Trust Center

IMPORTANT: THESE TERMS OF SERVICE CONTAIN AN ARBITRATION PROVISION (SECTION 18) WHICH LIMITS YOUR RIGHTS TO BRING AN ACTION IN COURT AND HAVE DISPUTES DECIDED BY A JUDGE OR JURY, AND PROVISIONS THAT LIMIT GLOO’S LIABILITY TO YOU (SECTION 14).

These Terms of Service (“Terms”) are a binding legal agreement between you and Gloo, LLC, on behalf of itself and any affiliates performing hereunder (“Gloo,” “we,” “us,” or “our”), and govern your access to and use of the Offerings (as defined below), including all software, platforms, AI-powered services, AI Assistants capabilities, Integrations, and related features and content made available by Gloo. Together with any applicable Order(s), Supplemental Terms, the Acceptable Use Policy (“AUP”), and the Privacy Statement, these Terms form the complete agreement between you and Gloo (the “Agreement”).

By accessing or using any Offering, you represent and warrant that you are at least eighteen (18) years of age and have the legal capacity and authority to enter into a binding contract. If you are entering into this Agreement on behalf of an organization or entity, you represent and warrant that you have the authority to bind such organization or entity to this Agreement. 

Please read these Terms carefully. IF YOU DO NOT AGREE TO THESE TERMS, OR DO NOT MEET ALL OF THE QUALIFICATIONS IN THESE TERMS, YOU MAY NOT ENTER THIS AGREEMENT OR ACCESS OR USE THE OFFERINGS.

1. Definitions

The following definitions apply throughout these Terms. Capitalized terms used in these Terms but not defined in this Section have the meanings given to them elsewhere in these Terms.

"Account" means a User account created by or on behalf of you or, if applicable, your authorized personnel to access and use the Offerings.

"AI Assistants" means any artificial intelligence systems, features, or functionalities within the Offerings that are capable of performing multi-step tasks, executing workflows, making decisions, taking autonomous or semi-autonomous actions, or interacting with external systems, APIs, or Third-Party Services with limited or no real-time human intervention, including but not limited to AI agents, AI assistants, AI-powered workflows, and automated decision-making systems.

"AI Models" means the machine learning models, large language models, and other artificial intelligence models used by or integrated into the Offerings, whether provided by Gloo or its affiliates or by Third-Party Model Providers.

"AI Studio Offerings" means the Gloo AI Studio platform and all products, services, tools, including, without limitations, AI models, and features made available through or in connection with the AI Studio platform.

"App" means a third-party branded application, API, control protocol, or orchestration protocol that may be connected to or used in conjunction with the Offerings through a Connector.

"Connector" means an integration, link, plugin, or other mechanism that connects an App or Third-Party Service with the Offerings using APIs (application programming interfaces), MCPs (Model Context Protocols), webhooks, or other protocols set forth in the Documentation.

"Content" means any data, information, text, images, audio, video, code, software, documents, or other materials or content of any kind.

"Documentation" means the technical documentation, user guides, API references, and other materials made available by Gloo describing the features, functionality, and use of the Offerings.

"Enriched Content" means Content that has been processed, augmented, annotated, or enhanced through the use of the Offerings, including through AI Models.

"Gloo Content" means any Content made available through an Offering, whether provided by Gloo or a third party, other than Your Content. As between Gloo and you, Gloo Content is owned by Gloo and its third-party providers. Gloo Content includes Usage Data. Gloo is the owner or the licensee of all intellectual property rights in our Offerings, including source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics.

"Integration" means any configuration, workflow, automation, connection, or interoperation between the Offerings and one or more Third-Party Services, whether established through a Connector, API, MCP, or other mechanism.

"Model Context Protocol (MCP)" means an open protocol that enables AI Models and AI Assistants systems to interact with external tools, data sources, APIs, and Third-Party Services through a standardized interface, including any MCP servers, MCP clients, and related endpoints.

"Offerings" means all products, services, platforms, tools, features, content, and capabilities made available by Gloo, whether accessed through the Gloo website, APIs, MCPs, mobile applications, or any other means. Gloo may modify any Offering at any time.

"Order" means an order form, statement of work, subscription agreement, purchases in platform or other ordering document between you and Gloo that references this Agreement and specifies the Offerings to be provided. Each Order applies only to the Offerings specified in that Order. Gloo has no obligation or responsibility with respect to an Order until accepted by Gloo, in its sole discretion. Only the terms of each Order accepted by Gloo will become part of this Agreement. Any terms that you may provide to Gloo, including in connection with an Order, are void and unenforceable. These Terms prevail over the terms of each Order in the event of a conflict.

