Last Updated (Effective Date): September 1, 2023

1. Acknowledgement, Agreement, and Acceptance of Terms of Service 

The following Terms of Service (“Terms”) apply to and govern your access to and use of the website (the website you are now visiting - the "Site"), mobile website, social media site, software, email exchange of information, and any other digital platform, the Program (as defined in these Terms), including any services, features, pages, and functions contained or offered therein, including any transactions, orders, sales, purchases, or the acquisition of goods or products (collectively the “Service”), and all other online communication services that are owned, operated, or provided by Esse Organics LLC ("Esse", "we", or "us"), or any of its subsidiaries, divisions, and affiliates.

The use of the Services is subject to these Terms. By using the Services, you (“customer” or “you”) are entering into a legally binding agreement and you hereby agree to these Terms as well as any other terms, guidelines or rules (collectively, “Supplemental Rules”) that apply to any portion of the Services. If you do not agree to these Terms and any applicable Supplemental Rules, then you must not use or access the Services.  

Please read these Terms carefully as they may impact your rights and liabilities, and they specifically allow for Esse Organics to engage in mediation and arbitration to settle certain disputes and claims with us and address circumstances in which you waive your right to a jury trial and limits the manner in which you can seek relief from us. For purposes of these Terms, you and Esse Organics may each be referred to as a “party” or collectively the “parties”. If you have any questions about the Terms, please contact us at esse@esse-organics.com.  

These Terms are written in the English language. We do not guarantee the accuracy of any translated versions of these Terms. Any translations are for your convenience only. To the extent that any translated versions of these Terms conflict with the English language version, the English language version of these Terms shall control.  

Esse Organics offers the Service, including all information tools, services, goods, and products available, to you conditioned upon your acceptance of all terms, conditions, policies and notices stated herein or incorporated by reference. Please read these Terms carefully before using our Service or making any transaction, order or purchase. By making any transaction, order or purchase or by visiting or otherwise using the Service in any manner, you acknowledge and accept without limitation or qualification, that you have read and understood these Terms and you agree to be bound by them.

You also acknowledge, agree and consent to the terms of our Privacy Policy which is incorporated herein by reference. Additionally, by using the Service, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that transmissions to or through the Service may be intercepted by others, and users assume the risk of security breaches and all consequences resulting from them. In furtherance of the foregoing, registered users must safeguard their account credentials. Please let us know immediately if you suspect that your credentials have been compromised. Please do not send us any sensitive personal information. If for any reason you do not accept and agree to these Terms or those set forth in the Privacy Policy, then accessing the Service is strictly prohibited and you must immediately exit.

By using the Service, you represent and warrant that you are at least the legal age of majority in the jurisdiction in which you reside. The Service is not targeted for use by children under the age of 18. IF YOU ARE UNDER THE AGE OF EIGHTEEN (18) YOU ARE NOT AUTHORIZED TO USE THE SERVICE.

You are responsible for your use of the Service and for any consequences thereof. We reserve the right to change these Terms at any time and at our sole discretion. Any changes to the Terms will be effective immediately upon posting and you agree to the new posted Terms by continuing your use of the Service. It is your responsibility to check periodically for any changes we may make to these Terms. The date of the last update of the Terms is indicated at the top of these Terms. You may use the Services only if you can form a binding contract with Esse and are not a person barred from accessing the Services under the laws of the United States or other applicable jurisdictions. If you are using the Services on behalf of a business or organization, you are expressly representing that you have the full right and authority to use the Services and to take any actions on or related to the Services.These Terms affect your legal rights, responsibilities, and obligations, govern your use of the Service, are legally binding, limit Esse Organics liability to you, require you to indemnify Esse Organics, and to settle certain disputes through arbitration. Your continued use of the Services affirms your agreement to these Terms. If you do not wish to be bound by these Terms or any future modifications or amendments to these Terms, do not use the Service.

