LYTEXA · Legal

License Agreement for Digital Pattern Designs

1. Definitions

“Design”

Refers to all pattern designs, repeat files, production files, PSD files, graphics, color separations, mockups, metadata, and related preview and presentation materials offered through the platform.

“Licensee”

Refers to the natural or legal person who purchases a license for a design.

“Licensed Files”

Refers to all digital data streams, image files, and content made available to the Licensee after purchasing a license in order to technically enable the exercise of the granted right of use.

“Commercial Use”

Refers to the use of a design for the manufacture, marketing, or distribution of one’s own products.

“Production Partner”

Refers to printing companies, manufacturers, production facilities, or other service providers that are commissioned exclusively to produce products for the Licensee.

“Platform”

Refers to the Provider’s website, including all subpages and download areas.

2. Subject Matter of the Agreement

In exchange for payment of the applicable license fee, the Provider grants the Licensee a limited right to use the purchased designs.

All copyrights, industrial property rights, and other intellectual property rights remain entirely with the Provider.

No transfer of ownership of the designs or source files takes place.

3. License Type

3.1 Commercial License

The Commercial License entitles the Licensee to:

• Use designs for their own commercial products,
• Have products manufactured using the designs,
• Adjust colors, layers, and color schemes internally,
• Use designs within their own brand or company,
• Market products based on the purchased designs worldwide.

4. Scope of Rights of Use

The Provider grants the Licensee a non-exclusive, non-transferable right of use.

Use is permitted worldwide and for an unlimited period of time, provided it is within the scope of this Agreement.

The designs may be:

• used on their own,
• technically modified,
• recolored,
• scaled,
• integrated into products,
• combined with other design elements.

Modifying a design does not establish any separate copyright in the original design.

4.1 Use of LYTEXA Tools

The Licensee may use tools provided by the Provider, including the LYTEXA Color Lab and the LYTEXA Photoshop Extension, to preview, recolor or technically modify Licensed Files within the scope of this Agreement.

The use of these tools does not create or grant any additional license, ownership right or other right in the Design. All modifications and resulting files remain subject to the terms and restrictions of this License Agreement.

5. Permitted Use

The designs may be used exclusively for the Licensee’s own products.

Permitted uses include:

• apparel
• fabrics
• home textiles
• interior products
• accessories
• packaging
• printed materials
• commercial collections
• branded products

Use is permitted exclusively for the design of physical end products or as part of the licensee’s own brand’s digital marketing materials. The use of the design as a standalone, primary digital product (e.g., as a digital wallpaper, digital stationery, or in graphic templates for resale) is prohibited.

6. Prohibited Use

6.1 Distribution of Files

The licensed files may not, under any circumstances, be:

• sold,
• given away,
• distributed,
• sublicensed,
• made publicly available,
• uploaded,
• offered for download,
• or transferred to third parties in any form or manner.

This also applies to:

• edited versions,
• recolored variants,
• technical modifications,
• excerpts,
• combined files.

6.2 Use by Third Parties

The license is intended exclusively for the Licensee. Likewise, use by third parties is not permitted, regardless of the manner of use.

In particular, the following is not permitted:

• use by other brands,
• use by the licensee’s customers,
• use by subsidiaries without their own license,
• resale through agencies,
• use within a reseller model,
• integration into the licensee’s own design libraries,
• use as part of a stock or download offering.

6.3 Use by Print Shops and Production Partners

The transfer of files to print shops or production partners is permitted only to the extent that it is directly necessary for the manufacture of the Licensee’s own products.

Production partners do not receive any rights of their own to use the designs.

Upon purchasing a license, the Licensee agrees to ensure that all production partners treat the files confidentially and delete them upon completion of production.

6.4 Platform and AI Use

The designs may not be used or uploaded:

• on stock platforms,
• on design marketplaces,
• on download portals,
• on print-on-demand platforms (e.g., Spoonflower, Redbubble, Spreadshirt, Zazzle) or on commercial textile printing marketplaces, provided that the design is made available to third parties there,
• in AI training databases,
• on NFT platforms,
• in automated generation systems.

7. Intellectual Property

The Licensee acknowledges that all rights to the design remain exclusively with the Provider.

No ownership rights are transferred under this agreement.

The Provider retains the right to:

• relicense designs,
• further develop designs,
• use designs for its own advertising,
• publicly display designs.

8. Protection of Files

The Licensee agrees to take appropriate technical and organizational measures to protect the files. The files may not be:

• stored publicly,
• shared without protection,
• stored in a freely accessible manner,
• published in open cloud systems.

9. Prices and Payment

The applicable license fee is based on the information provided on the platform at the time of purchase.

Upon successful payment, the Licensee will receive access to the licensed files.

10. Warranty and Liability

10.1

The designs are provided “as is.” The Provider makes no warranty regarding the suitability of the designs for specific purposes or the Licensee’s specific printing processes.

10.2 Mandatory Proofing Requirement (Proofing Obligation)

The licensee is obligated to thoroughly check all licensed files for technical errors, color deviations, repeat pattern errors, dimensions, and production data before commencing mass production, serial printing, or further processing. For this purpose, the licensee must produce and review a physical proof.

10.3 Exclusion of Consequential Damages

The Provider shall under no circumstances be liable for damages resulting from a breach of the inspection obligation set forth in Section 10.2. In particular, liability for production costs, misprints, damage to materials, lost profits, or other economic consequential damages incurred by the Licensee is completely excluded.

10.4

The Provider’s liability arising from a breach of contractual obligations is — except in cases of willful misconduct, gross negligence, or injury to life, limb, or health — limited to the amount of the license fee paid by the Licensee for the specific design in question.

11. Right to Proof and Information

If the Provider has a legitimate interest (e.g., a reasonable suspicion of unlicensed use by third parties), it is entitled to request, in writing, information from the Licensee regarding the scope of the design’s use (e.g., a list of product lines produced under the license). The Licensee must prove the legality of the use by presenting the proof of purchase or the license confirmation.

12. Breach of Contract and Termination

In the event of a breach of this agreement, all rights of use and agreements shall automatically terminate.

In particular, the Provider reserves the right to:

• assert claims for injunctive relief,
• demand damages,
• take legal action,
• block access to the platform.

13. Transferability

The Licensee is not authorized to assign, sublicense, or otherwise transfer any rights under this Agreement to third parties.

14. Final Provisions

Should any provision of this Agreement be or become invalid in whole or in part, the validity of the remaining provisions shall remain unaffected.

The laws of the Federal Republic of Germany shall apply.

The place of jurisdiction is the Provider’s registered office.