**Master Resell Rights Digital Product - Terms and Conditions**

This Agreement outlines the terms and conditions governing the usage and distribution of the digital product ("Product") offered with master resell rights by Luxelife.marketing - Alexis Nicholas ("Seller") to any individual or entity ("Buyer") who acquires the Product from the Seller. By obtaining or purchasing the Product, the Buyer agrees to abide by the terms and conditions stated within this Agreement.

**1. Grant of Master Resell Rights:** The Seller grants the Buyer non-exclusive, non-transferable master resell rights to the Product. This entitles the Buyer to sell or distribute the Product to their customers, either as an independent product or as part of a package, without limitations on the number of copies or the pricing of the Product.

**2. Restrictions on Master Resell Rights:** The Buyer is expressly prohibited from altering, modifying, or editing the content of the Product, except for branding or customization with their own company information. The Buyer is also prohibited from asserting ownership or authorship of the Product. The minimum sale price for the product shall not fall below $497.

**3. Intellectual Property Rights:** All intellectual property rights, including but not limited to copyrights, trademarks, and any other proprietary rights associated with the Product, remain the sole property of the Seller or its licensors. The Buyer acknowledges that they hold no ownership rights to the Product, apart from the master resell rights granted by this Agreement.

**4. Product Distribution:** The Buyer is permitted to sell or distribute the Product in any format they choose, including digital downloads, physical copies, or as part of a membership site, provided it does not contravene any laws, regulations, or rights of third parties. The Seller will not be held liable for any disputes arising from the distribution of the Product by the Buyer.

**5. Warranty and Disclaimer:** The Product is provided "as is," without warranties, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement. The Seller does not guarantee the accuracy, completeness, or usefulness of the Product and shall not be liable for any direct, indirect, incidental, or consequential damages stemming from its use or inability to use.

**6. Indemnification:** The Buyer agrees to indemnify, defend, and hold the Seller harmless from any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorney fees) arising from the Buyer's use, distribution, or sale of the Product or any violation of this Agreement.

**7. Termination:** Either party may terminate this Agreement without cause by providing written notice to the other party. Upon termination, the Buyer must cease all use, distribution, and sale of the Product and dispose of any remaining copies.

**8. Governing Law:** This Agreement is governed by the laws of the State of Texas. Any disputes arising from or related to this Agreement shall fall under the exclusive jurisdiction of the courts in the State of Texas.

**9. Entire Agreement:** This Agreement constitutes the full understanding between the Seller and the Buyer concerning the subject matter herein and supersedes all prior discussions, understandings, or agreements, whether oral or written.

**10. Severability:** Should any provision of this Agreement be deemed invalid or unenforceable, the remaining provisions shall remain in effect and enforceable.