2. Copyright, Trademarks, License, and Access 

The Service and all of its content, including without limitation all copyrights, patents, trademarks, service marks, and trade names, as well as all logos, text, design, graphics, logos, icons, images, illustrations, photographs, video clips, reviews, audio clips, downloads, interfaces, code and software, as well as the selection and arrangement thereof, and all other intellectual property (collectively the “Content”), as well as all trademarks,  service marks, and trade names (collectively the "Marks") that appear within the Service are all proprietary and owned or controlled by Esse Organics, our licensors, partners, and certain other third parties. All right, title, and interest in and to the Content available via the Service is the exclusive property of and owned by Esse Organics, our licensors or certain other third parties, and is protected by United States and international copyright, trademark, trade dress, patent or other intellectual property and unfair competition rights and laws to the fullest extent possible. Unauthorized use of any Content or materials on the Services is strickly prohibited and may violate copyright and trademark laws. You may not display or reproduct the Marks in any manner without the prior written consent of Esse Organics, and you may not remove or otherwise modify in any manner any trademark notices from any Content offered or received through the Services. If you wish to use any Content, you need the express written persission of Esse Organics. To inquire about obtaining authorization to use the materials or content on the Service, please contact us at esse@esse-organics.com 

Esse Organics grants you a limited, revocable, nontransferable license to temporarily download one copy of the Service for personal, non-commercial transitory viewing only. This is not a transfer of title, right, or interest in the Service or Content. The license does not give you the right to, and you are strictly prohibited from, modifying or copying the Content, using the Content for any commercial purpose, publicly displaying the Content, attempting to decompile, disassemble, convert into human readable form any of the Content not intended to be so read (this includes using or directly viewing the underlying HTML or other code from the Services except as interpreted and displayed in a web browser); (c) copy, imitate, mirror, reproduce, distribute, publish, download, display, perform, post or transmit any of Content or Marks in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise; or (d) use any data mining, bots, spiders, automated tools or similar data gathering and extraction methods on Content or to collect any information from the Services or any other user of the Services, or reverse engineer the Content, removing any copyright, trademark, or other proprietary notations from the Content, or otherwise infringing upon the intellectual property rights of Esse Organics. This license shall automatically terminate if you violate any of these restrictions and may be terminated by Esse Organics at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.

Esse Organics owns and uses several trademarks on the Service, including but not limited to: Esse Organics, Nature's Gift, Esse Organics trade dress, and the Esse Organics logos and other marks. All rights reserved. Some features of the Service may now or in the future allow you to provide content, such as written comments or reviews, or responses to interactive content such as quizzes, to be published or displayed on public areas of the Service (“User Content”). All content submitted by you to the Service may be retained by us indefinitely, even after you terminate your account. By submitting any User Content, you grant to Esse Organics a perpetual, worldwide, irrevocable, non-exclusive, royalty-free license to use the User Content in any manner, including to create derivative works, without any compensation or notice to you. Your User Content may be posted and transmitted to others at your own risk. We cannot control the actions of other Users of the Service with whom you may choose to share your User Content.

In connection with your use of the Service, you agree that you will not:

• violate any local, state, provincial, national, or other law or regulation, or any order of a court;
• infringe, misappropriate or violate Esse Organics or any third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;
• interfere with or damage the Service, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
• “scrape,” “crawl” or “spider” any web pages or other services contained in the Service;
• display, mirror or frame the Service, or any individual element within the Service, Esse Organics name, any Esse Organics trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Esse Organics express written consent;
• access, tamper with, or use non-public areas of the Service, Esse Organics computer systems, or the technical delivery systems of Esse Organics providers;
• attempt to probe, scan, or test the vulnerability of any Esse Organics or network or breach any security or authentication measures;
• avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Esse Organics or any of Esse Organics providers or any other third party (including another user) to protect the Service or any of the Content on the Service;
• attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Service; or
• advocate, encourage, or assist any third party in doing any of the foregoing.

Any conduct by a user that in our discretion restricts or inhibits any other user from using or enjoying the Service is expressly prohibited.

