Tombot Terms of Sale

Effective October 28, 2026

These Terms of Sale (these “Terms”) are a binding agreement between you and Tombot, Inc. (“Tombot,” “we,” “us,” or “our”). They govern orders placed directly with Tombot through tombot.com, a Tombot-operated checkout, or another Tombot direct-sales channel (collectively, the “Store”) for Jennie interactive robotic companion animals, accessories, replacement parts, and other products that Tombot offers for sale (collectively, “Products”). These Terms do not govern purchases from an independent authorized retailer; that retailer’s sale terms apply to that transaction, although Tombot’s applicable limited warranty may still apply.

PLEASE READ THESE TERMS CAREFULLY. BY PLACING AN ORDER OR CLICKING “PLACE ORDER,” “COMPLETE PURCHASE,” “ACCEPT,” OR A SIMILAR BUTTON, YOU AGREE TO THESE TERMS. SECTION 16 CONTAINS A BINDING ARBITRATION AGREEMENT, A JURY-TRIAL WAIVER, A CLASS-ACTION WAIVER, AND LIMITATIONS ON MASS ARBITRATION PROCEEDINGS, SUBJECT TO THE RIGHT TO OPT OUT DESCRIBED THEREIN.

ELIGIBILITY; CONSUMER PURCHASES; PURCHASES FOR IMPAIRED PERSONS

Eligibility. You must have reached the age of legal majority in your jurisdiction and have legal capacity to enter into these Terms. If you place an order for an organization, you represent that you have authority to bind it.  

Personal Use; Resale Restrictions. Unless Tombot agrees otherwise in writing, the Store is intended for end users or their representatives purchasing Products for personal use, not for resale, redistribution, export, rental, or commercial remarketing. Tombot may limit quantities, refuse or cancel suspected reseller or fraudulent orders, and restrict purchases intended for prohibited destinations or uses.

Purchases for Impaired Persons.  If you purchase a Tombot product or service for or on behalf of another person, including a person who may have dementia, cognitive impairment, diminished capacity, or a disability (the “Intended User”), you represent and warrant that you are legally authorized to act for the Intended User with respect to the applicable transaction and these terms.  You accept these terms in your individual capacity and, to the extent permitted by applicable law and your authority, on behalf of the Intended User.  Regardless of whether you have authority to bind the Intended User, you are personally bound by these terms and are responsible for the purchase, payment, activation, operation, supervision, and use of the applicable product or service and for compliance with these terms by you and persons to whom you provide access. The Intended User’s lack of contractual capacity does not affect the enforceability of your agreement with Tombot. Nothing in these terms independently grants you authority to act for another person or expands any authority you otherwise possess.

PRODUCT INFORMATION; USE; PRODUCT PURPOSE

Product Information. Tombot endeavors to describe Products accurately, but specifications, dimensions, weights, colors, materials, packaging, included components, compatibility, and other details may differ slightly from photographs or descriptions and may change before shipment where the change does not materially reduce the Product’s principal functionality. 

Instructions and Safe Use. You must use Products in accordance with their then-current labels, manuals, warnings, care and maintenance requirements, software terms, and other written instructions.  You may find such materials here: https://tombot.com/pages/user-guide. You are responsible for appropriate supervision and for determining whether a Product is suitable for the intended user and environment.

Product Purpose; No Medical Device; No Medical Claims.  Jennie is a consumer companion product. Jennie is not a medical device under the U.S. Food, Drug, and Cosmetic Act or any comparable law, has not been evaluated or cleared by the U.S. Food and Drug Administration or any other regulatory authority for any medical purpose, and is not intended or authorized to diagnose, treat, cure, prevent, or monitor any disease, condition, or mental health disorder. Jennie is not a substitute for professional medical, psychiatric, or caregiving services, and you should not rely on Jennie for any medical, safety, or emergency purpose.

ORDERS; ACCEPTANCE; CANCELLATIONS

Order Submission. Your order is an offer to purchase the identified Products under these Terms. An automated order acknowledgment confirms receipt only and is not acceptance.

Acceptance. Tombot accepts an order when it sends a shipment confirmation or otherwise expressly confirms acceptance. Tombot may reject or cancel an order before acceptance for any lawful reason, including unavailability, pricing or description errors, payment or fraud concerns, quantity limits, suspected resale, export restrictions, or inability to ship to the requested address. If Tombot cancels after charging you, Tombot will refund the canceled amount.