"Output Content" means the AI-generated outputs produced by the Offerings (including the AI Studio Offerings) in response to Prompts.

"Prompts" means any Content that you upload, submit, or provide to the Offerings to prompt, instruct, direct, or elicit AI-generated outputs or actions, including instructions given to AI Assistants systems.

"Supplemental Terms" means additional terms of service that apply to specific Offerings and supplement these Terms, as identified here, on the Gloo legal page or in an applicable Order, and as the same may be amended, restated or supplemented from time to time.

"Third-Party Model Provider" means any third-party provider of AI Models that are used by or integrated into the Offerings.

"Third-Party Offerings" means any products, services, content, integrations, or other offerings provided by third parties that may be accessed through or in connection with the Offerings.

"Third-Party Services" means any external applications, platforms, services, APIs, data sources, tools, or systems operated by third parties that may be connected to, accessed through, or interoperate with the Offerings via Connectors, MCPs, APIs, or other means.

"Third-Party Terms" means the terms of service, acceptable use policies, privacy policies, and other legal agreements governing your use of any Third-Party Service or Third-Party Offering.

"Usage Data" means information generated from the use of the Offerings that does not identify you, your Users, or any other natural human persons.

"Users" means you, and if you are an organization or entity, individuals authorized by you to access and use the Offerings under your Account, including your employees, contractors, and agents.

"Your Content" means all Content that you and your Users provide or make available through any Account or in connection with any Offering. For the avoidance of doubt, Your Content includes, without limitation: (a) all of Your Content other than Prompts (“Your Non-Prompt Content”); (b) Enriched Content; (c) Prompts; and (d) Output Content. You retain ownership of all intellectual property rights that you hold in Your Content and all elements of Your Content that are protected under applicable intellectual property laws, subject to the licenses granted in this Agreement.

2. Acceptance and Modifications

2.1. By accessing or using any Offering, creating an Account, or clicking “I Agree” (or similar affirmation), you agree to be bound by this Agreement. If you do not agree, you must not access or use any Offering.

2.2 If you have entered this Agreement on your own behalf (to use the Offerings yourself, for your own benefit), then these Terms apply to you as an individual. If you are entering into this Agreement on behalf of an organization or entity (so that the entity or organization can use the Offerings for its benefit), then these Terms apply to that entity or organization and to all Users of that entity or organization.

2.3. Gloo may update or modify these Terms from time to time. If Gloo makes material changes, we will provide notice through the Offerings or by other appropriate means. Your continued access to or use of any Offering after such notice constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Offerings.

2.4. Certain of the Offerings may be subject to Supplemental Terms in addition to these Terms and any other policies or documents referenced herein. When you enter into an Order for an Offering having Supplemental Terms, those Supplemental Terms form a part of this Agreement. The Supplemental Terms control over these Terms only as stated in the Supplemental Terms. You are responsible to review all Supplemental Terms applicable to your Offerings. In the event of any conflict between any Supplemental Terms and these Terms, the Supplemental Terms will take precedence with respect to the applicable Offering.

2.5. Gloo may enter into another separate agreement with you regarding an Offering not covered by this Agreement (an “Additional Agreement”). An Additional Agreement applies only to the Offering(s) under that Additional Agreement and controls over this Agreement only as to the Offering(s) covered by the Additional Agreement. This Agreement will continue to control as to all other Offerings subject to Orders under this Agreement.

3. Accounts

3.1. To access certain Offerings, you must create an Account. You agree to provide accurate, current, and complete information during registration and to keep your Account information updated. You are responsible for maintaining the confidentiality of your and your Users’ Account credentials and for all activities that occur under your and your Users’ Account.

3.2. If you have entered this Agreement on your own behalf, you may create an Account for yourself. If you have entered this Agreement on behalf of an organization or entity, you may create Accounts for your authorized personnel. You are responsible for ensuring that all Users comply with this Agreement. You may have the ability to set access levels and privileges for an Account. The levels and privileges control the rights given to the User of that Account. You are solely responsible for the access levels and privileges set for each Account.

3.3. Each Account (and the associated Account credentials) are personal to and only for use by an individual User. You are responsible for the access to each Account and all Offerings by each User. You will ensure the security and confidentiality of all Account credentials.You must notify Gloo immediately of any known or suspected unauthorized access to or use of any Offering or Account (or Account credentials) or any other breach of security. Gloo will not be liable for any loss or damage arising from your failure to comply with this Section.

4. Access to and Use of Offerings

4.1. Subject to the terms of this Agreement, including any terms specified in the applicable Order(s), Gloo grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Offerings during the applicable subscription term solely for your own internal purposes and benefit.