Esse Organics reserves the right, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Service, or any portion of the Service, for any reason; (2) to modify or change the Service, or any portion of the Service, and any applicable policies or terms; and (3) to interrupt the operation of the Service, or any portion of the Service, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

 

3. Registration and Accounts

You represent and warrant that the information you provide to us upon creating an account via the Services and at all other times will be true, accurate, current, and complete. To facilitate future purchases on the Services, you may choose to create an account by providing an e-mail address and password. If you do create an account, your account is personal to you, and you may not share your account information with, or allow access to your account by, any third party. Any unauthorized use of your account will be your responsibility. You agree to use reasonable efforts to prevent unauthorized access to or use of the Services and to preserve the confidentiality of your email address, username and password on any device that you use to access the Services. If you have any reason to believe that your account or account password has been compromised, you agree to immediately (and within 24 hours) notify us by e-mail at esse@esse-organics.com.  You will be solely responsible for the losses incurred by us and others due to any unauthorized use of your account. 

4. Shipping, Returns, Prices, and Payments 

When you place an order for a product(s) through the Service, the product(s) will be shipped to the address you designate as the " Shipping Address" during the check out process. You are solely responsbile for any damages or losses associated with your failure to maintain a current or accurate Shipping Address. Risk of losss and title for any product(s) purchased via our Services pass to you upon delivery of such product to the carrier. You are responsible for filing any claims with carriers for damaged or lost shipments.

We do not accept returns of any kind except in cases of wrong product(s) being shipped. Each customer is limited to one return or exchange per customer. Returns are only permitted on the first order made through your account or through another account owned, controlled or operated by you. Returns must be submitted within 7 calendar days of your package being received by you and must be sent to us within 7 calendar days. Return shipping fees will be incurred by the customer and/or deducted from your refund. Return labels are sent to the email listed in your account. If you would like to return a product or good purchased via the Services, please contact us at esse@esse-ganics.com. We do not accept the return of any product or good that is not purchased via the Services. Shipping fees are non-refundable. You acknowledge, agree and consent to the terms of our Shipping & Returns Policy, which are incorporated herein by reference and can be accessed and reviewed through the provided links.

The price for all products available for purchase through the Services will be displayed to you on the Services. All monetary transactions on the Services take place in U.S. dollars. 

Esse Organics currently uses Stripe, PayPal, and other third-party service providers to process payments related to your purchase of goods and products via our Services. Your payment information is subject to the privacy policy and terms of use of these third-party providers. We highly recommend you review these policies before uploading any credit card information. Our third-party payment processors accept payments through various means such as Venmo, ACH, Installments, Credit and Debit cards, including Visa, MasterCard, American Express and Discover, as detailed on the applicable payment screen. 

Our digital gift cards and certificates are non-refundable. There are no expiration dates on Esse Organics gift cards and gift certificates. Promotions and coupon codes will not work on our gift cards and gift certificates. Our gift cards and gift certificate cannont be used to purchase more gift cards or gift certificates. 

 

5. Reviews

At times, we may allow you to post reviews, comments, photos, or similar materials on the Services (collectively, “Reviews”). You agree that any Reviews you submit must not harass, slander, malign, libel, defame, threaten, or otherwise violate any rights of any third-parties and must not include any profanity, obscene, indecent, pornographic, defamatory or unlawful material. By posting a Review on the Services or submitting one to us in any way, you hereby grant us an unrestricted, assignable, sublicensable, perpetual, royalty-free, fully paid up license throughout the world to reproduce, distribute, publicly display, transmit, communicate to the public, publicly perform on a through-to-the-audience basis, create derivative works from, and otherwise use and exploit your Review, for any purpose whatsoever, including promotion of Esse Organics, our products or the Services and grant us a royalty-free license to use the name, image, and likeness of any person identifiable in any Review you provide in the same manner. By posting or submitting a Review, you waive any and all rights of publicity, privacy or any other rights of a similar nature. You represent, warrant, and covenant that (i) you either are the sole and exclusive owner of the Review that you post to the Services, or you have all rights, licenses, consents, and releases that are necessary to grant to us the rights in your Review as contemplated under these Terms, and (ii) the Review you submit does not (A) infringe, misappropriate or violate the rights of any party or entity, including a third party’s patent, copyright, trademark, trade secret, moral rights, rights of publicity, rights of privacy or other intellectual property or proprietary rights, (B) constitute or result in defamation, libel, slander, or the violation of any applicable law or regulation (including, without limitation, restrictions on obscenity, child pornography, wiretap laws or other similar restrictions on nonconsensual recording, or otherwise), or (C) require us to obtain any licenses from or make any payments in any amounts to any third party throughout the world. 

