This Designer Content License Agreement ("Agreement") is entered into as of the Effective Date set forth in the signature block below, by and between DressTheDate ("Operator," "we," "us," or "our"), operator of the yiDari mobile application and related websites and services (collectively, the "Service"), and the designer or brand entity identified in the signature block below ("Designer," "you," or "your").
Designer wishes to make certain product images, metadata, and related brand materials ("Designer Content") available for display and virtual try-on experiences within the Service. Operator wishes to use Designer Content only as described in this Agreement. This Agreement governs Operator's use of Designer Content for the Designer brand listed in Exhibit A.
"Designer Content" means product photographs, thumbnails, descriptions, names, SKUs or style numbers, prices (if provided), product page URLs, logos, and other catalog materials supplied by Designer or sourced from Designer's authorized channels with Designer's permission.
"AI Processing" means automated image analysis, editing, or generation, including removal of human models from product photos, creation of mannequin or product-only renderings, and compositing garments onto user portraits for virtual try-on.
"Try-On Output" means an image generated by the Service that combines a user's portrait with visual elements derived from Designer Content.
"Users" means individuals who access the Service through the yiDari mobile application or related interfaces.
Designer grants Operator a non-exclusive, worldwide, royalty-free license during the Term to use, reproduce, store, host, transmit, publicly display, adapt, and create derivative works from Designer Content solely to:
The license includes the right to sublicense the foregoing uses to Operator's hosting, infrastructure, and AI processing vendors solely as necessary to operate the Service.
Designer acknowledges that the Service is a commercial product. Operator may charge Users fees, including consumable in-app purchases, for virtual try-on and related features that use Designer Content. No additional compensation is owed to Designer unless separately agreed in writing.
Designer represents and warrants that:
Designer acknowledges that Operator relies on these representations in making Designer Content available to Users and in operating commercial virtual try-on features.
Operator will display Designer's name and, where provided, logo or product links in a manner consistent with the Service's catalog design. Operator will not state or imply that Designer sponsors, endorses, or guarantees the Service unless Designer provides separate written approval. Operator may identify Designer as a participating brand in general Service descriptions.
Try-On Outputs are synthetic, AI-generated composite images created for Users' personal visualization and wedding-planning purposes. They combine a User's portrait with visual elements derived from Designer Content.
No transfer of Designer intellectual property. Nothing in this Agreement transfers ownership of Designer's intellectual property to Operator or Users. Operator does not claim, and will not acquire, any ownership interest in Designer's trademarks, trade names, logos, trade dress, garment designs, product designs, or copyrights in Designer Content as a result of generating, hosting, or distributing Try-On Outputs.
Operator's rights in Try-On Outputs, if any, are limited to the technical compilation, hosting, and delivery of the composite image as part of the Service. Those rights do not include ownership of underlying Designer IP visible or referenced in a Try-On Output, such as the design of the garment, fabric patterns, branding, or the original product photograph except as expressly licensed in Section 3 for operation of the Service.
Users receive only a limited license to save and share Try-On Outputs for personal, non-commercial use, subject to the Service's Terms of Service. That user license does not grant any rights to reproduce, manufacture, sell, or otherwise exploit Designer's designs, trademarks, or product imagery, and does not create any affiliation with or endorsement by Designer.
Operator will apply an Operator brand watermark to shared outputs where technically feasible to indicate that Try-On Outputs are generated visualizations from the Service, not official Designer marketing materials.
Designer may request removal of specific dresses or images by contacting support@dressthedate.com. Operator will use commercially reasonable efforts to remove affected items from the consumer-facing catalog within ten (10) business days. Operator may maintain archival copies as required for legal compliance, backup, or dispute resolution.
This Agreement begins on the Effective Date and continues until terminated. Either party may terminate on thirty (30) days' written notice. Either party may terminate immediately if the other party materially breaches this Agreement and fails to cure within fifteen (15) days of written notice. Upon termination, Operator will stop making Designer Content available to new Users within thirty (30) days and will remove Designer's brand from the public catalog, except for copies retained as permitted in Section 8.
Designer will defend, indemnify, and hold harmless Operator and its officers, directors, employees, and contractors from any claim, loss, or expense (including reasonable attorneys' fees) arising out of (a) Designer Content, (b) Designer's breach of this Agreement, including any breach of the chain-of-title or ownership representations in Section 5, or (c) any allegation that Designer Content infringes third-party rights or that Operator lacked adequate rights to use Designer Content as permitted here, except to the extent caused by Operator's unauthorized modification of Designer Content outside the scope of this Agreement.
DESIGNER CONTENT IS PROVIDED "AS IS." OPERATOR DOES NOT WARRANT THAT TRY-ON OUTPUTS WILL ACCURATELY REPRESENT FABRIC, FIT, COLOR, OR AVAILABILITY OF PHYSICAL GARMENTS. VIRTUAL TRY-ON IS FOR VISUALIZATION ONLY.
EXCEPT FOR A PARTY'S INDEMNIFICATION OBLIGATIONS OR BREACH OF SECTION 5, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. OPERATOR'S TOTAL LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED ONE THOUSAND U.S. DOLLARS (US $1,000).
This Agreement constitutes the entire agreement between the parties regarding Designer Content for the Service and supersedes prior discussions on that subject. Amendments must be in writing and signed by both parties. This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict-of-law rules. Notices to Operator: support@dressthedate.com. If any provision is unenforceable, the remaining provisions remain in effect.
Legal entity name:
Brand / trade name (if different):
Website domain(s) covered:
Primary contact name:
Contact email:
Contact phone (optional):
DESIGNER
Legal entity name
Signature
Printed name and title
Date (Effective Date)
OPERATOR — DressTheDate (yiDari)
Signature
Printed name and title
Date