Last Updated: September 25, 2025
This Private Label Rights (“PLR”) Licensing Agreement (“Agreement”) is entered into between Valerie Diane Nutrition and Wellness LLC (“Licensor,” “Our,” “We,” “Us,” or “Company”) and you, the purchaser or subscriber (“Licensee,” “You”, or “Your”). By accessing, purchasing, downloading, or otherwise using templates, plans, graphics, guides, recipes, resources, and other digital materials and products made available through the Wellness Vault (the “Licensed Materials”), You agree to the following terms:
1. Grant of License
An “active member” or “active membership” denotes a current paying member who is provided access to the Wellness Vault and its affiliated content.
We grant You a limited, non-exclusive, non-transferable license to:
— Edit the Licensed Materials to match Your branding and specific business, including editing and adding text and/or images;
— Use Your name and brand on the Licensed Materials;
— Use the Licensed Materials to create tools and training for their team and affiliates;
— Teach the information contained within the Licensed Materials to unlimited people/customers as a paid product, bonus, or lead generator;
— Use parts of the Licensed Materials as free giveaways for building their list of prospects (note that entire bundles may not be given away as free giveaways. Free content must be behind a sign-up form and not posted for free on websites);
— Utilize all Licensed Materials and PDFs (once rebranded) with one-on-one or group coaching clients;
— Use and/or publish the Licensed Materials as part of a group coaching program or online course;
— Use the Licensed Materials as a bonus to a paid product; and
— Rebrand and resell the Licensed Materials via their website once rebranded (note that screenshots of the Licensed Materials can not show on the sales page. Any screenshots of the Licensed Materials must be unrecognizable (e.g. they must change cover pages/design). Content cannot be resold or given to other individuals or companies to use in their businesses.
2. Prohibited Uses
While You may utilize the Licensed Materials as outlined above, certain restrictions are in place to prevent misuse or unauthorized distribution of the Licensed Materials.
Individuals with active memberships may not engage in any of the following:
— Sell, give away, pass on, resell, or master resell rights to the Licensed Materials using paid advertisements;
— Sell, give away, pass on, resell, or master resell rights to the editable files and templates to anyone;
— Add the Licensed Materials to White Label, PLR, Resell Rights, or Master Resell Rights membership programs or stores;
— Add the Licensed Materials to article directories without substantial rewriting;
— Resell the Licensed Materials on Etsy;
— Use the name or business name of Valerie Diane Nutrition and Wellness LLC or the Wellness Vault on the Licensed Materials;
— Freely publish the entire Licensed Materials on the web;
— Share the Licensed Materials with other consultants, coaches, trainers, or marketers to be used in their businesses;
— Offer any type of competing service or product that uses any of the Licensed Materials
— Utilize any complete bundled products for paid advertisements without any adjustments or rebranding (note that content may be sold via paid advertisements only as part of a larger product, and the sales page and ad content must be unrecognizable (e.g., reworded titles, changed images, rebranded)); and
— Utilize images featuring the Licensed Materials in paid advertisements (such images must be unrecognizable).
3. Paused Members
A paused membership indicates that an active membership has been paused, and that the individual no longer wishes to create or collect new content. Individuals with paused memberships will retain access to their previously created public links. Any links associated with content they generated will remain active, and they can continue to use any downloaded PDFs or Licensed Materials. Individuals with paused memberships will not be able to access the Membership Portal to create or collect new content while their membership remains in a paused status.
4. Inactive Members
An inactive membership indicates that the membership has been canceled, expired, or suspended due to failed payment or other circumstances. Individuals without an active membership forfeit access to the benefits outlined in Section 1, above. Inactive members cannot teach, market, integrate, interact with clients, or use the Licensed Materials in any manner specified for active members.
The distinction between active or paused memberships and inactive memberships ensures that individuals who have paid for access adhere to the terms of the PLR Licensing Agreement and respect the intellectual property rights associated with the Licensed Materials provided by Valerie Diane Nutrition and Wellness LLC.
5. Ownership & Intellectual Property
All rights, title, and interest in the Licensed Materials, and any other work created by Company, are the exclusive and sole property of Valerie Diane Nutrition and Wellness LLC and are protected by United States Copyright Laws (U.S.C. Title 17). By entering into a membership with the Wellness Vault, You receive a license to use the Licensed Materials as set forth in this Agreement; You do not acquire ownership rights. Violations of this federal law will be subject to its civil and criminal penalties.
6. Disclaimers
The Licensed Materials are provided for educational and informational purposes only. They are not medical, nutritional, legal, or financial advice. You are solely responsible for ensuring that any modifications or use of the Licensed Materials comply with applicable laws and professional guidelines in Your jurisdiction.
You are responsible for how You choose to coach using the Licensed Materials provided. Valerie Diane Nutrition and Wellness LLC is not responsible for clients that active members are coaching.
7. Termination of License
We may revoke or terminate Your license at any time if You breach this Agreement. Upon termination, You must immediately cease using, distributing, or reselling the Licensed Materials.
8. Limitation of Liability
In no event shall Valerie Diane Nutrition and Wellness LLC be liable for any 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 You were advised of such damages, and (c) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.
9. Indemnification
You agree to indemnify and hold harmless Valerie Diane Nutrition and Wellness LLC and its officers, directors, employees, consultants, contractors, and agents, from and against any and all losses, claims, damages, liabilities, and expenses and costs, including reasonable legal expenses and attorneys’ fees, arising out of or related to Your use, modification, or distribution of the Licensed Materials.
10. Governing Law
This Agreement shall be governed by and construed under the laws of California, United States, including all matters of construction, validity, performance, and enforcement, and without giving effect to the principles of conflict of laws.
Contact
If You require any more information or have any questions about this PLR Licensing Agreement, please feel free to contact Us by email at: