GLIMPSE PORTAL™ DEMONSTRATION VERSION

TERMS AND CONDITIONS OF USE

Glimpse Engineering, Inc. (“Company”) maintains the website https://app.glimp.se/ through which registered users can access, view, test and evaluate a limited demonstration version of the Company’s Glimpse Portal™ software application (such website, demonstration application, and all content, features, functionality and data offered on or through the website and/or demonstration application, collectively, the “Demo Portal”). You have requested the right to access and use the Demo Portal on a limited, evaluation-only basis. The following terms and conditions of use (these “Terms of Use”) govern your access to and use of the Demo Portal:

1. Acceptance of the Terms of Use. Please read these Terms of Use carefully before you start to use the Demo Portal. By using the Demo Portal, and/or by clicking to accept or agree to these Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use. If you do not want to agree to these Terms of Use, you must not access or use the Demo Portal.
2. Eligibility; User Representations and Warranties; Binding Nature of the Terms of Use. The Demo Portal is offered and available only to users who are of the age of majority in the relevant jurisdiction (e.g., 18 years of age or older in most jurisdictions). If the individual registering to access and use the Demo Portal is doing so in that individual’s capacity as an officer, employee, contractor, advisor or other agent acting on behalf of such individual’s employer or another entity, then that individual must have the full legal authority to bind the individual’s employer or such entity to these Terms of Use (and for the avoidance of doubt, in such a circumstance, “you” in these Terms of Service will refer to the individual’s employer or such entity, and these Terms of Use will be binding on and enforceable against the individual’s employer or such entity upon acceptance of the same by the individual on behalf of the individual’s employer or such entity). By using the Demo Portal, and/or by clicking to accept or agree to these Terms of Use when this option is made available, the individual user represents and warrants to the Company that the individual meets all of the foregoing eligibility requirements. If any user does not meet any or all of these requirements, then such user must not access or use the Demo Portal.
3. Changes to the Terms of Use. The Company may revise and update these Terms of Use from time to time in its sole discretion. Changes are effective immediately when the Company posts them, but are not retroactive. Your continued use of the Demo Portal following the posting of revised Terms of Use means that you accept and agree to the changes. You must check this page frequently so that you are aware of any changes, and immediately discontinue access or use of the Demo Portal if you do not want to agree to the revised Terms of Use.
4. Acceptance of the Privacy Policy. All information the Company collects on the Demo Portal is subject to the Company’s Privacy Policy, available online at https://glimp.se/privacy (the “Privacy Policy”). By using the Demo Portal, or by clicking to accept or agree to the Terms of Use when this option is made available to you, you also acknowledge receipt of, and you consent to the Company’s collection and processing of personal information in accordance with, the Privacy Policy. If you do not want to agree to the Company’s Privacy Policy, then you must not provide us any personal information.
5. Right to Use. Subject to the terms and conditions of these Terms of Use, the Company grants you the right, on a limited, non-exclusive, non-transferable, non-sub-licensable and fully revocable basis, to access and use the Demo Portal remotely over the Internet, solely as (and in the form) in which the Company has provided the Demo Portal, strictly in accordance with these Terms of Use and any written or electronic documentation or instructions provided with the Demo Portal, and solely for the purposes of testing and evaluating the Demo Portal, including, without limitation, evaluating the performance, features, functionality, commercial application, investment potential or newsworthiness of the Demo Portal or the Company’s products or services displayed in connection with the Demo Portal.
6. Right to Withdraw, Amend or Restrict Access. The Company reserves the right to withdraw or amend the Demo Portal, and any features, functionality, content or data the Company provides on the Demo Portal, in its sole discretion without notice. Additionally, from time to time, the Company may restrict access to some parts of the Demo Portal, or the entire Demo Portal, to certain select users, in the Company’s sole discretion without notice. The Company will not be liable if for any reason all or any part of the Demo Portal is unavailable at any time or for any period.
7. Limitations and Restrictions. You must not use the Demo Portal for any purpose beyond the scope of the rights granted in these Terms of Use. Without limiting the foregoing and except as otherwise expressly set forth in these Terms of Use, you must not (and you must not permit any other person or entity to), directly or indirectly: (a) copy the Demo Portal or any portion thereof, or otherwise access or use the Demo Portal, for purposes of developing, producing, marketing, distributing, licensing or selling any product or service that may compete with the Demo Portal or the Company’s products or services displayed in connection with the Demo Portal; (b) modify, adapt or create derivative works of the Demo Portal, in whole or in part; (c) rent, lease, lend, sell, sublicense, assign, distribute, transfer or otherwise make available the Demo Portal as a service to any other person or entity including by making the Demo Portal available to other persons or entities through any time-sharing, service bureau or software as a service arrangement; (d) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Demo Portal or the underlying structure, ideas, know-how, algorithms or methodology relevant to the Demo Portal, in whole or in part; (e) use the Demo Portal in production or for any other purpose besides testing and evaluation; (f) use the Demo Portal in any manner that infringes, misappropriates or otherwise violates any intellectual property right, privacy right or other right of any person or entity, or that violates any applicable law; (g) share a registered user’s access credentials with any other person or entity or permit use of a registered user’s access credentials by any other person or entity, other than the registered user with whom the access credentials are associated; (h) input, upload, transmit or otherwise provide to or through the Demo Portal any information or materials that are unlawful or that contain, transmit or activate any virus, malware, ransomware or other malicious or harmful code, scripts or routines; (i) bypass, breach or disable any security device, copy