TERMS & CONDITIONS
Last Updated: November 11, 2021
Agreement between User and www.avesence.com
Avesence, Inc. operates the www.avesence.com website (the "Site"). Throughout this Terms of Service Agreement, the terms "we", "us" and "our" refer to AVESENCE, Inc. ("AV, Inc").
AV, Inc offers this website, including all information, content, features, resources, tools, and services available from or enabled via this site (collectively, the "Services") to you, the User, conditioned upon your acceptance without modification of all terms, conditions, policies, and notices contained herein (the "Terms").
Please read these Terms of Service carefully before accessing or using our Site or Services. By visiting our site, clicking on a button, or taking another action to signify your acceptance of these Terms, completing the registration process, and/ or purchasing something from us, you engage in our "Services" and agree that you (i) have read, understand, and agree to be bound by the following terms and conditions ("Terms of Service", "Terms"), including those additional terms and conditions and policies referenced herein and/or available by hyperlink, and (ii) are at least the age of majority in your state or province of residence. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content. Your right to use the Services is subject to these Terms. If you do not agree to all the terms and conditions of these Terms, then you may not access the site or use any Services.
Any new features or services which are added to the current site shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our site. It is your responsibility to check this page periodically for changes. Your continued use of or access to the site following the posting of any changes constitutes acceptance of those changes
PLEASE BE AWARE THAT COMMUNICATION OF THIS AGREEMENT BELOW CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL.
Visiting www.avesence.com or sending e-mails to AV, Inc constitutes electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications that we provide to you electronically, via e-mail, and on the site, satisfy any legal requirement that such communications be in writing.
YOUR ACCOUNT REGISTRATION
When registering an account for the Services ("Account"), you agree to provide only true, accurate, current, and complete information requested by the registration form (the "Registration Data") and to promptly update the Registration Data thereafter as necessary.
If you use this site, you are responsible for maintaining the confidentiality of your Account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your Account or password. You may not assign or otherwise transfer your Account to any other person or entity.
You agree to monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to notify us immediately of any unauthorized use of your password or any other breach of the security of your Account and to exit from your Account at the end of each session. You agree not to create an Account using a false identity or alias or if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one Account for the same Avesence service at any given time.
You acknowledge that AV, Inc is not responsible for third-party access to your Account that results from theft or misappropriation of your Account.
AV, Inc, and its associates reserve the right to refuse or cancel Service, terminate accounts, or remove or edit content at our sole discretion.
You acknowledge and agree that you have no ownership or other property interest in your Account and that all rights in and to your Account are owned by and inure to the benefit of Avesence.
CHILDREN UNDER THIRTEEN
AV, Inc does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use www.avesence.com only with the permission of a parent or guardian.
ONLINE STORE TERMS
Each part of any order that you submit to AV, Inc constitutes an offer to purchase. If you do not receive a message from Av, Inc confirming receipt of your order, please contact our Customer Service department at Hello@avesence.com before re-entering your order. Avesence confirmation of receipt of your order does not constitute Avesence's acceptance of your order. Av, Inc is only deemed to have accepted your order once the Product (s) you ordered have been shipped (the "Product").
We reserve the right to refuse any order you place with us for any reason, including if: (i) we discover an error in pricing and/or other information about the Product or receive insufficient or erroneous billing, payment, and/or shipping information, (ii) we suspect an order has been placed using stolen payment card information or otherwise appears to be connected to fraud, (iii) the ordered Product is unavailable due to discontinuance or otherwise, or (iv) the order is connected with a previous payment dispute.
We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made.
You may cancel your subscription at any time. Any purchased cancellations made after 30 days of Service will not qualify for a refund. Please contact us at Hello@avesence.com with any questions.
ACCURACY OF INFORMATION
Products, services, and any samples thereof may be available exclusively online through the site. All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. If any Product is discontinued or otherwise becomes unavailable, Av, Inc reserves the right to cancel your order and provide you a refund for the amount paid for the Product.
We try to display accurately the colors and images of our products that appear in the online store. We cannot guarantee that your computer or monitor's display of any color will be accurate.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations.
This site may contain typographical errors or inaccuracies and may not be complete or current. We, therefore, reserve the right to correct any errors, inaccuracies, or omissions (including after an order has been submitted) and to change or update information at any time without prior notice. Please note that such errors, inaccuracies, or omissions may relate to pricing and availability, and we reserve the right to cancel or refuse to accept any order placed based on incorrect pricing or availability information. We apologize for any inconvenience.