You agree not to submit Reviews or upload any material that: (i) is or could be interpreted to be infringing, defamatory, libelous, inaccurate, unlawful, harmful, threatening, abusive, harassing, vulgar, offensive, obscene, pornographic, objectionable, hateful, or promotes discrimination, bigotry, racism, or hatred; or (ii) introduces viruses, time-bombs, worms, Trojan Horses and/or other harmful or malicious code to the Services. 

We have no obligation to monitor this Site or any portion thereof. However, we reserve the right to review any Reviews and remove, delete, redact or otherwise modify from the Site such Reviews, in our sole discretion, at any time and from time to time, without notice or further obligation to you. We have no obligation to display or post any Reviews on our Site, including your Review. Subject to our Privacy Policy, we reserve the right to disclose, at any time and from time to time, any information or posted in a Review that we deem necessary or appropriate, including without limitation to satisfy any applicable, law, regulation, contractual obligation, legal, dispute process, or governmental request. 

 

6. Creative Ideas 

If you send us feedback, creative ideas, suggestions, inventions, or materials (“Creative Ideas”), we will (a) own, exclusively, all now known or later discovered rights to the Creative Ideas; (b) not be subject to any obligation of confidentiality and will not be liable for any use or disclosure of any Creative Ideas; and (c) be entitled to unrestricted use of the Creative Ideas for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person. 

 

7. Discount and Offer Codes

At times, we may offer qualified consumers “discount codes”, “promotional codes”, “promo codes”, or “offer codes” through a variety of promotional activities and communications (collectively referred to herein as “offer codes”) that are redeemable towards a purchase on the Services, subject to certain exclusions or any other restrictions as may be determined and communicated by us. Only valid offer codes provided or promoted by Esse Organics will be honored at checkout. Codes supplied or promoted by third-parties unauthorized by us (including any unauthorized third-party websites) will not be considered valid. Each offer code provided by us is non-transferable and valid for single use on an product (or products) of merchandise as determined by us. Offer codes may not be combined and customers are limited to the use of a single offer code per order. For online purchases, the code must be entered in the ‘offer code’ field prior to checkout. We are not responsible for lost, stolen or corrupted codes or any unauthorized use of codes. Offer codes cannot be redeemed for cash or any cash equivalent; no substitutions or credits allowed. The dollar value of any offer code will not be refunded or credited back if any or all of the merchandise is returned. Expiry dates may apply to each offer code. Offer codes are void if copied, transferred, sold, exchanged or expired, and where prohibited. Requests not complying with all offer code requirements will not be honored. 

At times, we may engage spokespeople, influencers, bloggers, or other individuals or entities who have been compensated or incentivized to speak on behalf of the brand. When you receive an offer code via a third-party source, such as a television or radio show host, please note that such individuals may have been compensated by us for their statements. 

 

8. Communications 

When you visit the Services, use the Services or otherwise communicate with Esse Organics, you are communicating with us electronically. In so doing, you consent to receive communications from us electronically. We will do so by e-mail or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal or contractual requirement that such communication be in writing. 

