Conditions of Use of Products and Services provided by eTherapy Solutions LLC
This Services Agreement (the "Agreement") is between eTherapy Solutions LLC, a Utah Limited Liability Company, located at PO Box 402 Centerville Utah 84014 ("eTherapy Solutions LLC") and the Subscriber named on an Order Form between Subscriber and eTherapy Solutions LLC. The terms of this Agreement shall apply to the Services and Products provided under the Order Form and this Agreement. When accepted by a Subscriber, the Order Form shall evidence the subscription for Services and purchase of Products including the Terms and Conditions below.
1. SERVICES SUBSCRIPTION.
The Services and Products comprise the Services and Products described in one or more Order Forms (which may include on-line Order Forms) that reference these Terms and Conditions. Subject to Subscriber's completion of the applicable Order Form, acceptance of this Agreement and payment of applicable fees, eTherapy Solutions LLC grants to Subscriber the nonexclusive right, subject to the terms and conditions of this Agreement, to (a) access and use the Services and Products in accordance with their descriptions and intended use as set forth in the Order Form; (b) use the Services and Products solely for Subscribers personally purposes and not on behalf of any third party(ies); and (c) make one (1) copy of on-line materials solely for archival or backup purposes or for reference use while not on-line.
Except as otherwise provided in this section, no additional copies of any materials provide with the Services or Products shall be made without eTherapy Solutions LLC® prior written consent. All titles, trademarks, copyrights and restricted rights notices shall be reproduced in such copies. All archival and backup copies of the materials are subject to the terms and conditions of this Agreement.
Subscriber acknowledges and agrees that use of the Services may include transmission and storage of data through one or more eTherapy Solutions LLC hosting servers. Data stored on or relayed through an eTherapy Solutions LLC hosting service is transmitted in encrypted form and is handled in a manner consistent with accepted standards for secure transmission of materials over the internet.
2. CONDITIONS OF USE OF PRODUCTS AND SERVICES.
Before accessing the Products and Services of eTherapy Solutions LLC, it is important that you understand the scope of services and their relationship with traditional therapeutic approaches. Before accessing any Products or Services or taking part in any exchange of communications (including but not limited to email, message boards, and chat sessions) on the eTherapy Solutions LLC site, you understand and agree:
That you have read, understood, and accepted these Terms of Use by clicking on the [I Accept] button before continuing to the Subscription Agreement Terms and Conditions;
That you have, ready understood, and accepted the Subscription Agreement Terms and Conditions by clicking on the [I Accept] button;
That you are over eighteen (18) years of age and have provided a correct legal name and physical mailing address in connection with taking part in any communications or in subscribing for any Products or Services;
That you are not currently under professional treatment mandated by any governmental entity;
That you are not feeling suicidal or harboring serious thoughts of harming yourself or others;
That you understand and agree that all communications and all access to eTherapy Solutions LLC Products and Services are deemed to take place within the State of Utah and that the use of internet facilities to access the Products and Services is the equivalent of a physical visit to eTherapy Solutions LLC Utah facilities;
3. RIGHTS AND OBLIGATIONS.
eTherapy Solutions LLC retains all title, copyright and other proprietary rights in the Services and Products, including but not limited to the software, used to provide the Services. Subscriber does not acquire any rights, express or implied, in the materials or other software or hardware used to provide the Services. eTherapy Solutions LLC does not and cannot review all communications and/or materials posted on its forums and discussion groups, and, is not responsible in any manner for the content of posted communications or materials. Subscriber agrees that it will not use the Services for transmitted, storing, or managing inappropriate materials, including without limitation materials containing viruses or other harmful code; unsolicited mail (spam); copyrighted materials to which Subscriber does not have appropriate rights; materials offensive to community standards (other than ancillary to and necessary for use with authorized Services designed to promote compliance with such standards); harassing, tortuous or defamatory materials; or other materials prohibited by applicable international, federal, state or local laws and regulations. Subscriber agrees to fully comply with all federal, state and local privacy laws in connection with use of the Services and Products. eTherapy Solutions LLC shall have the right to monitor use of the Services by Subscriber, subject to the confidentiality provisions set forth herein.
