This is our contract for The Legal Umbrella® Contract Templates. It includes all the details on how you can/cannot use the templates. Please read it carefully as this is a legally binding contract. Download a copy for your records. If you have any questions, please reach out to firstname.lastname@example.org.
PURCHASE AGREEMENT FOR "THE LEGAL UMBRELLA® CONTRACTS
This Purchase Agreement is entered into and effective on the day of purchase, by and between Layne Lyons, inc., a Hawaii Corporation (“Company”), and you, the Purchaser (“Purchaser”). This Purchase Agreement outlines the terms of the purchase and defines the rights and obligations of each of the parties.
For good and valuable consideration, Purchaser agrees to purchase one or more of The Legal Umbrella® Contract Templates in a legal education and information Package (“Package”) from Company. In exchange, Company agrees to provide general legal education and information for Purchaser, with details as outlined below.
I. PACKAGE DETAILS
The Package is a self-paced resource designed to educate and inform Purchaser regarding legal protections for online entrepreneurs. The Package consists of one or more documents in “template” form, which include prompts throughout each document that need to be customized and completed, using the accompanying instructions. Purchaser acknowledges and agrees Purchaser understands what the templates are, how they are to be used, and what they are not intended to replace.
Purchaser acknowledges and agrees it is solely Purchaser’s responsibility to customize and complete the templates according to Purchaser’s business details and specific business practices. Purchaser understands that if Purchaser has questions or needs assistance with customizing or completing the templates, Purchaser may email email@example.com to correspond or to set up a brief phone call.
Purchaser acknowledges and agrees it is Purchaser’s sole responsibility to accurately customize and complete the templates and it is Purchaser’s sole responsibility to ask for assistance, do research, or seek additional information about the templates when customizing, completing, and using them. Purchaser acknowledges and expressly agrees that any errors or failures with regard to the templates are in no way Company’s fault. If Purchaser’s customized and completed templates, whether published or unpublished, contain errors or failures, Purchaser acknowledges and expressly agrees that Company has no fault or liability with regard to these errors or failures, and Purchaser will not seek to blame Company. Purchaser expressly agrees to hold Company harmless from any misuse, failure, or error in customizing, completing, or using the templates, even if such misuse, failure, or error renders the template unenforceable or ineffective, whether in whole or part.
In consideration for the Package provided by Company to Purchaser, Purchaser agrees to pay the price listed on the order form, payable in full or in installments, and agrees to make payment using a credit card or Paypal.
If Purchaser is paying in full, Purchaser will be charged one time on the date of purchase.
If Purchaser is paying in installments, Purchaser’s card will be charged approximately every thirty (30) days until the purchase price is paid in full.
By completing this purchase, Purchaser acknowledges, agrees, and authorizes Company to charge Purchaser’s method of payment on file for all installment payments, at the time they are due, without any additional authorization.
If any payment due is not able to be processed on its due date, Company will notify Purchaser, who will then have a five-day (5) period to update the payment information and make the payment. After five (5) days, if payment is still not able to be processed, Purchaser's access to the Package will be suspended and Purchaser’s license to use the templates will terminate. Any further use of the templates will be a violation of this Agreement and Unites States Federal Copyright Law, which carries serious financial penalties.
If any payment remains delinquent for over thirty (30) days, Company reserves the right to engage a Collections Agency to seek payment and to report the event to all three credit reporting agencies.
III. BUSINESS TO BUSINESS
Purchaser acknowledges and agrees that Purchaser is signing and entering this Agreement in Purchaser’s capacity as a business owner, not as an individual consumer, even if Purchaser does not have a business entity such as a limited liability company. Purchaser acknowledges and agrees that as a business owner, Purchaser’s rights may be limited under the law and Purchaser may be giving up consumer rights.
IV. INTELLECTUAL PROPERTY
Company owns and maintains all copyrights, trademarks and intellectual property rights to all of the materials and content in the Package, including all templates, documents, videos, audio recordings, worksheets, emails, handouts, recipes, activities, strategies, systems, techniques, logos, trademarks and other proprietary information and original work created by Company, unless otherwise stated, whether created prior to working with Purchaser or specifically created for Purchaser. All intellectual property rights remain with Company, nothing in this Purchase Agreement shall constitute a transfer of intellectual property ownership.
By purchasing the Package, Purchaser is granted one limited, non-transferable, revocable license to view, read, download, print, use, edit, customize and complete the materials and content, including all templates, for Purchaser’s single business only, as directed by Company. This includes the right to store an original version for later use in Purchaser’s business.