4.2. Access to and use of the Offerings is subject to the Gloo Services Acceptable Use Policy (“AUP”), and you agree that you and your Users will access and use each Offering only in accordance with the AUP. Gloo may update the AUP from time to time.

4.3. Certain Offerings may have additional eligibility requirements. You acknowledge and understand that all Offerings may not be available to you. If you do not meet the eligibility requirements for an Offering, you are not permitted to access or use that Offering.

4.4. Gloo reserves the right to modify, suspend, or discontinue any Offering (or any part thereof) at any time, with or without notice. Gloo will not be liable to you or any third party for any such modification, suspension, or discontinuation.

4.5 Certain Offerings may permit you to send communications to third parties, including for purposes of lead generation and management of relationships, as well as other informational, marketing, and commercial communications, including via mail, email, and text messages (“Communications”).  You are solely responsible for all Communications you send through the Offerings.  You warrant and covenant that you have the right and authority to send all Communication to the recipient and that you have obtained all authorizations, consents, and permissions necessary under applicable law to send each Communication. You will not initiate or send any Communication in violation of any applicable law or in a manner that would cause Gloo to violate any applicable law, including any law concerning calling and text messaging, telemarketing, and e-mail marketing.  Certain Offerings allow you to connect, interact and communicate with others through Offerings.  By connecting, interacting or communicating with others, you are agreeing to allow those others to connect, interact and communicate directly with you through the Offerings.  You are solely responsible for all communications between you and any others through the Offerings.  

4.6 You acknowledge that the Offerings are general purpose online services and are not specifically designed to facilitate compliance with any specific Law. You agree that you are solely responsible for determining whether any laws apply to you or your use of or access to the Offerings, including the Health Insurance Portability and Accountability Act of 1996 (HIPAA), 42 C.F.R. Part 2, the Controlling the Assault of Non-Solicited Pornography and Marketing (CAN-SPAM) Act, Telephone Consumer Protection Act (TCPA), Telemarketing and Consumer Fraud and Abuse Prevention Act (TCFAPA), and the Telemarketing Sales Rule. You warrant and covenant to Gloo that your use of and access to the Offerings will comply with all such laws and all rights of third parties and will not cause Gloo itself to violate any applicable law or third party rights. You further warrant and covenant that your use of and access to the Offerings will comply with all applicable professional standards (e.g., licensure requirements) and mandatory reporting obligations (e.g., obligations to report certain issues about children, at risk adults or others to law enforcement or others). 

5. Your Content

5.1. Ownership. Except for the rights and licenses granted in or under this Agreement, you retain ownership of all intellectual property rights that you hold in Your Content and all elements of Your Content that are protected under United States or other intellectual property laws.

5.2. License to Gloo. You grant Gloo a non-exclusive, worldwide, royalty-free license to host, store, reproduce, modify, create derivative works of, transmit, distribute, and display Your Content to the extent necessary to provide, maintain, improve, and develop the Offerings. This license survives termination of this Agreement solely with respect to Your Content that remains in Gloo’s systems as part of aggregate, de-identified, or anonymized data, or as required by applicable law.

5.3. Representations. You represent and warrant that: (a) you own or have obtained all necessary rights, licenses, consents, and permissions to provide Your Content and to grant the rights granted herein; (b) Your Content does not and will not infringe, violate, or misappropriate any third party’s rights; and (c) Your Content complies with all applicable laws and the AUP.

You warrant and covenant to Gloo that you have (or will obtain) all rights, permissions, authorizations and consents necessary to provide Your Content to Gloo for the use of Your Content by Gloo as permitted under this Agreement and/or as needed for the Offerings.  You further warrant and covenant to Gloo that if you collect or obtain Content from or relating to individuals, or from organizations which collect or maintain Content from or relating to individuals, you will provide those individuals with a legally sufficient privacy notice and any legally required notices, permissions, authorizations or consent(s) necessary for your collection, use or sharing of that Content under applicable Law. 

5.4. Removal. Gloo will use commercially reasonable efforts to remove Your Content from the systems Gloo uses to provide an Offering upon termination of your access to that Offering, except as otherwise required by applicable law or as permitted under this Agreement with respect to aggregate or de-identified data.

5.5. AI-Related Content. You acknowledge that Output Content is generated by probabilistic machine learning models and may contain errors, omissions, inaccuracies, or biases. You are solely responsible for reviewing, verifying, and validating all Output Content before any use or reliance thereon, and for your use of any Output Content. Gloo does not guarantee the accuracy, completeness, reliability, or fitness for any particular purpose of any Output Content.  Gloo is under no obligation to review any Output Content for potential liability. 

