Our License Agreement was last updated on [April 8, 2024].

Distribution Rights

👉 LICENSING AGREEMENT

This Licensing Agreement ("Agreement") is entered into as of the date purchased, by and between IvyCha, a UK limited company ("Licensor"), and the buyer of The Digital Products Library ("Licensee").

WHEREAS, Licensor is the sole and exclusive owner of the 'Digital Products Library' product ("Product");

WHEREAS, the Licensee desires to obtain certain rights to resell the Product, and the Licensor is willing to grant such rights to the Licensee, all on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

👉 TERMS OF LICENSE:

By entering into this agreement, the Licensee agrees to the following terms concerning the use, resale, and distribution of the "Digital Products Library" product, formerly known as "Digital Products Library from Upstrider", copyrighted by IvyCha Limited.

Scope of License Agreement for The Digital Products Library.

By accepting the terms of this agreement, the licensee acknowledges and agrees to be bound by its provisions for both products. Any breach of the terms related to one product will be considered a breach of the entire agreement.

👉 Intellectual Property Rights

All intellectual property rights in and to the Third-Party Content are owned by the respective Content Providers or their licensors. Nothing in this Agreement shall be construed to transfer any rights, title, or interest in the Third-Party Content to the Licensee or any third party. The Licensee agrees to respect the intellectual property rights of the Content Providers and to refrain from any action that would infringe upon these rights.

👉 Responsibility for Infringement

The Licensee acknowledges and agrees that they are solely responsible for any infringement of the intellectual property rights of the Content Providers resulting from unauthorized use of the Third-Party Content. Upstrider/IvyCha LTD assumes no liability for any such infringement, and the Licensee agrees to indemnify and hold harmless Upstrider/IvyCha LTD and its affiliates, officers, agents, and employees from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of the Licensee's use of the Third-Party Content.

👉 Termination of Access

Upstrider/IvyCha LTD reserves the right to terminate or restrict the Licensee's access to the Third-Party Content for any Licensee found to be in violation of this Agreement, without notice and at its sole discretion.

👉 Amendments

This Third-Party Content Protection Clause may be amended or updated by Upstrider/IvyCha LTD from time to time. The Licensee will be notified of any significant changes, and continued use of the Third-Party Content will constitute acceptance of the revised terms.

Rules and Limitations of Product by Licensee

(a) Product Integrity and Copyright:

Licensee shall not modify, adapt, translate, reverse engineer, decompile, disassemble, or otherwise tamper with the Product. This includes but is not limited to, selling portions of the product, renaming the product, changing material within the product, or altering the creator of the product.

Licensee shall not claim ownership of the Product copyright. However, for marketing and sales purposes, the Licensee may claim authorship of the product but must always include the Upstrider/IvyCha LTD copyrighted material and notices.

(b) Resale Rights:

The licensee may resell the Digital Products Library product to end users without transferring the Master Resell Rights. Reselling to other resellers is also permitted.

If reselling the Master Resell Rights, the Licensee agrees to include these terms and conditions with the product and ensure all customers adhere to this Agreement.

Failure to adhere to these terms will result in the revocation of the Licensee's resell rights, and Upstrider/IvyCha LTD may pursue legal action for damages caused by misuse.

(c) Distribution Limitations:

Licensee is prohibited from giving away the Product for free or as part of a free bundle.

The licensee may include additional content or opportunities with the Product, provided they do not conflict with the original community agreement for The Digital Products Library by Upstrider/IvyCha LTD.

👉 Misrepresentation:

Adding content that falsely represents or misinterprets the intentions, goals, or values of The Digital Products Library, or Upstrider/IvyCha LTD.

👉 Infringement:

Incorporating content that infringes on the intellectual property rights, trademarks, or copyrights of Upstrider/IvyCha LTD or any third party.

👉 Unapproved Modifications:

Making significant alterations or modifications to the original content of The Digital Products Library without the explicit consent of Upstrider/IvyCha LTD.

👉 Unethical Practices: Introducing opportunities or content that involve unethical, illegal, or immoral practices, such as scams, misinformation, or deceptive marketing tactics.

👉 Data Privacy Concerns:

Introducing features or content that compromise the data privacy and security of users of The Digital Products Library.

(d) Marketing and Promotion:

Licensee agrees to use ethical marketing materials for the promotion of the Product.

