Terms and Conditions

1. Introduction

These Terms of Service (“Terms”) are an agreement between you and Glimboo Inc. (“Glimboo,” “we,” “us,” or “our”) that govern your access to and use of the Glimboo website located at https://www.glimboo.com/, and any other websites, mobile applications, and online platforms owned by Glimboo where these Terms are posted or linked (collectively, the “Sites”). The Sites serve both as Glimboo’s official brand website and as our online store, through which you may purchase Products directly from us for delivery to eligible U.S. addresses (the “Online Store”).

Please read these Terms carefully. Among other provisions that affect your legal rights, these Terms include a binding individual arbitration requirement and class action waiver which, subject to limited exceptions, requires you and Glimboo to arbitrate any Disputes on an individual basis. Arbitration on an individual basis means that neither party will have the right for a judge or jury to decide its claims or to proceed in a class, consolidated, or representative capacity.

By (a) accepting these Terms using a mechanism made available on the Sites (such as by clicking an “I Agree” button or checking a box) or (b) otherwise using the Sites for any purpose (other than reviewing these Terms or other terms or policies on the Sites), you expressly represent that you (i) have reached the age of majority in your jurisdiction of residence (such persons, “Adults’) and (ii) agree to be bound by these Terms. If you do not meet the foregoing age requirement, you do not agree to all provisions of these Terms, or these Terms are not enforceable where you are located, you may not use the Sites. We would not provide the Sites without the conditions in these Terms. If you later seek to repudiate these Terms or any aspect thereof, you agree that such action would constitute a breach of these Terms, prohibiting you from enforcing any aspect of the Terms and entitling us to damages resulting from your breach.

If you are an individual using the Sites on behalf of, or for the benefit of, any corporation, partnership, or other entity with which you are associated (an “Organization”), you are agreeing to these Terms on behalf of yourself and such Organization, and you represent and warrant that you have the legal authority to bind such Organization to these Terms. In that case, references to “you” and “your” in these Terms refer to both you, the individual using the Sites, and to the Organization you represent.

2. About Glimboo; Sales Channels; Waitlist and Email Sign-Up; Business Inquiries

Glimboo is a candy and lifestyle brand creating sweet, playful, and emotionally expressive product experiences, which may include candy, confectionery products, music-related experiences, NFC-enabled interactions, digital content, collectibles, and other brand experiences (collectively, “Products”).

Glimboo offers Products through the Online Store and through other channels, which may include authorized retailers and other offline channels, as well as wholesale, distribution, and other business-to-business arrangements (collectively, “Other Channels”). Other Channels may serve locations and addresses that the Online Store does not, so the areas and types of addresses to which the Online Store ships (as described in our Shipping Policy) do not indicate whether Products are available to you through Other Channels. Orders placed through the Online Store are governed by these Terms, including our Shipping Policy and Refund Policy (each as defined in Section 11(A)). Purchases made through Other Channels are governed by the terms and policies of the applicable retailer or other seller or, for business customers, by the separate written agreement or terms between Glimboo and that business customer, and not by Section 11(A), our Shipping Policy, or our Refund Policy. These Terms continue to apply to your use of the Sites, including any Interactive Features, regardless of where you purchased a Product.

The Sites may allow you to submit your email address to join our waitlist and receive news, brand and product updates, launch announcements, promotions, and other promotional messaging (collectively, “Marketing Communications”). You agree to provide accurate and current information when submitting any form on the Sites.

By submitting your email address, you agree that we may send Marketing Communications to that email address. You may unsubscribe from Marketing Communications by following the unsubscribe instructions included in those emails. Joining the waitlist does not guarantee access to any product, promotion, discount, launch event, reward, or limited release.

The Sites may also allow you to submit retail, wholesale, distribution, partnership, media, investor, or other business inquiries (“Business Inquiries”). Submitting a Business Inquiry does not create any agreement, partnership, or other business relationship, and does not obligate you or Glimboo to enter into one. Any wholesale, distribution, or other business relationship with Glimboo is subject to Glimboo’s approval and to a separate written agreement or terms provided or accepted by Glimboo.

3. Additional Terms

Certain features of the Sites may be subject to additional terms, conditions, rules, or guidelines (“Additional Terms”), and we may provide such Additional Terms to you via postings, pop-up notices, links, or other reasonable means. All Additional Terms are hereby incorporated by reference into these Terms. As such, any reference to the “Terms” herein includes the Additional Terms. If there is a conflict between the provisions herein and any Additional Terms, the Additional Terms shall control, but only to the extent of the conflict.

4. Accounts

To access certain features or areas of the Sites, it may be necessary to create an account (each, an “Account”), which may require you to select a username and password. You agree (a) to provide accurate and complete information and (b) not to act in a false or misleading manner during the Account creation process. Without limiting the preceding sentence, you agree not to adopt a username with the intention of imitating any other person or entity. You are solely responsible for maintaining the secrecy of your Account credentials and other sensitive Account information and for restricting access to your Account. You accept that you are fully responsible for the acts and omissions of any person that uses the Sites while logged into your Account.

5. Previews

The Sites may include previews of Products that are not yet available (collectively, “Previews”). Previews are provided for general informational purposes only. Product formulas, ingredients, nutrition information, allergen information, packaging, flavors, colors, product names, features, digital experiences, and availability may change before launch.