9. Disclaimer, Waivers, and Limitations of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE SERVICE, INFORMATION, GOODS, AND MATERIALS MADE AVAILABLE OR PURCHASED THROUGH THE SERVICE ARE PROVIDED TO YOU "AS IS" WITHOUT ANY EXPRESS REPRESENTATIONS OR WARRANTIES OF ANY KIND, AND WE DISCLAIM ALL STATUTORY OR IMPLIED REPRESENTATIONS, WARRANTIES, TERMS, AND CONDITIONS WITH RESPECT TO THE SERVICE AND ALL SERVICES, INFORMATION, GOODS, AND MATERIALS MADE AVAILABLE THROUGH THE SERVICE, INCLUDING THE REPRESENTATIONS AND WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND TITLE. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE SERVICE (OR ANY PART THEREOF) WILL BE ACCURATE, COMPLETE, OR ERROR-FREE, NOR THAT ANY PARTICULAR SOFTWARE OR HARDWARE, WILL BE COMPATIBLE WITH THE SERVICE, AND YOU HEREBY AGREE THAT IT IS YOUR SOLE RESPONSIBILITY TO (A) OBTAIN AND PAY FOR ANY SOFTWARE, HARDWARE AND SERVICES (INCLUDING INTERNET CONNECTIVITY) NEEDED TO ACCESS AND USE THE SERVICE AND (B) ENSURE THAT ANY SOFTWARE, HARDWARE, AND SERVICES THAT YOU USE WILL FUNCTION CORRECTLY WITH THE SERVICE. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE SERVICE, INCLUDING ANY RELIANCE ON THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR MATERIALS MADE AVAILABLE THROUGH THE SERVICE.

WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND IN CONNECTION WITH THE SERVICE, NOR FOR ANY DAMAGES FOR LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION YOU HAVE PROVIDED IN CONNECTION WITH YOUR USE OF THE SERVICE, OR UNAUTHORIZED INTERCEPTION OF ANY SUCH INFORMATION BY THIRD PARTIES, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES. FURTHER, WE WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF THE SERVICE OR FROM ANY INFORMATION OR MATERIALS ON THE SERVICE. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICE IS TO STOP USING THE SERVICE. OUR MAXIMUM AGGREGATE LIABILITY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), OR OTHERWISE SHALL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO US IN THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

IT IS POSSIBLE THAT APPLICABLE LAW MAY NOT ALLOW FOR LIMITATIONS ON CERTAIN IMPLIED WARRANTIES OR EXCLUSIONS OR LIMITATIONS OF CERTAIN DAMAGES; SOLELY TO THE EXTENT THAT SUCH LAW APPLIES TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. IF APPLICABLE LAW PROHIBITS THE LIMITATION OR EXCLUSION OF A PARTY’S LIABILITY WITH RESPECT TO DEATH OR PERSONAL INJURY CAUSED BY SUCH PARTY’S NEGLIGENCE, FRAUD, OR ANY OTHER MATTER, THEN SUCH PARTY’S LIABILITY WILL NOT BE LIMITED OR EXCLUDED TO THE EXTENT OF SUCH PROHIBITION UNDER SUCH APPLICABLE LAW.

YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW, INCLUDING, TO THE EXTENT APPLICABLE, CALIFORNIA CIVIL CODE SECTION 1542 AND GEORGIA CODE 18-2-20, THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.

We do not represent or guarantee the truthfulness, accuracy, or reliability of materials or content, posted by third parties. You accept that any reliance on material posted by third-party service providers will be at your own risk. By using the Services you accept the risk that you might be exposed to materials and content that is objectionable or otherwise inappropriate. We may change, suspend, or discontinue any aspect of the Services at any time, including hours of operation or availability of the Services or any feature, without notice or liability.  

We make no representations about accuracy, reliability, completeness, or timeliness of any Content or the Services. Similarly, we make no representations about accuracy, reliability, completeness, or timeliness of any data from a third-party service provider or the quality or nature of third-party products or services obtained through the Services. Your use of the Services is at your own risk. We make no promises and disclaim all liability of specific results from the use of the Services.  

THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THE FOREGOING PARAGRAPHS APPLY REGARDLESS OF WHETHER THE LIABILITY IS BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF WARRANTIES, OR ANY OTHER LEGAL THEORY, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

10. Indemnification

Except to the extent prohibited under applicable law, you agree to indemnify, defend, and hold harmless Esse Organics and its officers, directors, employees, and agents from and against any and all claims, losses, liability, damages, costs, or expenses, including reasonable attorneys’ fees and costs, that may arise from or in connection with (a) your use of, or activities in connection with, the Service, including use of any good or product purchased through the Service or (b) violation of these Terms by you. If you fail to promptly indemnify and defend a covered claim, Esse Organics shall have the right to defend itself, and in such case, you shall promptly reimburse Esse Organics for all of its associated costs and expenses.