Purchaser acknowledges and agrees that these templates are not to be shared with any third parties who have not purchased them. Purchaser agrees not to copy, reproduce, duplicate, modify, publish, transmit, replicate on another website, create derivative works from, sell, assist in the sale of, distribute, display, perform, provide access to another person, or in any other way, exploit Company’s intellectual property without Company’s express written consent.
If Purchaser wishes to share these templates with third parties, make derivative works, sell, display or use the templates in other unauthorized ways, Purchaser may purchase additional licenses from Company. These licenses start at $5,000. If it is discovered (through the use of daily IP sweeps, content monitoring, and weekly internet infringement scans) that Purchaser has shared the templates with third parties or used them for any of these other purposes without paying the license fee, Purchaser will be notified and billed within forty-eight (48) hours.
By completing this purchase, Purchaser expressly agrees not to share any of the materials in the package with any third parties.
Purchaser acknowledges and agrees that if any infringing use of The Legal Umbrella® Contract Templates or other materials and content in the Package is suspected, Purchaser’s limited license and access to the Package will be revoked immediately, without refund, and Company will prosecute the infringement to the fullest extent of the law.
Purchaser acknowledges and agrees that in this case, Purchaser will not have a cause of action against Company and further acknowledges and agrees that any such actions will likely constitute infringement and theft of Company’s property and a violation of this Agreement under United States Federal Copyright law.
V. REFUND POLICY
The Package is a digital product delivered via email link. Once the link has been provided to Purchaser, delivery is considered complete and NO REFUNDS will be given.
Purchaser understands Company’s strict NO REFUND policy and agrees that no refunds will be given.
VI. NO GUARANTEES, NO WARRANTIES
Purchaser is participating in this Package voluntarily and understands that Company makes no guarantees regarding Purchaser’s results with this Package. Purchaser agrees that Company is not responsible, and Purchaser does not have a cause of action, legal remedy, or an entitlement to a refund if Purchaser does not achieve the desired result, or if there are errors or omissions in the Package or any of its materials.
The Package is provided “as is,” and, except for the express warranties in this Purchase Agreement, is offered with no warranties of any kind, whether express or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, merchantability, expectation of course of performance and non-infringement. Purchaser’s participation is voluntary and Purchaser agrees not to hold Company responsible if Purchaser becomes dissatisfied with the Package. The Package is intended for a general audience and is not in any way specifically tailored to any individual.
The Templates are NOT LEGAL ADVICE.
Layne Lyons, inc. provides legal information and education for online entrepreneurs. The Legal Umbrella® Contract Templates are for educational and informational purposes only. Layne Lyons, inc. and Layne Lyons Pecoff do not provide legal advice, and nothing in Company’s content or in Company’s services should be construed as legal advice.
The Legal Umbrella® Contract Templates are legal information and education only and are intended for Purchaser to customize and have reviewed by Purchaser's local attorney to ensure compliance with State and local laws.
Purchasing and using the Templates does not create an attorney-client relationship between Purchaser and Layne Lyons, inc. Purchasing and using the Templates does not create an attorney-client relationship between Purchaser and Layne Lyons Pecoff. Layne Lyons Pecoff is not actively practicing law or legally representing you in any way.
Because the laws and regulations in each state differ, Layne Lyons, inc. strongly recommends that you have a consultation with a local lawyer who can advise you on what you can and cannot do in your jurisdiction.
Layne Lyons, inc. fully instructs you to have The Legal Umbrella® Contract Templates reviewed by a licensed attorney in your jurisdiction to ensure compliance with your State and local laws. Nothing in Company’s content or in Company’s services is intended to be a substitute for consultation with a local lawyer, accountant, or financial advisor who can review and advise you on your specific situation.
There are some state-specific laws, based on public policy, which govern a company’s ability to limit liability, specifically in the areas of personal injury and death. Some courts will not enforce a company’s contractual provisions with respect to limiting liability. Layne Lyons, inc. strongly recommends that you carry sufficient insurance.
Layne Lyons, inc. strives to ensure the accuracy of its content, however, because laws vary from state to state and are always evolving and changing, Company is in no way responsible for any errors or omissions in The Legal Umbrella® Contract Templates, and specifically disclaims all liability for any loss or damages that result.
Purchaser has read, understands, and consents to Company’s full Disclaimer, located at LayneLyons.com/Disclaimer, which is incorporated here by reference.
By completing this purchase, Purchaser expressly agrees that Purchaser has read, understands, and consents to this Disclaimer.
VIII. ASSUMPTION OF RISK
Purchaser understands that the Package includes information, education, and self-help tools to be customized and applied to Purchaser’s business. Purchaser assumes all risks for any harm, illness, injury, loss of profits, loss of revenues, loss of income, loss of anticipated income, loss of projected income or sales, personal or business interruptions, misapplication of information, loss of data, computer failures, computer viruses, technical problems, defects, or delays, loss of goodwill, wasted time or any other loss or damage of any kind.