6. Health, Safety, and Informational Disclaimers

A. General

The information provided on the Sites, including all Product descriptions, Images, Product Health & Safety Information, digital content, and related materials, is for general informational purposes only and is not intended as a substitute for professional medical advice, diagnosis, or treatment.

You should always review the ingredient list, nutrition facts, allergen information, age-related guidance, and other warnings, instructions, or suitability information relating to any Product (collectively, “Product Health & Safety Information”) before consuming or using any Product, whether such information is displayed on the Sites or on the physical Product packaging. Product Health & Safety Information may change at any time. In the event of any conflict between Product Health & Safety Information displayed on the Sites and on the physical Product packaging, the physical Product packaging shall control.

If you have food allergies, dietary restrictions, medical conditions, or health or safety concerns about a Product, you should consult a qualified professional before consuming the Product. Do not disregard professional medical advice, or delay in seeking it, because of any information you have read on the Sites. If you believe you are experiencing a medical emergency or an allergic reaction, contact emergency services or your healthcare provider immediately. You should always consult with a qualified healthcare provider, registered dietitian, or allergist before making decisions about your diet, nutrition, or use of any Product, particularly if you are pregnant, nursing, taking medication, or managing a chronic condition.

Our Products and services are not intended to diagnose, treat, cure, or prevent any disease or medical condition. No statement on the Sites has been evaluated by the Food and Drug Administration (FDA) or any other regulatory body. Nothing on the Sites should be construed as a claim that any Product or ingredient offers a therapeutic or medicinal benefit.

B. Chatbot

The Sites may include an automated chatbot service (the “Chatbot”). If you interact with the Chatbot, you are communicating with an automated software system that provides responses (“Chatbot Output”) to user inquiries based on a knowledge base consisting primarily of Glimboo Content, including Product Information on the Sites. The Chatbot is provided for the limited purpose of responding to inquiries concerning the Sites and our Products. You agree to use the Chatbot only for these purposes and in compliance with these Terms.

The Chatbot is provided for general informational purposes only. You agree not to use the Chatbot to seek medical, dietary, nutritional, or other professional advice or to determine whether a Product is safe or appropriate for you or any other person. Chatbot Output may be incomplete, inaccurate, or outdated and does not amend or supersede these Terms, any Glimboo policy, any Product packaging or accompanying materials, or any Product Information on the Sites. All disclaimers set forth in Sections 6(A) apply to all Chatbot Output. You are responsible for any decisions you make or actions you take based, in whole or in part, on Chatbot Output.

Information you submit through the Chatbot may not be confidential. You should not submit payment card information, health information, or other sensitive personal information, or any proprietary or confidential information, through the Chatbot. Glimboo may record, retain, use, and disclose your interactions with the Chatbot as described in our Privacy Policy.

C. Bone Conduction Technology

Our Products may incorporate bone conduction audio technology, which transmits sound vibrations through the bones of the skull to the inner ear. The Products are not medical devices, hearing aids, assistive listening devices, or therapeutic instruments, and are not intended to diagnose, treat, or manage any hearing condition or other medical condition. Bone conduction audio stimulates the cochlea in the same manner as air-conducted sound; as with any audio device, exposure to excessive volume or prolonged use may cause hearing damage, including permanent noise-induced hearing loss. You should limit volume and duration of use, and take breaks during extended listening. If you experience pain, discomfort, headaches, ringing in the ears (tinnitus), dizziness, or any change in hearing while using a Product, discontinue use immediately and consult a qualified healthcare provider.

If you have a temporomandibular joint (TMJ) disorder, jaw injury, dental implants, orthodontic devices, a history of seizures, or any condition affecting the bones, nerves, or structures of the head, face, or ears, you should consult a qualified healthcare provider before using any Product. Users of hearing aids, cochlear implants, bone-anchored hearing devices, or other implanted medical devices should consult their physician or audiologist before use, as vibrations may interfere with or damage such devices.

D. Your Responsibility; Assumption of Risk

By purchasing, consuming, or using any of our Products, you acknowledge that you (a) have reviewed the applicable Product Health & Safety Information and (b) assume all risks associated with your use of the Product, including risks related to the consumption of food Products and risks related to the use of bone conduction audio technology. You further acknowledge that individual reactions to Products may vary, and that Glimboo is not responsible for any adverse reaction, injury, hearing loss, or other health consequence resulting from your consumption or use of any Product or any feature or functionality thereof.

We only sell our Products to Adults. Before providing a Product to a minor for use or consumption, you are responsible for reviewing, following, and complying with the Product’s Health & Safety Information. To the fullest extent permitted by applicable law, you assume the risks associated with your failure to do so and waive and release Glimboo from any claims to the extent arising from such failure.

We reserve the right to update, modify, or remove the terms, disclaimers, Product Health & Safety Information, and technology-related disclosures on the Sites at any time and without prior notice. Your continued use of the Sites following any such changes constitutes your acceptance of the revised information.

7. Interactive Features

Certain Glimboo Products may include QR codes, NFC tags, Product-specific landing pages, music-related experiences, digital content, rewards, authentication features, or other interactive features (collectively, “Interactive Features”).

Any Interactive Features described on the Sites may require compatible devices, browsers, internet access, third-party technologies, or additional terms. We do not guarantee that any Interactive Feature will be available on every device, in every region, or at all times.

You may not, and agree not to, tamper with, duplicate, alter, reverse engineer, bypass, interfere with, resell, exploit, or misuse any Interactive Feature.