4. SUBSCRIBER HARDWARE AND SOFTWARE.
Subscriber agrees to use hardware, operating systems and applications software compatible with the Subscriber Software and the Services, as specified in eTherapy Solution"s system requirements on eTherapy Solution"s website (www.etherapysolutions.com), including the proper use of security and encryption functions available to Subscriber in such hardware, operating systems and applications software (i.e. internet browsers and chat software).
5. PRE-PRODUCTION SERVICES AND PRODUCTS.
As an accommodation to Subscriber, eTherapy Solutions LLC may supply Subscriber with or allow access to pre-production releases of the Services or Products (which may be labeled "Alpha" or "Beta" or otherwise identified as pre-production versions). Pre-production releases of the Services and Products are provided "AS-IS" and are not covered by any warranty, express or implied, and are not intended for use other than educational or trial purposes.
6. RESTRICTIONS.
Subscriber may not directly, or permit others to, (a) disassemble, decompile or otherwise derive source code from the Software used to provide the Services of Products; (b) reverse engineer the Services or Products; (c) modify or prepare derivative works of the Services or Products; (d) copy the materials provided in connection with the Services or Products, except as expressly permitted in this Agreement; (e) rent, lease, or otherwise provide access to the Services or Products to any third party(ies); (f) use the Services or Products in any manner that infringes the intellectual property or other rights of another party; or (g) transfer the Services or Products to another party without the express prior written consent of eTherapy Solutions LLC.
7. OWNERSHIP.
Subscriber acknowledges and agrees that eTherapy Solutions LLC and its licensors own the Services and Products and any other software and hardware used to provide the Services and Products, together with all trade secrets, copyrights, patents and other intellectual property rights related thereto.
8. WARRANTY DISCLAIMER.
ETHERAPYSOLUTIONS PROVIDES THE PRODUCTS AND SERVICES "AS-IS" AND DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
9. LIMITATION OF LIABILITY.
ETHERAPYSOLUTIONS SHALL NOT BE LIABLE FOR ANY DAMAGE OR LOSS, WHETHER DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL (INCLUDING LOST PROFITS), ARISING OUT OF OR RESULTING FROM SUBSCRIBER'S POSSESSION OR USE OF THE SERVICES OR PRODUCTS OR INABILITY ACCESS THE SERVICES OR PRODUCTS FOR ANY REASON, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT, CONTRACT OR OTHERWISE AND WHETHER OR NOT SUCH LOSS IS FORESEEABLE. IF THE FOREGOING LIMITATION IS HELD TO BE UNENFORCEABLE, ETHERAPYSOLUTIONSS MAXIMUM LIABILITY TO SUBSCRIBER SHALL NOT EXCEED THE AMOUNT OF THE FEES PAID BY SUBSCRIBER FOR THE SERVICES AND PRODUCTS DURING THE PREVIOUS SIX (6) MONTH PERIOD. THE REMEDIES AVAILABLE TO SUBSCRIBER UNDER THIS AGREEMENT ARE EXCLUSIVE. THE PARTIES AGREE THAT THE PROVISIONS OF THIS AGREEMENT ALLOCATE THE RISKS BETWEEN ETHERAPY SOLUTIONS LLC AND SUBSCRIBER AND THAT ETHERAPY SOLUTIONS LLCS PRICING REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF LIABILITY AND DESIGNATION OF EXCLUSIVE REMEDIES SPECIFIED HEREIN.
10. TERM AND TERMINATION.
This Agreement is effective upon Subscriber"s assent to its terms and conditions in the manner specified above, or by access and use of any of the Services and Products, and shall continue for the agreed-upon subscription period set forth in the Order Form and any renewals unless otherwise terminated as provided hereunder. eTherapy Solutions LLC may terminate this Agreement immediately upon Subscriber"s breach of the obligations set forth in Sections 2, 5 or 10 of the Agreement or in the event of Subscriber's bankruptcy, insolvency or equivalent circumstance. eTherapy Solutions LLC may also terminate this Agreement if Subscriber breaches any other material term of this Agreement and such breach is not cured within thirty (30) days of notice thereof. Upon any such termination, eTherapy Solutions LLC may immediately cease providing the Services, and Subscriber agrees to promptly delete all copies of materials provided in connection with the Services or Products, including Documentation, and any portions thereof, from the computer(s) on which they are installed.
