DIGITAL PRODUCT PURCHASE AND USE AGREEMENT
KYLE KELLEY PHOTOGRAPHY

Last Updated: February 2025

This Agreement is between Kyle Kelley Photography and You (“Company”) and (“Client”) (collectively the “Parties”, or in the singular “Party”), for the purpose of Client hiring Company for the digital product purchase and use services outlined below. By purchasing, accessing, or using any digital products offered by the Company, you agree to be bound by this Agreement. If you do not agree to the terms of this Agreement, do not purchase or use the digital product.

1. Scope of Product Purchase Agreement
This Agreement governs your purchase, download, and use of the digital product(s) (the “Product”) offered by the Company, including but not limited to online courses, e-books, guides, templates, and digital tools. The Product is for personal, non-commercial use only unless otherwise stated.

2. Intellectual Property
All content in the Product, including but not limited to text, images, graphics, videos, and downloadable materials, is protected by copyright, trademark, and other intellectual property laws. The Company retains all rights, title, and interest in the Product. You may not modify, reproduce, distribute, or create derivative works without prior written consent.

3. Age of Majority
By purchasing the Product, you represent and warrant that you are at least 18 years old or have the express permission of a parent or guardian to enter into this Agreement and use the Product.

4. Purchase Policies and No Refunds
All sales are final. We do not offer refunds for digital products once access has been granted or the Product has been delivered. Please ensure you review all available information before making your purchase.

5. License to Use Product
Upon purchase, the Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Product for personal use only. You may not share, resell, or distribute the Product to others.

6. No Warranties
The Product is provided “as is” without any representations or warranties of any kind, either express or implied. The Company disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

7. Limitation of Liability
Client acknowledges that while the Company may provide business and personal solutions and suggestions, it is up to Client to act in its own best interest and understands that all decisions for improvement ultimately fall upon Client. Client agrees that all business, personal, and financial decisions are its own responsibility.

In no event shall Company be liable under this Agreement to Client or any other third-party for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, arising out of, relating to, or in connection with any breach of this Agreement, regardless of (a) whether such damages were foreseeable, (b) whether or not Client was advised of such damages, and (c) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.

8. Maximum Damages
In no event shall the Company’s total liability to you exceed the amount you paid for the Product.

9. No Guarantees
Company does NOT make any guarantees as to the Client’s personal, business, or financial results of any coaching services provided. Company agrees to provide the services listed in this Agreement in a reasonable and timely manner. Client agrees to take responsibility for Client’s own results and understands that the digital product and education provided by Company takes work, time, and commitment. Your success depends on various factors, including your skills, knowledge, and dedication.

10. Sales Tax
Should any sale and/or use tax be imposed on any part of this Agreement, such tax shall be collected from Client and remitted by Company. All sales tax will be included on invoices.

11. Entire Agreement
This Agreement constitutes the entire agreement between you and the Company with respect to the Product and supersedes all prior or contemporaneous agreements, representations, and understandings, whether written or oral.

12. Venue and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin, without regard to its conflict of law principles. Any disputes arising under this Agreement shall be resolved exclusively in the state and federal courts located in Milwaukee County, Wisconsin.

13. Mediation and Arbitration
In the event of a dispute, the parties agree to first attempt to resolve the dispute through good-faith mediation. If mediation is unsuccessful, the dispute shall be submitted to binding arbitration under the rules of the American Arbitration Association.

14. Severability & NO Waiver
If any provision of this Agreement is found to be unenforceable or invalid, the remaining provisions shall remain in full force and effect. The Company’s failure to enforce any provision of this Agreement shall not be deemed a waiver of the right to enforce that provision or any other provision.

15. Transfer
You may not transfer or assign your rights or obligations under this Agreement without the prior written consent of the Company. Any unauthorized transfer shall be null and void.

16. Copyright
All coaching services, videos, documents, emails, blogs, digital files, paper documents, and any other work created by Company in relation to this Agreement is the exclusive and sole property of Company and are protected by United States Copyright Laws (USC Title 17). Client hereby agrees that Company’s course and content is owned by Kyle Kelley Photography and is not to be used for purposes beyond client implementation. Violations of this federal law will be subject to its civil and criminal penalties.

17. Confidentiality
Client shall not (i) disclose to any third party any details regarding the business of the Company, including, but not limited to, coaching materials, mentoring style, customers, the prices it obtains, the prices at which it sells products and programs, manners of operation, plans or business ideas, strategies and workflows, trade secrets, or any other information pertaining to the business of the Company (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Company, or (iii) use Confidential Information other than solely for the benefit of the Company.

Company will not use Client’s name, likeness, photos, or testimonial for advertising, press releases, announcements or any promotional purposes, including on its website, without the prior written consent of Client.

Client understands and agrees to this confidentiality clause.

Signatures
By purchasing and using the Product, you acknowledge that you have read, understood, and agrees to the terms and conditions of this Agreement.