8. Intellectual Property; Ownership of the Sites

A. Glimboo Content

The contents of the Sites, including all designs, text, graphics, images, photographs, videos, audio, music, logos, icons, Trademarks, packaging designs, characters, badges, visual systems, digital experiences, software, code, and the selection, coordination, and arrangement thereof (collectively, the “Glimboo Content”), are owned by or licensed to Glimboo and may be protected by copyright, trademark, trade dress, patent, trade secret, and other intellectual property laws. As the Glimboo Content is a component of the Sites, any reference to the “Sites” herein includes Glimboo Content.

B. Your Limited License to Use the Sites

We are providing you with access to the Sites pursuant to a limited, non-exclusive, non-transferable, revocable license (the “License”). The License is available to you unless and until you or we terminate these Terms, we otherwise suspend or terminate your access to the Sites, or you are barred from using the Sites by applicable law. Glimboo reserves all right, title, and interest not expressly granted under the License to the fullest extent possible under applicable law.

Under the License, you are permitted to use the Sites solely for non-commercial purposes and only in the following limited ways: (a) you may access and browse the Sites, and use the features made available to you, using a device that you own or are authorized to use (an “Authorized Device”); (b) you may download the Glimboo Content from the Sites to an Authorized Device and print out a hard copy, provided that you do not modify the Glimboo Content in any way and do not remove or alter any copyright or other legal notice; (c) you may install a copy of any mobile applications that we make available from time to time (collectively, the “Apps”) on an Authorized Device; and (d) your Authorized Device may temporarily store copies of the Glimboo Content incidental to your use of the Sites. Except to the extent authorized by applicable law, you may not otherwise use, download, upload, copy, print, display, perform, post, reproduce, publish, license, transmit, or distribute any Glimboo Content without the prior written consent of Glimboo or, if applicable, our licensor. Any unauthorized use of the Glimboo Content may violate copyright laws, trademark laws, and other applicable laws. You agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights. Notwithstanding the non-commercial use limitation above, you may use the Sites to submit Business Inquiries and, if you are an existing or prospective business partner of Glimboo, to access any features or materials that we expressly make available to our business partners, subject to these Terms and any applicable written agreement between you (or your Organization) and Glimboo.

The Glimboo Content includes the trademarks, service marks, logos, slogans, trade names, and trade dress used on the Sites, including the Glimboo name and logo, the “Glimboo Eyes,” and our Product and packaging designs (the “Trademarks”). The absence of a trademark notice or symbol indicating the registration or ownership of a Trademark does not constitute a waiver of our or our licensors’ trademark or other rights. These Terms do not grant you any rights to use the Trademarks. Under no circumstances are you permitted to use the Trademarks in a manner that creates a likelihood of consumer confusion.

Finally, the Sites are intended for users genuinely interested in Glimboo’s products and services. Under no circumstances may the Sites be used for the purpose of, or with the intention of, initiating litigation or arbitration, including using the Sites in order to trigger or induce an alleged violation of any law (“Litigation Purposes”). Use of the Sites for Litigation Purposes is strictly prohibited, exceeds the parameters of the License, and, as such, constitutes a breach by you of these Terms. In such circumstances, we may elect to terminate these Terms, without prejudice to our ability to seek damages, including attorneys’ fees, resulting from your breach.

9. User Content

A. User Content Disclaimer

Certain features of the Sites may permit users to post, transmit, submit, upload, share, or make available (collectively, “share”) reviews, comments, communications, images, recordings, suggestions, questions, ideas, or other information or content (collectively, “User Content”). User Content has not necessarily been reviewed or approved by Glimboo, and we, therefore, make no representations or warranties as to the accuracy, reliability, completeness, timeliness, or any other aspect of any User Content. Any views or opinions expressed in User Content belong to the users who shared the content and not to Glimboo. Your reliance on any User Content is done entirely at your own risk. You understand and agree that we are not responsible for, and shall have no liability related to, any User Content, including your reliance on such content. If you post any User Content, you are entirely responsible for that content.

B. Your License to Glimboo

By sharing User Content, you grant to Glimboo a non-exclusive, royalty-free, worldwide, irrevocable, perpetual, and fully sublicensable right to (a) reproduce, translate, publish, distribute, display, broadcast, modify, alter, create derivative works of, and otherwise exploit and use such User Content in any manner throughout the world, in any media or format, and for any purpose, whether commercial or otherwise, and (b) use your name in connection with your User Content when exercising the foregoing rights (the foregoing grant of rights, the “User Content License”). We may sublicense the rights granted under the User Content License through multiple tiers of sublicenses.

You represent and warrant that (a) you own your User Content or (b) you have obtained all rights and permissions needed to grant the User Content License to Glimboo and, if the latter, that you have not altered or deleted any legal notice or copyright information attached to the User Content by the owner of such content. You acknowledge that you are not entitled to any monetary payment or other consideration in connection with our use of your User Content pursuant to the User Content License.

C. Ideas

You understand and agree that, pursuant to the User Content License, if you share User Content containing any ideas, know-how, proposals, techniques, suggestions, or similar concepts (collectively, “Ideas”), (a) such User Content will not be deemed confidential and (b) we shall be free to use such Ideas for any purpose, commercial or otherwise. At the same time, you understand and acknowledge that we may independently conceive, or receive from other sources, Ideas that are similar or identical to your Ideas, and, as such, any similarity between your Ideas and our services may be merely coincidental. In any case, you agree that you will not be entitled to any compensation, consideration, or attribution from Glimboo in connection with your Ideas, whether on account of Glimboo’s use of such Ideas, any similarity between your Ideas and our services, or otherwise.