False or Misleading Income claims for marketing purposes are strictly prohibited. Licensee agrees to indemnify Upstrider/IvyCha LTD from any damages resulting from advertising income claims.

(e) Third-Party Payment Platforms:

Licensee agrees to use third-party payment platforms for sales and distribution, adhering to all terms and conditions of said platforms.

Upstrider/IvyCha LTD is not responsible for any aspect of these platforms.

(f) Pricing:

The minimum sale price for the Product is $497.00 USD. Licensee must ensure that any promotions or discounts do not reduce the sale price below this amount.

(g) Promotional Offers:

Licensee can offer gifts or bonuses with the Product, provided these do not effectively reduce the Product's sale price below the minimum.

(h) Community Guidelines:

Licensee agrees to abide by community guidelines established by Upstrider/IvyCha LTD.

(i) Agreement Amendments:

This Agreement represents the full understanding between the Licensee and Upstrider/IvyCha LTD. Licensee may not modify this Agreement without written consent from Upstrider/IvyCha LTD.

(j) Return Policy:

All sales of the Product are final and non-refundable. Licensee must communicate this policy clearly to customers.

(k) Non-Disparagement:

Licensee agrees not to make or encourage defamatory or disparaging statements about Upstrider/IvyCha LTD or its products.

(l) Confidentiality:

Licensee agrees to treat all proprietary information related to the Product and Upstrider/IvyCha LTD as confidential.

(m) Audit Rights:

Upstrider/IvyCha LTD reserves the right to audit the Licensee's records related to the Product to ensure compliance with this Agreement.

(n) Quality Control:

Licensee agrees to maintain high standards of quality in the use, sale, and distribution of the Product.

(o) Relationship of Parties:

The Licensee is an independent business or individual and nothing in this Agreement is intended to, or shall be construed to, create a partnership, agency, joint venture, employment or similar relationship between Upstrider/IvyCha LTD and the Licensee. Neither party shall have the authority to enter into agreements of any kind on behalf of the other party, and neither party shall be considered the agent, employee, or representative of the other.

(p) Severability:

If any provision of this Agreement is found unenforceable, the remainder of the Agreement remains in full force.

(q) Amendments:

Upstrider/IvyCha LTD may amend this Agreement at its discretion. Licensee agrees to review and adhere to any changes.

The Licensee hereby consents to receive electronic notifications pertaining to any modifications, updates, or changes to the license agreement. Such notifications may be sent via email, through an online portal, or other electronic means as determined by the Licensor. It is the express responsibility of the Licensee to regularly review the terms of the license and to stay informed of any alterations or amendments. The Licensee acknowledges and agrees that their failure to review or be aware of such changes does not relieve them of their obligations under the updated license terms.

(r) Licensee Responsibility:

Licensee acknowledges their responsibility to understand the Product and its uses and to represent it accurately in all marketing and promotional activities.

(s) Community Obligations:

Licensee agrees to uphold and enforce community guidelines and terms and conditions set by Upstrider/IvyCha LTD if they establish any community or forum related to the Product.

(t) Prohibition of Affiliate Links:

The licensee is strictly prohibited from using affiliate links or any form of affiliate marketing to promote or sell The Digital Products Library. Any attempt to use affiliate links for the promotion or sale of the product will be considered a breach of this agreement and may result in immediate termination of the licensee's rights under this agreement.

(u) Use in Membership Sites:

The licensee is permitted to include The Digital Products Library product as part of their membership site offerings. However, under no circumstances shall the licensee provide, offer, or transfer the resell rights of the Digital Products Library product to any membership subscribers, regardless of the amount spent or the level of membership tier. The product must be provided to members as a standalone product without any rights to further distribute or resell.

(v) Prohibition on Screen Recording:

The Licensee is expressly prohibited from screen recording, capturing, or reproducing the Digital Products Library product in any manner for the purpose of sharing, distributing, or reselling. Any unauthorized screen recording or reproduction of the product is a violation of this agreement and may result in legal action and termination of the Licensee's rights under this agreement.

👉 GRANT OF LICENSE

Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee a non-exclusive, transferable, revocable right to resell the Product in accordance with the terms of this Agreement.

👉 PROHIBITED ACTIVITIES

You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavours except those that are specifically endorsed or approved by us.

As a user of the Services, you agree not to:

👉 PRODUCT NAME ALTERATION:

Change, modify, or alter the original name of the Product provided by Upstrider/IvyCha LTD.

