Terms and Conditions
Version 1.1 (10 March 2019)
When you register and activate your client account, we will provide you with a user name and password. You are responsible for keeping this user name and password secure and are responsible for all use and activity carried out under this user name.
To create an account, you must be: (a) at least 18 years of age; (b) possess the legal right and ability to enter into a legally binding agreement with us; and (c) agree and warrant to use the website in accordance with these Terms.
We may disclose that information to third parties that help us deliver our products and services (including information technology suppliers, communication suppliers and our business partners) or as required by law. If you do not provide this information, we may not be able to provide all of our products or services to you.
- Accuracy, completeness and timeliness of information: The information on our website is not comprehensive and is intended to provide a summary of the subject matter covered. While we use all reasonable attempts to ensure the accuracy and completeness of the information on our website, to the extent permitted by law, including the Australian Consumer Law, we make no warranty regarding the information on this website.
You should monitor any changes to the information contained on this website. We are not liable to you or anyone else if interference with or damage to your computer systems occurs in connection with the use of this website or a linked website. You must take your own precautions to ensure that whatever you select for your use from our website is free of viruses or anything else (such as worms or Trojan horses) that may interfere with or damage the operations of your computer systems.
We may, from time to time and without notice, change or add to the website (including the Terms) or the information, products or services described in it. However, we do not undertake to keep the website updated. We are not liable to you or anyone else if errors occur in the information on the website or if that information is not up-to-date.
Ordering and Warranties:
If you place an order for a pattern through Pattern Room then, subject to your payment of the relevant fee in accordance with clause 5 and to your compliance with these Terms, we will grant to you a perpetual, non-exclusive, worldwide, royalty-free licence to use that pattern for the production of clothing (the Pattern Licence), provided that each Pattern Licence:
- is limited to the production of garments bearing the label of and for sale under the brand nominated by you either at the time you registered as our client or when you placed the pattern order;
- subject only to clause 2, is personal to you and may not be sold, transferred, assigned or made available by you for use by any third party; and
- must be used as supplied and, subject only to clause 5.5, not modified in any way.
You may provide copies of any pattern provided under a Pattern Licence to any manufacturer you have engaged to manufacture garments for you using that pattern, provided that:
- The terms on which you engage that manufacturer require them to use the pattern in accordance with the terms of the Pattern Licence, including prohibiting them from on-providing the pattern to any other person and providing the right for you to require them to destroy or delete any copies of the pattern they hold;
- you must notify each manufacturer to whom you provide that pattern that the pattern is our property, is used by you under licence and that it may only be used for the purpose of manufacturing garments for you;
- you must take all reasonable measures to ensure that any manufacturer to whom you provide a copy of a licensed pattern does not use that pattern for its own use or for the benefit of third parties; and
- notwithstanding that you may have complied with clauses 2.2 and 5.2.3 you remain responsible for ensuring that the pattern is used in accordance with the terms of the Pattern Licence and you indemnify us with respect to any loss, cost or expense we incur as a consequence of any breach of the Pattern Licence by a third party to whom you have supplied it.
- We may include with any pattern supplied, whether in digital or hard copy form, a copyright notification in any form we see fit provided that it does not interfere with the use of the pattern for its intended purpose, and you must not attempt to remove, modify or delete any such copyright notification.
- We warrant that each pattern made available through Pattern Room is, in its unmodified form, suitable for use in the manufacture of a garment that substantially complies with the description provided on the website. However, you acknowledge that the finished product resulting from the use of a pattern may vary depending on the choice of manufacturer, fabric and other variables, and that all sizing is approximate only. We recommend that, at the same time that you purchase any Pattern Licence, you also order from us one or more samples made to that pattern, both for your verification of fit and sizing and for comparison with garments manufactured for you using the pattern. If we provide you with any such sample, you may only use that sample for the purpose of verifying its associated pattern.
If you use the services available through Pattern Room to make modifications to any pattern made available by us:
- you warrant that you will not modify the pattern in such a way that the resulting modified pattern infringes the intellectual property rights of any third party;
- to the extent that your modification of the pattern gives rise to any new or additional intellectual property rights in the modified pattern that vest in you, or in any person accessing Pattern Room using your account, you assign (or will procure the assignment) to us of all such additional intellectual property rights and we grant you a Pattern Licence in that modified pattern; and
- you acknowledge that, where you purchase a Pattern Licence to use a pattern modified by you, we warrant only that the pattern as supplied will reflect the modifications made by you and we make no warranties as to the suitability of the pattern for the manufacture of garments.
- The fees for each Pattern Licence will be as specified at Pattern Room at the time of ordering. Payment of all fees is due on placement of your order. If you have provided payment card details to our payment process provider at the time of your registration, you authorise us to direct our payment process provider to use those details for all orders placed through Pattern Room.
- You acknowledge that patterns ordered through Pattern Room may not be immediately available in your preferred format. We will, at the time you place your order, provide you with an estimate for delivery of your pattern. However, any such timeframe is an estimate only. We give no guarantee, representation or warranty as to the timeframe for the supply of the pattern and are not liable any cost, expense or damage incurred or suffered by you as a consequence of any delay in delivery.
- The purchase of any Pattern Licence is final, and except in the limited circumstances contemplated in these Terms, we will not provide any refunds after your order has been placed. Except to the extent that, in relation to the supply of any pattern, there is a condition or warranty required to be implied by law that cannot be excluded (each a Non-Excludable Condition), all warranties, conditions or other terms not expressly set out in these terms are excluded to the fullest extent permitted by law. If any pattern, as supplied, is defective, such that we are in breach of our warranty in clause 4, or the digital or physical pattern as delivered is damaged or non-functional, or we are liable for breach of a Non-Excludable Condition, our liability is limited, at our option, to the re-supply of the affected pattern, payment of the cost of re-supply of the affected pattern or refund of the fees paid for the Pattern Licence.