6. Gloo Content

6.1. As between Gloo and you, Gloo Content is owned by Gloo and its third-party providers. Unless otherwise specified in an Order, Gloo Content is for informational purposes only and Gloo is not responsible for any errors or omissions in any Gloo Content. You are solely responsible for verifying the accuracy, completeness, and applicability of all Gloo Content and for your own use of all Gloo Content.

6.2. Subject to the terms of this Agreement, Gloo grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Gloo Content solely in connection with your authorized use of the Offerings.

6.3. Usage Data. Gloo may collect and use Usage Data for its internal business purposes, including to improve, develop, and optimize the Offerings, and to generate aggregate statistical analyses. Usage Data does not identify you, your Users, or any other natural human persons.

7. AI Assistants Terms

7.1. Scope

This Section 7 applies to your use of any AI Assistants capabilities within the Offerings, including AI agents, AI assistants, automated workflows, and any functionality that enables AI systems to take autonomous or semi-autonomous actions, interact with external systems, or execute multi-step tasks.

7.2. Nature of AI Assistants

You acknowledge and agree that:

• AI Assistants systems are sophisticated tools designed to assist and augment human decision-making. AI Assistants do not replace human judgment and should not be relied upon as the sole basis for any material, legal, financial, medical, safety-critical or other consequential decision.

• AI Assistants operate using probabilistic machine learning models and may produce outputs or take actions that are inaccurate, incomplete, unexpected, or undesirable.

• AI Assistants systems may interact with Third-Party Services, execute workflows, and perform actions that have real-world consequences, including but not limited to drafting communications, sending communications, modifying data, executing transactions, making telephone calls, and interacting with external APIs and systems.

• The behavior of AI Assistants systems may vary and is not guaranteed to be consistent, predictable, or error-free across different use cases, contexts, or over time.

7.3. User Responsibility and Human Oversight

7.3.1. You are solely responsible for all actions taken by AI Assistants systems operating under your and your Users’ Accounts or at your or your Users’ direction, including all actions taken through connected Integrations, Connectors, MCPs, and Third-Party Services. You agree to maintain appropriate human oversight of all AI Assistants activities.

7.3.2. You are responsible for: (a) configuring AI Assistants systems appropriately for your intended use; (b) establishing and maintaining appropriate safeguards, review processes, and approval mechanisms for actions taken by AI Assistants; (c) monitoring and reviewing the outputs and actions of AI Assistants systems; (d) ensuring that AI Assistants are not used for any purpose that is unlawful, harmful, or prohibited by this Agreement or the AUP; and (e) implementing appropriate controls to prevent unintended or unauthorized actions by AI Assistants systems.

7.3.3. You acknowledge that certain actions taken by AI Assistants systems may be irreversible, and Gloo shall have no obligation to reverse, undo, or remediate any action taken by an AI Assistants system on your or your Users’ behalf.

7.4. Prompts and Instructions to AI Assistants

You are solely responsible for all Prompts, instructions, configurations, and directives you or your Users provide to AI Assistants systems. You acknowledge that the quality, accuracy, and safety of AI Assistants outputs and actions depend significantly on the Prompts and instructions provided. Gloo is not liable for any outputs or actions resulting from unclear, ambiguous, erroneous, or harmful Prompts or instructions, and Gloo has no obligation to review Prompts or instructions for potential liability..

7.5. Third-Party Model Providers

The Offerings may use AI Models provided by Third-Party Model Providers. You acknowledge that: (a) Gloo does not control and is not responsible for the outputs, behavior, or performance of Third-Party Model Providers’ AI Models; (b) Third-Party Model Providers may update, modify, deprecate, or discontinue their AI Models at any time without notice; (c) the availability, accuracy, and functionality of the Offerings may be affected by changes to Third-Party Model Providers’ AI Models; and (d) your use of the Offerings may be subject to the Third-Party Model Providers’ terms of service and acceptable use policies.  You are solely responsible for reviewing, accepting, and complying with the terms of service and acceptable use policies of Third-Party Model Providers and for ensuring that your use of the Offerings complies with such terms and policies.

7.6. No Guarantee of Outcomes

Gloo does not warrant or guarantee any particular outcome, result, or level of performance from AI Assistants systems. AI Assistants outputs and actions are provided “as is” and without warranties of any kind. Gloo shall have no liability for any loss, damage, or harm resulting from actions taken by or outputs generated by AI Assistants systems, except to the extent caused by Gloo’s gross negligence or willful misconduct.