11. DISCLAMIER.
eTherapy Solutions LLC offers a new approach to individual and group counseling and therapy that provides unique benefits. However, in agreeing to participate in communications using the eTherapy Solutions LLC web site or in subscribing for any eTherapy Solutions LLC Products or Services, you understand and agree that such approach is not, and is not intended to be, identical in scope or results, nor a complete substitute for other forms of personal or group therapies, psychotherapies, or medical treatments. Prior to participating in any communications using the web site or purchasing or subscribing to any Products or Services offered by eTherapy Solutions LLC, you must agree to the eTherapy Solutions LLC Subscription Agreement Terms and Conditions, including provisions relating to Warranty Disclaimer (Section 8), and Limitation of Liability (Section). Please review these Terms of Use and the Subscription Agreement Terms and Conditions carefully and be certain that you understand and accept them before participating in any activities sponsored by eTherapy Solutions LLC.
12. CONFIDENTIALITY.
By virtue of this Agreement, the parties may have access to information that is confidential to one another ("Confidential Information"). Confidential Information includes, without limitation, the Services and Products and materials provided to Subscriber in connection with such Services and Products and all information clearly identified as confidential or reasonably deemed to be confidential based on the circumstances and industry practices.
A partys Confidential Information shall not include information that (a) is or becomes a part of the public domain through no act or omission of the other party; (b) was in the other partys lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; (c) is lawfully disclosed to the other party by a third party without restriction on disclosure; or (d) is independently developed by the other party.
The parties agree to hold each others Confidential Information in confidence during the term of this Agreement and thereafter. The parties agree, unless required by law, not to make each others Confidential Information available in any form to any third party for any purpose other than the implementation of this Agreement. Each party agrees to take all reasonable steps to ensure that Confidential Information is not disclosed or distributed by its employees or agents in violation of the terms of this Agreement. Each party agrees that remedies at law may not be adequate to protect the rights of the other party under this Section 10 and that a non-breaching party may seek injunctive or other equitable relief to enforce such rights.
13. INDEMNITY.
Subscriber agrees to indemnify eTherapy Solutions LLC and hold it harmless with respect to any and all claims, causes of action or damages arising as a result of Subscriber's breach of its obligations under this Agreement.
14. ASSIGNMENT.
Subscriber may not assign any rights under this Agreement to another party. Any such unauthorized assignment shall be void. eTherapy Solutions LLC may assign this Agreement to any successor or affiliate.
15. DISPUTE RESOLUTION.
Any dispute arising hereunder shall first be submitted to non-binding mediation pursuant to the applicable mediation rules then in effect of the American Arbitration Association. If the dispute is not resolved through mediation within sixty (60) says, either party may submit the matter to binding arbitration under the rules of the American Arbitration Association. The parties acknowledge and agree that mediation and arbitration will be held in Salt Lake County, UT.
16. MISCELLANEOUS.
This Agreement is governed by the laws of the State of Utah without regard to provisions pertaining to conflicts of law. If any provision of this Agreement is held to be unenforceable, the unenforceable provision shall be deemed stricken from this Agreement and the remaining provisions shall be enforced in accordance with their terms. In the absence of a written agreement duly executed by Subscriber and eTherapy Solutions LLC that specifically supersedes or amends the terms of this Agreement, this Agreement is the complete agreement between Subscriber and eTherapy Solutions LLC with respect to the Subscriber Software and the Services. The waiver by either party of any default or breach of this Agreement shall not constitute a waiver of any other or subsequent default or breach. Except for actions of nonpayment or breach of eTherapy Solution's proprietary rights in the Subscriber Software and the Services as well as actions of breach of Sections 2, 5 or 10, no action, regardless of form, arising out of this Agreement may be brought by either party more than one year after the cause of action has occurred.
Questions concerning your eTherapy Solutions LLC Agreement may be addressed to eTherapy Solutions LLC at: eTherapy Solutions LLC PO Box 402 Centerville Utah 84014 Attn: Paul Peterson or by emailing paul@petersonforever.com.
