A digital version of the course for those who perfer a tablet or to print it yourself. It is still recommended to have a journal or paper and pen handy!
Divorce Course- Digital File
LICENSING AGREEMENT
State of ColoradoBACKGROUND:
This Licensing Agreement (the "Agreement") is made effective as of March 3rd, 2020 by and between the following Licensor of the following address:ASHLYNE HUFF BLUE
P.O. Box Q
Aspen, CO 81612and the following Licensee of the following address:
CLIENT/PURCHASER
See Purchaser's InformationIn the Agreement, the Party who is granting the right to use the licensed property will be referred to as "ASHLYNE HUFF BLUE," and the Party who is receiving the right to use the licensed property will be referred to as "CLIENT/PURCHASER." The individuals may be known collectively as the "Parties." All references to the Licensee and Licensor in this Agreement shall include, if relevant, the Parties' parent companies, affiliates, and subsidiaries.
The Parties agree to the following:
I. GRANT OF LICENSE1. ASHLYNE HUFF BLUE owns the following property (the "Authored Work"):
How To Move On And Be Happy product (divorce, break up, and unstuck) digital downloads.
2. In accordance with this Agreement, ASHLYNE HUFF BLUE grants CLIENT/PURCHASER an exclusive license to use the Authored Work.
3. This License provides the limited right to reproduce, publicly display and distribute the Authored Work only for the agreed upon terms set forth in this Agreement and signed by both Parties. The Authored Work used for any purpose not directly related to these terms must be with the express written permission of the Licensor and may include the payment of additional fees unless otherwise agreed to in writing.
4. Licensee may use the Authored Work only in the following manner unless both Parties agree to otherwise in writing:
Licensee is permitted to print one copy for personal use. Licensee is not permitted to email copies.
5. ASHLYNE HUFF BLUE retains title and ownership of the Authored Work.
6. This grant of license only applies to following described geographical area:
Global
II. ROYALTY PAYMENTS7. Licensee shall pay to Licensor a royalty which shall be calculated according to the following payment arrangement:
In order to make multiple copies, Licensee to reach out to Ashlyne Huff Blue via email (connect@howtomoveonandbehappy.com) or letter to the address above to obtain express written consent.
III. MODIFICATIONS8. Under no circumstances may the Licensee modify, alter, or make changes to the Authored Work.
IV. DEFAULTS9. If the Licensee fails to abide by the obligations of this Agreement, including the obligation to make any royalty payments when due, the Licensor shall have the option to cancel this Agreement by providing 30 days' written notice to the Licensee.
10. The Licensee shall have the option of preventing the termination of this Agreement by taking corrective action that cures the default, if such corrective action is taken prior to the end of the time period stated above and if there are no other defaults during such time period.
V. CONFIDENTIAL INFORMATION11. The term "Confidential Information" refers to any information or materials that are proprietary to the Licensor, whether or not owned or developed by the Licensor, and which the Licensee may obtain through any direct or indirect contact with the Licensor or the Authored Works.
12. Regardless of whether specifically identified as confidential or proprietary, Confidential Information" shall include any information provided by the Licensor concerning the business, technology, and information of the Licensor and any third party with which the Licensor deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code, object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and client lists. The nature of the information and the manner of the disclosure are such that a reasonable person would understand it to be confidential.
13. Confidential Information does not include the following:
a. Matters of public knowledge that result from disclosure by ASHLYNE HUFF BLUE
b. Information rightfully received by CLIENT/PURCHASER from a third party without a duty of confidentiality
c. Information independently developed by CLIENT/PURCHASER
d. Information disclosed by operation of law
e. Information disclosed by CLIENT/PURCHASER with prior written consent from ASHLYNE HUFF BLUE
f. Any other information that both Parties agree in writing is not confidential
VI. PROTECTION OF CONFIDENTIAL INFORMATION14. CLIENT/PURCHASER understands and acknowledges that the Confidential Information has been developed or obtained by ASHLYNE HUFF BLUE by the investment of significant time, effort, and expense, and that the Confidential Information is a valuable, special, and unique asset of ASHLYNE HUFF BLUE which provides ASHLYNE HUFF BLUE with a significant competitive advantage, and needs to be protected from improper disclosure.
15. In consideration for the receipt by CLIENT/PURCHASER of any Confidential Information, CLIENT/PURCHASER agrees as follows:
a. No Disclosure: CLIENT/PURCHASER will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity without the prior written consent of ASHLYNE HUFF BLUE.
b. No Copying or Modifying: CLIENT/PURCHASER will not copy or modify any Confidential Information without the prior written consent of ASHLYNE HUFF BLUE.
c. Unauthorized Use: CLIENT/PURCHASER shall promptly advise ASHLYNE HUFF BLUE if CLIENT/PURCHASER becomes aware of any possible unauthorized disclosure or use of the Confidential Information.
d. Application to Employees: CLIENT/PURCHASER shall not disclose any Confidential Information to any employees of CLIENT/PURCHASER, except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of ASHLYNE HUFF BLUE.
VII. WARRANTIES16. Neither Party makes any warranties with respect to the use, sale, or other transfer of the Authored Work by the other Party or by any third-party, and CLIENT/PURCHASER accepts the product "AS IS."
17. In no event will ASHLYNE HUFF BLUE be responsible for direct, indirect, special, incidental, or consequential damages that are in any way related to CLIENT/PURCHASER's use of the Authored Work.
VIII. TRANSFER OF RIGHTS18. This Agreement shall be binding on any successors of the Parties.
19. Neither Party shall have the right to assign its interests in this Agreement to any other Party, unless the prior written consent of the other Party is obtained.
IX. TERMINATION20. This Agreement may be terminated by either Party by providing 30 days' written notice to the other Party.
X. ENTIRE AGREEMENT21. This Agreement contains the entire Agreement between the parties regarding the subject matter of this Agreement, and there are no other promises or conditions in any other Agreement, whether oral or written.
XI. SEVERABILITY22. The parties have attempted to limit the non-compete provision so that it applies only to the extent necessary to protect legitimate business and property interests.
23. If any provisions of this Agreement shall be held to be valid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable.
24. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
XII. AMENDMENT25. This Agreement may be modified or amended if and only if the amendment is made in writing and signed by both Parties.
XIII. WAIVER OF CONTRACTUAL RIGHTS26. The failure of either Party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that Party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
XIV. APPLICABLE LAW27. This Agreement shall be governed by the laws of the State of Colorado.