Customer Changes and Cancellations. Contact Tombot at (818) 213-2405 or wecare@tombot.com promptly to request a change or cancellation. If Tombot receives the cancellation request at least two (2) business days prior to shipping, Tombot will honor the cancellation request and issue a refund.  For any other cancellation requests, Tombot will have no obligation to honor the request or issue any refund.  Tombot may, in its sole discretion, try to accommodate the request but cannot guarantee such untimely cancellations.  Once shipped, the return provisions in Section 8 apply.

PREORDERS AND BACKORDERS; MATERIAL DELAY

Special Terms. A preorder or backorder is subject to the estimated timing, deposit or payment schedule, cancellation terms, and other disclosures presented at checkout. Unless stated otherwise at checkout, preorders may only be cancelled within three (3) business days of Tombot sending a written notice of shipment date for the order.  Otherwise, except as provided by applicable law, Tombot will have no obligation to accept the cancellation or issue any refund.  Estimated availability and delivery dates are not guaranteed and may change due to development, production, regulatory, supply-chain, carrier, or other circumstances.

Material Delay.  Tombot will provide notice of a material delay, and Tombot may, in its sole discretion, cancel orders that are subject to material delay.  Except as provided under applicable law, Tombot will have no obligation to cancel any order or issue any refund if the material delay owes to reasons beyond Tombot’s reasonable control. 

Notice of Tariff Adjustment; Additional Costs or Refunds.  The prices for Products, including Products are based on the tariffs, duties, and similar governmental import charges (“Tariffs”) in effect on the date of a customer’s order.  Tombot may adjust the price of any Product to reflect any increase or decrease in Tariffs that takes effect before the Product ships (a “Tariff Adjustment”). If a Tariff Adjustment increases the price, Tombot will give Customer written notice of the Tariff Adjustment, including the amount of the increase.  Thereafter, Customer may—through written notice using the contact information at Section 3.3—cancel the affected Order within three (3) business days after receiving Tombot’s notice, in which case Tombot will refund all amounts Customer paid for the canceled Product. If Customer does not cancel within that period, Customer agrees to pay the Tariff Adjustment and authorizes Tombot to charge the amount to Customer's payment method on file. Tombot has no obligation to ship or deliver the affected Product until Customer has paid the Tariff Adjustment in full. If a Tariff Adjustment decreases the price, Tombot will refund the amount of the decrease to Customer's original payment method within thirty (30) days after the Product ships.

PRICES; PROMOTIONS; TAXES

Prices. Prices are shown in U.S. dollars unless stated otherwise and may change at any time before order acceptance. A price change does not affect an accepted order. Tombot may correct an obvious pricing, description, or calculation error and may cancel the affected order and refund any amount charged.

Promotions. Discounts, promotional codes, bundles, gifts, and limited-time offers are subject to their stated terms, availability, and expiration dates; may not be combined unless expressly permitted; have no cash value; and may be modified or withdrawn prospectively as permitted by law. If you return part of a discounted bundle, the refund may reflect the value of the retained items and lost bundle discount.

Taxes and Charges. You are responsible for applicable sales, use, excise, customs, duties, tariffs, and similar governmental charges, except taxes imposed on Tombot’s net income. Tombot will collect taxes when required. Shipping and other charges disclosed at checkout are additional unless expressly included.

PAYMENT

Payment Authorization. You must provide current, complete, and accurate billing and payment information. You authorize Tombot and its payment processors to charge the selected payment method for the order total and any separately authorized adjustments. Your payment-provider terms also apply.

Timing; Failed Payment. Tombot may authorize payment when you order and charge at order placement, shipment, or another time disclosed at checkout. Tombot may suspend or cancel an order if authorization fails, payment is reversed, or Tombot reasonably suspects fraud. Tombot is not responsible for fees charged by your bank or payment provider.

Financing. Any installment, financing, or buy-now-pay-later arrangement offered by a third party is governed by your separate agreement with that provider. Tombot is not the lender unless expressly disclosed.

