These terms and conditions are between you and Access America Prep Program, LLC (“AAPP”) and they apply to and govern your use of AAPP’s web site located at http://www.accessamericaprep.com (the "Site"). Your use of the Site signifies your agreement to be bound by these terms and conditions. If you do not agree to be bound by these terms and conditions of use, you may not access or otherwise use the Site. AAPP may periodically change these terms and conditions, and any such changes will be effective immediately upon posting. We suggest that you periodically check these terms and conditions for changes. You may contact AAPP by e-mail info@accessamericaprep.com with questions about these terms and conditions.

Limited License and Restrictions on Use

AAPP grants you a revocable, non-exclusive, non-transferable, limited right to access, use, display and print the pages within the Site and the materials thereon for your personal and informational use only, provided that you comply fully with these terms and conditions of use, as well as any other rules, procedures, policies, terms or conditions that govern all or any portion of the Site. At any time and for any reason we may revoke your right to use all or any portion of the Site. You shall not:

• modify, delete, copy, reproduce, repackage, publish, broadcast, license, transmit, distribute, display, perform, redeliver, frame, create derivative works from, participate in the transfer or sale of, post on the web, or exploit the Site, or any portions thereof, including, without limitation, any text, images, articles, photographs, illustrations, audio, video clips, graphics, interfaces information, data, tools, products, and other content or other materials on, generated by or obtained from the Site (together, "Content"), without our express written permission;

• violate or attempt to violate the security of the Site in any way through any means or device including, without limitation, spamming, hacking, uploading computer viruses or time bombs, or the means expressly prohibited by any provision of these terms and conditions of use;

• decompose, decompile, reverse engineer, disassemble or otherwise deconstruct all or any portion of the Site; or

• remove any copyright, trademark or other proprietary notice or legend contained on (or printed from) the Site.

Ownership and Intellectual Property Policy

AAPP owns, controls, licenses or has the right to use and provide the Site and all Content on the Site. The Site is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other copyright laws. We own the copyright in the entire Site, including, a copyright in the selection, coordination, arrangement and enhancement of the Site. You agree to abide by any and all copyright notices, information or restrictions displayed on the Site. The Site may also contain trademarks or service marks that are owned by AAPP and you may not use any such marks without our written permission.

Links

The Site may contain links and pointers to other web sites and resources (the “Linked Sites”). These links are provided for your convenience and for your reference only. These links do not constitute an endorsement by or association with AAPP or any third party resources or their contents. Hyperlinks do not imply that AAPP is affiliated or associated with or is legally authorized to use any trademark, tradename, logo or copyright symbol displayed in or accessible through the hyperllinks, or that any Linked Sites are authorized to use any trademark, tradename, logo or copyright symbol of AAPP. If you access any Linked Site through the Site or otherwise, you do so at your own risk. AAPP is not responsible for information on any Linked Site that is referred in, or accessible or connected by hyperlink to, the Site.

You may be required to register in order to access certain areas of the Site. Registration is subject to the terms and conditions set forth in these terms and conditions. When registering, you must provide us with true, accurate, current and complete information and you must maintain and promptly update such information to keep it true, accurate, current and complete.

Your Account Information and Passwords

Certain parts of the Site may require a password. You must keep your password confidential and are solely responsible for the confidentiality and security of your password. You accept full responsibility for any use of your password. You must notify AAPP immediately of any actual or suspected loss, theft or unauthorized use of your password. We are not obligated to inquire as to the authority or propriety of any use of or action taken under your password. We will not be responsible for any loss to you that arises from such use or action or from your failure to comply with these provisions.

Information and Content

You assume various risks in using the Site. We make no guarantees, promises or assurances regarding the Site. We make reasonable efforts to provide accurate Content on the Site. However, some Content may be inaccurate, outdated or otherwise inappropriate. Some Content and some of the data used in the Content come from third parties. We believe that these third parties are reliable but we are not responsible for any third party information. Some Content may require you to input data, and may not function effectively if you input inaccurate data. Information generated by the Content may vary based on the data that you input. We may change any portion of the Site at any time without notice to you. We are not liable for any damage or loss to you resulting from these or any other risks.

Your Responsibilities

You have various responsibilities when using the Site. You alone are responsible for your use of the Site. You agree not to create hyperlinks to the Site from any other website without our express written consent. We are not involved in any dealings between you and any third party. You release AAPP and its affiliates, agents and employees and you agree to hold them harmless from any claims, demands and damages (actual and consequential, direct and indirect) of every kind and nature that may arise out of or in any way are connected with your use of the Site and any dispute between you and any third party. You agree that we are not liable for any action you take or any decision you make in reliance on the site or the content.