Notwithstanding any of these Terms, we reserve the right, without notice or attendant liability, and in our sole discretion, to terminate your license to use the Services, and to block or prevent future access to and use of the Services for any reason or no reason. Upon termination, these Terms will still apply. 

11. Other Sites

The Service may include links to other third-party websites and applications (“Linked Sites”). Esse Organics has not reviewed all of the information on the Linked Sites, does not maintain any of the Linked Sites, and cannot control the completeness, accuracy, or security of the content contained on any Linked Site. The content of, including materials and information contained on, any Linked Site is solely the responsibility of the provider of that Linked Site. Esse Organics and is not responsible for the contents of any such Linked Site, features, content, advertising, products, or other materials on other web site or applications, and the inclusion of any link to a Linked Site does not imply endorsement by Esse Organics of the Linked Site. You are responsible for evaluating whether you want to access or use them. Use of any such linked web site is at the user’s own risk and we disclaim all liability arising from your use of them.

The views and opinions expressed in Linked Sites are those of the authors or third parties and do not necessarily reflect the official policy or position of Esse Organics. If you decide to access any Linked Site, you do this entirely at your own risk. References to any names, marks, products, or services of any third parties, third-party information, or Linked Sites are provided solely as a convenience to you, and do not constitute or imply an endorsement, sponsorship or recommendation of, or affiliation with, the third party or its products and services. Esse Organics makes no representation or warranty as to any Linked Site, content, products or services, and you agree that Esse Organics shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third-party content, products, or services available on or through any Linked Site or similar resource.

AS PERMITTED BY APPLICABLE LAW, WE SHALL UNDER NO CIRCUMSTANCES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL OR SPECIAL LOSS, OR OTHER DAMAGE, WHETHER ARISING FROM NEGLIGENCE, BREACH OF CONTRACT, DEFAMATION, INFRINGEMENT OF COPYRIGHT, OR OTHER INTELLECTUAL PROPERTY RIGHTS, CAUSED BY THE EXHIBITION, DISTRIBUTION, OR EXPLOITATION OF ANY INFORMATION OR CONTENT CONTAINED ON ANY LINKED SITE OR ANY GOODS OR SERVICES AVAILABLE FROM ANY THIRD-PARTY SERVICES.

12. Governing Law

By accessing the Services, you agree that the statutes and laws of the United States and the state of Georgia, USA, without regard to conflicts of laws principles, will apply to all matters relating to use of the Service. You further agree that any litigation, action, or proceeding arising out of or related to these Terms shall be subject to the sole and exclusive jurisdiction of the state of Georgia and that venue shall be in an appropriate state or federal court located in Fulton County, Georgia. You hereby submit to the jurisdiction and venue of said courts and consent to service of process by email in any legal proceeding.

13. Arbitration

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO MEDIATE AND ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH ESSE ORGANICS AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.  

The parties agree that in the event of any all dispute, claim, suit, or controversy arising out of or in any way connected with these Terms and the use of the Service (collectively, “Disputes”), the parties shall participate in a non-binding mediation in a good faith attempt to resolve the Dispute.  The parties shall split mediation costs and each party shall bear its own attorney’s fees for the mediation. The mediation shall be held in Fulton County, Georgia.

Binding Arbitration. In the event non-binding mediation does not resolve the Dispute, the Dispute shall be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) under the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the AAA, as modified by these Terms.  There shall be one (or if either party so requests, then by a panel of three arbitrators) appointed in accordance with the Rules, and you waive your rights to have any and all Disputes resolved in a court; provided, however, that this agreement to arbitrate does not extend to Disputes in which either party seeks (i) injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, (ii) the right to pursue enforcement actions through applicable U.S. federal, state, or local agencies where such actions are available, or (iii) injunctive relief in a U.S. court of law. The language of the arbitration shall be English. The arbitration proceedings and decision of the arbitrator(s) shall be kept confidential (and may not be disclosed) by the parties or the arbitrator(s), except to the extent necessary to compel any award made by the arbitrator(s).  