PRODUCTS AND SERVICES FOR PERSONAL USE
No Commercial Resale. To protect the intellectual property rights of Av, Inc and its licensors and suppliers, any resale of Products for personal and/or business profit is strictly prohibited. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.
Geographic Restraints. We reserve the right but are not obligated, to limit the sales of our products or services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. Any offer for any product or Service made on this site is void where prohibited.
PURCHASE RELATED POLICIES AND PROCEDURES
You agree to pay for all orders in accordance with the prices and billing terms in effect at the time an order is made. You also agree to pay all applicable taxes. To make an order through the Services, you must provide valid payment information, such as a credit card (Visa, MasterCard, or any other issuer accepted by us). By providing your payment information, you agree that we are authorized to immediately invoice your payment method for all fees and charges due and payable to us hereunder and that no additional notice or consent is required.
Except as set forth in any separate refund policy posted on the Services, including our Return Policy, all fees are non-refundable.
To view policies and procedures related to orders placed through this site (such as order processing, shipping, and handling, returns, and exchanges), click here.
We may, in our sole discretion, create discounts and promotional codes or other features or benefits, subject to any additional terms that we establish on a per promotional code basis ("Promo Codes"). Promo Codes may only be used once per person. Only Promo Codes sent to you through official Av, Inc communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not redeemable for cash; and (vi) may expire prior to your use.
SPECIAL FEATURES, FUNCTIONALITY, AND EVENTS
USE OF SERVICES
The Site, the Services, and the information and content available on the site and the Services are protected by copyright laws throughout the world, and all rights, titles, and interest in the site, the Services, and the information and content available on the site and the Services (other than Submissions) are exclusively owned by Av, Inc and its licensors. Subject to these Terms, we grant you a limited license to reproduce portions of Site and Services for the sole purpose of using the Services for your personal, noncommercial purposes.
Av, Inc's stylized name and other related graphics, logos, trademarks, service marks, and trade names used on or in connection with the Services are the property of Av, Inc and may not be used without our written permission in connection with any third-party products or services. Other trademarks, service marks, and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter, or obscure any copyright notice, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services.
The rights granted to you in these Terms are subject to the following restrictions: (i) you are prohibited from using the Site or Services: (a) for any unlawful purpose, (b) to solicit others to perform or participate in any unlawful acts, (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances, (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others, (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability, (f) to submit false or misleading information, (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services or of any related website, other websites, or the Internet, (h) to collect or track the personal information of others, (i) to spam, phish, pharm, pretext, spider, crawl, or scrape, (j) for any obscene or immoral purpose, or (k) to interfere with or circumvent the security features of the Services or any related website, other websites, or the Internet; (ii) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host, or otherwise commercially exploit the Services, including the Site; (iii) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other property of Av, Inc (including images, text, page layout, or form); (iv) you shall not use any metatags or other “hidden text” using Av, Inc’s name or trademarks; (v) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (vi) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means; and (vii) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services.
Any future release, update, or other addition to the Services shall be subject to these Terms. Av, Inc, our suppliers, and service providers reserve all rights not granted in these Terms. A breach or violation of any of the Terms may result in an immediate termination of your access and use of the Services.
We reserve the right to refuse Services to anyone for any reason at any time as permitted by applicable law. We reserve the right at any time to modify or discontinue the Services (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.
By entering into these Terms or using the Services, you agree to receive e-mail communications from us. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning your Account or the use of the Services, updates concerning new and existing Products and/or features on the Services, communications concerning promotions run by us or our third-party partners, and news concerning Av, Inc and industry developments. IF YOU WISH TO OPT OUT OF PROMOTIONAL E-MAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL E-MAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL E-MAIL ITSELF.
Certain content, products, and services available via our Services may include materials from third parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. When you click on such a link, we will not warn you that you have left the Services. When you leave the Services, our Terms and policies no longer govern. We do not control and are not responsible for such links. We provide these links only as a convenience. We are not responsible for examining or evaluating the content or accuracy, and we do not warrant, endorse, approve, or make any representations regarding and will not have any liability or responsibility for any third-party materials or websites or for any other materials, products, or services of third parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party. Your use of such third-party links and websites are solely at your own risk.