Privacy Policy

AAPP will abide by its privacy policy. Personal nonpublic information that we gather from you will be governed by our Privacy Policy. We have the right but not the obligation to monitor and record activity on the Site and respond as we deem appropriate. We may investigate any complaint or reported violation of our policies and we may report any activity that we suspect may violate any law or regulation to regulators, law enforcement officials or other persons or entities that we deem appropriate. Furthermore, we may issue warnings, suspend or terminate use of the Site, deny access to all or part of the Site or take any other action that we deem appropriate.

Unavailability of the Site

AAPP is not liable for any technological problems and any impact that it may have. All or any portion of the Site may not be available and may not function properly at any time. We make reasonable efforts to avoid technological problems, but at any time the Site may have and may cause technological problems such as viruses and other damaging computer programming routines or engines. We take reasonable security precautions when using the Internet, telephone or other means to transport data or other communications, but we disclaim liability for any interception of data or communications. We make reasonable efforts to ensure that the Site is secure but we do not guarantee the security of the Site. We are not liable for any defects, delays or errors in or resulting from your use of the Site.

Termination

AAPP reserves the right to reject your registration or suspend or terminate your access to and use of all or any portion of the Site at any time and for any reason, in its sole discretion. These terms and conditions will continue to apply to your past use of the Site in the form in which it then existed at the time of the subject use. Termination of your access to and use of the Site shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability that you otherwise may have to AAPP.

Warranty Disclaimers

AAPP disclaims all warranties with respect to the Site that the law allows it to disclaim. The Site, including, without limitation, all Content, is provided “as is” and “as available” without any representations and warranties, express or implied, of any kind with respect to the Site including warranties or merchantability, fitness for a particular purpose, and non-infringement of intellectual property and other proprietary rights. Without limiting our general disclaimer, we do not warrant the security, availability, accuracy, completeness, timeliness, functionality, reliability, sequencing or speed of delivery of the Site or any part of the Content.

Liability and Indemnity

AAPP’S liability with respect to the Site is limited to the maximum extent permitted by law. In no event will AAPP or any of its affiliates, agents or employees be liable for any direct, indirect, incidental, special, punitive or consequential damages however caused arising out of these Terms and Conditions, the Site, or the inability to use the Site, even if we, or an authorized representative, have been advised of the possibility of the damages that you suffer or if any remedy you have fails of its essential purpose. Some states do not allow the exclusion or limitation of incidental or consequential damages, to the above limitation or exclusion may not apply to you.

You will be responsible for any liability to AAPP that arises out of your breach of these Terms and Conditions or your use of the Site. You agree to indemnify AAPP and its affiliates, agents, employees and third party sources against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including reasonable attorneys’ fee) that arise from or relate to: your use of the Site, your breach of these Terms and Conditions, your violation of any applicable law, statute, ordinance, regulation or of any third party’s rights, or claims asserted by third parties which, if proven, would place you in breach of these Terms and Conditions.

Non-US Residents and Applicable Law

The Site is hosted in the United States of America. AAPP makes no representations or warranties that the pages or other materials on the Site are appropriate for use outside the United States. If you choose to access the Site from a location outside the United States, you do so at your own risk, and are responsible for complying with all applicable local laws.

These terms and conditions of use shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflicts of laws provisions. The sole and exclusive jurisdiction for any action or proceeding arising out of or related to these terms and conditions of use shall be an appropriate State or Federal court located in New York County in the State of New York and you hereby irrevocably consent to the jurisdiction of such courts

Changes to Terms and Conditions

AAPP reserves the right to change, modify, add or remove any portion of these terms and conditions of use, in whole or in part, at any time. Changes in these terms and conditions of use will be effective immediately upon posting unless we indicate otherwise. You agree to review these terms and conditions of use periodically to be aware of any changes. Your continued use of the Site after any changes to these terms and conditions of use are posted will be considered acceptance of those changes.

Severability and Entire Agreement

If any provision of these terms and conditions are found invalid or unenforceable, that provision shall be enforced to the maximum extent possible and the remaining provisions of these terms and conditions shall remain in full force and effect. These terms and conditions constitute the entire understanding, and supersedes all other understandings, between you and AAPP concerning the subject matter hereof.

Assignment

We may assign these terms and conditions in whole or in part at any time without your consent. You may not assign these terms and conditions or delegate any of your obligations under these terms and conditions. Any purported assignment of these terms and conditions in violation of its terms is void.