Behavioral Health Innovations, LLC 

Online Limited License Terms and Conditions 

(“Terms and Conditions”) 

OVERVIEW 

Welcome! This website is owned and operated by Behavioral Health Innovations, LLC (“BHI,” “us,” “our,” or “we”). “You,” “User,” “Licensee,” or “your” refers to you, the person using this website to enter into a license agreement with us. 

GENERAL DESCRIPTION OF OUR LICENSES 

On our website we allow persons registered on our website (“Users”), both individuals and legal entities, to enter into legally binding agreements with us online under which a User, upon payment of the required fee, is licensed by us, for a limited time and/or for a limited number of uses, to utilize copyrights works that we own or control. These licenses are subject to important limitations and restrictions and impose serious duties and obligations on the licensed Users (“Licensees”). Breach of a license agreement by a Licensee may result in significant liability to the Licensee. We urge you not to enter into a license with us unless you have thoroughly reviewed these Terms and Conditions and understand all of the provisions they contain. 

TERMS AND CONDITIONS 

These Terms and Conditions, together with the related User’s registration and payment information and the other information, acceptances, and statements provided to us by the User on this website in order to add items to the User’s shopping cart and to then check out, constitute the complete and final understanding and agreement between us and you (the “Agreement”) regarding the license you are buying from us (the “License”). 

This License Agreement covers use of the UCLA PTSD Reaction Index for DSM-5, (including the Child/Adolescent Self-Report version, the Parent/Caregiver Report version, and the Parent/Caregiver Report version for Children Age 6 and Younger), and for use of the UCLA Persistent Complex Bereavement Disorder Checklist (along with related Scoring Software for each instrument) from Behavioral Health Innovations, LLC. This agreement is for non-commercial use in educational, research, clinical or non-profit settings. Please note that your completion and submission of this agreement constitutes your acceptance of its terms. Carefully read and accept the agreement before ordering. Orders are from Behavioral Health Innovations, LLC, PO Box 642852, 11270 Exposition Boulevard, Los Angeles, CA 90064-9998. Please keep a copy of the license agreement for your records. If you are interested in a state-wide or a corporate license to use this instrument, or use of this instrument in an electronic health record, please contact our office at the above address or email info@reactionindex.com. This license is for a period of one (1) year. If you are interested in a license that extends for more than one (1) year, email info@reactionindex.com.

The effective date of your license will be the date that you have added one or more of the Licensed Works to your shopping cart and have checked out and paid for the License on our website after accepting these Terms and Conditions and indicating your acceptance of the other license terms set forth on our website. 

This is a legal agreement between you and Behavioral Health Innovations, LLC. By ACCEPTING this agreement, you agree to be bound by the terms of this Non-Exclusive License Agreement. When you check the box for acceptance and start using any or all versions of the UCLA PTSD Reaction Index for DSM-5 and/or the UCLA Persistent Complex Bereavement Disorder Checklist (and related Scoring Software for each instrument), you will be bound by the terms of this Non-Exclusive License Agreement.

1. Definitions. The following definitions apply herein: 

(a) “Licensee” or, alternatively, “You” means the individual or entity who is accepting this Agreement. 

“Licensed Products” means the “UCLA PTSD Reaction Index for DSM-5 (Child/Adolescent Self-Report version, Parent/Caregiver Report version, Age 6 and Younger version) and the UCLA Persistent Complex Bereavement Disorder Checklist (and related Scoring Software for each instrument)” (the “Work”) provided by Behavioral Health Innovations, LLC, and is generally herein referred to as the “UCLA PTSD Reaction Index” and the “UCLA PCBD Checklist.”

(b) “Derivative Work(s)” means any changes, revision, enhancement, modification, translation, abridgement, condensation, or expansion created by Licensee that is based upon the Work or a portion thereof that would be a copyright infringement if prepared without the authorization of the copyright owners of the Work, or portion thereof. 

(c) “User Limitations” means the way that the UCLA PTSD Reaction Index and the UCLA PCBD Checklist can be used by the User, as set forth below:

2. Limited License Grant

The UCLA PTSD Reaction Index and the UCLA PCBD Checklist are licensed to you under the terms of this Agreement and subject to these User Limitations.