D. Private Submissions

Notwithstanding anything to the contrary in these Terms, the User Content License does not apply to personal information included in User Content that is not intended for public display (“Private Submissions”), such as personal information submitted when creating an Account. Personal information included in Private Submissions shall be treated in accordance with our Privacy Notice. However, personal information included in User Content that is intended for public display on the Sites is licensed to us pursuant to the User Content License.

E. Use of Third-Party User Content

All User Content on the Sites is considered Glimboo Content. As such, aside from the limited right to access and use the Sites and Glimboo Content granted in the License, you may not make any use of User Content shared by another party without the prior written permission of the owner of such content.

10. Prohibited Uses; Monitoring and Enforcement

You agree not to use the Sites or any User Content on the Sites:

• For any unlawful, fraudulent, harmful, or unauthorized purpose.
• To violate any applicable law, regulation, rule, or ordinance.
• To infringe, misappropriate, or violate our intellectual property rights or the rights of others.
• To copy, modify, create a derivative work of, reverse engineer, decompile, or otherwise attempt to extract the source code of the software underlying the Sites.
• To submit false, misleading, inaccurate, or fraudulent information.
• To impersonate any person or entity or misrepresent your affiliation with any person or entity.
• To upload, transmit, or distribute viruses, malware, spyware, or other harmful code.
• To interfere with, disrupt, overload, damage, disable, or impair the Sites.
• To bypass, disable, or circumvent security features, access controls, or fraud prevention systems.
• To gain access to aspects of the Sites that you are not authorized to access.
• To scrape, crawl, spider, harvest, collect, or track personal information or data from the Sites without permission.
• To use bots, automated tools, scripts, or other automated means to access or interact with the Sites without permission.
• To engage in spam, phishing, pharming, pretexting, or other deceptive practices.
• To use the Sites in any way that may harm Glimboo, our users, minors, our partners, or any third party.
• To use the Sites in any way that is false or misleading, abusive, harmful, threatening, or harassing, tortious, defamatory, or libelous, obscene, vulgar, or pornographic, discriminatory on the basis of race, religion, ethnicity, nationality, sex, sexuality, gender, age, or disability, or otherwise objectionable.
• To violate, or encourage anyone to violate, any applicable local, state, national, or international law, regulation, or order.

Glimboo has the right, but not the obligation, to monitor the Sites for the purpose of determining and enforcing compliance with these Terms. Further, we shall be free to delete, remove, modify, or refuse to post any User Content if we determine (a) that the content violates these Terms, (b) that the content is stale or off topic for the applicable portion of the Sites, or (c) doing so is otherwise necessary or convenient in connection with our administration of the Sites.

We reserve the right to disclose any information, including your identity, Account information, and Site Activity, as we deem necessary to (a) enforce these Terms; (b) satisfy any applicable law, regulation, legal process, or governmental request; or (c) respond to claims that the Sites or your activities in connection therewith violate the rights of third parties.

You hereby waive any claims related to or resulting from any action or inaction of Glimboo with respect to (a) monitoring the Sites; (b) deleting, removing, modifying, or refusing to post any User Content; (c) determining or enforcing compliance with these Terms; or (d) cooperating with law enforcement or a governmental request concerning any matter related to the Sites.

Notwithstanding the use restrictions in this Section 10, nothing in these Terms prohibits or restricts your ability to express or publish any review, performance assessment, or similar analysis (collectively, “Reviews”) about Glimboo, its employees or agents, or its Products, to the extent that such Reviews are protected under applicable law, including any (a) “statement” protected by Cal. Civ. Code § 1670.8 or (b) “covered communication” as defined by the Consumer Review Fairness Act, 15 U.S.C.A. § 45b.

11. Our Products

A. Orders

You may be permitted to place orders through the Online Store (“Orders”) for the purchase of products and services advertised on the Sites (collectively, “Products”). If you wish to place an Order, you will be asked to supply certain information, such as your name, Payment Method, billing information, and shipping information (collectively, “Payment Information”).

The payment methods that we accept will be set forth on the Sites and may change from time to time. You represent and warrant that you have the legal right to use any payment method designated by you for an Order. You further agree to provide current, complete, and accurate Payment Information. You agree to promptly update your Account and Payment Information as necessary, so that we can process your Orders and contact you as needed. By submitting any Payment Information, you grant to Glimboo the right to provide such information to third parties for purposes of facilitating the Order. Verification may be required prior to acceptance or completion of an Order.

Your placement of an Order—which takes effect upon successful processing of your payment for such order—constitutes a request to purchase the relevant Product from Glimboo. All Orders are subject to our review and acceptance. You may receive an automated confirmation email upon placing your Order successfully; this email acknowledges receipt of your Order but does not constitute acceptance. Acceptance of your Order occurs when we send a subsequent confirmation email indicating that your Order has been shipped. We reserve the right to reject, modify, and cancel Orders (including after acceptance) as we deem necessary, and we shall have no liability to you other than providing a refund, if applicable. Without limiting the preceding sentence, we reserve the right to limit quantities purchased per person, per household, or per Order. Orders are intended for personal, household, or gifting use and not for resale; if you wish to purchase Products for resale or other wholesale purposes, please submit a Business Inquiry instead of placing an Order. If we reject or modify an Order, we will attempt to notify you via the information we have on file for you.

