Terms of Service.

*Section 11 of these Terms of Service contains an arbitration agreement and class action waiver that apply to all claims brought against Underlight Labs. Please read it carefully.

Last Updated: July 30, 2025

1. Introduction

Underlight Labs, LLC (“Underlight Labs,” “we,” “us,” or “our”) present these Terms of Service (the “Terms,” “Terms of Service”) to you, the customer (“you”, “your”, “customer”, “consumer”, or “they”). The Terms govern your use of product(s) purchases and any website, mobile or tablet application, or other online service or platform of Underlight Labs, LLC.

2. Binding Agreement and Amendment

This is a binding agreement. By using the website located at UnderlightLabs.com (the “Site”) or any services provided in connection with the Site (the “Service”), you agree to abide by these Terms of Use, as Underlight Labs may amend them from time to time in its sole discretion. Any amendment will apply prospectively, not retroactively. Amended dispute resolution terms will not apply to any Dispute of which the parties had actual notice before the effective date of the amendment. Underlight Labs will post a notice on the Site whenever these Terms of Use have been changed or updated. It is your responsibility to review these Terms of Use periodically. If at any time you find these Terms of Use unacceptable, you must immediately leave the Site and cease all use of the Service and the Site.

YOU AGREE THAT BY USING THE SERVICE YOU REPRESENT THAT YOU ARE AT LEAST 18 YEARS OLD AND THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT.

3. Privacy Policy

Underlight Labs respects your privacy and allows you to control the use and treatment of your personal information. A complete statement of Underlight Labs’s current privacy policy can be found by clicking here. Underlight Lab’s privacy policy is expressly incorporated into these Terms by this reference.

When you are required to or elect to open an account to use or access the Site or Service, or to purchase our products, you must complete the registration process by providing complete and accurate information requested on the registration form. You will also be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of your password. You may not use the account, username, or password of someone else at any time. You agree to notify Underlight Labs immediately of any unauthorized use of your account, user name, or password. Underlight Labs shall not be liable for any loss that you incur as a result of someone else using your password, either with or without your knowledge. You may be held liable for any losses incurred by Underlight Labs, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of your account or password.

4. Intellectual Property Rights

"Underlight Labs Intellectual Property" shall include, but shall not be limited to, Underlight Labs’ name, logo, marketing plans, and all other materials, website design, processes, specifications, and other intellectual property of Underlight Labs.

By agreeing to these Terms, you acknowledge and agree that all intellectual property rights in Underlight Labs are and shall remain the exclusive property of Underlight Labs. You agree not to reproduce, modify, distribute, or create derivative works based on such intellectual property without express authorization from Underlight Labs.

5. Limitation of Liability

UNDERLIGHT LABS’S LIABILITY TO YOU IS LIMITED. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL UNDERLIGHT LABS OR ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS,

SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, LOST PROFITS, LOST REVENUES, PERSONAL INJURY, LOST BUSINESS OPPORTUNITIES, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (I) YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE THE

SITE, MATERIALS, PRODUCT(S) (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ANY UNDERLIGHT LABS SERVICE; (II) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (III) ANY CONTENT OBTAINED FROM THE SERVICE AND/OR PRODUCE; AND (IV) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

This limitation will apply regardless of whether the damages arise based on warranty, contract, tort (including negligence), or any other legal theory, whether or not we have been informed of the possibility of such damage.

In no event shall Underlight Labs's aggregate liability for all claims relating to the service exceed the amount paid by you to Underlight Labs.

6. No Warranty for Site or Services

UNDERLIGHT LABS HEREBY DISCLAIMS ALL WARRANTIES. UNDERLIGHT LABS IS MAKING THE SITE AVAILABLE “AS IS” WITHOUT WARRANTY OF ANY KIND. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDERLIGHT LABS EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED,

REGARDING THE SITE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SITE OR THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

7. Warranty for products sold by Underlight Labs

The company warrants the mechanical and electronic components of certain products. It guarantees the materials and workmanship to be free of defects if used under normal operating conditions for a period of five (5) years from the original date of purchase. If you find that there are any defects with this product that relate to either the workmanship or the materials but are not due to improper use or user error, the company shall, at its discretion, either replace or repair the product using the appropriate new or reconditioned parts. In the event that the company decides to replace the entire product, the limited warranty date shall apply to the replacement from the date of purchase of the initial product for a period of five (5) years.

Except as represented in the immediately preceding paragraph, all products of Underlight Labs are provided “AS IS”. Other than as stated and provided in the immediately preceding paragraph, Underlight Labs makes no other warranties, express or implied, and hereby disclaims all implied warranties, including any warranty of merchantability and warranty of fitness for a particular purpose.