7.7. Compliance with Laws

You are solely responsible for ensuring that your and your Users’ use of AI Assistants systems complies with all applicable laws, regulations, and industry standards, including but not limited to data protection and privacy laws, consumer protection laws, telecommunications regulations, anti-discrimination laws, and any laws governing automated decision-making or artificial intelligence.

8. Integrations and Third-Party Services

8.1. Integrations Generally

The Offerings may enable you to connect to, integrate with, or interoperate with Third-Party Services through Connectors, APIs, MCPs, webhooks, or other mechanisms. Gloo provides these Integration capabilities solely as a convenience. Gloo does not operate, control, or endorse any Third-Party Service, and has no responsibility for the content, availability, functionality, accuracy, legality, or any other aspect of any Third-Party Service.

8.2. Third-Party Terms

Your use of any Third-Party Service is subject to the applicable Third-Party Terms. You are solely responsible for reviewing, accepting, and complying with all Third-Party Terms. You represent and warrant that your use of any Integration or Connector will comply with all applicable Third-Party Terms. Gloo is not a party to and has no liability under any Third-Party Terms.

8.3. Authorization and Data Access

By enabling an Integration or Connector, you expressly authorize Gloo to access, retrieve, transmit, and process data between the Offerings and the applicable Third-Party Service as necessary to provide the Integration functionality. You represent and warrant that you have all necessary rights, consents, and authorizations to enable such data access and transfer. You are solely responsible for managing and revoking access permissions for any Integration or Connector.

8.4. Integration Availability and Support

Gloo does not guarantee that any particular Integration or Connector will be available, compatible, or functional at all times. Integrations and Connectors may be affected by changes to Third-Party Services, including API modifications, pricing changes, policy updates, rate limiting, or discontinuation. Gloo reserves the right to modify, suspend, or remove any Integration or Connector at any time without notice.

8.5. Disclaimers for Third-Party Services

GLOO MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO ANY THIRD-PARTY SERVICE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AVAILABILITY. GLOO SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR HARM ARISING FROM YOUR USE OF ANY THIRD-PARTY SERVICE, INCLUDING ANY ACTIONS TAKEN BY AI ASSISTANTS THROUGH INTEGRATIONS WITH THIRD-PARTY SERVICES.

8.6. User Data from Third-Party Services

With respect to data received from Third-Party Services through Integrations, you agree to: (a) process such data only to the extent enabled by the applicable end user and in accordance with your agreement with such end user; (b) maintain a legally adequate privacy policy; (c) comply with all applicable laws; and (d) comply with all applicable Third-Party Terms governing such data.

9. Model Context Protocol (MCP) Terms

9.1. MCP Functionality

The Offerings may support the use of Model Context Protocols (“MCPs”) to enable AI Models and AI Assistants systems to interact with external tools, data sources, APIs, and Third-Party Services through a standardized interface. MCPs may enable AI Assistants systems to read data from, write data to, and take actions within connected Third-Party Services.

9.2. MCP Authorization

By configuring or enabling an MCP connection, you expressly grant Gloo and its Offerings permission to: (a) access your data and act on your behalf on connected Third-Party Services, as directed by you or your AI Assistants systems; (b) transmit Prompts, instructions, and data between the Offerings and connected Third-Party Services; and (c) execute actions within connected Third-Party Services as instructed by AI Assistants systems operating under your Account.

9.3. MCP Responsibility

You are solely responsible and liable for all actions taken through an MCP connection, including actions initiated by AI Assistants systems. Gloo has no control over, and assumes no responsibility for, the actions performed or the content accessed through MCP-connected Third-Party Services. You are strongly advised to use MCP connections with caution and to implement appropriate human oversight and approval mechanisms for actions taken through MCP connections.

9.4. MCP Security

You are responsible for maintaining the security of all MCP connections, endpoints, and credentials associated with your Account. You must promptly revoke any MCP connection that you believe has been compromised. Gloo is not responsible for any unauthorized access, data loss, or actions taken through MCP connections due to your failure to maintain adequate security measures.

9.5. Third-Party MCP Servers

You may connect the Offerings to third-party MCP servers not operated or maintained by Gloo. Gloo makes no representations or warranties regarding the security, reliability, availability, or functionality of any third-party MCP server. Your use of third-party MCP servers is at your sole risk and subject to any applicable Third-Party Terms.