IX. LIMITED LIABILITY, INDEMNIFICATION
Purchaser agrees that under no circumstances is Company to be held liable for any damages, whether direct or indirect, resulting from this Purchase Agreement or the Package, and Company expressly excludes such liability to the fullest extent of the law.
Purchaser agrees that Company is not liable or responsible in any way for accidents, delays, injuries, harm, loss, damage, death, physical or mental condition, loss of profits, loss of revenues, loss of income, loss of anticipated income, loss of projected income or sales, personal or business interruptions, misapplication of information, loss of data, computer failures, computer viruses, technical problems, defects, or delays, loss of goodwill, wasted time or any other loss or damage of any kind, however and whether caused by negligence, breach of contract, or otherwise, even if foreseeable due to any act or default by Company or anyone acting as Company’s agent, consultant, affiliate, joint venture partner, employee, shareholder, director, staff, team member, or otherwise affiliated with Company.
In no event shall Company’s liability exceed the fees paid under this Purchase Agreement.
Purchaser agrees at all times to indemnify, defend and hold Company and its team members, agents, affiliates, and other parties associated with Company, harmless from any actions, losses, damages, or expenses, as well as third party claims, including attorneys’ fees and expenses, arising out of or related to this Purchase Agreement or Package.
This Purchase Agreement shall be construed in accordance with, and governed by, the laws of the State of Hawaii as applied to contracts that are executed and performed entirely in Hawaii, regardless of Purchaser’s location. The exclusive venue for any legal proceeding based on or arising out of this Purchase Agreement shall be Hawaii County, Hawaii.
XVI. DISPUTE RESOLUTION, LITIGATION EXPENSES
Should any dispute arise between Purchaser and Company, the parties will make a good faith effort to resolve the dispute amicably, without the necessity of outside intervention. In order to be considered “a good faith effort,” Purchaser must give Company written notice of any dispute within ten (10) days of the date of purchase.
If resolution is not possible, then Purchaser agrees that the dispute shall be resolved by binding arbitration, by a single arbitrator, via video hearing, using FairClaims.com. The parties agree to waive their right to a jury trial. The prevailing party shall be entitled to recover reasonable attorney’s fees and other costs incurred in pursuing the action, in addition to any other relief to which the prevailing party is entitled.
Purchaser agrees to participate in the arbitration process in good faith. Purchaser further agrees that the decision made by the Arbitrator is binding, not subject to appeal, and enforceable in any court of competent jurisdiction as a judgment of law. Purchaser understands that any claim must be commenced within one year of the date of the grievance, or forfeited forever.
Purchaser understands that the only remedy that can be awarded through Arbitration is a refund of payments made to Company. NO AWARD OF ANY CONSEQUENTIAL, PUNITIVE, SPECIAL, OR ADDITIONAL DAMAGES MAY BE AWARDED TO PURCHASER.
XII. ENTIRE AGREEMENT, WAIVER, MODIFICATIONS, SEVERABILITY, ASSIGNMENT
Purchaser and Company agree that this Purchase Agreement constitutes the entire agreement between them and supersedes any and all prior agreements, discussions, correspondence, understandings, or proposals. Purchaser understands that any expectation regarding the Package, which is not specifically included in this Purchase Agreement is not included in the Package.
Purchaser agrees that no waiver of any of the provisions of this Purchase Agreement shall be deemed, or shall constitute, a waiver of any other provision of this Purchase Agreement, nor shall any waiver constitute a continuing waiver.
Purchaser agrees that this Purchase Agreement is not to be altered, amended, extended, or considered waived in any way, except in writing, with an additional Addendum, signed by both Purchaser and Company, or by an authorized signatory for either party.
If any term of this Purchase Agreement is found to be invalid, void, or unenforceable under applicable law, the other provisions shall remain in full force and effect, and shall in no way be affected, impaired, or invalidated.
This Purchase Agreement is not assignable, delegable, sub-licensable, or otherwise transferable.
All notices, requests, demands, and other communications regarding this Purchase Agreement shall be in writing, sent via the US mail, addressed as follows:
Layne Lyons, inc.
68-1875 Pua Melia Street
Waikoloa, Hawaii 96738
The Parties both agree that electronic signatures are a valid form of signature for this Agreement, and it may be executed in counterparts, in which case it will be effective on the date the final Party signs the Agreement.
Purchaser has had the opportunity to consult with an attorney and to have all questions answered by Company prior to entering this Purchase Agreement.