The shipping methods available for Orders will be presented on the Sites. When an Order has been confirmed, accepted, and processed, we will ship the Product according to the applicable shipping method. The Online Store only ships Products to certain geographic areas and types of addresses, as described in our Shipping Policy. If you request shipment to an address to which the Online Store does not ship, you will be prevented from submitting the Order or we will reject or cancel the Order (in which case we will refund any amount charged for that Order) or otherwise communicate with you regarding the issue. These shipping limitations apply only to the Online Store and do not describe where Products may be available through Other Channels. We reserve the right to send components of a single Order in multiple shipments. Unless we agree otherwise, the risk of loss for and title to any Products passes to you upon delivery to the carrier.

You agree to pay all charges incurred by you or on your behalf through the Sites at the price in effect when incurred, including any shipping charges. You are solely responsible for any taxes applicable to your Orders, regardless of whether tax is included in the price presented on the Sites. Further, it is your responsibility to comply with all laws applicable to your Orders and any Products acquired as a result thereof. Any offer made on the Sites is void where prohibited.

The shipping of Orders is governed by our Shipping Policy (the “Shipping Policy”), and your ability to return ordered Products is governed by our Return & Refund Policy (the “Refund Policy”), each of which is hereby incorporated by reference into these Terms. We encourage you to review the Shipping Policy and the Refund Policy prior to submitting an Order.

B. Product Information

(i) Errors.The Sites may contain errors, inaccuracies, or omissions (“Errors”), and such Errors may pertain to Product information, including descriptions, pricing, promotions, offers, availability, and Product Health & Safety Information (collectively, “Product Information”). We reserve the right, at any time and without notice, to correct any Errors, change or update Product Information, and to modify, suspend, or discontinue any Product or promotion. Notwithstanding the rights reserved in the preceding sentence, we undertake no obligation to update, amend, or clarify any Product Information, except as required by applicable law. No specified update or refresh date on the Sites should be taken to indicate that all Product Information has been modified, updated, or corrected.

(ii) Prices. All prices displayed on the Sites are stated in United States dollars unless otherwise expressly indicated. If you are accessing the Sites from outside the United States, you are responsible for any currency conversion fees, foreign transaction fees, or other charges that your bank, credit card issuer, or payment provider may impose in connection with your purchase. We reserve the right to change prices at any time without prior notice, and all prices are subject to applicable taxes, shipping charges, and other fees as described at checkout.

(iii) Images.Images on the Sites, including photographs or other depictions of Products (collectively, “Images”), are provided for general illustrative purposes only and may differ from our actual Products. Without limiting the preceding sentence, differences in color and other variations between a Product displayed on the Sites and the actual Product are possible due to display technologies and other reasons. To the fullest extent permitted by law, we disclaim all representations and warranties, express or implied, regarding the Images, and you agree that your reliance on any Images is done entirely at your own risk. If a Product you order is not as described, pictured, or otherwise does not meet your expectations, your sole remedy is to return the Product, to the extent available under the Refund Policy.

12. Privacy

Your submission of personal information through the Sites is governed by our Privacy Policy. Please review our Privacy Policy to understand how we collect, use, disclose, and otherwise process personal information.

Accordingly, by agreeing to these Terms, you are hereby representing to Glimboo that you understand and accept how we collect, use, and disclose information concerning your use of the Sites, as set forth in our Privacy Policy. You understand and agree that (a) Glimboo is justifiably relying on this representation in granting you access to the Sites and (b) if you later take legal action inconsistent with this representation, this will constitute evidence that your representation was false. In that case, Glimboo may elect to terminate these Terms, without prejudice to our ability to seek damages resulting from your breach. If you do not agree to the practices described in our Privacy Policy, you may not use the Sites or provide us with any information.

13. Video Content; Cookies

The Sites may contain video content, audiovisual content, or content of a like nature (collectively, “Video Content”). Video Content is provided for the purpose of enhancing the user experience on the Sites and is, therefore, provided in connection with Glimboo’s business activities in the field of retail candy sales and related experiences. Glimboo is not in the business of renting, selling, or delivering Video Content in a commercial manner. As such, you acknowledge and agree that Glimboo is not a “video tape service provider,” as defined in the Video Privacy Protection Act (“VPPA”), 18 U.S.C.A. § 2710 or similar state laws.

Additionally, the Sites may include online technologies and code-based tools, including cookies, pixels, web beacons, and software development kits (collectively, “Cookies”), that track and analyze information about your activity on the Sites, including when you access pages containing Video Content (your “Site Activity”). Cookies may result in information about your Site Activity being transmitted from your browser to Glimboo or to third parties, which, in turn, may result in the display of targeted advertisements on the Sites or third-party websites, services, or platforms (collectively, “External Sites”). Whether Cookies on the Sites result in your browser’s transmission of information to third parties depends on a number of factors that may be outside of our knowledge or control, including what External Sites you use, what information you have provided to External Sites, and whether and the extent to which you have limited the use of Cookies by External Sites.

You hereby acknowledge and agree that, if Cookies on the Sites result in your browser’s transmission of information to External Sites, (a) such transmissions do not constitute a “knowing disclosure” of “personally identifiable information” by Glimboo under the VPPA and (b) you will not initiate any litigation or otherwise assert any claim against Glimboo based, in whole or in part, on such transmissions, whether under the VPPA, the California Invasion of Privacy Act (Cal. Penal Code § 630 et seq.), or any other statute, regulation, or cause of action.