10. Fees and Payment; Taxes

10.1. You agree to pay all fees specified in the applicable Order(s) in accordance with the payment terms set forth therein. All fees are non-refundable except as expressly set forth in this Agreement or the applicable Order.  You are responsible for maintaining complete, accurate, and valid payment card or bank account information and notifying Gloo of any changes. Gloo may suspend or terminate your use of any Offering if Gloo is unable to collect payment of any Fees when due, including if a charge to your payment card or bank account is denied or unsuccessful for any reason. 

10.2. Gloo may change the fees for any Offering upon reasonable advance notice. If you do not agree to the fee change, your sole remedy is to terminate your use of the affected Offering before the fee change takes effect.

10.3. If any payment is not received by Gloo by the due date, Gloo may, without limiting its other rights and remedies: (a) charge interest on the past due amount at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is less); and (b) suspend or terminate your access to the Offerings until payment is made in full.

10.4 Fees do not include any local, state, federal or foreign taxes or any other duties, tariffs, or other charges of any nature imposed by any governmental entity. You are responsible for and agree to pay to each applicable government authority all taxes or other charges resulting from your use of the Offerings.

10.5 If a third party has agreed to pay any Fees for an Offering on your behalf, Gloo will charge the third party payor for the specified Fees, but you will remain responsible for any portion of any Fees not paid by the third party payor and for any additional Fees incurred in connection with the Offering, including any Fees associated with any renewal of the term of the Offering. If Gloo is unable to collect payment of any Fees from a third party payor, you remain responsible for payment of those Fees in accordance with this Section.  

11. Free and Trial Offerings

11.1. Gloo may make certain Offerings available on a free or trial basis. Free and trial Offerings are provided “as is” without warranty of any kind. Gloo may modify, suspend, or discontinue any free or trial Offering at any time without notice or liability.

11.2. GLOO’S ENTIRE LIABILITY FOR ALL CLAIMS RELATED TO ANY FREE OR TRIAL OFFERING WILL NOT EXCEED ONE HUNDRED DOLLARS ($100 USD).

12. Intellectual Property

12.1. Gloo Rights. The Offerings, Gloo Content, Documentation, AI Models (to the extent owned or licensed by Gloo), and all related technology, trademarks, service marks, trade dress, and other intellectual property are and shall remain the exclusive property of Gloo and its licensors. Nothing in this Agreement grants you any right, title, or interest in the Offerings, Gloo Content, Documentation, AI Models or Gloo’s intellectual property, except for the limited use rights expressly granted herein.

12.2. Feedback. If you provide any suggestions, ideas, enhancement requests, recommendations, or other feedback relating to the Offerings (“Feedback”), you hereby assign to Gloo all right, title, and interest in and to such Feedback, and Gloo is free to use Feedback for any purpose without obligation to you.

12.3. Restrictions. You shall not: (a) copy, modify, or create derivative works of the Offerings; (b) reverse engineer, decompile, or disassemble the Offerings; (c) sublicense, sell, lease, or transfer the Offerings or any rights therein; (d) remove or alter any proprietary notices; or (e) use the Offerings to develop a competing product or service.

13. Privacy and Data Protection

13.1. All personal information received or collected by Gloo as a Data Controller is subject to Gloo’s Privacy Statement, available at gloo.com/legal/privacy-statement.

13.2. The Gloo Data Processing Agreement (as the same may be amended, restated or supplemented from time to time, “DPA”) applies when Gloo processes personal information on your behalf as a service provider or data processor. The DPA is incorporated into this Agreement by reference.

13.3. Gloo will not use Your Non-Prompt Content or private configurations to train AI Models, unless you have expressly opted in to such use in writing.

13.4. You are responsible for ensuring that your collection, use, and transfer of personal information in connection with the Offerings complies with all applicable data protection and privacy laws.

14. Disclaimers and Limitation of Liability

14.1. Disclaimers

THE OFFERINGS, GLOO CONTENT, OUTPUT CONTENT, AI ASSISTANTS, INTEGRATIONS, MCP CONNECTIONS, AND ALL RELATED FEATURES AND MATERIALS ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR ACCURACY. GLOO DOES NOT WARRANT THAT THE OFFERINGS WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY GLOO OR ITS REPRESENTATIVES WILL CREATE ANY REPRESENTATIONS, WARRANTIES OR COVENANTS UNLESS CONFIRMED IN WRITING BY GLOO AS AN AMENDMENT TO THIS AGREEMENT. GLOO WILL NOT BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY CONTENT UNDER ANY APPLICABLE LAW, INCLUDING THE COMMUNICATIONS DECENCY ACT, 47 U.S.C. § 230.

