terms of use

 

MISHA ESSENTIALS INC. ("MISHA ESSENTIALS"), AS A CONVENIENCE TO YOU GRANTS YOU ACCESS TO ITS WEBSITES, ACCESSIBLE VIA WWW.MISHA ESSENTIALS.COM(COLLECTIVELY, THE "SITE") CONDITIONED ON YOUR ACCEPTANCE OF THE TERMS, CONDITIONS AND NOTICES CONTAINED HEREIN (THESE "TERMS OF USE"). FOR THE PURPOSES OF THESE TERMS OF USE, "CONTENT" MEANS, COLLECTIVELY, ANY TEXT, IMAGES, SOFTWARE, SOURCE CODE, APPLICATIONS, SPECIFICATIONS, AUDIO FILES, ARTICLES, AND OTHER INFORMATION OR CONTENT AVAILABLE THROUGH THE SITE THAT ARE NOT SUBMISSIONS (AS DEFINED BELOW).

 

1. Acceptance of Terms.

 

 

PLEASE READ THESE TERMS OF USE AND MISHA ESSENTIALS' PRIVACY POLICY CAREFULLY. BY USING THE SITE, YOU AGREE TO THESE TERMS OF USE, AND YOU CONSENT TO THE COLLECTION, USE AND DISCLOSURE OF INFORMATION AS DESCRIBED IN OUR PRIVACY POLICY. IF YOU DO NOT AGREE TO THESE TERMS OF USE AND THE TERMS AND CONDITIONS OF OUR PRIVACY POLICY, YOU MUST EXIT THE SITE IMMEDIATELY AND DISCONTINUE ANY USE OF ANY CONTENT YOUR USE OF THIS SITE SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. MISHA ESSENTIALS CAN CHANGE THESE TERMS AT ANY TIME BY POSTING UPDATED TERMS OF USE ON THIS SITE AND BY SENDING REGISTERED USERS AN EMAIL NOTICE OF THE CHANGES. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOU SHALL CEASE USING THIS SITE. IF YOU DO NOT CEASE USING THIS SITE, YOU WILL BE DEEMED TO HAVE ACCEPTED THE CHANGE.

 

You are also subject to the Misha Essentials Privacy Policy

 

These Terms of Use are effective as of September 18, 2009.

 

2. Use and Restrictions.

 

The Site is provided solely as a convenience to you for non-commercial use. You may use the Site only in accordance with all applicable laws and regulations and with these Terms of Use. You acknowledge and agree that Misha Essentials, in its sole discretion and without notice or any further obligation to you, may temporarily suspend or permanently discontinue your, and refuse any and all current and future, access to or use of the Site. You further agree that you will not: (a) modify, distribute, transmit, display, perform, reproduce, publish, license, create derivative works of, transfer, or sell any Content; (b) other than for your use of the Site as expressly permitted in these Terms of Use, access or attempt to access any systems or servers on which the Site is hosted or modify or alter the Site in any way; or (c) forge headers, create a false identity or otherwise manipulate identifiers in order to deceive others or disguise the origin of any Content or other information transmitted to or via the Site.

 

3. Trademark

 

All trademarks, service marks, trade names, logos and trade dress, whether registered or unregistered (collectively the "Marks") that appear on the Site are proprietary to Misha Essentials or such marks' respective owners. You may not display or reproduce the Marks other than with the prior written consent of Misha Essentials, and you may not remove or otherwise modify any trademark notices from any Content.