14. Third-Party Services and Links

The Sites may contain links to External Sites. We are not responsible for the content, accuracy, policies, security, availability, or practices of any third-party websites or services. Your use of third-party services may be subject to the terms and privacy policies of those third parties. You should review their terms and policies before using them. Under no circumstances shall we be held responsible or liable for any loss or damage caused by your use of External Sites.

15. Linking to the Sites

You agree not to create any hyperlink to the Sites without our prior express written approval (including via email). To request linking permission, please contact us at support@glimboo.com. If we grant linking permission, we may withdraw that permission at any time by providing you with written notice (including via email). Upon receipt of such notice, you agree to remove the applicable hyperlink immediately and not to re-establish any hyperlink to the Sites without obtaining new written approval in accordance with this provision.

16. Disclaimer of Warranties; Limitation of Liability

A. Disclaimer of Warranties

(i) The Sites.To the fullest extent permitted by applicable law, all aspects of the Sites are provided on an “as is” and “as available” basis. Glimboo disclaims all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, and uninterrupted or error-free operation.

Without limiting the preceding sentence, Glimboo makes no warranty that (a) the Sites will be uninterrupted, timely, secure, or error-free; (b) any defects or errors will be corrected; (c) the Sites will be free of viruses or harmful components; (d) Images or Product Information will always be accurate; (e) Interactive Features will be available, compatible, or uninterrupted; or (f) the Sites will meet your expectations. It is your responsibility to evaluate the accuracy, completeness, and usefulness of any information, opinion, advice, or other content available through the Sites and to consult professionals as needed in such evaluation.

(ii) Products.If a warranty applies to a Product, the warranty terms will be presented or accessible on the portion of the Sites where the Product is offered for sale and/or within the Product packaging or accompanying materials. Please carefully review any warranty terms applicable to our Products. For clarity, the preceding sentence is not a representation that any of our Products will be sold with a warranty. You understand and agree that, unless we expressly state in writing that a warranty applies, then, to the extent permitted by applicable law, the Products are provided “as is” and without any representation, warranty, or guarantee of any kind, either express or implied, including all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

B. Limitation of Liability

To the fullest extent permitted by law, Glimboo and our directors, officers, employees, agents, affiliates, suppliers, service providers, licensors, and partners (collectively, the “Released Parties”) shall not be liable for any of the following types of damages should they arise in connection with your use of or inability to use the Sites or the Products: (a) indirect, incidental, special, consequential, exemplary, punitive, or similar damages, including lost profits, lost revenue, lost savings, lost data, business interruption, or replacement costs; (b) damages, including for any delay or failure in performance, arising from causes beyond the reasonable control of the Released Parties; (c) damages arising from the conduct of other users of the Sites or their User Content; or (d) damages relating to the delay, failure, interruption, disclosure, or corruption of any data or information transmitted in connection with the Sites.

Further, in no event shall the collective liability of the Released Parties in connection with any Dispute exceed USD $250 or the total amount paid by you to Glimboo in connection with Orders placed on the Sites in the twelve (12) months preceding the date on which your claim arose (or, if the Dispute involves multiple claims, the date on which the first such claim arose).

The Terms of this Section 16 shall apply to the fullest extent permitted by applicable law, regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise, and even if any remedy fails of its essential purpose. You acknowledge and agree that the limitations of liability set forth in this Section 16 are fundamental elements of the basis of the bargain between you and Glimboo, and that we would not be able to provide the Sites or any Products without such limitations.

C. Additional Rights

For purposes of these Terms, “Warranty and Liability Exclusions” means any disclaimers of warranties and/or any exclusions, limitations, or caps on liability. Some jurisdictions do not permit the disclaimer of certain Warranty and Liability Exclusions. Accordingly, some of the Warranty and Liability Exclusions in these Terms might not apply to you, either in whole or in part. Nothing in these Terms seeks to impose Warranty and Liability Exclusions in a manner that is prohibited under applicable law. You agree, however, that all Warranty and Liability Exclusions in these Terms shall apply to the greatest extent permitted by applicable law.

17. Indemnification

You agree to defend, indemnify, and hold harmless the Released Parties from and against any claims, demands, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or related to: (1) Your use or misuse of the Sites; (2) Your violation of these Terms; (3) Your violation of any law or regulation; (4) Your violation of any rights of another person or entity; (5) Your User Content, Feedback, or other submissions; (6) Your fraud, misconduct, negligence, or unauthorized activity.

You agree that the Released Parties shall have the right to assume exclusive defense and control of any matter subject to indemnification by you and you agree to cooperate if and as requested by us in the defense and settlement of such matter. If a Released Party assumes defense and control of any such matter, this shall not relieve you of your indemnification obligations. You agree never to settle any matter for which your indemnification is required absent our prior written consent.

Separately, if you initiate, or threaten to initiate, any litigation, arbitration, or otherwise assert any claim against the Released Parties that is based or relies, in whole or in part, upon a repudiation or breach of any promises, representations, warranties, agreements, or consents that you have made or provided pursuant to these Terms (collectively “Prohibited Legal Actions”), you agree to indemnify the Released Parties from and against any liabilities, claims, damages, costs, and expenses, including attorneys’ fees and costs, arising from or related to the Prohibited Legal Action or your threat of the same.

