Terms and Conditions

Last updated: May 03, 2020

Please read these terms and conditions carefully before using Our Service.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions.

The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

Affiliate means an entity that controls, is controlled by, or is under common control with a party, where “control” means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Mis en Place, LLC, Philadelphia, PA 19129.
Country refers to Pennsylvania, United States
Device means any device that can access the Service such as a computer, a cellphone, or a digital tablet.
Service refers to the Website.
Terms and Conditions (also referred to as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
Third-party Social Media Service means any services or content (including data, information, products, or services) provided by a third party that may be displayed, included, or made available by the Service.
Website refers to http://www.misenpl.com
You means the individual accessing or using the Service, or the Company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

License

Unless otherwise stated, misenpl.com and/or its licensors own the intellectual property rights for all material on misenpl.com. All intellectual property rights are reserved. You may access this from misenpl.com for your personal use subject to restrictions set in these terms and conditions.

Restrictions

You must not:

Republish material from misenpl.com
Sell, rent, or sub-license material from misenpl.com
Reproduce, duplicate, or copy material from misenpl.com
Redistribute content from misenpl.com

No Warranties

This website is provided “as is,” with all faults, and misenpl.com makes no express or implied representations or warranties, of any kind related to this website or the materials contained on this website.

Limitation of Liability

In no event shall misenpl.com, nor any of its officers, directors, and employees, be held liable for anything arising out of or in any way connected with your use of this website, whether such liability is under contract. misenpl.com, including its officers, directors, and employees shall not be held liable for any indirect, consequential, or special liability arising out of or in any way related to your use of this website.

Indemnification

You hereby indemnify to the fullest extent misenpl.com from and against any and/or all liabilities, costs, demands, causes of action, damages, and expenses arising in any way related to your breach of any of the provisions of these terms.

Severability

If any provision of these terms is found to be invalid under any applicable law, such provisions shall be deleted without affecting the remaining provisions herein.

Variation of Terms

misenpl.com is permitted to revise these terms at any time as it sees fit, and by using this website, you are expected to review these terms regularly.

Entire Agreement

These terms constitute the entire agreement between misenpl.com and you concerning your use of this website and supersede all prior agreements and understandings.

Governing Law & Jurisdiction

These terms will be governed by and interpreted following the laws of the state of Pennsylvania, USA, and you submit to the non-exclusive jurisdiction of the state and federal courts located in Philadelphia, PA USA for the resolution of any disputes.

The following activities are expressly prohibited on this website:

Use of Bots, Crawlers, and Automated Systems: Users are strictly prohibited from using any automated tools, including but not limited to bots, spiders, crawlers, or any automated means to access or interact with this website without explicit permission from the website owner.
Data Harvesting and Scraping: Scraping, extracting, or harvesting data, including user information, content, or any other material from this website through automated means is strictly prohibited.
Interference with Site Operations: Any action that disrupts, interferes with, or imposes an unreasonable burden on the infrastructure, servers, or networks connected to this website is prohibited.
Unauthorized Access: Users must not attempt to gain unauthorized access to any portion of the website, its systems, or networks.
Manipulation of Content or Functionality: Any attempt to manipulate or alter the content, functionality, or performance of this website, including through the use of automated systems, is strictly prohibited.

Consequences of Violation

Violation of these prohibitions may result in immediate suspension or termination of your account, as well as legal action where necessary. The website reserves the right to take appropriate legal action against any user found engaging in these prohibited activities.

Liquidated Damages Clause

In the event of a breach of contract by either party, the breaching party agrees to pay the non-breaching party liquidated damages as compensation for the harm caused by the breach. The parties hereby agree that determining the actual damages resulting from such a breach may be difficult and impractical. Therefore, the parties agree that in the event of a breach:

Breach Circumstances: If You breach the terms of this agreement by any means listed in the activities that are expressly prohibited on this website as stated above, you shall pay the Company the sum of $10,000 for each instance as liquidated damages.
Calculation of Damages: The parties agree that the specified amount represents a reasonable estimation of the harm that might result from the breach and is not intended as a penalty but rather as a reasonable measure of compensation for damages incurred.
No Limitation of Remedies: The liquidated damages specified herein are not intended to limit or restrict the non-breaching party from seeking other remedies available under law or equity.
Mitigation of Damages: The non-breaching party agrees to take reasonable steps to mitigate any damages suffered as a result of the breach.

Enforcement of Clause

Both parties acknowledge and agree that this, “liquidated damages clause” is a material provision of this agreement and shall be enforceable to the fullest extent permitted by law. If any part of this clause is deemed unenforceable or invalid, the remainder of the clause and the agreement shall remain in full force and effect.

Links to Other Websites

Our Service may contain links to third-party websites or services that are not owned or controlled by the Company.

The Company has no control over and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that the Company 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 the use of or reliance on any such content, goods, or services available on or through any such web sites or services.

We strongly advise You to read the terms and conditions and privacy policies of any third-party websites or services that You visit.

Termination

We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.

Upon termination, Your right to use the Service will cease immediately.

Limitation of Liability

Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount paid by You through the Service or 100 USD if You haven’t purchased anything through the Service.

To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party’s liability will be limited to the greatest extent permitted by law.

“AS IS” and “AS AVAILABLE” Disclaimer

The Service is provided to You “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its behalf and on behalf of its Affiliates and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, concerning the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking. It makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems, or services, operate without interruption, meet any performance or reliability standards, or be error-free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the Company’s providers make any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations outlined in this section shall be applied to the greatest extent enforceable under applicable law.

Governing Law

The laws of the Country, excluding its conflicts of law rules, shall govern these Terms and Your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws.

Disputes Resolution

If You have any concerns or disputes about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require the performance of an obligation under this Terms shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms and Conditions may have been translated if We have made them available to You on our Service.
You agree that the original English text shall prevail in the case of a dispute.

Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days’ notice before any new terms take effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.