SHIPPING; DELIVERY; TITLE AND RISK OF LOSS

Destinations and Estimates. Tombot ships only to destinations it supports at checkout. Shipping and delivery dates are estimates, not guarantees. Tombot may make partial shipments without additional shipping charges unless disclosed otherwise.

Delivery. You are responsible for providing a complete, accurate, and secure delivery address and for complying with carrier delivery requirements. Additional charges resulting from an incorrect address, refused delivery, or repeated unsuccessful delivery attempts may be deducted from a refund to the extent permitted by law.

Title and Risk. Title to and risk of loss for a Product pass to you upon delivery to the address specified in your order, except where applicable law requires otherwise. This provision does not limit your rights for Products lost or damaged before delivery.

Inspection. Promptly inspect the shipment. Report missing, incorrect, visibly damaged, or apparently defective Products to Tombot at +1 818.213.2405 or at wecare@tombot.com within five (5) days after delivery, with the order number and reasonable supporting information and documentation, which expressly includes a description of the claimed damage(s) and clear photographic proof of the claimed damage(s), defect(s), missing item(s), or other issue(s). This notice period facilitates carrier and fulfillment claims and does not reduce nonwaivable rights or the applicable limited warranty.

RETURNS; EXCHANGES; REFUNDS

Return Period. You may return an unopened, brand-new Product purchased directly from the Store within fifteen (15) days after delivery for a refund, subject to this Section. To begin a return, contact Tombot at (818) 213-2405 or at wecare@tombot.com before the deadline and obtain a return merchandise authorization (“RMA”) and return instructions. Tombot will have no obligation to accept any return or issue any refund with respect to returns that do not comply with this Section 8, including untimely returns or attempts to return opened or used Products.

Return Condition. To be eligible for return, the Product must be unopened, brand-new, and returned with all included components, accessories, manuals, and promotional items. You must package it securely and follow Tombot’s instructions.  If Tombot, in its sole discretion, accepts the return of an opened product, you must unpair the Product, remove personal information, and disable account or security locks. Tombot is not responsible for data left on a returned Product.

Return Shipping. For returns under this Section 8, you are responsible for return shipping and bear the risk of loss, theft, or damage until Tombot receives the Product. Original shipping charges are nonrefundable.  You must use the original shipping container for returns.  Tombot will supply a return label.  You will be responsible for shipping costs for the return.  Shipping costs for the return will be deducted from your refund.

Restocking Fee.  Tombot may charge a restocking fee of up to 15% of the purchase price of any returned Product, which Tombot will deduct from your refund. Tombot will not charge a restocking fee for Products that are returned as defective, damaged in shipment, or not what you ordered, provided you report the issue within the time required by these Terms. 

Refunds. After receiving and inspecting the return, Tombot will issue any approved refund, minus any shipping cost, restocking fee, or other amount authorized in these Terms, to the original payment method, ordinarily within ten (10) business days, although your financial institution may require additional processing time. Tombot may reduce a refund by the reasonable diminution in value caused by missing items, damage, misuse, or mishandling.  If a promotional item is not returned, its disclosed or fair retail value may be deducted.

Exchanges. Tombot may, at its option, offer an exchange instead of a refund. Replacement availability is not guaranteed. An exchange does not restart or extend the applicable limited warranty except as that warranty states or applicable law requires.

Nonreturnable Items. The following are nonreturnable unless defective, incorrectly supplied, or returnable under applicable law: (a) gift cards; (b) personalized or custom-configured items identified as final sale before purchase; (c) downloadable or activated digital content after delivery or activation where lawful consent to immediate performance was obtained; and (d) items identified as final sale before purchase. Products purchased from another seller must be returned to that seller under its policies.

Warranty Claims. The return right in this Section is separate from rights under Tombot’s Limited Warranty. Eligible defects should be submitted under the Limited Warranty at wecare@tombot.com. Nothing in these Terms limits a remedy that cannot lawfully be limited.

LIMITED WARRANTY; DISCLAIMERS

Limited Warranty. Jennie hardware and any other Product identified by Tombot are covered only by the written limited warranty supplied with the Product or made available at wecare@tombot.com. That warranty states its duration, coverage, exclusions, and remedies and is incorporated into these Terms solely for the applicable Product. Software and services are governed by their separate terms.

