Print Licensing Agreement

Byheart Design's Pattern Studio | Batoul Yazdanian

1. Parties

Licensor:
Byheart Design Sweden
Sole Trader (Enskild firma)
Batoul Yazdanian (Artist)
Nämndemansgatan 11
170 66 Solna (Stockholm)
Sweden
Org. no: SE670919250101
Tel: +46 73 940 56 18
Email: info@byheart.design

Licensee:
[Your company details will be filled in the personalized agreement]

2. License Types Available

3. Permitted Uses

The licensee has the right to reproduce the licensed pattern on products for commercial sale, including but not limited to:

• Fashion apparel: Clothing, accessories, footwear
• Home textiles: Bedding, curtains, upholstery, cushions
• Activewear: Sportswear, yoga wear, fitness apparel
• Interior decor: Wallpaper, wall art, decorative items

Geographic territory: Worldwide

Number of reproductions: Unlimited

4. Restrictions

The licensee may NOT:

• ❌ Resell or sub-license the pattern to third parties
• ❌ Register the pattern as their own trademark or design
• ❌ Use the pattern for pornographic, hateful, or illegal content
• ❌ Claim copyright ownership of the original design (except in Full Rights Transfer)
• ❌ Modify the pattern and claim it as original work

5. Copyright Ownership

Non-Exclusive & Exclusive License:
Copyright to the original design remains with Batoul Yazdanian / byHeart Design. The licensee receives usage rights only, not ownership.

Exclusive Purchase (Full Rights):
Full copyright is transferred to the licensee upon signing of the agreement and receipt of payment.

6. Payment Terms

• Payment must be completed via Shopify before the license agreement is sent
• The license becomes effective only after both payment AND signed agreement
• Digital files are released after the signed agreement is returned
• All prices are in USD, exclusive of VAT. B2B customers (with valid EU VAT number) may be exempt from Swedish VAT under reverse charge rules. Private consumers within the EU may be subject to applicable local VAT.

7. File Delivery

Upon completion of payment and signed agreement, the licensee will receive:

• High-resolution JPG file (300 DPI, print-ready)
• PSD source file with editable layers
• Pattern specifications document
• Signed license agreement copy

Files are delivered via email or secure download link within 24-48 hours of receiving the signed agreement.

8. Warranty & Liability

Licensor warrants that:

• The pattern is an original design by Batoul Yazdanian
• No third-party rights are infringed
• The licensor has the right to grant this license

Licensor is NOT responsible for:

• How the licensee uses the pattern
• Product quality or sales results
• Any claims arising from the licensee's products

9. Termination

Non-Exclusive & Exclusive License:
In case of breach of contract, the licensor may terminate the agreement with 30 days' written notice. The licensee must cease all use of the pattern immediately upon termination.

Exclusive Purchase (Full Rights):
Cannot be terminated (perpetual rights).

10. Governing Law

This agreement is governed by Swedish law. Any disputes shall be resolved in Swedish courts.

11. Entire Agreement

This agreement constitutes the entire understanding between the parties and supersedes all prior agreements, whether written or oral.

12. EU Consumer Rights & Right of Withdrawal

12.1 Right of Withdrawal (14-Day Cooling-Off Period)

Under EU law, consumers normally have the right to withdraw from a distance contract within 14 days without giving any reason.

Exception for digital content: In accordance with Article 16(m) of Directive 2011/83/EU, the right of withdrawal does not apply to the supply of digital content which is not supplied on a tangible medium, if:

• The consumer has given prior express consent to begin performance before the end of the withdrawal period, and
• The consumer has acknowledged that they thereby lose their right of withdrawal.

By completing a purchase on this website, the customer expressly consents to the immediate delivery of the digital license files and acknowledges that the right of withdrawal is thereby waived. This consent is collected at checkout.

12.2 Definition of Delivery & File Corrections

For the purposes of this agreement, delivery is deemed to occur at the moment the digital file(s) and/or download link are sent to the licensee's registered email address. From this point, the license is considered active and the right of withdrawal (where applicable) is extinguished.

File corrections and supplementary delivery: Notwithstanding the above, the licensor is committed to ensuring that the delivered files meet the agreed specifications. If the licensee identifies a technical issue or discrepancy in the delivered files (e.g. incorrect resolution, corrupted file, or missing layer), the licensor will provide corrected or supplementary files at no additional cost. Such corrections do not constitute a new delivery for the purposes of the withdrawal clause, nor do they extend the license period. Requests for corrections must be submitted in writing to info@byheart.design within 14 days of the original delivery.

12.3 Breach of License & Compensation

If the licensee uses the licensed pattern outside the scope of the agreed license terms — including but not limited to unauthorized sub-licensing, use beyond the license period, or use in prohibited categories — the licensor reserves the right to:

• Immediately terminate the license agreement
• Claim compensation equivalent to the full Exclusive Purchase price ($4,900 USD) for each instance of unauthorized use
• Pursue legal remedies under Swedish law and applicable EU intellectual property regulations

12.4 IP Transfer Clause (Exclusive Purchase Only)

For the Exclusive Purchase (Full Rights Transfer) option, this agreement constitutes a full and irrevocable transfer of intellectual property rights to the licensee upon receipt of full payment and a signed agreement. Upon transfer:

• The licensor (Batoul Yazdanian / byHeart Design) permanently relinquishes all commercial rights to the design
• The licensor may not reproduce, license, or sell the design to any third party
• The licensee becomes the sole rights holder and may register the design as their own intellectual property

13. License Renewal (Exclusive License)

The Exclusive License is granted for an initial period of 1 year from the signing date. The licensee may renew the license for additional 1-year periods subject to the following conditions:

• Renewal must be requested in writing to info@byheart.design no later than 30 days before the expiry of the current license period
• Renewal pricing will be confirmed by the licensor at the time of the renewal request and may be subject to adjustment
• If no renewal is requested before expiry, the exclusive rights lapse and the pattern may be made available to other buyers
• Renewal constitutes a new agreement period and does not alter any other terms of the original agreement

14. Confidentiality

The licensor respects the commercial interests of its licensees. Upon written request, the licensor agrees to keep the identity of the licensee and their use of a specific pattern confidential, and will not publicly disclose or reference the licensee's use of the design in marketing, portfolios, or social media without prior written consent.

This confidentiality clause applies particularly to Exclusive License and Exclusive Purchase customers who wish to protect their design sourcing. The licensor will not proactively disclose which brands or companies have licensed specific patterns.

Note: The licensor retains the right to display the original design in their portfolio as a general example of their work, without identifying the licensee, unless a full confidentiality agreement is separately negotiated.

15. Force Majeure

Neither party shall be held liable for any delay or failure to perform their obligations under this agreement if such delay or failure results from circumstances beyond their reasonable control, including but not limited to:

• Natural disasters, fire, flood, or extreme weather events
• Acts of government, war, civil unrest, or sanctions
• Widespread technical failures, cyberattacks, or internet outages
• Pandemic, epidemic, or public health emergencies

The affected party shall notify the other party in writing as soon as reasonably possible. If the force majeure event continues for more than 60 days, either party may terminate the agreement without penalty, with any prepaid fees refunded on a pro-rata basis where applicable.