control, digital rights management tool or other protection used by the Demo Portal; (j) remove any watermarks or proprietary notices from any tangible copies of any parts of the Demo Portal in your possession; (k) attempt to gain unauthorized access to, damage, destroy, disrupt, disable, impair, interfere with or otherwise impede or harm in any manner (1) the Demo Portal, (2) the server on which the Demo Portal is stored, (3) any server, computer or database connected to the Demo Portal, or (4) the Company’s ability to provide its products or services to any other person or entity; or (l) knowingly assist any other person or entity in taking any of the actions prohibited by this Section. If “you” are a business, organization or other entity accessing and using the Demo Portal under these Terms of Use, then you will ensure compliance with these Terms of Use by your officers, employees, contractors, advisors or other agents and you will be responsible and liable to the Company for any act or omission of such persons that would be a breach or violation of these Terms of Use had you performed the act or omission yourself.
8. Ownership. You acknowledge and agree that the Company owns all right, title and interest, including all intellectual property rights, in and to the Demo Portal, including all new versions, updates, revisions, derivative works, improvements and modifications of the Demo Portal, and the look and feel, ideas, algorithms, methods and concepts underlying or embedded in any of the foregoing. Except for the limited rights expressly granted under these Terms of Use, nothing in these Terms of Use grant to you any intellectual property rights or any other right, title or interest in or to the Demo Portal, and the Company reserves all rights not expressly granted to you in these Terms of Use.
9. Disclaimer; Liability. The Demo Portal is hosted and made accessible from the United States. The Company makes no claims that the Demo Portal or any of its content, features or functionality is accessible or appropriate outside of the United States. Access to the Demo Portal may not be legal by certain persons or in certain countries. If you access the Demo Portal from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. The information and data presented on or through the Demo Portal is made available solely for general information purposes. The Company does not warrant the accuracy, completeness or usefulness of this information or data, and any reliance you place on such information is strictly at your own risk. The Company disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other user of the Demo Portal, or by anyone who may be informed of any of its contents. ANY ACCESS TO, USE OF, DISCLOSURE OF OR RELIANCE YOU PLACE ON THE DEMO PORTAL IS STRICTLY AT YOUR OWN RISK. THE DEMO PORTAL IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT SUPPORT OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND THE COMPANY’S AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THESE TERMS OF USE AND/OR IN CONNECTION WITH THE DEMO PORTAL, REGARDLESS OF THE THEORY OF LIABILITY OR CAUSE OF ACTION (BE IT BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE), SHALL NOT EXCEED $100 UNDER ANY CIRCUMSTANCES. THE FOREGOING SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WHETHER OR NOT THE COMPANY WAS ADVISED OF THE POSSIBILITY OF DAMAGES OCCURRING, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
10. Indemnification. You agree to defend, indemnify and hold harmless the Company and its affiliates, and their licensors, service providers, employees, agents, officers and directors, from and against any claims, demands, actions, suits or proceedings brought by a third party (and any associated liabilities, damages, judgments, awards, penalties, fines, losses, costs, expenses or fees, including but not limited to reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use.
11. Term and Termination. These Terms of Use begin when first accepted by you in accordance with Section 1 above and continue until terminated in accordance with this Section. Either party may terminate these Terms of Use at any time, for any reason or for no reason, immediately upon written notice to the other party. In the case of the Company, written notice of termination of these Terms of Use may be provided by posting a notice on the Company’s main corporate website or any other website associated with the Demo Portal. In addition, these Terms of Use and your right to access and use the Demo Portal shall terminate immediately, without any notice or additional action on the part of the Company, if you or any officer, employee, contractor, advisor or other agent for which you are responsible breach or violate these Terms of Use. Upon expiration or termination of these Terms of Use, all rights granted by a party to the other shall immediately terminate, you must immediately cease all access to and use of the Demo Portal and you shall promptly destroy all copies of the Demo Portal (or any portion thereof) that you may have in your possession. All Sections of these Terms of Use, other than Section 5 (Right to Use), shall survive any expiration or termination of these Terms of Use.
12. Miscellaneous. These Terms of Use, together with any other documents expressly referenced herein, constitute the sole and entire agreement of the parties with respect to the subject matter of these Terms of Use and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter. Neither party may assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance, under these Terms of Use without the other party’s prior written consent; provided that either party may assign these Terms of Use in their entirety without the other party’s consent to an entity that acquires all or substantially all of the business or assets of such party to which these Terms of Use pertain, whether by merger, reorganization, acquisition, sale of equity or otherwise. Any purported assignment or delegation in violation of the immediately preceding sentence shall be void. These Terms of Use will be binding upon, and inure to the benefit of, the successors and permitted assigns of the parties. Except as expressly set forth in Section 3 above, no amendment to or modification of or rescission, termination or discharge of these Terms of Use is effective unless it is in writing signed by an authorized representative of each party. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in these Terms of Use, no failure to exercise, or delay in exercising, any rights, remedy, power or privilege arising from these Terms of Use shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. If any provision of these Terms of Use is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Terms of Use or invalidate or render unenforceable such term or provision in any other jurisdiction. These Terms of Use shall be governed by, and interpreted in accordance with, the laws of the State of Delaware, excluding its choice of law rules.