No Class Arbitrations, Class Actions or Representative Actions.  Any Dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding.  There will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals.  Further, a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.  

Location.  The location of the arbitration shall be in Fulton County, Georgia.

Authority of Arbitrator(s).  As limited by the AAA Rules and these Terms, the arbitrator(s) will have (i) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and (ii) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator(s) do not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms, or to award punitive damages or any other damages that are not compensatory.  The arbitrator(s) may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. 

Jurisdiction. To the extent that any lawsuit or court proceeding is permitted under these Terms, to the fullest extent permitted by law you agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located in Fulton County, Georgia for the purpose of litigating all such disputes.  You also waive your rights to a jury trial.

Time Limit for Claims. Any claim under these Terms must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. You agree to the admissibility of computer records and electronic evidence in any dispute herein.

Severability of Dispute Resolution; Arbitration.  In the event the provisions in this Dispute Resolution Section are held invalid or unenforceable, then this Arbitration Section, in its entirety, will cease to apply, and the parties will not be obligated to arbitrate any Disputes.

14. Class Action Waiver 

You and Esse Organics agree that each party may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. Notwithstanding any provision in the AAA Rules to the contrary, the arbitrator shall not have the authority to hear the arbitration as a class, consolidated, representative, or private attorney general action or to consolidate, join, or otherwise combine any dispute, claim or controversy of different persons into one proceeding. Notwithstanding the arbitration provision set forth above, if the provision regarding waiver of class, collective, representative, and private attorney general claims is found to be void or otherwise unenforceable, any such class, collective, representative, or private attorney general claims must be heard and determined through an appropriate court proceeding in any court of competent jurisdiction in Delaware, and not in arbitration.

Our failure to partially or fully exercise any rights or our waiver of any breach of these Terms by you shall not prevent our subsequent exercise of such right or be deemed a waiver by us of any subsequent breach by you of the same or any other term of these Terms. Our rights and remedies under these Terms and any other applicable agreement between you and us shall be cumulative, and the exercise of any such right or remedy shall not limit our right to exercise any other right or remedy. 

15. DMCA

Esse Organics complies with the copyright notice-and-takedown procedures set out in the United States Digital Millennium Copyright Act (DMCA), which applies to content reported and removed for violating U.S. copyrights. Please note that any notice or counter-notice you submit must be truthful and must be submitted under penalty of perjury. A false notice or counter-notice may give rise to personal liability. You may therefore want to seek the advice of legal counsel before submitting a notice or a counter-notice. We may share any notices and counter-notices submitted to us with others including your contact information, and by submitting any notices, you agree you have no expectation of privacy in your submission.

Content owners of copyrighted material or their representing agents may submit a DMCA notice to our registered Copyright Agent if they believe that infringing activity has taken place on our Service. The abuse team will only consider valid reports of infringement, and you may submit a complete DMCA notice that features all of the points described below only if the representing party sending the request is the content owner or the authorized agent acting on behalf of the copyright owner. If you are not sure if Esse Organics has control over the allegedly infringed content, please obtain legal representation before contacting us. To be effective under the DMCA, any notification of claimed infringement must be in a written communication that includes substantially the following which must include a certification made under penalty of perjury:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed, as well as information sufficient for Esse Organics to determine the legitimacy of the signature and the identity of the signatory;
2. Identification of the copyrighted work claimed to have been infringed, or, if a single notification covers multiple copyrighted works at a single online site, a representative list of such works at that site, including citation to the applicable copyright registrations where available;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Esse Organics to locate the material, including a timestamp and visible identification of the material in a screenshot or comparable medium, with all metadata intact, as well as a hyperlink or URL to the website or online content at issue;
4. Information reasonably sufficient to permit Esse Organics to contact the complaining party, including an email address, telephone number, and, if available, physical mail address;
5. A statement 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
6. A statement that the information in the notification 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.
7. Any such notifications of claimed infringement must be sent to the below contact with the subject line “DMCA NOTICE:”

Esse Organics ATTN Legal Dept., 650 Ponce De Leon Ave, Ste. 300 #3389, Atlanta, GA 30308. esse@esse-organics.com

Please note if any notification of claimed infringement does not meet the above requirements, Esse Organics has no responsibility to respond to or act on any such defective notification of claimed infringement.