Systematically retrieve data or other content from the Services or Product to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from Upstrider/IvyCha LTD.

Trick, defraud, or mislead Upstrider/IvyCha LTD and other users, especially in any attempt to learn sensitive account information such as user passwords, potential leads, promotional secrets, or any other business information.

Circumvent, disable, or otherwise interfere with security-related features of the Product, including features that prevent or restrict the use of copying of any Content or enforce limitations on the use of the Product and/or the Content contained therein.

Disparage, tarnish, or otherwise harm, in the opinion of Upstrider/IvyCha LTD, the Product, potential competition, or Upstrider/IvyCha LTD and its employees, owners, partners, or anyone else that Upstrider/IvyCha LTD deems suitable to this prohibited activity.

Use any information obtained from the Product in order to harass, abuse, or harm another person.

Make improper use of our support services or submit false reports of abuse or misconduct.

Use the Product in a manner inconsistent with any applicable laws or regulations.

Engage in unauthorized framing of or linking to the Product.

Upload or transmit (or attempt to upload or transmit) viruses, Trojan horses, or other material, including party's uninterrupted use and enjoyment of the Product or modifies, impairs, disrupts, alters, or interferes with the use, features, function, operation, or maintenance of the Product.

Delete the copyright or other proprietary rights notices from any Content or the Product.

Attempt to impersonate another user or person or use the username of another user of the Product who is a Licensee of the Product.

Interfere with, disrupt, or create an undue burden on the Product or Upstrider/IvyCha LTD or the networks or services connected to the Product.

Harass, annoy, intimidate, or threaten any of CUpstrider/IvyCha LTD employees, affiliates, owners, executive staff, or agents engaged in providing any portion of the Product, Services, or Licensing to you, the Licensee.

Attempt to bypass any measures of the Product designed to prevent or restrict access to the Product, or any portion of the Product.

Use a buying agent or purchasing agent to make purchases of the Product.

2a. Restrictions on Use of Product for Creation of Derivative Products

By agreeing to these Terms and Conditions, you acknowledge and agree that the product provided by Upstrider/IvyCha LTD ("Company") is intended for direct use as provided and not for the purpose of creating derivative products, services, or any form of secondary product without the explicit written permission from the Company. Unauthorized use of the product for these purposes is strictly prohibited and constitutes a violation of these Terms.

Requirement for Permission and Royalty Fee

Permission Requirement: To use the Company's product for the creation of your own product ("Derivative Product"), you must first obtain explicit written permission from the Company. The decision to grant such permission is at the sole discretion of the Company and may involve negotiations and agreements that go beyond these Terms and Conditions.

👉Royalty Fee:

In the event that permission is granted for the creation of a Derivative Product, the user agrees to pay the Company a royalty fee. The minimum royalty fee will be set at 10% of the Derivative Product's gross sales or another mutually agreed upon metric, as determined through negotiations between the user and the Company. The specific terms, including the percentage of sales, payment schedule, and other relevant details, will be outlined in a separate agreement.

👉 Negotiation of Terms:

All terms related to the creation of Derivative Products, including but not limited to the royalty fee, usage rights, and duration of the agreement, will be subject to negotiation and mutual agreement between the user and the Company. The finalized terms will be documented in a separate written agreement that both parties will sign.

👉 Compliance and Enforcement:

Users are required to fully comply with these restrictions and the terms of any agreement made regarding the creation of Derivative Products. The Company reserves the right to enforce these Terms and any additional agreements, including but not limited to taking legal action, seeking injunctive relief, and claiming damages, against any user who violates these provisions.

By using the Company's product, you agree to these restrictions and acknowledge that any unauthorized use of the product for the creation of Derivative Products may result in immediate termination of your access to the product, legal action, and other remedies available to the Company under the law.

2b. Prohibition of Selling Under a False Name:

The Participant expressly agrees not to sell, distribute, or promote The Digital Products Library under any false, misleading, or unauthorized name, brand, or representation.

The Participant acknowledges that The Digital Products Library is the exclusive intellectual property of Upstrider/IvyCha LTD and any unauthorized use, including selling under a false name, constitutes a breach of this Agreement and an infringement of Upstrider's/IvyCha LTD's intellectual property rights.