Statutory Rights. The limited warranty gives you specific legal rights, and you may have other rights that vary by jurisdiction. These Terms do not exclude, restrict, or modify any warranty, consumer guarantee, or remedy that cannot lawfully be excluded, restricted, or modified.

Disclaimer. EXCEPT FOR AN EXPRESS WRITTEN LIMITED WARRANTY AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS, AND TOMBOT DISCLAIMS IMPLIED AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. TOMBOT DOES NOT WARRANT THAT SOFTWARE, CONNECTIVITY, ALERTS, COMMANDS, SENSOR OUTPUTS, REMOTE FUNCTIONS, OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, TIMELY, COMPLETE, ACCURATE, SECURE, OR COMPATIBLE WITH EVERY DEVICE, NETWORK, OR CONFIGURATION.

SOFTWARE; SERVICES; PRIVACY

Separate Terms. Use of the Jennie mobile application, embedded software, online accounts, subscriptions, and related services is governed by the applicable End User License Agreement, service terms, and other terms presented when you access or use them. Purchase of a Product does not transfer ownership of software or intellectual-property rights.

Privacy. Tombot’s Privacy Policy, available at https://tombot.com/pages/privacy-policy, describes how Tombot collects, uses, discloses, retains, and protects personal information in connection with the Store, Products, applications, and services.

PRODUCT AVAILABILITY; CHANGES; SUPPORT

Availability and Changes. Products, replacement parts, accessories, features, and services may be limited, modified, or discontinued for legitimate legal, safety, security, technical, operational, supply, or business reasons. Tombot will honor accepted orders or provide an appropriate refund, substitute, or other remedy as required by law.

Updates and Compatibility. Product operation may require a compatible mobile device, the Jennie mobile application, local wireless connectivity, account access, permissions, maintenance, and installation of software or firmware updates. Third-party products and services may change independently of Tombot.

Support and Safety Events. Customer support is available at Tombot at  (818) 213-2405 or at wecare@tombot.com. Immediately stop using a Product if you reasonably suspect unsafe operation, overheating, battery damage, exposed components, material malfunction, unauthorized access, or another hazardous condition, and report the event to wecare@tombot.com.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TOMBOT AND ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY, THE “TOMBOT PARTIES”) WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOSS OF DATA, USE, GOODWILL, REVENUE, OR PROFITS; COSTS OF SUBSTITUTE CARE, SUPERVISION, EQUIPMENT, OR SERVICES; OR DAMAGES ARISING FROM SERVICE INTERRUPTION, MISSED OR DELAYED ALERTS OR COMMANDS, THIRD-PARTY SERVICES, OR RELIANCE ON PRODUCT OR APPLICATION OUTPUTS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE TOMBOT PARTIES ARISING OUT OF OR RELATING TO A PRODUCT, AN ORDER, THE STORE, OR THESE TERMS WILL NOT EXCEED THE AMOUNT YOU PAID TO TOMBOT FOR THE PRODUCT OR ORDER GIVING RISE TO THE CLAIM.

The exclusions and limitations in this Section do not apply to liability that cannot lawfully be excluded or limited, including where applicable liability for fraud, willful misconduct, gross negligence, or death or personal injury caused by negligence. Some jurisdictions do not permit certain exclusions or limitations, so some or all of this Section may not apply to you. The limitations apply to the maximum extent permitted by law and regardless of the theory of liability.

INDEMNIFICATION

To the maximum extent permitted by law, you will defend, indemnify, and hold harmless the Tombot Parties from third-party claims, liabilities, damages, judgments, losses, costs, and reasonable attorneys’ fees arising from your unlawful resale, export, commercial exploitation, material misuse, or unauthorized modification of a Product, or your material breach of these Terms. This obligation does not apply to ordinary consumer use or to the extent a claim results from a Tombot Party’s negligence, willful misconduct, breach, or other conduct for which indemnification may not lawfully be required. Tombot may control the defense and settlement, but will not settle a claim imposing a nonmonetary obligation on you without your consent, not to be unreasonably withheld.

FORCE MAJEURE

Tombot will not be liable for delay or failure caused by events beyond its reasonable control, including natural disasters, severe weather, fire, epidemic, war, terrorism, civil unrest, labor disputes, carrier or supplier failures, component shortages, utility or communications outages, cyberattacks, governmental action, embargoes, or transportation disruption. Tombot will use commercially reasonable efforts to mitigate the effect and will provide any cancellation or refund right required by law.