18. Dispute Resolution; Arbitration

If there is any controversy, claim, action, or dispute between you and Glimboo arising out of or related to your use of the Sites, including any Products displayed on or purchased from the Sites, or the breach, enforcement, interpretation, or validity of these Terms or any part of them (each, a “Dispute”), you and Glimboo hereby agree to resolve the Dispute through the dispute resolution procedures set forth in this Section 19, even if the Dispute arose prior to the Effective Date of these Terms.

A. Informal Dispute Resolution

You and Glimboo agree to first attempt to avoid the costs of formal dispute resolution by giving each other a full and fair opportunity to address and resolve the Dispute informally. The party with the complaint (the “Complaining Party”) shall send written notice to the other party (the “Receiving Party”) describing the facts and circumstances of the Dispute (a “Dispute Notice”).

All Dispute Notices must: (a) be signed by the Complaining Party; (b) include the Complaining Party’s name, physical address, and email address; (c) describe with specificity the nature and basis of the Dispute in a manner sufficient for the Receiving Party to evaluate the merits of the Complaining Party’s individualized claim, and (d) set forth the alleged damage and harm suffered and the specific relief sought with a calculation for it. Each Dispute Notice is limited to a single Dispute between you and Glimboo. As such, your Dispute and those of others may not be combined into a single Dispute Notice.

Dispute Notices shall be sent as follows:

• To Glimboo: You must send any Dispute Notice (a) by mail to 1101 E Arapaho Rd Ste 2420, Richardson, TX 75081 and (b) by email to support@glimboo.com.
• To You: We will send notice by (a) first-class or certified mail to the physical address we have on file for you (if any) and (b) by email to the email address we have on file for you (if any). If we do not have any address on file for you, or if we are, for any reason, unable to provide notice via the contact information on file, we reserve the right to provide notice by other reasonable means.

You and Glimboo will attempt to resolve the Dispute through informal negotiation within sixty (60) days beginning on the date that a valid Dispute Notice is sent (the “Informal Negotiation Period”). During the Informal Negotiation Period, you and Glimboo are required to conduct an individual meet-and-confer in person, or via teleconference or videoconference, that addresses only the Dispute between you and Glimboo (the “Conference”). If you are represented by counsel, your counsel may participate in the Conference, but you will also need to participate. Glimboo will participate in the Conference through one or more representatives, which may include our counsel.

Both you and Glimboo agree that the foregoing dispute resolution procedure (the “Informal Resolution Process”) is a condition precedent that must be satisfied before initiating any arbitration or litigation against the other party. If any aspect or requirement of the Informal Resolution Process has not been completed, the parties agree that (a) a court of competent jurisdiction can enjoin the filing or prosecution of any arbitration or litigation and (b) unless prohibited by law, no arbitration administrator shall administer any arbitration or demand fees in connection with the Dispute.

B. Individual Arbitration

If any dispute cannot be resolved through the Informal Resolution Process, you and Glimboo agree that such dispute shall be decided exclusively by binding arbitration on an individual basis. Arbitration on an individual basis means that neither party will have, and you and Glimboo each hereby waive, the right for a judge or jury to decide its claims, and that neither party is permitted to proceed in a class, consolidated, or representative capacity. Other rights that you and we would have in court will not be available or will be more limited in arbitration, including discovery and appeal rights.

Any such Disputes shall be exclusively submitted to JAMS (www.jamsadr.com) for binding arbitration under its rules then in effect, as modified by these Terms, before one arbitrator to be mutually agreed upon by both parties (a Dispute submitted to JAMS for arbitration being a “Demand for Arbitration”). The arbitration shall be conducted in accordance with the JAMS Consumer Arbitration Minimum Standards (the “Minimum Standards”) if, and only if, it is determined by JAMS or the arbitrator that the Minimum Standards are applicable to the Dispute. The Minimum Standards are available at www.jamsadr.com/consumer-minimum-standards. The location of any hearings will be determined by the applicable JAMS rules, provided that if the claim is for $5,000 or less, you may choose to (a) have the arbitration conducted solely on the basis of the documents submitted to the arbitrator or (b) hold a hearing by teleconference or videoconference.

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Dispute arising under or relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable. You and Glimboo agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of this Section 19 or the arbitrability of any claim or counterclaim. The award rendered by the arbitrator may be confirmed and enforced in a court of competent jurisdiction.

C. Mass Arbitration

If you or Glimboo files a Demand for Arbitration that is one of twenty-five (25) or more similar Demands for Arbitration filed by parties represented by the same law firm or law firms acting in coordination (a “Mass Arbitration”), the arbitration of the Dispute, and all other Disputes constituting the Mass Arbitration, shall be conducted in accordance with the JAMS Mass Arbitration Procedures and Guidelines, including the JAMS Mass Arbitration Fee Schedule (the “Mass Arbitration Rules”). The Mass Arbitration Rules are available at www.jamsadr.com/mass-arbitration-procedures.

Notwithstanding anything to the contrary in these Terms, you and Glimboo agree that, in the event of a Mass Arbitration, any issues arising under or relating to (a) the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable or (b) the jurisdiction of the arbitrator, including any objections with respect to the existence, scope, or validity of this Section 19 or the arbitrability of any claim or counterclaim, shall be decided by a court of competent jurisdiction.