If you receive a notification of claimed infringement, you may submit a counter notification to us under the DMCA. It must include the following, which includes a certification made under penalty of perjury:

1. Your physical or electronic signature, as well as information sufficient for Esse Organics to determine the legitimacy of the signature and the identity of the signatory;
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
4. Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District court (i) in the judicial district where your address is located if the address is in the United States, or (ii) located in the District of Georgia, if your address is located outside the United States, and that you will accept service of process from the Complainant submitting the notice or the Complainant’s authorized agent.
5. Any such counter notification must be sent to: Esse Organics ATTN Legal Dept., 650 Ponce De Leon Ave, Ste. 300 #3389, Atlanta, GA 30308. esse@esse-organics.com

16. Additional Terms 

These Terms, other Esse Organics policies cited herein, and Additional Terms (as defined below) constitute the entire agreement between you and Esse Organics and govern your use of the Services, superseding any prior agreements between you and Esse Organics relating to your use of the Services. You will be subject to additional terms and conditions when you purchase products; participate in a sweepstakes, contest, or other promotion; or use or download software (collectively, “Additional Terms”). No text or information set forth on any other purchase order, preprinted form or document shall add to or vary the terms and conditions of these Terms. If any provision of these Terms is held to be invalid by any law, rule, order, or regulation of any government or by the final determination of any state or federal court, such invalidity shall not affect the enforceability of any other provision of the Terms. The failure of Esse Organics to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

When you access or use the Service or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You may preserve these Terms in written form by printing it for your records, and you waive any other requirement that these Terms be evidenced by a written document.

When you complete forms online or otherwise provide information in connection with the Program, you agree to provide accurate, complete, and true information. You agree not to use a false or misleading name or a name that you are not authorized to use. If, in Esse Organics sole discretion, we believe that any such information is untrue, inaccurate, or incomplete, or you have opted into the Program for an ulterior purpose, we may refuse you access to the Program and pursue any appropriate legal remedies.

You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Service, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.

All provisions of these Terms are severable, and the unenforceability or invalidity of any of the provisions will not affect the enforceability or validity of the remaining provisions.

Esse Organics failure to insist on or enforce strict performance of these Terms shall not be deemed a waiver by Esse Organics of any provision or any right it has to enforce these Terms.  Any such waiver must be in writing in order to be effective.  These Terms shall not be interpreted or construed to confer any rights or remedies on any third parties.

No joint venture, partnership, employment, or agency relationship exists between you and Esse Organics as a result of this Agreement or use of the Service.

You may not assign any of your rights under these Terms, and any such attempt will be null and void. Esse Organics may, in its sole discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms to any affiliate of Esse Organics or to another third party in the event that some or all of the business of Esse Organics is transferred to such other third party by way of merger, sale of its assets or otherwise.

The parties declare that they have required that these Terms and all documents related hereto, either present or future, be drawn up in the English language only. Any rights not expressly granted herein are reserved

At times, we review these Terms to ensure that they comply with applicable law. Consequently, we reserve the right to update and revise these Terms at any time. We will notify you if these Terms are updated by updating the “Last Updated” section of these Terms. These Terms are effective as of the “Last Updated” date provided herein. Your continued use of the Services signifies your consent to the Terms, as of the “Last Updated” date. 

Notice for California Users: Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210.

Although Esse Organics will in most circumstances be able to receive your communications, Esse Organics does not guarantee that it will receive such communications timely and accurately and shall not be legally obligated to read, act on, or respond to any such email or other information. Be aware that your email communications to Esse Organics may not be secure and will not be treated as confidential.