EXPORT CONTROLS AND SANCTIONS

You may not purchase, export, re-export, release, transfer, or use a Product, software, or technical information except as authorized by United States law and the laws of the relevant jurisdiction. You represent that you are not located in, ordinarily resident in, or organized under the laws of a comprehensively embargoed jurisdiction and are not a prohibited or restricted party. You will not provide a Product to a prohibited person or for a prohibited end use.
DISPUTE RESOLUTION; BINDING ARBITRATION; CLASS-ACTION WAIVER

PLEASE READ THIS SECTION (THE “ARBITRATION AGREEMENT”) CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. ARBITRATION IS A WAIVER OF THE RIGHT TO BRING SUIT IN COURT. THIS SECTION CONTAINS PROCEDURES FOR 
MANDATORY BINDING ARBITRATION AND A CLASS-ACTION WAIVER.

YOU AND TOMBOT AGREE THAT ANY DISPUTE NOT RESOLVED THROUGH THE NOTICE-OF-DISPUTE AND INFORMAL-CONFERENCE PROCEDURES BELOW WILL BE RESOLVED IN CONFIDENTIAL BINDING ARBITRATION BEFORE ONE ARBITRATOR ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), RATHER THAN IN COURT. YOU ACKNOWLEDGE THAT YOU ARE KNOWINGLY AND VOLUNTARILY WAIVING THE RIGHT TO A JURY TRIAL AND, EXCEPT AS EXPRESSLY PROVIDED BELOW, THE RIGHT TO PROCEED IN STATE OR FEDERAL COURT.

For purposes of this Arbitration Agreement: (1) “you” and “your” mean the person or entity that downloads, installs, accesses, or uses the Application, creates or uses a Tombot account, acquires or uses Jennie, or otherwise uses a Tombot product or service; (2) “Tombot” means Tombot, Inc., its predecessors, successors, assigns, affiliates, agents, employees, and third-party service providers used in connection with the Application or related products or services; (3) “parties” means you and Tombot; (4) “Services” means the Application and any Tombot product or service provided through or in connection with the Application, Jennie, or a Tombot website; (5) “Dispute” means any legal claim or controversy arising out of or relating to this Agreement, the Application, the Services, Jennie, your relationship with Tombot, billing, privacy, or any product or service, including any claim concerning the formation, applicability, enforceability, or validity of this Agreement or this Arbitration Agreement, whether the claim arose before or after this Agreement or survives its termination; and (6) “Mass Arbitration” means twenty-five (25) or more arbitration demands filed within one hundred eighty (180) days of each other that allege similar or identical claims or causes of action and either are filed by the same or coordinated counsel or are sought to be administered or arbitrated collectively or in coordination.
Before either party may commence arbitration, the initiating party must provide an individualized written notice of dispute (“Notice of Dispute”). A Notice of Dispute initiated by you must include your full name, residence address, account username and email address (if applicable), a detailed description of the Dispute, the specific relief sought, and the grounds for that relief. It must be sent by certified mail, return receipt requested, to Tombot, Inc., 23890 Copper Hill Dr., #434, Santa Clarita, CA 91354, Attention: Dispute Notice, with a copy by email to legal@tombot.com. A Notice of Dispute initiated by Tombot must include your name, a detailed description of the Dispute, the specific relief sought, and the grounds for that relief, and must be sent by certified mail, return receipt requested, to your mailing address on file and, if available, by email to the email address associated with your account. Each Notice of Dispute must concern only one person or entity and may not be combined with a notice for another person or entity.

Before either party may commence arbitration, the parties must meet and confer by telephone or videoconference in a good-faith effort to resolve the Dispute (the “Informal Dispute Resolution Conference”). The initiating party must provide an individualized written notice of intent to confer (“Notice of Conference”) stating the initiating party’s name, telephone number, mailing address, account email address (if applicable), counsel’s contact information (if represented), and whether the conference should proceed by telephone or videoconference. Notices to Tombot must be sent by certified mail, return receipt requested, to the address stated above, Attention: Notice of Conference, with a copy by email to legal@tombot.com. Tombot will send its Notice of Conference by certified mail to your mailing address on file and, if available, by email to your account email address. A Notice of Dispute and Notice of Conference may be combined in one mailing. If you are represented by counsel, counsel may participate, but you must also personally participate. The conference must occur within forty-five (45) days after the other party receives the Notice of Conference, unless extended by mutual agreement. Unless all parties agree in writing, each conference must be individualized and may not be combined with a conference concerning another person or entity, even if the same counsel represents multiple persons with similar Disputes.