14.2. Limitation of Liability

14.2.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GLOO, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, USE, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE OFFERINGS, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF GLOO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2.2. THE AGGREGATE LIABILITY OF GLOO AND ITS PROVIDERS FOR ALL CLAIMS RELATED TO THIS AGREEMENT OR ANY OFFERING WILL NOT EXCEED THE ACTUAL DIRECT DAMAGES UP TO THE GREATER OF: (A) THE AMOUNTS PAID BY YOU FOR THE APPLICABLE OFFERING DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100 USD).

14.2.3. The limitations of liability set forth in this Section 14 shall apply to the fullest extent permitted by applicable law, including with respect to: (a) actions taken by AI Assistants systems; (b) actions taken through Integrations, Connectors, or MCP connections; (c) interactions with Third-Party Services; and (d) Output Content generated by AI Models.

15. Indemnification

15.1. You agree to defend, indemnify, and hold harmless Gloo, its affiliates, and their respective officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorney’s fees) arising from: (a) your access to or use of the Offerings; (b) Your Content (including without limitation Output Content); (c) your violation of this Agreement or applicable law; (d) your negligence or willful misconduct; (e) actions taken by AI Assistants systems operating under your Account; (f) actions taken through Integrations, Connectors, or MCP connections established under your Account; and (g) your use of any Third-Party Service in connection with the Offerings.

15.2. This indemnification obligation specifically includes, but is not limited to, any claims, fines, penalties, or damages arising from: (a) communications sent by AI Assistants systems on your or your Users’ behalf; (b) actions taken via connected MCPs or Integrations; (c) data accessed or modified through Third-Party Services; and (d) any violation of Third-Party Terms resulting from your use of the Offerings.

16. Term and Termination

16.1. This Agreement is effective as of the date you first access or use any Offering and continues until terminated in accordance with this Section.

16.2. Either party may terminate this Agreement at any time by providing written notice to the other party. Termination of this Agreement terminates all rights granted to you hereunder.

16.3. Gloo may suspend or terminate your access to any Offering immediately and without notice if: (a) your actual or suspected breach this Agreement or the AUP; (b) Gloo reasonably believes that your use of the Offerings poses a security risk or may cause harm to Gloo, other users, or third parties; (c) Gloo is required to do so by law; or (d) if Gloo reasonably believes your or your Users’ conduct is inappropriate or detrimental to Gloo or any third party. If the cause of the suspension can reasonably be remedied, Gloo may provide notice of the actions you must take to reinstate access to the Offering and may reinstate access to the Offering (in whole or in part) upon satisfactory completion of such actions, in Gloo’s sole discretion.

16.4. Upon termination: (a) all rights and licenses granted to you under this Agreement will immediately cease; (b) you must immediately cease all use of the Offerings; (c) Gloo will use commercially reasonable efforts to remove Your Content from its systems within a reasonable time, subject to applicable law; and (d) all MCP connections and Integrations associated with your Account will be deactivated.

16.5. Sections 1, 5.1, 5.2, 5.3, 5.4, 5.5, 6.1, 6.3, 7.2, 7.3, 7.4, 7.6, 7.7,8.5, 8.6, 9.3, 10, 11.2, 12, 13, 14, 15, 16.4, 16.5, 17, 18, and 19 shall survive termination of this Agreement.

17. Confidentiality

17.1. Each party may have access to non-public information of the other party (“Confidential Information”). Each party agrees to use the other party’s Confidential Information only in connection with the performance of its obligations and exercise of its rights under this Agreement, and to protect such Confidential Information using the same degree of care it uses to protect its own confidential information (but in no event less than reasonable care).

17.2. Confidential Information does not include information that: (a) is or becomes publicly available without breach of this Agreement; (b) was known to the receiving party prior to disclosure; (c) is independently developed without use of the disclosing party’s Confidential Information; or (d) is rightfully received from a third party without restriction. Each party is allowed to disclose Confidential Information to the extent that the disclosure is required by applicable law or by the order of a court or similar judicial or administrative body of competent jurisdiction, provided that the party notifies the other party of the required disclosure promptly and in writing and cooperates with the other party in any lawful action to contest or limit the scope of such required disclosure.

18. Dispute Resolution and Binding Arbitration

18.1. If any disputes or claims between you and Gloo arise under or relate in any manner to the Offerings, Content, the Agreement, or dealings under the Agreement (each, a “Dispute”), the parties agree to attempt to resolve such Dispute through good faith negotiation for a period of thirty (30) days.