D. Exceptions

In lieu of the dispute resolution procedures in Section 19(A)-(C), you or Glimboo may (a) bring a claim or elect to resolve a Dispute in small claims court in the United States consistent with any applicable jurisdictional and monetary limits that may apply, so long as the action is litigated exclusively in small claims court and is not removed or appealed to a court of general jurisdiction; and (b) file a claim in court to (i) enjoin the infringement or other misuse of its intellectual property rights or (ii) seek a declaration that the other party is in breach of these Terms. You and Glimboo agree that, to the extent permitted by applicable law, any claims referenced in the preceding sentence must be brought and maintained on an individual basis.

In addition, nothing in these Terms prohibits you or us from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf (or vice versa).

19. Choice of Law and Forum for Non-Arbitrated Disputes

A. Choice of Law

These Terms and your use of the Sites shall be governed by the laws of the United States and the State of Texas, without regard to principles of conflict of laws. Any arbitration conducted pursuant to these Terms shall be governed by the Federal Arbitration Act, 9 U.S.C., Secs. 1-16.

B. Choice of Forum

Except for claims properly lodged in a small claims court in the United States, any Disputes not subject to arbitration pursuant to Section 19, including those referenced in Section 19(D), shall be resolved by a court located in the State of Texas, and you hereby agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

20. Changes to the Sites & Terms

A. Changes to these Terms

We may update, modify, or replace these Terms from time to time. The “Last Updated” date at the top of this page indicates when these Terms were last revised. For material changes, we will seek to supplement such notice by email, a notice on the Sites, or other reasonable means. Your continued use of the Sites after changes are posted means that you accept the updated Terms. We encourage you to review these Terms periodically.

B. Changes to the Sites

We reserve the right to modify, suspend, or discontinue the Sites and any aspect thereof, and you agree that Glimboo shall not be liable for any such actions. These Terms shall automatically apply to all improvements and modifications to the Sites.

21. Termination of these Terms

These Terms will continue to apply until terminated by either you or Glimboo. We may terminate these Terms, or suspend or terminate your access to the Sites, at any time (a) if we believe you have breached these Terms, (b) if we stop providing the Sites or any material component thereof, or (c) as we believe necessary to comply with applicable law. You may terminate these Terms at any time by discontinuing your use of the Sites and, if applicable, deleting your Account. If you need assistance deleting your Account, please contact us using the contact information provided below.

If you or we terminate these Terms, or if we suspend or terminate your access to the Sites, you agree that (a) your right to access and use the Sites ceases immediately; (b) we shall have no liability to you in connection with the same; and (c) except as expressly provided otherwise by Glimboo, we will not refund any amounts that you have already paid to us. Notwithstanding the preceding sentence, if you voluntarily terminate these Terms, and you are not barred from using the Sites by Glimboo or applicable law, you are permitted to resume use of the Sites at a later date. You agree that any such resumed use of the Sites constitutes your renewed acceptance of the then-current version of these Terms.

The following provisions shall survive the termination of these Terms: Sections 6, 8 (excluding the License), 9, 10, 11, 12, 13, 14, 17, 18, 19, 20, and 23, as well as any other provisions of these Terms that, either explicitly or by their nature, must remain in effect even after termination of these Terms.

22. Miscellaneous

A. Interpretation

In these Terms, the words “include,” “includes,” and “including” are used in an illustrative sense and shall be construed as if followed by “without limitation,” and the term “or” shall not be exclusive. Titles and headings to sections herein are included for convenience only and are not intended to affect the meaning or interpretation of these Terms. Any limited or specific disclaimers or limitations of liability found in these Terms shall not limit the effect, force, or breadth of any more general disclaimers or limitations of liability in these Terms. When these Terms refer to a decision or action that will or may be made or taken by Glimboo, such decision or action shall be made, taken, or refrained from in our sole discretion and judgment.

B. Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision will be enforced to the fullest extent permitted by law, and the unenforceable portion will be deemed severed from these Terms. The remaining provisions will remain in full force and effect.

C. Waiver

Our failure to enforce any right or provision of these Terms will not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Glimboo.

D. Entire Agreement

These Terms (including, for clarification, any Additional Terms) set forth the entire understanding and agreement between you and Glimboo with respect to your use of the Sites. However, if you or your Organization has entered into a separate written agreement with Glimboo governing wholesale, distribution, retail, or other business transactions, that agreement shall govern such transactions and, in the event of any conflict with these Terms with respect to such transactions, shall control.

E. Assignment

You may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may assign, transfer, or sublicense any or all of our rights or obligations under these Terms without restriction.

F. No Relationship

These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and Glimboo.

G. Compliance with Laws

Glimboo controls and operates the Sites from within the United States and makes no representation or warranty that the Sites are appropriate or available for use or access in any location outside of the United States. Anyone using or accessing the Sites from outside the United States does so on their own risk and is responsible for compliance with all applicable laws and regulations, including U.S. and international export control laws and regulations.

H. Notice to California Residents

IF YOU ARE A CALIFORNIA RESIDENT, WITH RESPECT TO ANY WARRANTY AND LIABILITY EXCLUSIONS IN THESE TERMS, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

Further, California residents may reach (a) us at the contact information provided in Section 24 and (b) the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

I. Admissibility

You agree that all agreements, notices, disclosures, and other communications that Glimboo provides to you (a) via a notice on the Sites or (b) an email to an address that we have on file for you will satisfy any legal requirement that such communications be in writing. You further agree that a printed version of these Terms and/or any notice given in electronic form shall be admissible in judicial or administrative proceedings (including arbitration) based upon or relating to these Terms or your use of the Sites to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

23. Contact Information

Questions about these Terms should be sent to us at: