Agreement

CULTURAL THERAPY, LLC – SERVICE AGREEMENT

This Contract for Services is made effective as of January 30, 2018, by and between the Service Provider, herein “you,” and Cultural Therapy, LLC, (info@culturaltherapy.health), (herein “us, we, our”).

1.DESCRIPTION OF SERVICES. Beginning on January 30, 2018, Cultural Therapy, LLC will provide you the following services (collectively, the “Services”):

1.Mental Health Directory Listing on culturaltherapy.health and

2. an introductory and (2) other free webinars within the webinar offerings on culturaltherapy.health, to be completed by you within a year of your original subscription to the mental health service directory.

3. Maintaining your profile active in our directory for the first year is contingent upon your completion of the aforementioned free webinars. Maintaining your profile active on our directory after the first year will be contingent upon you completing two (2) additional free webinars per year.

2. PAYMENT. Currently, the Cultural Therapy, LLC mental health directory is free. If in the future, the directory requires fee payment, all current providers will be notified, so that they may make a decision to keep their profile live, contingent upon payment terms, or cancel their profile.

When you make a payment through our services (as further described in and subject to other provisions of the agreement), your payment card information is processed by our payment processing partner, Paypal, Inc (https://paypal.com). Our payment processing partner collects your voluntarily provided payment card information necessary to process your payment. Such partner’s use and storage of information it collects is governed by its applicable terms of service and privacy policy.

You shall pay all costs of collection, including without limitation, reasonable attorney fees. In addition to any other right or remedy provided by law, if you fail to pay for the Services when due, Cultural Therapy, LLC has the option to treat such failure to pay as a material breach of this Contract, and may cancel this Contract and/or seek legal remedies.

3. TERM. This Contract is indefinite and may be terminated by either party upon 30 days prior written notice to the other party. An email notice by one party will suffice. Emails regarding cancellations and terminations of services will need to be sent to info@culturaltherapy.health.

4. WORK PRODUCT OWNERSHIP. Any copyrightable works, ideas, discoveries, content, patents, products, or other information (collectively the “Work Product”) developed in whole or in part by Cultural Therapy, LLC in connection with the Services will be the exclusive property of Cultural Therapy, LLC.

5. WARRANTY. Cultural Therapy, LLC will aim to provide its services in a generally acceptable standards. However, our products are provided “as is” and any use of our services means that you agree to the delivery of services “as is.”

The Content that you acquire from Cultural Therapy, its employees, contractors, partners, sponsors, advertisers, licensors or otherwise through the Services, is for informational, scheduling and payment purposes only. All medically related information, including, without limitation, information shared via the site, social media, email and text, and advertising, and all other content affiliated with Cultural Therapy, comes from independent healthcare professionals and organizations and is for informational purposes only. As such, Cultural Therapy does not provide medical advice and no information provided within our services should be taken as such. For professional mental health advice and recommendations, consult with a licensed medical or mental health professional.

YOUR USE OF THIS CONTENT IS AT YOUR OWN RISK. NOTHING STATED OR POSTED ON THE SITE OR AVAILABLE THROUGH ANY SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF PROFESSIONAL MENTAL HEALTHCARE ADVICE, OR THE PROVISION OF MENTAL HEALTH CARE.

6. RESPONSIBILITIES OF MENTAL HEALTH PROVIDERS

If you are a mental health provider or other individual or entity within the mental health industry, regardless of whether you maintain an account with Cultural Therapy or whether you intend to schedule appointments through the services, you concede and agree to the following:

(a) You will not use the services to view content for any purpose other than your own personal use as a client or prospective client.

b) You will not use the Services to establish, attempt to establish, or enforce, directly or indirectly, any agreement or coordination of the prices charged for any product or service; the kinds, frequencies or amounts of any product or service offered; or the customer or customer categories for any product or service, or otherwise engage or attempt to engage in price fixing, output restriction, or customer or market allocation.

(c) You will not use the services, directly or indirectly, to engage in any anti-competitive, deceptive, or unfair practices, or otherwise violate applicable antitrust, competition or consumer protection laws, or regulations.

(d) You agree to uploading information (such as images, practice information, services you provide) to which you have full copyrights to and agree to provide us with copyrighted use of said information within our website culturaltherapy.health and other website affiliated platforms, including newsletter platforms, social media, and email. You also agree to not upload anything that infringes upon or violates the law.

(e) You agree to not upload any 3rd party information and information to which you do not hold the rights to.

(f) You agree to review all information you have entered in your profile to ensure its accuracy and agree to not hold liable Cultural Therapy for any errors or misrepresentation. Further, you or any person or entity representing you, agree to not hold Cultural Therapy liable for any damages assumed as a result of said misrepresentation.

7. DEFAULT. The occurrence of any of the following shall constitute a material default under this Contract:

The failure to make a required payment when due.

1.The insolvency or bankruptcy of either party.

2. The subjection of any of either party’s property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency.

3. Failure by you to complete an introductory and (2) other webinars within the webinar offerings on culturaltherapy.health within one year of the original subscription.

4. The failure to abide by any of the requisites delineated within this contract.

8. REMEDIES. In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term or condition of this Contract (including without limitation the failure to make a monetary payment when due), the other party may terminate the Contract by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 30 days from the effective date of such notice to cure the default(s). Unless waived in writing by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Contract.

9. FORCE MAJEURE. If performance of this Contract or any obligation under this Contract is prevented, restricted, or interfered with by causes beyond either party’s reasonable control (“Force Majeure”), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages, web system outage. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

10. DISPUTE RESOLUTION. The parties will attempt to resolve any dispute out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved by negotiation, the parties will resolve the dispute using the below Alternative Dispute Resolution (ADR) procedure.

Any controversies or disputes arising out of or relating to this Agreement will be submitted to mediation in accordance with any statutory rules of mediation. If mediation is not successful in resolving the entire dispute or is unavailable, any outstanding issues will be submitted to final and binding arbitration under the rules of the American Arbitration Association. The arbitrator’s award will be final, and judgment may be entered upon it by any court having proper jurisdiction.

11. ENTIRE AGREEMENT. This Contract contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Contract. This Contract supersedes any prior written or oral agreements between the parties.

12. SEVERABILITY. If any provision of this Contract will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Contract is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.

13. AMENDMENT. This Contract may be modified or amended in writing by mutual agreement between the parties, if the writing is signed by the party obligated under the amendment.

14. GOVERNING LAW. This Contract shall be construed in accordance with the laws of the State of New Jersey.

15. NOTICE. Any notice or communication required or permitted under this Contract shall be sufficiently given if delivered to the email address info@culturaltherapy.health. Please refer to the (3) Term section of this document for more information of cancellation of service.

16. WAIVER OF CONTRACTUAL RIGHT. Your failure to enforce any provision of this Contract shall not be construed as a waiver or limitation of our right to subsequently enforce and compel strict compliance with every provision of this Contract.

17. ATTORNEY’S FEES TO PREVAILING PARTY. In any action arising hereunder or any separate action pertaining to the validity of this Agreement, we shall be awarded reasonable attorney’s fees and costs, both in the trial court and on appeal.

18. THIRD PARTY CONTENT. On occasion, we may provide information through our content platforms, for example our site (culturaltherapy.health), webinars, social media partners, and newsletters. No party (including Cultural Therapy) involved in the preparation or publication of such content guarantee that the content is accurate or complete, and will not be held responsible for or liable for any errors or omissions in, or for the results obtained from the use of, such content.

Cultural Therapy, LLC (info@culturaltherapy.health)

 

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