Any unauthorized use of The Digital Products Library will result in immediate termination of the Participant's rights under the Original Agreement and may result in legal action for damages and injunctive relief.

Damages:

In the event of a breach of this Amendment, Upstrider/IvyCha LTD reserves the right to pursue the Participant for damages, including but not limited to lost profits, damage to reputation, and any other consequential damages resulting from the unauthorized use of The Digital Products Library.

2c. Restriction on Use of Product Names in Domain Names

Restriction on Domain Names: The Licensee shall not use any of the following product names: "The Digital Products Library," "Upstrider" or any derivatives or variations thereof, in any domain name or subdomain name registered or controlled by the Licensee. This includes, but is not limited to, the exact product names, and any abbreviations, or misspellings that are confusingly similar to the product names.

👉 Consequences of Violation:

Any use of the product names in violation of this addendum will be considered a breach of the License Agreement. Upon such breach, the Licensor reserves the right to take any or all of the following actions: a. Immediate termination of the License Agreement. b. Legal action for infringement of intellectual property rights. c. Any other remedies available under law.

👉 Acknowledgement:

The Licensee acknowledges that the Licensor owns all rights, title, and interest in and to the product names and that all use of the product names by the Licensee shall inure to the benefit of the Licensor.

Ownership vs. License of Digital Product:

👉 Purchase of Digital Product:

Upon purchasing The Digital Products Library product, the purchaser ("Licensee") acquires a personal, non-exclusive, transferable, and revocable license to access, use, and resell the product for their own personal or business purposes. This license grants the Licensee the right to use and resell the product but does not transfer any intellectual property rights.

👉 Intellectual Property Rights:

All copyrights, patents, trademarks, trade secrets, and other intellectual property rights in The Digital Products Library product remain the sole and exclusive property of Upstrider/IvyCha LTD ("Licensor"). The purchase of the product does not convey to the Licensee any rights of ownership in or related to the product, or any intellectual property rights owned by the Licensor.

👉 Continuous Resale Rights:

The Licensee is permitted to resell The Digital Products Library product to a third party. Upon resale, the Licensee retains their original rights to the product and does not need to transfer their license to the third-party buyer. This means the Licensee can continue to resell the product to multiple parties while still retaining their rights to the product. Each third-party buyer will also acquire a personal, non-exclusive, transferable, and revocable license to access, use, and resell the product under the same terms.

Downloading a Copy: See Section 3a.

Clarification on Ownership: For the avoidance of doubt, purchasing The Digital Products Library product provides the Licensee with a licensed copy of the product. It does not grant any ownership rights to the intellectual property of the product or any other rights not explicitly mentioned in this agreement.

3a. Download Clause

👉 Application for Download

Each purchaser of The Digital Products Library ("the Product") acknowledges that the primary and ONLY method of accessing the Product is through the online portal available at "https://upstrider.systeme.io/course/page-path-1685784098"

Eligibility Criteria

👉 PROOF OF PURCHASE:

Applicant must provide verifiable evidence of purchase of the Product.

👉 SECURITY SCREENING:

Applicant agrees to undergo a security screening process designed to prevent unauthorized distribution and misuse of the Product.

👉 AGREEMENT TO TERMS:

Applicant must agree to additional terms and conditions as specified by Upstrider/IvyCha LTD, including but not limited to usage limitations, anti-piracy measures, and data protection agreements.

Conditions of Download

👉LIMITED LICENCSE:

Granted download permission does not confer ownership of the Product. The purchaser is licensed to use the downloaded Product strictly for personal or educational purposes as originally intended.

👉 NO REDISTRIBUTION:

The purchaser agrees not to share, distribute, or transmit the download link received from Dropbox and/or Google Drive in any form or by any means to anyone else. The provided link is meant exclusively for the individual purchaser's use. Sharing the download link compromises the security and integrity of the Product and is strictly prohibited.

👉 COPY PROTECTION:

The downloaded Product may include digital rights management (DRM) or other copy protection mechanisms to prevent unauthorized copying or sharing.

👉 MONITORING AND COMPLIANCE:

Upstrider/IvyCha LTD reserves the right to monitor the use of the downloaded Product to ensure compliance with these terms. Violation of any condition may result in immediate revocation of the download privilege and potential legal action.

👉 AMENDMENT AND TERMINATION:

Upstrider/IvyCha LTD reserves the right to amend the terms of this Download Clause or terminate the download option at any time, without prior notice, in response to evolving security threats or misuse of the Product.