- You must keep records of your use of each pattern provided under a Pattern Licence (including the use of that pattern by third parties to whom you have provided it). Those records must include details of the garments manufactured using the pattern, including the number of garments in each size or variation, the third parties to whom copies of the pattern have been provided, the location of manufacture and the countries to which the manufactured garments have been shipped.
- You acknowledge that we may (or may engage a third party to), at any time, on reasonable notice, audit your records relating to the use of patterns under any Pattern Licence. You must provide our representative(s) with access to the records maintained in accordance with clause 9 and such other records as we reasonably require to verify your compliance with the terms of any Pattern Licence. Any such audit will be at our cost, unless we identify any breach of the terms of a Pattern Licence, in which circumstance you must, in addition to any other remedy we may have, reimburse us our expenses associated with the conduct of the audit.
If, whether by audit or otherwise, we reasonably determine that you are in breach of any of your obligations in relation to a Pattern Licence, we will notify you of the circumstances of the breach. If you believe that you are not in breach of the relevant Pattern Licence, you must respond within 7 days of the date of our notice, setting out the reasons why you believe that you are not in breach. In the absence of a response, or if, notwithstanding your response, we reasonably determine that you are in breach of the relevant Pattern Licence, we may immediately terminate the relevant Pattern Licence by notice to you, in which case:
- you must immediately cease using the relevant pattern, including the manufacture or sale of any garments made using the relevant pattern; and
- You must delete or destroy all copies of the relevant pattern in your possession or control and procure that any third party to whom you may have provided a copy of the pattern deletes or destroys any copy they hold.
- If you place an order for a pattern through Pattern Room then, subject to your payment of the relevant fee in accordance with clause 5 and to your compliance with these Terms, we will grant to you a perpetual, non-exclusive, worldwide, royalty-free licence to use that pattern for the production of clothing (the Pattern Licence), provided that each Pattern Licence:
- Linked Sites: Our website may contain links to websites operated by third parties. Those links are provided for convenience and may not remain current or be maintained. Unless expressly stated otherwise, we do not endorse and are not responsible for the content on those linked websites and have no control over or rights in those linked websites.
- Intellectual Property Rights: Unless otherwise indicated, we own or license from third parties all rights, title and interest (including copyright, designs, patents, trademarks and other intellectual property rights) in this website and in all of the material (including all text, graphics, logos, video, audio and software) made available on this website (Content).
Your use of this website and use of and access to any Content does not grant or transfer any rights, title or interest to you in relation to this website or the Content. However we do grant you a licence to access the website and view the Content on the terms and conditions set out in these Terms and, where applicable, as expressly authorised by us and/or our third party licensors.
Subject to any licence granted under clause 5 (if applicable), any reproduction or redistribution of this website or the Content is prohibited and may result in civil and criminal penalties. In addition, you must not copy the Content to any other server or location, and you must not assist or support anyone else’s publication, reproduction or distribution of the Content.
All other use, copying or reproduction of this website, the Content or any part of it is prohibited, except to the extent permitted by law.
- Unacceptable activity: You must not do any act that we would deem to be inappropriate, is unlawful or is prohibited by any laws applicable to our website, including but not limited to: (a) any act that would constitute a breach of either the privacy (including uploading private or personal information without an individual's consent) or any other legal rights of individuals; (b) using this website to defame or libel us, our employees or other individuals; (c) uploading files that contain viruses that may cause damage to our property or the property of other individuals; or (d) posting or transmitting to this website any non-authorised material including, but not limited to, material that is, in our opinion, likely to cause annoyance, or which is defamatory, racist, obscene, threatening, or pornographic, or which is detrimental to or in violation of our systems or a third party's systems or network security.
If we allow you to post any information to our website, we have the right to take down this information at our sole discretion and without notice.
Warranties and disclaimers: To the maximum extent permitted by law, including the Australian Consumer Law:
- Save for those warranties expressly set out in these Terms, we make no warranties or representations about this website or the Content , including but not limited to warranties or representations that they will be complete, accurate or up-to-date, that access will be uninterrupted or error-free or free from viruses, or that this website will be secure.
- You must satisfy yourself that this website and its Content satisfy all the purposes for which you intend to use it; we do not warrant this website or its Content is fit for any specific purpose other than those we have described in the website, unless agreed otherwise in writing with you prior to you first using the website or its Content.
- If we reasonably believe that you are in breach of these terms, we reserve the right to restrict or suspend your access to this website, any Content, or any feature of this website at any time and we will not be responsible for any loss, cost, damage or liability that may arise as a result; if you satisfy us that you have not breached these terms or have fully rectified any breach, we may then reinstate your access.
- You warrant and represent that you are acquiring the right to access and use the website and its Content for the purposes of a business and that any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdictions does not apply to the website, its services or Content, or these Terms.
- Liability: To the maximum extent permitted by law, including the Australian Consumer Law, in no event shall we be liable for any loss of profits, revenue, goodwill or business, or any indirect loss, damage or expense – irrespective of the manner in which it occurs – which may be suffered due to your use of our website and/or the Content contained on it, or as a result of the inaccessibility of this website and/or the fact that Content contained on it is incorrect, incomplete or not up-to-date. To the extent we may otherwise be liable, our liability is limited in aggregate to the lesser of $20,000 or the fees you paid for the product or service in respect of which liability arises.
- Jurisdiction and governing law: your use of the website, its Content and these Terms are governed by the law of Victoria, Australia and you submit to the non-exclusive jurisdiction of the courts exercising jurisdiction in Victoria, Australia.