORKMANLIKE EFFORT, AND LACK OF NEGLIGENCE. IF A DUTY CANNOT BE DISCLAIMED, YOU AGREE THAT THE STANDARD USED TO MEASURE ESŌES' PERFORMANCE OF THAT DUTY WILL BE INTENTIONAL MISCONDUCT. ALSO, THERE IS NO WARRANTY OF TITLE OR AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF ANY ASPECT OF THE SERVICE OR AGAINST INFRINGEMENT. YOU EXPRESSLY WAIVE ALL DUTIES, CONDITIONS AND ALL WARRANTIES THAT MIGHT EXIST BUT FOR THIS SECTION. ALL RISK IN CONNECTION WITH THE USE OF THE SERVICE AND/OR ANY ESŌES CONTENT IS WITH YOU.

 

14. LIMITATION OF LIABILITY.
TO THE FULLEST EXTENT ALLOWED BY LAW, YOU AGREE THAT NEITHER ESŌES NOR ANY OF ITS EXISTING OR FUTURE AFFILIATES, SUPPLIERS OR AGENTS WILL BE LIABLE TO YOU AND/OR ANY OTHER PERSON FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR OTHER SIMILAR DAMAGES, OR FOR DAMAGES FOR LOST PROFITS, FOR LOSS OR IMPAIRMENT OF PRIVACY, SECURITY OR DATA, FOR FAILURE TO MEET ANY DUTY (INCLUDING BUT NOT LIMITED TO ANY DUTY OF GOOD FAITH, WORKMANLIKE EFFORT OR OF LACK OF NEGLIGENCE), OR FOR ANY OTHER SIMILAR DAMAGES WHATSOEVER THAT ARISE OUT OF OR ARE RELATED TO ANY BREACH OR OTHER ASPECT OF THESE TERMS OF USE OR THE SERVICE, EVEN IF ESŌES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY OR MISREPRESENTATION.

 

15. EXCLUSIVE REMEDY.
IF FOR ANY REASON ESŌES IS FOUND LIABLE HEREUNDER, ESŌES' TOTAL LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF: (i) THE AMOUNTS YOU HAVE PAID TO ESŌES IF ANY, IN THE TWELVE (12) MONTHS PRIOR TO THE ACCRUAL OF THE CAUSE OF ACTION GIVING RISE TO LIABILITY; OR (ii) $100 USD. YOU AGREE THAT ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATED TO YOUR RELATIONSHIP WITH ESŌES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE; OTHERWISE, YOUR CLAIM IS PERMANENTLY BARRED. THE DAMAGE EXCLUSIONS AND LIMITATIONS OF LIABILITY IN THESE TERMS OF USE SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

 

16. Termination or Cancellation.
As noted above, these Terms of Use are a legally binding agreement between you and Esōes with respect to your use of the Service. Either we or you may terminate this agreement with or without cause or prior notice. You will still be liable for payment of any amounts due or other obligations incurred prior to termination, and if you use the Service after such termination, that use will constitute your new agreement to these Terms of Use. If applicable Laws require that we provide notice of termination or cancellation, we may give prior or subsequent notice by posting it on the Service or by sending a communication to any address (email or otherwise) that we have for you in our records. Esōes' rights under these Terms of Use that by their terms, nature, sense or context are intended to survive the termination of these Terms of Use shall survive such termination. Without terminating your right to use the Service pursuant to these Terms of Use, we may suspend or block your access to the Service whenever it appears to us that you might be breaching or violating these Terms of Use or otherwise about to cause harm or damage to us or others. No breach of these Terms of Use by Esōes shall be deemed a material breach unless Esōes is first given not less than fifteen (15) business days to cure the breach.

 

17. Applicable Law and Exclusive Forum.
The Service is controlled by us from our offices within the United States and is intended for United States users only. If you choose to access the Service from locations outside the United States, you do so at your own risk and are responsible for compliance with applicable local laws. You may not use or export anything from the Service in violation of U.S. export laws and regulations or these Terms of Use. You agree that these Terms of Use, and all claims of every nature (including without limitation, contract, tort and strict liability) relating to any aspect of the Service, shall be governed by the laws of the State of Nevada, U.S.A., without regard to its conflicts of laws provisions and without regard to where performance is made. THESE TERMS OF USE WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS. You agree that any disputes shall be heard exclusively in an appropriate forum located in Clark County, Nevada. You also consent to jurisdiction in a state or federal court sitting in Clark County, Nevada and waive any claim or defense that such forum is not convenient or proper, and consent to service of process by any means authorized by Nevada or U.S. federal law.

 

18. Indemnity.
You agree to indemnify, defend and hold harmless Esōes, its licensors, affiliates, successors and assigns, and each of the officers, directors, members, employees, agents, and representatives of the foregoing, for, from and against any and all losses, liabilities, damages, fees, penalties, claims and demands (actual or alleged), and costs and expenses (including reasonable attorneys' fees and legal costs), arising out of or related to your breach of these Terms of Use, your violation of any Laws, your infringement of any third party intellectual property rights, or the use of your User account by a third party. Esōes reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to reasonably assist and cooperate with Esōes in the defense thereof.

 

19. Notices, Including Our Address for Legal Notices.
(a) We may give you notice by any lawful method, including (without limitation) legal notices and notices of subpoenas. We may provide the notices by posting them on the Service or by giving them by email or postal mail to any address that we have for you. You agree to update your address as appropriate and to check for notices posted on the Service.

(b) You agree to send us notice by mailing it to "Our Address for Legal Notices" which is Esōes Cosmetics, Inc., 840 S. Rancho Dr., Suite 4-870, Las Vegas, Nevada 89106, or by emailing it to us at hello@esoescosmetics.com .

 

20. Amendments.
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Service thereafter. Your continued use of the Service following the posting of revised Terms of Use means that you accept and agree to the changes. We encourage you to check these Terms of Use often for updates.

 

21. Agreement; Miscellaneous.
These Terms of Use, which incorporate by reference any: (i) additional terms on the Service or otherwise provided by us for particular activities, including the Additional Terms; and (ii) disclosures provided by us and consents provided by you on the Service, constitute the entire agreement between us and neither party has relied on any representations made by the other that are not expressly set forth in these Terms of Use. If any part of these Terms of Use is found by a court of competent jurisdiction to be invalid, then that part will be deemed superseded by an enforceable provision that most closely matches the intent of the original and honors the allocation of risks in these Terms of Use and the remainder of these Terms of Use will continue in effect. Our failure to act with respect to a breach does not waive our right to act as to subsequent or similar breaches. Time is of the essence in connection with your performance under these Terms of Use. Except as set forth in Sections 10 and 18 above, there are no third party beneficiaries of any part of these Terms of Use. These Terms of Use are personal to you, and are not assignable, transferable, or sublicensable by you except with Esōes' prior written consent, which Esōes may withhold for any reason or no reason. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Use and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under these Terms of Use, the prevailing party will be entitled to recover its reasonable costs and attorneys' fees.

 

22. No Class Actions.

Each party expressly waives their right to file a class action or seek relief on a class basis. YOU AND ESŌES AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

 

23. Waiver of Jury Trial.

EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OF USE, OR THE SUBJECT MATTER OF THESE TERMS OF USE.

 

24. Further Information.

If you would like to receive our legal name and address by email or request any additional information from Esōes, please provide us your email address by sending your request, in writing, to Our Address for Legal Notices. If you have a complaint, you may contact us at the address(es) set forth in Section 19.

 

25. Notice of Copyright Agent.

Esōes respects the intellectual property rights of others and requests that you do the same. Anyone who believes that their work has been reproduced in the Service in a way constituting copyright infringement may provide a notice to the designated Copyright Agent for the Service containing the following: (i) an electronic or physical signature of a person authorized to act on behalf of the owner of the copyright interest; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing and information reasonably sufficient to permit us to locate the material; (iv) the address, telephone number, and, if available, an email address at which the complaining party may be contacted; (v) a representation that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a representation that the information in the notice is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Copyright infringement claims and notices (but not other notices) should be sent to the attention of our Copyright Agent, in the following manner:

by mail:
Esōes Cosmetics, Inc.
840 S. Rancho Dr., Suite 4-870
Las Vegas, Nevada 89106

by email: hello@esoescosmetics.com

Please use the same procedure for any claimed infringement of any trademark rights or infringements or misappropriations of other intellectual property or third party rights.

 

26. Notice About Trademarks.

ESŌES™ and any associated logos or designs are trademarks of Esōes Cosmetics, Inc. All other trademarks and logos on the Service and/or in the Esōes Content are the property of their respective owners. All rights are reserved.