By agreeing to these terms, the purchaser commits to responsibly using the downloaded Product in a manner that respects the intellectual property rights of Upstrider/IvyCha LTD and contributes to the safe and effective distribution of educational content.

3b. Licensee Responsibility Clause

The Purchaser or Licensee acknowledges and agrees that it is their sole responsibility to stay informed about updates, changes, and enhancements to The Digital Products Library. The Company will make reasonable efforts to notify users of significant updates through the email provided at the time of purchase or via announcements on the online portal at "https://upstrider.systeme.io/digitalproductsplr". However, the Purchaser must regularly check the online portal and their email for such updates to ensure that they are using the most current version of the Product and are aware of any changes to its use or to this Agreement.

Failure to stay updated on the Product and changes made by the Company may result in the Purchaser using an outdated version of the Product, which could affect its functionality or compliance with the terms of this Agreement. The Purchaser's commitment to staying informed about the Product and adhering to any updates is a critical aspect of maintaining the integrity and security of the Product.

👉 INDEMNIFICATION:

The Licensee agrees to indemnify, defend, and hold harmless Upstrider/IvyCha LTD ("Licensor"), and its officers, directors, employees, agents, affiliates, successors, and permitted assigns (collectively, "Indemnified Party"), against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, fees and the costs of enforcing any right to indemnification under this Agreement, and the cost of pursuing any insurance providers, arising out of or resulting from any claim of a third party related but not limited to: (a) any breach or non-fulfillment of any representation, warranty, or covenant contained in this agreement, or any other agreement contemplated hereby, by the Licensee; (b) any use or misuse of The Digital Products Library product by the Licensee or any third party gaining access to the product through the Licensee; or (c) any infringement of intellectual property rights arising from the Licensee's unauthorized use or modification of the product.

👉TERMINATION:

This Agreement shall commence on the Effective Date of Purchase and shall continue in full force until terminated as provided herein. Either party may terminate this Agreement at any time, with or without cause, by providing the other party a written notice of termination. Upon termination of this Agreement for any reason, all rights granted to the Licensee under this Agreement, including the right to resell The Digital Products Library product, shall immediately cease, and the Licensee shall immediately cease all use, promotion, and sales of the Product. The Licensee shall also, within 10 days of the termination date, destroy or return to the Licensor any confidential information or materials provided by the Licensor under this Agreement. Termination of this Agreement shall not affect any rights or obligations that: (a) are meant to survive termination (including but not limited to indemnification and limitations of liability); and/or (b) have accrued prior to such termination.

👉 REVOCATION OF LICENCE:

Upstrider/IvyCha LTD ("Licensor") reserves the right to revoke the license granted to the Licensee under this Agreement at any time, for any reason, including but not limited to breaches of this Agreement, misuse of The Digital Products Library product, or actions that harm the reputation or business interests of the Licensor. Upon revocation of the license, the Licensee shall immediately cease all use, promotion, and sales of the Product and shall, within 10 days of the revocation date, destroy or return to the Licensor any confidential information or materials provided by the Licensor under this Agreement.

👉 UPDATES TO TERMS AND CONDITIONS:

Upstrider/IvyCha LTD ("Licensor") reserves the right to update, modify, or replace any part of these Terms and Conditions by posting updates and changes to our website. It is the Licensee's responsibility to check our website periodically for changes. The continued use of or access to our website or the Service following the posting of any changes to these Terms and Conditions constitutes acceptance of those changes.

👉 THIRD-PARTY PROTECTION:

The Licensee acknowledges and agrees that Upstrider's/IvyCha LTD's licensors and service providers are third-party beneficiaries of this Agreement, with the right to enforce the obligations set forth herein with respect to the respective technology and services of such licensors and service providers.

👉 CONFIDENTIALITY:

Both parties acknowledge that during the course of this Agreement, each may obtain confidential information regarding the other party's business. Both parties agree to treat all such information and the terms of this Agreement as confidential and to take all reasonable precautions against disclosure of such information to unauthorized third parties during and after the term of this Agreement. Upon request by an owner, all documents relating to the confidential information will be returned to such owner.

👉 REPRESENTATIONS:

Both parties represent and warrant that they have the full authority to enter into this Agreement and to perform their obligations hereunder; that their execution and performance of this Agreement will not result in a breach of any other agreement to which they are bound; and that they will comply with all applicable laws, rules, and regulations in their performance of this Agreement.