USER CONTENT SUBMISSIONS
You and the other users of the Services are solely responsible for any suggestions, feedback, ideas, inquiries, data, text, messages, and other materials you or a user upload, post, transmit, e-mail, share, distribute, reproduce, or otherwise make available on the site ("Submissions"). You acknowledge that all Submissions are the sole responsibility of the party from whom such content originated. This means that each User of the Services is entirely responsible for all Submission that such User makes available through the Services.
You hereby grant us a right and license on a perpetual, non-exclusive, irrevocable, worldwide, royalty-free, transferable basis, at any time, without restriction, edit, copy, publish, distribute, translate, display, and otherwise use in any medium any of your Submissions (in whole or in part) that you make available to us. Note that other users may search for, see, use, modify and reproduce any Submissions that you submit to any "public" area of the Services.
You agree that your Submissions will not violate any right of any third party, including copyright, trademark, privacy, right of publicity, or other personal or proprietary rights. You further agree not to engage in or assist or encourage others to engage in transmitting, uploading, posting, e-mailing, sharing, distributing, reproducing, or otherwise making available Submission that (a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (b) you do not have a right to make available under any law or under contractual or fiduciary relationships; (c) is known by you to be false, fraudulent, inaccurate or misleading; (d) you were compensated for or granted any consideration by any third party; or (e) infringes any patent, trademark, trade secret, copyright, privacy or other proprietary rights of any party; (f) contain any computer virus or other malware that could in any way impair the operation of the Service or any other website. You represent that you have all of the necessary rights to grant us the rights and license set forth herein to use your Submissions.
We have no obligation to pre-screen any content. You use all Submissions at your own risk.
We may, but have no obligation to, monitor, edit or remove any Submissions that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, or otherwise objectionable or violates any party's intellectual property or these Terms, or in connection with a review of Products, Submissions that (i) contain personal information or the likeness of another person, (ii) are libelous, harassing, abusive, obscene, vulgar, sexually explicit, or are inappropriate with respect to race, gender, sexuality, ethnicity, or other intrinsic characteristics; (iii) are clearly false or misleading; (iv) are unrelated to the Products offered on the site; or (v) violate these Terms.
Notwithstanding anything contained herein to the contrary, by submitting your Submissions to any forums, comment fields, or any other area on the Services, you hereby expressly permit Av, Inc to identify you by your username (which may be a pseudonym) or any combination of your first name, last initial and hometown as the contributor of your Submissions in any publication in any form, media or technology now known or later developed in connection with your Submissions.
ERRORS, INACCURACIES, AND OMISSIONS
Occasionally there may be information on our site or in the Services that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times, and availability. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the Services or on any related website, including, without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Services or on any related website should be taken to indicate that all information in the Services or on any related website has been modified or updated.
DELETION OF USER CONTENT
If you wish to delete your user content, such as your ratings and reviews posting(s), on our website or in connection with our mobile applications, please contact us by e-mail at email@example.com and include the following information in your deletion request: first name, user name/screen name (if applicable), e-mail address associated with our website and/or mobile applications, your reason for deleting the posting, and date(s) of posting(s) you wish to delete (if you have it). We may not be able to process your deletion request if you are unable to provide such information to us. Please allow up to 10 business days to process your deletion request.
DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES AND ANY PRODUCTS OFFERED THROUGH THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES AND ANY PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AVESENCE, OUR PARENTS, SUBSIDIARIES, AFFILIATES, PARTNERS, OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, LICENSORS, SERVICE PROVIDERS, SUBCONTRACTORS, SUPPLIERS, INTERNS, AND EMPLOYEES (THE "AVESENCE PARTIES") EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES CONCERNING THE AVAILABILITY, PLAYABILITY, DISPLAYABILITY, ACCURACY, PRECISION, CORRECTNESS, THOROUGHNESS, COMPLETENESS, USEFULNESS, OR CONTENT OF THE SERVICES OR INFORMATION ON THE SERVICES, AND THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES AND/OR PRODUCTS. THE AVESENCE PARTIES ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY, OR FAILURE TO STORE ANY CONTENT, USER COMMUNICATIONS, OR PERSONALIZATION SETTINGS. THE AVESENCE PARTIES MAKE NO WARRANTY, REPRESENTATION, OR CONDITION THAT: (a) THE SERVICES OR ANY PRODUCTS WILL MEET YOUR REQUIREMENTS OR (b) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (c) DATA NON-DELIVERY, MISDELIVERY, CORRUPTION, DESTRUCTION, OR OTHER MODIFICATION; (d) LOSS OR DAMAGES OF ANY SORT INCURRED AS A RESULT OF DEALINGS WITH OR THE PRESENCE OF OFF-WEBSITE LINKS ON THE SITE; (e) COMPUTER VIRUSES, SYSTEM FAILURES OR MALFUNCTIONS WHICH MAY OCCUR IN CONNECTION WITH YOUR USE OF THE SITE, INCLUDING DURING HYPERLINK TO OR FROM THIRD PARTY WEBSITES; (f) ANY INACCURACIES OR OMISSIONS IN CONTENT; OR (g) EVENTS BEYOND OUR REASONABLE CONTROL.
