Terms

aphasiatoolbox.com Terms of Service Agreement

April, 2007

The Aphasia Center of Innovative Treatment Inc. (“ACIT”) and aphasiatoolbox.com agree to provide you (“User”) with those services (“Services”) set forth on the Application subject to User’s compliance with the terms and conditions below.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING THE SERVICE. BY ACCESSING THE SERVICE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SERVICE.

Warranty Disclaimer

ACIT exercises no control whatsoever over the use or implementation of the information accessible on ACIT’s service. Use of any information accessed via aphasiatoolbox.com is at User’s risk. ACIT does not make any warranty as to the results obtained from the use of the Service.

THIS SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE, NONINFRINGEMENT, IMPLIED WARRANTIES, FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. NO ADVICE OR INFORMATION GIVEN BY ACIT, ITS AFFILIATES, ITS CONTRACTORS OR THEIR RESPECTIVE EMPLOYEES SHALL CREATE A WARRANTY. NEITHER ACIT NOR ITS AFFILIATES, CONTRACTORS, OR THEIR RESPECTIVE EMPLOYEES WARRANTS THAT THE SERVICE WILL BE ERROR FREE OR THAT ANY INFORMATION, SOFTWARE, OR OTHER MATERIALS ACCESSIBLE ON THE SERVICE IS FREE OF VIRUSES, CANCELBOTS, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS.

Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL ACIT, ITS AFFILIATES, ITS CONTRACTORS OR THEIR RESPECTIVE EMPLOYEES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT RESULT IN ANY WAY FROM USER’S USE OF OR INABILITY TO USE THE SERVICE OR USER’S RELIANCE ON OR USE OF INFORMATION AND OTHER MATERIAL AVAILABLE ON THE SERVICE. IN THE EVENT ACIT IS FOUND LIABLE UNDER ANY CIRCUMSTANCE UNDER THE TERMS OF THIS AGREEMENT, ACIT’S LIABILITY SHALL BE LIMITED TO THE UNUSED BALANCE OF USER’S SUBSCRIPTION/REGISTRATION PAYMENT PRO-RATED TO REFLECT TIME REMAINING.

If User id dissatisfied with the Service or with any terms, conditions, rules, policies, guidelines or practices of ACIT in operating the Service, User’s sole and exclusive remedy is to discontinue using the Service.

Indemnification

Notwithstanding anything to the contrary herein contained, User agrees to indemnify and hold ACIT, its affiliates, its contractors and/or their respective employees harmless against any and all liability, loss, claim, judgment, damage, and expense (including without limitation attorney’s fees and cost of litigation) incurred or suffered by User as a result of use of the Service.

ACIT shall indemnify and hold harmless User from any and all damages, liabilities, costs, and expenses (including reasonable attorney’s fees) incurred by User as a result of any claims that the Service, when used within the scope of this Agreement, infringes any copyright, trademark, or trade secret of any third party, provided that the User promptly notifies ACIT in writing of any such claim and promptly tenders the control of the defense and settlement of any such claim to ACIT.

Prohibited Uses

User may not:

use or appropriate the information and materials available on the Service to re-sell in any manner whatsoever;
post, publish, transmit, reproduce, distribute or in any way exploit any information or other material obtained through the Service for commercial purposes with the single exception of professional, licensed SLA therapists who may use such information and materials in performing aphasia therapy with clients who are also Users of the Service;
offer the information and materials available on the Service at no cost to any person, any institution, any medical practice, or any other entity of any sort in any manner whatsoever;
upload, post, publish, transmit, reproduce, or distribute any information or material obtained through the Service which is protected by copyright, other proprietary right, or derivative works with respect thereto, without obtaining permission of the copyright owner or rightholder;
run or operate like services via connections into or received from ACIT; or
violate any of the rules, regulations, and/or policies of any third party in using any information or other materials available on the Service.

Terms of Payment

Payment due date shall be the calendar day of the month on which User authorized either monthly payments from User’s credit card account or monthly direct payments from User’s checking account. If payment is not posted as received on the due date, User will be notified and given ten (10) days to rectify the payment situation. If payment is still not posted as received after the ten (10) day grace period, Service will be terminated and a re-instating fee of Fifty Dollars ($50.00) will be added to the monthly charge.

ACIT maintains the right to terminate the Service for any unpaid subscriptions. Termination of Service shall not relieve User from the obligation to satisfy any outstanding balance due. In the event ACIT utilizes an attorney or collection agency to collect any unpaid amounts, User shall be responsible for the payment of all of ACIT’s attorney’s fees and costs in the collection of these sums.

ACIT reserves the right to change prices at any time without prior notice to its subscribers or the public. Price changes will not be retroactive for existing Users, regardless of the length of their existing Service subscription.

Refund Policy

Any subscriber who chooses to terminate their subscription to aphasiatoolbox.com at any time can do so only upon proper notification. Proper notification will include written notification either mailed to The Aphasia Center of Innovative Treatment, 10592 Perry Highway, PMB 222, Wexford, PA 15090 or emailed to information@aphasiatoolbox.com. In order to be considered valid, any such written notice of termination must include user ID and password.

If a subscriber chooses to terminate their subscription, they may do so within three (3) days of subscribing and receive a full refund of their initial monthly payment to ACIT and removal from our list of aphasiatoolbox.com subscribers with no further payments due.

Non-transferable

The right to use the Service is not transferable. Subscriptions are for User’s use only. User shall be responsible for the confidentiality of User’s password. Loaning User’s subscription to others, connecting to a user network for use of the Service subscription by multiple users, group use of User log-ins, or any other such use that extends use of the Service beyond that of the User are explicitly prohibited. Violation of this condition shall constitute theft of Service and may be prosecuted under civil and criminal law.

Failure to Comply With Terms and Conditions

ACIT may deny User access to all or part of the Service without notice if User engages in any conduct or activities that ACIT in its sole discretion believes violates any of the terms and conditions of this Agreement.

Miscellaneous

User agrees to notify ACIT if User moves or otherwise changes his or her mailing address or telephone number, and to list a truthful name, postal address, and telephone number on the forms User supplies to ACIT.

In the event that any portion of this Agreement is held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties and the remainder of the provisions shall remain in full force and effect.

ACIT’s failure to insist upon or enforce strict performance of any provisions of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between parties nor trade practices shall act to modify any provision of this Agreement.

ACIT may modify this Agreement from time to time by placing a notice of such modification on the website aphasiatoolbox.com, and User’s continued use of the Service following notice of such modification shall be deemed to be User’s acceptance of such modification. It is User’s responsibility to check the website aphasiatoolbox.com regularly to determine whether this Agreement has been modified. If User does not agree to any modification of this Agreement, User must immediately stop using the Service.

This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. Any cause of

action User may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred.

ACIT shall not be liable or deemed to be in default for any delay or failure in performance under this Agreement or interruption of Service resulting directly or indirectly from Acts of God, civil or military authority, acts of public enemy, war, riots, civil disturbances, insurrections, accidents, dire events, explosions, earthquakes, floods, the elements, strikes, labor disputes, shortage of useable parts, materials, labor, or transportation, or any cause beyond the reasonable control of ACIT.

Venue for litigation of any dispute, controversy, or claim arising out of, in connection with, or in relation to this Agreement, or the breach thereof, naming ACIT as the defendant, shall be proper only in a venue determined by ACIT. In any action between ACIT and User to enforce any of the terms of this Agreement, ACIT shall be entitled to recover expenses, including reasonable attorney’s fees.