Providing a compliant Notice of Dispute and completing an Informal Dispute Resolution Conference are conditions precedent to either party’s right to commence arbitration. If the Dispute remains unresolved thirty (30) days after completion of the conference, either party may commence arbitration. No arbitration may commence or proceed until the requirements in Section 16.4 and 16.5 have been fully satisfied. Any limitations period and filing-fee deadline will be tolled while the parties complete those procedures, to the extent permitted by law.

The party filing the arbitration will pay the initial filing fee. If you paid the initial filing fee and prevail, Tombot will reimburse it. If there is a hearing, Tombot will pay the arbitrator’s and arbitration provider’s fees for the first day. All other fees will be allocated under the AAA Rules and applicable law. You will not be required to reimburse Tombot for filing, administrative, or hearing fees in an amount greater than the court costs you would have incurred if the claim had been resolved in a state court with jurisdiction. Tombot will advance or reimburse your fees if the arbitration provider or arbitrator determines there is good reason to do so. Each party will bear its own attorneys’, experts’, and witnesses’ fees and other expenses, subject to any recovery authorized by applicable law or the arbitrator.

The arbitration will be governed by the AAA Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, the “AAA Rules”), as modified by this Arbitration Agreement, and administered by the AAA. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. If the AAA is unavailable or refuses to administer the Dispute, the arbitration will be administered by a widely recognized arbitration organization mutually acceptable to the parties, neither party unreasonably withholding consent. If the parties cannot agree, an organization will be appointed under Section 5 of the Federal Arbitration Act. In all events, the AAA Rules will govern. The arbitrator is bound by this Agreement and applicable law. Unless the parties agree otherwise in writing, any hearing will occur in Los Angeles County, California; provided that, where required by applicable consumer law or the AAA Rules, you may participate remotely or from the county where you reside. At either party’s election, the arbitration will proceed under the AAA’s desk-arbitration procedures unless both parties are represented by counsel.

Before appointment of a merits arbitrator, either party may request a process arbitrator to decide administrative matters, including whether conditions precedent and filing requirements have been satisfied, which arbitration agreement and rules apply, allocation of advance fees and expenses, and other agreed administrative issues. If a process arbitrator initially determines that a Dispute is frivolous or brought in bad faith, the process arbitrator may allocate AAA and arbitrator fees and expenses to the initiating party. If the merits arbitrator later determines the claims were not frivolous, Tombot will reimburse any AAA filing, administration, or arbitrator fees you paid. If the merits arbitrator finds that a Dispute was frivolous or brought for an improper purpose under the standards of Federal Rule of Civil Procedure 11(b), the prevailing party may recover AAA fees and, in the arbitrator’s discretion, reasonable attorneys’ fees and costs.

EACH PARTY MAY BRING A DISPUTE AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN A PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Except as expressly provided in Section 16.13 concerning Mass Arbitration or as all affected parties agree in writing, the arbitrator may not consolidate more than one person’s Dispute or preside over any class, collective, consolidated, coordinated, or representative proceeding.

The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual Dispute.

Any claim not subject to individual arbitration under applicable law will be stayed in a court of competent jurisdiction pending completion of the individual arbitration, to the extent permitted by law.

IF MASS ARBITRATION IS ATTEMPTED OR SOUGHT, IT WILL BE ADMINISTERED AS FOLLOWS: (1) for a Mass Arbitration involving two hundred fifty (250) demands or fewer, the arbitration provider will group the demands into batches of no fewer than twenty-five (25) demands, with each batch resolved as a single arbitration with one set of filing and administrative fees and one arbitrator; and (2) for a Mass Arbitration involving more than two hundred fifty (250) demands, the provider will group the demands into batches of no fewer than two hundred fifty (250) demands, with each batch resolved as a single arbitration with one set of filing and administrative fees and one arbitrator. All other substantive and procedural terms of this Arbitration Agreement apply. The parties will cooperate in good faith with the provider to implement this protocol. If any part of this Section 16.13 is unenforceable, it will be severed and the remainder enforced to the maximum extent permitted by law. If the provider is unwilling or unable to follow this Section 16.13, the parties will attempt to retain another mutually acceptable, widely recognized provider. If they cannot do so, this Arbitration Agreement will not apply to the affected demands within the Mass Arbitration.