User Limitations:

a. Field of use – Use only in Health Services or Research;
b. No electronic versions – You may not provide any electronic versions of any Licensed Work to any other person without the prior written permission from Behavioral Health Innovations, LLC;
c. You may install the Scoring Software on as many computers as you like at your institution that are covered by this license agreement, but you may not distribute this software outside your institution;
d. No Translations – There are no translations allowed of the Work without prior written permission. (We have many languages already translated and approved that are available upon request);
e. Internal use only – no distribution to external, non-affiliated entities.

Subject to the terms and conditions of the Agreement, Behavioral Health Innovations, LLC hereby grants to you the non-exclusive right to copy and use the Licensed Products, subject to the User Limitations listed below.

• Licensee shall not have the right to create Derivative Works of the Licensed Products.
• Licensee shall not have the right to sublicense, sell, transfer, or assign the Licensed Products.
• Licensee shall not permit the Licensed Products to be used by parties outside Licensee’s organization or outside the User Limitations.
• Licensee shall not alter the Licensed Products without the prior written consent of Licensor, other than to add its own instructions to the instrument as long as the added instructions do not alter any of the existing text of the Licensed Products.
• If translations of the Licensed Products are needed, please contact Licensor before translating.

Behavioral Health Innovations, LLC reserves all rights not expressly granted to you under this Agreement.

Fees
In consideration for the License, Licensee will pay to Behavioral Health Innovations, LLC a non-creditable, non-refundable License Fee as determined by the number of administrations that will be conducted in a specified period.

3. Care for Data
You will use reasonable care in keeping the Licensed Products confidential; using at least the same degree of care you exercise in protecting your own proprietary information of a similar nature but at a minimum reasonable care. You shall comply with all applicable federal and state laws regarding the confidentiality of health information, including the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) at all times.

4. Effective Date
This Agreement becomes effective the date that You ACCEPT this Agreement and submit it to Behavioral Health Innovations, LLC (“Effective Date”). Behavioral Health Innovations, LLC shall make the Licensed Products available for direct download from this website (www.reactionindex.com) or other appropriate means following your submission and acceptance of the Agreement.

5. Support
All uses of the Licensed Products by Licensee will be by, and at, the sole expense of Licensee. Licensor may, at its sole discretion, offer limited support, future enhancements or upgrade versions to Licensee without cost or extended support at a price that will be determined on a case-by-case basis.

6. Term and Termination
The rights and licenses granted herein shall continue for an initial term of one (1) year commencing on the Effective Date conditioned upon Licensee’s payment of the Annual License Fee or (30) days after Invoicing by Behavioral Health Innovations, LLC; failure to pay the Annual License Fee within thirty (30) days after Invoicing by Behavioral Health Innovations, LLC will terminate this Agreement. This Agreement is also subject to termination by Licensor if Licensee becomes insolvent, declares bankruptcy, or a receiver or trustee is appointed for Licensee. In addition, either party may terminate this Agreement with written notice upon the occurrence of a default or breach by the other party in any of its obligations under this Agreement, provided such default or breach continues for more than thirty (30) days after receipt by such other party of notice; provided, however, there shall be no such cure period with respect to any breach of Licensee’s obligation under Section 9 hereto. Upon termination of this Agreement under this Section 6, Licensee agrees to cease using the Licensed Products and to return all Licensed Copies of the Licensed Products to Licensor, or to certify to Licensor that it has destroyed all such Licensed Copies.

7. Limited Warranty
Behavioral Health Innovations, LLC warrants that it has the lawful right to grant this license to Licensee.

This License and the associated Work are provided WITHOUT WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, EXPRESS OR IMPLIED.  BEHAVIORAL HEALTH INNOVATIONS, LLC MAKES NO REPRESENTATION OR WARRANTY THAT ANY LICENSED PRODUCT WILL NOT INFRINGE ANY PATENT, COPYRIGHT, OR OTHER PROPRIETARY RIGHT.