IF YOU RELY ON ANY DATA OR INFORMATION OBTAINED THROUGH OUR SERVICES, YOU DO SO AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS FROM YOUR USE OF SUCH DATA OR INFORMATION.
We are not responsible if information made available THROUGH THE SERVICES is not accurate, complete, or current. The material MADE AVAILABLE THROUGH THE SERVICES is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information. Any reliance on the material on this site is at your own risk. WE DISCLAIM ALL LIABILITY AND RESPONSIBILITY ARISING FROM ANY RELIANCE PLACED ON SUCH MATERIALS BY YOU, ANY USER OF THE SITE, OR ANY OTHER THIRD PARTY.
DESCRIPTIONS, IMAGES, REFERENCES, FEATURES, CONTENT, SPECIFICATIONS, PRODUCTS, PRICES, AND AVAILABILITY OF ANY PRODUCTS ARE SUBJECT TO CHANGE WITHOUT NOTICE. OUR CURRENT PRICES CAN BE FOUND ON THE SERVICES. THE INCLUSION OF ANY PRODUCTS ON THE SERVICES AT A PARTICULAR TIME DOES NOT IMPLY OR WARRANT THAT THESE PRODUCTS WILL BE AVAILABLE AT ANY TIME.
PLEASE CAREFULLY READ ALL INFORMATION PROVIDED BY US IN CONNECTION WITH ANY PRODUCT AND ON ANY PRODUCT LABEL OR PACKAGING BEFORE USING SUCH PRODUCT. EACH PERSON IS DIFFERENT, AND THE WAY ONE PERSON REACTS TO A PRODUCT MAY BE SIGNIFICANTLY DIFFERENT THAN THE WAY ANOTHER PERSON REACTS. YOU SHOULD CONSULT WITH YOUR PHYSICIAN OR OTHER QUALIFIED HEALTHCARE PROVIDER REGARDING ANY POTENTIAL INTERACTIONS BETWEEN THE PRODUCTS AND MEDICATIONS, AND/OR SUPPLEMENTS YOU ARE CURRENTLY TAKING.
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE AVESENCE PARTIES ARE NOT LIABLE FOR ANY CONDUCT, INCLUDING DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTIES ON THE SERVICES, INCLUDING WITHOUT ANY LIMITATION, ANY USERS OF THE SERVICES AND OPERATORS OF EXTERNAL SITES.
Disclaimer of Certain Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AVESENCE PARTIES SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE OR FOR INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, OR USE, BUSINESS INTERRUPTION OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT AVESENCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Cap on Liability. UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT THE AVESENCE PARTIES ARE LIABLE TO YOU EXCEED THE GREATER OF (A) THE TOTAL AMOUNT ACTUALLY PAID TO AVESENCE BY YOU DURING THE TWELVE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY, OR (B) ONE HUNDRED DOLLARS ($100).
Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN AVESENCE AND YOU.
TERMINATION AND ACCESS RESTRICTION
AV, Inc reserves the right, in its sole discretion, to terminate your access to the site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of California, and you hereby consent to the exclusive jurisdiction and venue of courts in California in all disputes arising out of or relating to the use of the site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and AV, Inc as a result of this agreement or use of the site. AV, Inc's performance of this agreement is subject to existing laws and legal processes, and nothing contained in this agreement is in derogation of AV, Inc's right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the site or information provided to or gathered by AV, Inc with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.
