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ATTENTION: PLEASE READ THIS DOCUMENT CAREFULLY BEFORE YOU SIGN UP. THE INDIVIDUAL SIGNING UP FOR OUR SERVICES (THE "USER") AGREES TO BE BOUND BY THE TERMS OF THIS DOCUMENT. IF YOU PURCHASE OUR SERVICES AND DO NOT AGREE TO THESE TERMS AND CONDITIONS, PLEASE DO NOT USE OUR SERVICES AND LET US KNOW ABOUT YOUR DISAGREEMENT. THE PURCHASE PRICE WILL BE REFUNDED IF YOU HAVE ALREADY MADE ANY PAYMENT.

These Terms and Conditions are made effective on the day of sign up, by and between ASAP Tutor, Inc. ("ASAP") and you ("User").

ASAP desires to sell to the User and the User desires to purchase from ASAP, educational help ("Services").

NOW, THEREFORE, in consideration of the mutual promises herein contained, the parties hereto agree as follows:

1. Sale
ASAP agrees to sell, transfer and convey to User, and the User agrees to purchase services such as E-mail/Fax Help, Online One on One Help, Individual Tutor Course, and/or any educational material ("Material") on ASAPTutor.com ("Web-site").

2. Price
The User shall pay ASAP for the services as per the price indicated on our web-site. The User shall make payment of the purchase price before using our services. In the event that the User uses our services first without making payment and the purchase price is not paid on time, then in addition to its original payment, ASAP may impose, and the User shall pay, a late payment charge equal to one percent (1%) of the overdue amount each month.

3. Restrictions on Use
The User shall not use our services for any illegal purposes or in any manner inconsistent with these Terms and Conditions. The User shall NOT sublicense, assign, or distribute copies of these services to others. The User shall NOT recompile, reverse engineer, disassemble, or otherwise reduce the material on Web-site to a human readable form. The User shall NOT modify, adapt, translate, rent, lease, loan, resell for profit, distribute, or otherwise assign or transfer our services, or derivative works based upon our services or any part thereof without written consent of ASAP.

4. Protection and Security
The User shall agree to use his/her best efforts and to take all reasonable steps to safeguard these services to ensure that no unauthorized person shall have access thereto and that no unauthorized copy, publication, disclosure or distribution in whole or in part, in any form, shall be made. The User shall acknowledge that these services contain valuable confidential information and trade secrets and that unauthorized use and/or copying are harmful to ASAP.

5. Intellectual Property
The ASAP Web site contains material which is derived in whole or in part from materials supplied by other sources with agreement. The User shall acknowledge that that material is protected by copyrights, service marks, international treaties and/or other proprietary rights under the laws of state of Illinois, other states in the US, and other countries. The User shall agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in services.

6. No Guarantee
ASAP shall agree to use its best efforts in keeping the accuracy, quality, completeness, deadline, and/or validity of services or material on Web-site. However the User shall recognize that ASAP cannot guarantee a particular result or the outcome of any matter.

7. Limitation of Liability
In no event shall ASAP be liable for any special, indirect, incidental or consequential damages or outcome arising out of or connected with these Terms and Conditions or services, regardless of whether a claim is based on contract, tort, strict liability or otherwise, nor shall the User get damages exceeding the amount of the purchase price of the services.

8. Indemnification
The User shall agree, to the extent permitted by applicable law, to indemnify and hold ASAP harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of the User's use of these services, by the violation of these Terms and Conditions by the User, or the infringement by User. ASAP shall reserve the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by User.

9. Amendments
ASAP shall reserve the right to modify these Terms and Conditions at any time. The User shall review them as and when posted on the Web-site. Continued use of services by the User following amendments to the Terms and Conditions shall constitute acceptance of such amendments by the User.

10. Termination
These Terms and Conditions remain effective until it is terminated by ASAP or by the User. The User may terminate services by contacting ASAP. These Terms and Conditions shall terminate immediately without notice from us if ASAP, in it's sole discretion, decides to terminate it, in which case any fees paid by the User in advance for any unused services shall be refunded to the User within a reasonable time after such termination. Upon termination of these Terms and Conditions, for any reason whatsoever, the User shall destroy or remove from computers, networks, and storage media all copies of our material.

11. Governing Law
These Terms and Conditions shall be construed and enforced in accordance with the laws of the state of Illinois.

12. Severability
If any term of these Terms and Conditions is held by a court of competent jurisdiction to be invalid or unenforceable, then these Terms and Conditions, including all of the remaining terms, will remain in full force and effect as if such invalid or unenforceable term had never been included.

13. Acknowledgment
By signing up, the User shall acknowledge that the User has read these Terms and Conditions, understood them, and agrees to be bound by these Terms and Conditions.