Nothing in this Agreement will be construed as:

• A warranty or representation by Behavioral Health Innovations, LLC as to the validity or scope of any Behavioral Health Innovations, LLC’ Patent or Copyright Rights:
  • A warranty or representation that anything made, used, sold, or otherwise disposed of under any license granted in this Agreement is or will be free from infringement of patents or copyrights of third parties.
  • Obligating Behavioral Health Innovations, LLC to bring or prosecute actions or suits against third parties for copyright or patent infringement.
  • Conferring by implication, estoppel, or otherwise any license or rights under any intellectual property of Behavioral Health Innovations, LLC other than Behavioral Health Innovations, LLC’ Copyright Rights as defined herein.
  • Obligating Behavioral Health Innovations, LLC to furnish any know-how not provided in Behavioral Health Innovations, LLC’ Copyright Rights.

BEHAVIORAL HEALTH INNOVATIONS, LLC WILL NOT BE LIABLE FOR ANY LOST PROFITS, COSTS OF PROCURING SUBSTITUTE GOODS OR SERVICES, LOST BUSINESS, ENHANCED DAMAGES FOR INTELLECTUAL PROPERTY INFRINGEMENT OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR OTHER SPECIAL DAMAGES RESULTING FROM THE EXERCISE OF THIS LICENSE OR THE USE OF THE WORK OR LICENSED PRODUCTS.   BEHAVIORAL HEALTH INNOVATIONS, LLC WILL NOT BE LIABLE FOR ANY CAUSES OF ACTION OF ANY KIND (INCLUDING TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, AND BREACH OF WARRANTY) EVEN IF BEHAVIORAL HEALTH INNOVATIONS, LLC HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. Protection of Licensed Products
Except as expressly provided herein, You receive no rights to and will not sell, assign, lease, market, transfer, encumber, or otherwise allow any third person, firm, corporation, or other entity to use, copy, or reproduce in whole or in part in any manner the Licensed Products. You shall ensure that no unauthorized copy, in whole or in part, in any form shall be made of the Licensed Products. You shall not permit any user to modify any part of the Licensed Products.

9. Assignment
Except as expressly provided herein, you may not assign, sublicense, or otherwise transfer the rights, duties, or obligations under this Agreement to any other party or entity, in whole or in part, without the prior written consent of Behavioral Health Innovations, LLC.

10. Miscellaneous
(a) This Agreement embodies the entire understanding of the parties and supersedes all previous communications, representations, or understandings, either oral or written, between the parties relating to the subject matter hereof. No modification or amendment to this Agreement will be valid or binding unless put in writing and duly executed by the party or parties to be bound thereby;

(b) Licensee will not use any name, trade name, trademark, or other designation of Behavioral Health Innovations, LLC or its employees (including contraction, abbreviation, or simulation of any of the foregoing) in advertising, publicity, or other promotional activity.  Unless required by law, Licensee is expressly prohibited from using the name “Behavioral Health Innovations, LLC” in advertising, publicity, or other promotional activity without written permission of Behavioral Health Innovations, LLC;

(c) THIS AGREEMENT IS TO BE INTERPRETED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA, but the scope and validity of any copyright will be governed by the applicable laws of the country of the copyright registration;

(d) The headings of the several sections are inserted for convenience of reference only and are not intended to be a part of, or to affect the meaning or interpretation of, this Agreement;

(e) The waiver of any breach of any term of this Agreement does not waive any other breach of that or any other term;

(f) If any part of this Agreement is for any reason found to be unenforceable, all other parts nevertheless remain enforceable as long as a party’s rights under this Agreement are not materially affected.  In lieu of the unenforceable provision, the parties will substitute or add as part of this Agreement a provision that will be as similar as possible in economic and business objectives as was intended by the unenforceable provision;

(g) No provisions of this Agreement are intended or shall be construed to confer upon or give to any person or entity other than Behavioral Health Innovations, LLC and the Licensee any rights, remedies, or other benefits under, or by reason of, this Agreement;

(h) In performing their respective duties under this Agreement, each of the parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties hereto or be construed to evidence the intention of the parties to establish any such relationship.  Neither party will have the power to bind the other party or incur obligations on the other party’s behalf without the other party’s prior written consent.