 

4. Submissions

 

You acknowledge that you are responsible for the information, profiles, goals, opinions, messages, comments, photos and other content or material that you submit, upload, post or otherwise make available on or through the Site (each a "Submission") and through the services available in connection with this Site, and that you, and not Misha Essentials, have full responsibility for each such Submission you make, including its legality, reliability, appropriateness, and trademark and copyright ownership. Unless otherwise explicitly stated herein or in the Misha Essentials Privacy Policy, you agree that any Submission provided by you in connection with this Site is provided on a non-proprietary and non-confidential basis. You agree that Misha Essentials is free to use a Submission for the purpose of providing you with the associated services and you grant Misha Essentials a sub licensable, perpetual, nonexclusive, worldwide, royalty-free license to (in any media, whether now known or not currently known or invented) link to, utilize, use, publicly perform, publicly display, reproduce, distribute, modify and prepare derivative works of the Submission. Additionally, Misha Essentials agrees to use all of your Submissions in accordance with Misha Essentials' Privacy Policy applicable to personally identifiable information. YOU RETAIN OWNERSHIP OF ANY COPYRIGHTS OR OTHER INTELLECTUAL PROPERTY RIGHTS IN YOUR SUBMISSIONS.
You further agree that you will not upload, post or otherwise make available on this Site any material protected by copyright, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark or other proprietary right owned by a third party, and the burden of determining whether any material is protected by any such right is on you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from any Submission that you make.
You represent and warrant that: (i) you own all Submissions posted by you on or through this Site or otherwise have the right to grant the licenses to Misha Essentials set forth in this section, and (ii) the posting of your Submissions on or through this Site does not violate the privacy rights, publicity rights, trademark rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Submissions posted by you to or through this Site.
When submitting Submissions to or otherwise using this Site and/or the services, you agree not to, without limitation:

• Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
• Use racially, ethnically, or otherwise offensive language.
• Discuss or incite illegal activity.
• Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated).
• Post anything that exploits children or minors or that depicts cruelty to animals.
• Post any copyrighted or trademarked materials without the express permission from the owner.
• Disseminate any unsolicited or unauthorized advertising, promotional materials, 'junk mail', 'spam', 'chain letters', 'pyramid schemes', or any other form of such solicitation.
• Use any robot, spider, scraper or other automated means to access the Site.
• Take any action that imposes an unreasonable or disproportionately large load on our infrastructure.
• Alter the opinions, goals, profiles or comments posted by others on this Site.

This list of prohibitions provides examples and is not complete or exclusive. Misha Essentials reserves the right to (a) terminate your access to your account, your ability to post to this Site (or the services) and (b) refuse, delete or remove any Submissions; with or without cause and with or without notice, for any reason or no reason, or for any action that Misha Essentials determines is inappropriate or disruptive to this Site or to any other user of this Site and/or services. Misha Essentials may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at Misha Essentials' discretion, Misha Essentials will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this Site or on the Internet.

 

These prohibitions do not require Misha Essentials to monitor, police or remove any Submissions or other information submitted by you or any other user.

 

5. Feedback

 

If you submit any feedback or ideas about our products and services to this Site, you hereby assign and agree to assign to Misha Essentials all right, title and interest in and to such feedback.

6. Modifications

Any Content offered or posted on the Site is subject to modification or discontinuation at any time and from time to time without notice or obligation to you. Without limiting the foregoing, Misha Essentials reserves the right, in its sole discretion, to charge fees for the use or purchase of, or access to, any products, services or Content offered through the Site, at any time and from time to time.

 

7. Links to Third Party Websites

 

The Site may contain links to websites and other resources operated by third parties other than Misha Essentials. Such links are provided solely as a convenience to you. Misha Essentials does not control such websites, and is not responsible for the content, products, services or information offered by any third parties. The inclusion of links to such websites on the Site does not imply any endorsement of any website or the content, products or services offered, advertised, endorsed or promoted by any third party, or of any company or person. If you decide to access any third party websites or acquire any third party products or services, you do so entirely at your own risk, and you may be subject to the terms and conditions and the privacy policies imposed by such third parties.