18.2. If a Dispute cannot be resolved through negotiation within thirty (30) days, the parties agree to resolve it through final and binding arbitration administered under the commercial arbitration rules of JAMS. The arbitration shall be conducted by a single arbitrator in Denver, Colorado, USA. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

18.3. EACH PARTY IRREVOCABLY WAIVES ANY RIGHT IT MAY HAVE TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE ACTION WITH RESPECT TO ANY DISPUTE. BOTH PARTIES AGREE THAT EACH OF US ONLY MAY BRING CLAIMS AGAINST THE OTHER ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.  UNLESS BOTH PARTIES AGREE, AN ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS IN AN ARBITRATION, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.

18.4. Subject to the binding arbitration provisions above, any action relating to the Agreement may only be brought in state or federal courts located in Denver, Colorado, USA, and each party consents to the exclusive jurisdiction and venue of such courts.

19. General Provisions

19.1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, USA, without regard to its conflict of law principles.

19.2. Entire Agreement. This Agreement, together with all Orders, Supplemental Terms, the AUP, and other documents incorporated by reference, constitutes the entire agreement between you and Gloo with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings, communications, or agreements, whether written or oral.

19.3. Severability. If any provision of this Agreement is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary so that the remaining provisions of this Agreement remain in full force and effect.

19.4. Waiver. The failure of either party to enforce any provision of this Agreement shall not constitute a waiver of such provision or the right to enforce it at a later time.

19.5. Assignment. You may not assign or transfer this Agreement or any of your rights or obligations hereunder without Gloo’s prior written consent. Gloo may assign or delegate this Agreement or any of its obligations hereunder at any time without notice or consent. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.

19.6. Force Majeure. Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, pandemics, government actions, or failures of third-party services, providers, or infrastructure.

19.7. Notices. All notices under this Agreement must be in writing and sent to: (a) Gloo, LLC, 831 Pearl Street, Boulder, Colorado 80302, Attn: General Counsel; or (b) to you at the address associated with your Account. Notices will be deemed received upon personal delivery, one business day after sending by overnight courier, or three business days after sending by certified mail.Gloo may also send notices to you via e-mail to any address Gloo has on file for you or, if the notice applies to multiple users of an Offering, by providing the notice through an Offering. Notices sent in writing are deemed received when actually delivered. Notices via e-mail are deemed received on the transmission date of the e-mail. Notices via an Offering are deemed received on the day you access the Offering containing such notice.

19.8. Independent Contractors. The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between the parties. You have no authority to bind Gloo to any obligation or responsibility or to take any action on behalf of Gloo. Any use of the term “partner” or “member” in any communication by or between the parties to describe their relationship is intended solely in the colloquial sense of a valued business relationship, and does not indicate the existence of or an offer to enter into a legal partnership, joint venture, agency, or other relationship involving common ownership or joint and/or several liability. Each party is responsible for determining the assignment and training of its personnel, and all contractors and subprocessors, and for their direction, control, and compensation

19.9. No Third-Party Beneficiaries. This Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement..

19.10. Regulatory Changes. If new laws, regulations, or regulatory guidance materially affect the compliance obligations or liability exposure of either party with respect to AI Assistants, Integrations, or MCPs, Gloo may update this Section by providing written notice to you in accordance with the notice provisions of this Agreement. Any such update will take effect thirty (30) days after the date of notice.

19.11. Export Compliance. You agree to comply with all applicable export and import control laws and regulations. You shall not access or use the Offerings in any country or region subject to comprehensive United States sanctions or in violation of any applicable export control laws.

19.12. Government Use. If you are a United States government entity, the Offerings are provided as “commercial items” as defined in 48 C.F.R. §2.101, and the rights granted under this Agreement are consistent with 48 C.F.R. §12.212 and 48 C.F.R. §227.7202.

19.13 Copyright Infringement Claims. If you believe in good faith that your copyrighted work has been reproduced through any Offering without your permission in a way that infringes your copyright, you may notify Gloo's designated copyright agent by mail to: Gloo Platform, Attn: Copyright Infringement Agent, 831 Pearl Street, Boulder, Colorado 80302. Please provide the following information in your notice: (1) the name and a description of your copyrighted work and of the allegedly infringing work; (2) your name, address, daytime phone number, and email address, if available; (3) a statement that you have a good-faith belief that the use of your copyrighted work is not authorized by you (or the owner) or by law; (4) a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner; and (5) your electronic or physical signature.

19.14 Publicity Rights. Unless otherwise agreed in writing, you grant Gloo the right to use your name, logo, and trademarks solely for the purpose of identifying you as a customer on our website, marketing materials, and other public communications. This includes the right to display your logo on our website and in customer lists, presentations, case studies, and promotional content. You may revoke this permission at any time by providing written notice to Gloo, after which we will make commercially reasonable efforts to remove your name and logo from future materials.