This Service Agreement ("Agreement") is a legally binding contract and governs access of members ("Service Recipient") use of ALTHEA THERAPY’s ("Service Provider") mobile application, platform and other digital products and services (“Services”). This generally refers to mental health professionals as the Service Recipient. By using the Services, you agree to be bound by the terms of this Agreement. If you do not agree, you should not use the Services.

​

NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 

 

 

1.DEFINITIONS  

 

1.1“Service” or “Services” refers to the professional services provided by the Service Recipient to 

clients identified through the Althea Therapy website. 

 

1.2“Confidential Information” shall mean and include any document the “Disclosing Party” marks as 

Confidential; any information designated as Confidential.  

​

TERM OF THE AGREEMENT

The present Agreement shall commence from the effective date of registration on the Service Provider’s platform and, for monthly subscriptions, shall automatically renew on a month-to-month basis, and for annual subscriptions, shall automatically renew on an annual basis, unless terminated earlier in accordance with any of provisions of the present Agreement.

 

COST OF SERVICES

The Service Recipient shall pay the Service Provider monthly or annual subscriptions to access our Services. The frequency of payment shall be indicated by the Service Recipient at the time of subscribing and the sum shall be payable a recurring basis while this Agreement is in effect.

 

SCOPE OF SERVICES

The Service Provider shall provide the following services: Maintain an online platform where the Service Recipient can market their services to provide an opportunity for increased brand presence, and connections to potential clients.

 

WARRANTIES BY SERVICE PROVIDER

The Service Provider warrants as follows:

It shall perform its services and the roles and duties under the present Agreement diligently.

It shall observe the terms of the Agreement in good faith. It has and will maintain all necessary licenses, consents, and permissions necessary for the performance of its obligations under this Agreement.

 

WARRANTIES BY SERVICE RECIPIENT

The Service Recipient warrants as follows:

It shall provide all reasonable assistance to the Service Provider to facilitate the performance of services by the Service Provider.

It shall release the payment to the Service Provider on time.

It shall provide accurate information that the Service Provider requires for the performance of it.

​

CONFIDENTIAL INFORMATION

Each and any party (“Disclosing Party”) may disclose or grant to any other party (“Receiving Party”) access to information that 

the Disclosing Party considers confidential or proprietary (“Confidential Information”). Confidential Information, as used in this Agreement, shall mean any information or data which, (a) if in tangible form or other media that can be converted to readable form, is clearly marked as proprietary, confidential or private when disclosed, (b) if oral or visual, is identified as proprietary, confidential, or private at the time of disclosure, or (c) is of a nature or is disclosed under circumstances such that a reasonable person would consider it confidential. 

 

A Disclosing Party's Confidential Information shall not include information that (a) is or becomes part of the public domain through no act or omission of a Receiving Party, (b) was in the Receiving Party's lawful possession prior to the disclosure and had 

not been obtained by the Receiving Party from the Disclosing Party. (c) is disclosed to the Receiving Party by a third party 

not known to the Receiving Party, following reasonable inquiry, to be subject to an obligation of nondisclosure with respect to such information, or (d) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.

​

The Receiving Party agrees to hold in confidence and not to disclose or reveal to any person or entity the Disclosing Party's Confidential Information, and not to use the Disclosing Party's Confidential Information for any purpose other than in connection with the parties' discussions regarding, and performance of, a transaction. Without limiting the generality of the foregoing, the Receiving Party shall not disclose Confidential Information of the Disclosing Party to any of the Receiving Party's employees or agents except those employees or agents who are required to have such Confidential Information in order to participate in the parties' discussions regarding, or performance of, a transaction, and who are under a written obligation of confidentiality or nondisclosure to the Receiving Party. The Receiving Party agrees to take commercially reasonable steps to ensure that Confidential Information is not disclosed or distributed by its employees in breach of this Agreement, including but not limited to advising each permitted employee to whom Confidential Information is disclosed of his/her obligations regarding confidentiality and non-use of such information. The Receiving Party shall be fully responsible for any breach of this Agreement by its employees. The Receiving Party may disclose Confidential Information of the Disclosing Party if required by law or judicial, arbitral or governmental order or process, provided the Receiving Party gives the Disclosing Party prompt written notice of such requirement, reasonably co-operates (at the Disclosing Party's expense) with the Disclosing Party's efforts to obtain a protective order or other appropriate relief, and discloses only the Confidential Information required to be disclosed under such law, order or process.

​

The parties agree to return to each other, or to destroy upon written request of the other party, any and all Confidential Information received pursuant to this Agreement, together with all copies that may have been made, promptly upon request of the 

other party, or, if not requested earlier, upon completion of the transaction or termination of this Agreement. Upon destruction of Confidential Information or any copies thereof, the party accomplishing such destruction shall certify in writing to the other party that such destruction has occurred. 

 

The Receiving Party acknowledges and agrees that, due to the unique nature of Confidential Information, there can be no adequate remedy at law for breach of this Agreement and that such breach would cause irreparable harm to the Disclosing Party. The Disclosing Party shall thus be entitled to seek immediate injunctive relief, in addition to whatever other remedies it might have at law or in equity, in the event of an actual or threatened breach of this Agreement by the Receiving Party. 

 

Confidential Information shall remain the sole and exclusive property of the Disclosing Party. No patent, copyright, trademark or other proprietary right is licensed, granted or otherwise transferred by this Agreement or any disclosure hereunder, except for the right to use such information in accordance with this Agreement. No warranties of any kind are given for the 

Confidential Information disclosed under this Agreement. 

 

TERMINATION & REFUND

The Service Recipient may cancel their subscription at any time; however, refunds are subject to the following conditions:

• Monthly Subscriptions: No refunds will be issued for monthly subscriptions. Cancellation will take effect at the end of the current billing cycle.

• Annual Subscriptions: A full refund is available if canceled within 14 days of the initial purchase date. After 14 days, no refunds will be issued.

 

The Service Provider may terminate the Agreement at any time by refusing to continue the Service Recipient’s subscription to the Services described herein. The Agreement will remain in effect until the end of Service Recipient’s current payment cycle, after which time this Agreement and any subscriptions will be effectively terminated.

​

The Service Provider is not liable to you or any third party for any suspension, termination or cancellation of your access and

use of the Services, or your membership, or for any loss or damage that may result therefrom.

 

INSURANCE

The Service Recipient hereby undertakes and represents that while this Agreement is in effect the Service Recipient will maintain insurance coverage of up to $250,000 in general liability or professional liability insurance coverage.

The Service Recipient agrees and undertakes to hold harmless and indemnify the Service Provider from any claims, demands, or liability of any kind or nature relating to the Services.

  

COMPLIANCE

 The Service Recipient hereby undertakes to comply with all rules, regulations, and policies of the Service Provider as amended from time to time.

​

Last updated: February 2025