 

8. Warranties and Disclaimer

 

THE SITE, SUBMISSIONS AND ANY CONTENT PROVIDED VIA THE SITE, INCLUDING LINKS, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITH NO WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MISHA ESSENTIALS DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE, SUBMISSIONS, THE CONTENT AND ANY PRODUCTS OR SERVICES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, FREEDOM FROM ERRORS, OMISSIONS, COMPUTER VIRUSES OR OTHER MALICIOUS OR UNAUTHORIZED CODE OR PROGRAMS, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION, MISHA ESSENTIALS DOES NOT REPRESENT OR WARRANT THAT THE SITE, SUBMISSIONS, CONTENT OR ANY PRODUCTS, SERVICES OR ANY OTHER INFORMATION ACCESSIBLE VIA THE SITE IS SECURE, ACCURATE, COMPLETE OR CURRENT OR THAT ANY PARTICULAR PRODUCTS OR INVENTORY WILL BE AVAILABLE AT ANY PARTICULAR STORE. AS A CONDITION OF YOUR USE OF THE SITE, YOU WARRANT TO MISHA ESSENTIALS THAT YOU WILL NOT USE THE SITE FOR ANY PURPOSE THAT IS UNLAWFUL OR PROHIBITED BY THESE TERMS OF USE.

 

9. Limitation of Liability

 

MISHA ESSENTIALS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND THIRD PARTY PARTNERS WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, MULTIPLIED OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER, WHETHER OR NOT SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER UNDER CONTRACT, TORT OR ANY OTHER THEORY, INCLUDING, WITHOUT LIMITATION, ARISING OUT OF OR IN CONNECTION WITH ANY LOSS OR OTHER DAMAGES IN CONNECTION WITH ANY UNAVAILABILITY OR NONPERFORMANCE OF THE SITE, ERRORS, OMISSIONS, VIRUSES AND MALICIOUS CODE. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

 

10. Copyright and Trademark Infringements

 

Notification:
Misha Essentials respects the intellectual property rights of others, and we ask you to do the same. Misha Essentials may, in appropriate circumstances and at our discretion, terminate service and/or access to this Site for users who infringe the intellectual property rights of others. If you believe that your work is the subject of copyright infringement and/or trademark infringement and appears on our Site, please provide Misha Essentials' designated agent the following information:

• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• Identification of the copyrighted and/or trademarked work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.
• 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 at the Site, and information reasonably sufficient to permit Misha Essentials to locate the material.
• Information reasonably sufficient to permit Misha Essentials to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law.
• A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Misha Essentials' agent for notice of claims of copyright or trademark infringement on this Site can be reached as follows:

 

By mail:
Attention: Michelle Morrison
Misha Essentials Inc.
PO Box 73518 – 1014 Robson St.
Vancouver BC 
V6E 4L9

 

Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

 

11. Governing Law

 

All litigation, court proceedings, arbitration proceedings, mediation proceedings, lawsuits, court hearings and other hearings or actions initiated in connection with the Site and/or the Content must and will be venued exclusively in Vancouver, BC, Canada. These Terms of Use and the relationship between you and Misha Essentials will be governed by the laws of the Vancouver, BC, Canada without giving effect to principles of conflict of laws of any jurisdiction.

 

12. Miscellaneous

 

If any provision of these Terms of Use is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability will not affect the effectiveness or validity of any provision in any other jurisdiction, and these Terms of Use will be reformed, construed and enforced in such jurisdiction as if such provision had never been contained herein. Any headings or titles herein are for convenience only. The official language of these Terms of Use exclusively shall be, and all communications and agreements between Misha Essentials and you and any proceedings in connection with these Terms of Use and/or your use of the Site, exclusively shall be made in, the English language. Misha Essentials and you waive any rights they may have under any other law to have these Terms of Use written in another language, and any translation of this Terms of Use will be for convenience only. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Misha Essentials as a result of these Terms of Use, our Privacy Policy or any use of the Site. Misha Essentials' performance of these Terms of Use is subject to existing laws and legal process, and nothing contained in these Terms of Use or our Privacy Policy is in derogation of Misha Essentials' right to comply with law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Misha Essentials with respect to such use. These Terms of Use and our Privacy Policy constitute the entire agreement between you and Misha Essentials with respect to the Site, and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Misha Essentials with respect to the Site.