Unless otherwise specified herein, this agreement constitutes the entire agreement between the User and AV, Inc with respect to the site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the User and AV, Inc with respect to the site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.
You agree to indemnify, defend and hold harmless the AVESENCE Parties from any losses, costs, claims, liabilities, expenses, or demands, including reasonable attorneys' fees, made by any third party arising out of or relating to (i) your breach of these Terms of Service or the documents they incorporate by reference, (ii) your Submissions, (iii) your misuse of the Services; or (iv) your violation of any law or the rights of a third party; (v) resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or load on our infrastructure.
PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
It is our policy to terminate membership privileges of any user who repeatedly infringes copyright upon prompt notification to us by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our Avesence Inc. with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on the site of the material that you claim is infringing; (d) your address, telephone number, and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Contact information for our Copyright notice of claims of copyright infringement is as follows: Avesence, Inc. 10073 Valley View St., Suite 213, Cypress, CA 90630.
GENERAL PROVISIONS ENTIRE AGREEMENT
The failure by us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Services constitutes the entire agreement and understanding between you and us and govern your use of the Services and purchase of Products, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Nothing contained in these Terms and Conditions shall be construed as creating any agency, partnership, or other form of joint enterprise between us. Our failure to require your performance of any provision hereof shall not affect our full right to require such performance at any time thereafter, nor shall our waiver of a breach of any provision hereof be taken or held to be a waiver of the provision itself. In the event that any provision of these Terms and Conditions shall be unenforceable or invalid under any applicable law or be so held by any applicable arbitral award or court decision, such unenforceability or invalidity shall not render these Terms and Conditions unenforceable or invalid as a whole. However, these Terms and Conditions shall be modified, to the extent possible, by the adjudicating entity to most fully reflect the original intent of the parties as reflected in the original provision.
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
In the event that any provision of these Terms of Service is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
THESE TERMS OF SERVICE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW OR OTHER PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THESE TERMS OF SERVICE.
With respect to any dispute regarding the site, all rights and obligations and all actions contemplated by these Terms and Conditions shall be governed by the laws of California, as if the Terms and Conditions were a contract wholly entered into and wholly performed within California. Any dispute relating in any way to your visit to the site shall be submitted to confidential arbitration in California, and you submit to the jurisdiction and proceedings thereof, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights or the intellectual property rights of our affiliates, partners or licensors or otherwise have a cause of action in equity, we may seek injunctive or other appropriate relief in any court of competent jurisdiction, and you consent to jurisdiction and venue in any such court for such purposes.
Arbitration under this agreement shall be conducted under the Consumer-Related Disputes Supplementary Rules then prevailing with the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms and Conditions shall be joined to an arbitration involving any other party subject to these Terms and Conditions, whether through class arbitration proceedings or otherwise.
Changes to the Terms of Service.
AV, Inc reserves the right, in its sole discretion, to change the Terms under which www.avesence.com is offered. The most current version of the Terms will supersede all previous versions. AV, Inc encourages you to review the Terms to stay informed of our updates periodically.
The Services are controlled and offered by Av, Inc from its facilities in the United States of America. We make no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
The communications between you and Av, Inc use electronic means, whether you visit the Services or send Av, Inc e-mails, or whether Av, Inc posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Av, Inc in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications and documents that Av, Inc provides to you electronically will have the same legal effect that such communications or documents would have if they were set forth in "writing." The foregoing sentence does not affect your statutory rights.
These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
We shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, pandemic infections, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor, or materials.
QUESTIONS, COMPLAINTS, CLAIMS
If you have any questions, complaints, or claims with respect to the Services, please contact our customer service department using the contact information available on the Services. We will do our best to address your concerns.
Where we require that you provide an e-mail address, you are responsible for providing us with your most current e-mail address. In the event that the last e-mail address you provided to us is not valid or for any reason is not capable of delivering to you any notices required/permitted by these Terms, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to us at the following address: Avesence, Inc.,10073 Valley View St., Suite 213, Cypress, CA, 90630. Such notice shall be deemed given when received by us by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Services, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law.
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs, Consumer Information Center by contacting them either by e-mail firstname.lastname@example.org, in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
If you have any questions about the Terms of Service please contact us at Hello@avesence.com or mail any correspondence to Avesence, Inc.,10073 Valley View St., Suite 213, Cypress, California 90630.