Except as stated in the next sentence, the arbitrator has exclusive authority to decide all issues concerning arbitrability; the scope, formation, applicability, validity, and enforceability of this Arbitration Agreement and this Agreement; waiver of arbitration; whether any provision is unenforceable, void, or voidable, including on unconscionability grounds; arbitration-related fees; compliance with the Notice of Dispute, Notice of Conference, and Informal Dispute Resolution Conference requirements; and Mass Arbitration. If a putative class or representative claim is first filed in court and a party moves to compel arbitration, the court will decide whether this Arbitration Agreement permits class or representative proceedings.

In lieu of arbitration, either party may elect to proceed in small-claims court for a Dispute within that court’s jurisdictional limits. In lieu of arbitration, either party may bring a claim in a court of competent jurisdiction to enjoin infringement, misappropriation, or other misuse of intellectual-property rights. The party electing court is responsible for applicable filing fees, subject to any fee-shifting right under law.

This Agreement evidences a transaction in interstate commerce, and the Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. This Arbitration Agreement survives termination of this Agreement. By accepting this Agreement, each party waives the right to a jury trial and to participate in a class action to the maximum extent permitted by law. If any provision other than the Class-Action Waiver is held unenforceable, it will be severed and the remainder enforced. If the Class-Action Waiver is held unenforceable as to a particular claim or remedy, that claim or remedy will proceed in court and not in arbitration.

GOVERNING LAW

These Terms are governed by the laws of the State of California, without regard to conflict-of-law principles, except that the Federal Arbitration Act governs Section 16 and mandatory law may provide you additional rights. Any court proceeding permitted under these Terms will be brought in Los Angeles County, California, unless applicable law requires otherwise.

GENERAL TERMS

Changes. The version of these Terms presented when you place an order governs that order. Tombot may update these Terms prospectively for future orders by posting a revised version and effective date. A change will not retroactively reduce accrued rights or alter the arbitration terms for a dispute of which Tombot had actual notice before the change.

Assignment. You may not assign these Terms without Tombot’s written consent. Tombot may assign them in connection with a merger, reorganization, financing, sale of assets, transfer of the relevant business, or to an affiliate, provided the assignee assumes Tombot’s applicable obligations.

Notices. Tombot may provide transactional and legal notices by email, through your account, by mail, on the Store, or through another reasonable method. You must keep your order and account contact information current. Legal notices to Tombot must be sent to the address stated in Section 19 unless these Terms specify another address.

Severability; Waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary or severed, and the remainder will remain effective. A waiver must be in writing and applies only to the specific instance stated. Failure to enforce a provision is not a waiver.

Entire Agreement; Order of Precedence. These Terms, the accepted order, and any product-specific terms expressly presented at checkout constitute the entire agreement regarding the sale. They do not replace Tombot’s Limited Warranty, End User License Agreement, Privacy Policy, product labeling, safety instructions, or service-specific terms. For a conflict concerning the sale, the accepted order and product-specific checkout terms control over these Terms; the Limited Warranty controls as to warranty coverage and remedies; the End User License Agreement or service-specific terms control as to software and services; and mandatory law controls in all events.

No Third-Party Beneficiaries. These Terms do not create rights in any third party, except a Tombot Party may enforce a provision expressly benefiting it.

No Agency. These Terms do not create an agency, partnership, joint venture, employment, fiduciary, or franchise relationship.

Headings; Electronic Contract. Headings are for convenience only. Electronic acceptance, notices, and records have the same effect as originals and handwritten signatures to the extent permitted by law.

CONTACT INFORMATION

Tombot, Inc.
23890 Copper Hill Dr., #434
Santa Clarita, CA 91354
wecare@tombot.com
(818) 213-2405