👉COMPLIANCE WITH LAWS:

The Licensee shall comply with all applicable laws, regulations, and ordinances in connection with its activities pursuant to this Agreement.

👉 ASSIGMENT:

Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld.

👉 FORCE MAJEURE:

Neither party shall be liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes, labour disputes, embargoes, government orders, or any other force majeure event.

👉 ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES:

Visiting the website, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the website, satisfy any legal requirement that such communication be in writing.

YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE WEBSITE.

You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

👉 CORRECTIONS

There may be information on the website that contains typographical errors, inaccuracies, or omissions that may relate to The Digital Products Library product, promotions, offers, product descriptions, pricing, and availability. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information on the website or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

👉 DISCLAIMER

The Digital Products Library product is provided "as is" and "as available" for your use, without any representation, warranties, or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

👉 MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of The Digital Products Library product at any time or for any reason at our sole discretion without notice. Such changes may include, but are not limited to:

👉 CONTENT UPDATES: Periodic updates to the content to reflect new information, corrections, or improvements.

👉 FEATURE CHANGES:

Addition, modification, or removal of certain features or functionalities of the product.

👉 PLATFORM SUPPORT:

Changes to the supported platforms or devices for which the product is available. This may include discontinuation of support for older software versions or devices.

👉 DOWNLOAD LIMITATIONS:

Adjustments to the number of times a product can be downloaded, or the duration for which a download link remains active.

👉 ACCESS RESTRICTIONS:

Temporary or permanent restrictions on access to certain parts of the product due to maintenance, security concerns, or other reasons.

👉 PRICING ADJUSTMENTS:

Changes to the pricing of the product, including promotional discounts or price increases.

👉 FORMAT CHANGES:

Alterations to the format or file type of the downloadable content, which may require users to obtain new software or hardware for compatibility.

We also reserve the right to modify or discontinue all or part of the product without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the product.

👉 ENTIRE AGREEMENT.

This Agreement, including any exhibits attached hereto and made a part hereof, constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof, and any and all written or oral agreements heretofore existing between the parties hereto are expressly cancelled.

👉 MISCELLANEOUS.

Our failure to exercise or enforce any right or provision of these Terms and Conditions shall not operate as a waiver of such right or provision. These Terms and Conditions operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms and Conditions is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and Conditions and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms and Conditions or use of The Digital Products Library product.

👉 REFUND POLICY.

Licensee acknowledges and agrees that due to the nature of the Digital Products Library being eligible for download, all sales of the Digital Products Library are final and non-refundable. Licensee must clearly communicate this return policy to their customers prior to the sale of the Digital Products Library, ensuring that customers understand that they are purchasing a non-refundable product. Failure to comply with this return policy or any misrepresentation of it to customers may result in immediate termination of these Terms, at the sole discretion of Upstrider/IvyCha Ltd, in addition to any other remedies available to Upstrider/IvyCha Ltd under law or equity.

You agree that these Terms and Conditions will not be construed against us by virtue of having drafted them. You hereby waive any and all defences you may have based on the electronic form of these Terms and Conditions and the lack of signing by the parties hereto to execute these Terms and Conditions.

👉 CUSTOMER SUPPORT

Primary Support Provider:

You are the first point of contact for your customers regarding any queries, concerns, or support requests related to the Digital Products Library. This includes technical support, product inquiries, and assistance with usage.

It's important to note that whoever sold the Digital Products Library to you becomes then your first point of support and transactional point. They are responsible for addressing any issues you may encounter, including transactional inquiries and initial support requests.

Timely Responses:

Promptly respond to customer inquiries and provide assistance as needed. Aim to resolve issues in a timely and professional manner to ensure customer satisfaction.

Product Knowledge:

Familiarise yourself with the features, benefits, and usage of the Digital Products Library to effectively assist your customers. Stay updated on any updates or changes to the product that may affect customer experience.

👉 TRANSACTIONS:

Independent Transactions:

As a reseller, you are solely responsible for conducting transactions with your customers. This includes invoicing, and payment collection.

Conditions:

It is your responsibility to establish and communicate these terms and conditions to your customers. Ensure that they understand the terms of purchase, including any refund policies or guarantees you offer.