8. No Guarantee Disclaimer

The products provided by Underlight Labs are offered on an "as is" and "as available" basis. Underlight Labs makes no representations or warranties of any kind, express or implied, as to the operation of our products, or the information, content, materials, or products included in the service, outside of the five (5) year warranty outlined in Section 7 (“Warranty for products sold by Underlight Labs”) of these Terms. Underlight Labs will not be liable for any damages of any kind arising from the use of our product, including, but not limited to, direct, indirect, incidental, punitive, and consequential damages.

By using our product(s), you agree to waive any and all claims against Underlight Labs regarding the quality, accuracy, or reliability of the product(s). You acknowledge that Underlight Labs does not guarantee the accuracy, completeness, or usefulness of any information on the product(s) and that you rely on the product(s) at your own risk. You further acknowledge and agree that Underlight Labs is not responsible for any loss or damage resulting from the use of the product(s) or any educational content posted on or through the company's social media channels/pages.

This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction, or unauthorized access to, alteration of, or use of records, whether for breach of contract, tortious behavior, negligence, or under any other cause of action.

9. YouTube, Social Media & Copyright Disclaimer

9.1. Fair Use Copyright Notice

This video is under Fair Use. Copyright Disclaimer Under Section 107 of the Copyright Act of 1976: Allowance is made for "Fair Use" for purposes such as criticism, comment, news reporting, teaching, scholarship, and research. All rights and credit are reserved for their rightful owners. No copyright infringement intended.

9.2. Limitation of Liability

This content is for educational purposes only and is not intended to be a substitute for professional cultivation advice. Underlight Labs is not responsible for the accuracy, completeness, or usefulness of the information. Underlight Labs does not warrant or assume any legal liability or responsibility for the accuracy, completeness, or usefulness of any information, product, or process disclosed. Underlight Labs is not liable for any damages of any kind arising from the use of the educational content, including, but not limited to, direct, indirect, incidental, punitive, and consequential damages.

Under no circumstances will Underlight Labs be responsible or liable or liable in any way for any content, including but not limited to, any errors or omissions in the content, or for any loss or damage of any kind incurred as a result of any content communicated in any of Underlight Labs’ videos, whether by Underlight Labs or a third party. In no event shall Underlight Labs be liable for any special, direct, indirect, consequential, or other damages whatsoever resulting from loss of use, data, or profits arising out of or in connection with the availability, use, or performance of any information communicated in any of Underlight Labs’s videos. Due to factors beyond our control, we cannot guarantee against improper use or unauthorized modification of this information. Underlight Labs assumes no liability for property damage or personal injury incurred as a result of any of the information contained in any of Underlight Labs’s videos. Use this information at your own risk. Underlight Labs recommends safe practices when performing any do-it-yourself projects, product installation, and or with tools seen or implied in any of Underlight Labs’s videos. Due to factors outside of Underlight Labs, no information contained in any of Underlight Labs’ videos shall create any expressed or implied warranty or guarantee of any particular result. Any injury, damage, or loss that may result from improper use of these tools, equipment, or the information contained in any of Underlight Labs’s videos is the sole responsibility of the user, and not of Underlight Labs.

9.3. Third-Party Disclaimer

We reserve the right to edit or remove any comments from this page.

9.4. Disclaimer for Music

Please note that copyright infringement is not intended, and Underlight Labs does not own any rights to the music played within any videos.

9.5. Testimonial Disclaimer

Testimonials appearing on UnderlightLabs.com or the company's social media channels are received via text, audio, or video submissions. They are individual experiences, reflecting the real-life experiences of those who used our products and/or services. However, individual results may vary. We do not claim, nor should the reader assume, that any individual experience recounted is typical or represents or guarantees that anyone will achieve the same or similar results. The testimonials displayed (via text, audio, and/or video) are given verbatim except for grammatical or typing error corrections. Some testimonials may have been edited for clarity or shortened in cases where the original testimonial included extraneous information of no relevance to the general public.

10. Governing Law, Jurisdiction, and Jury Trial Waiver

These Terms and any dispute, claim, and/or controversy ("Dispute") that in any way relates to or arises in connection with your use of the Site or Service are governed by and shall be construed in accordance with the laws of the United States and the State of California, without reference to their respective rules regarding conflicts of law. The laws of the State of California shall apply except to the extent preempted by or inconsistent with federal law. Further, you and Underlight Labs irrevocably consent to the exclusive jurisdiction of the federal or state courts located in Shasta County or Alameda County, California, to resolve any Dispute that is not subject to mandatory arbitration under the Arbitration Agreement below, and waive any jurisdictional, venue, or inconvenient forum objections to such courts.

To the fullest extent permitted by applicable law, the parties agree to waive any right to a jury trial.

11. Arbitration/Dispute Resolution and Class Action Waiver

You and Underlight Labs agree that any Dispute between you and Underlight Labs (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) will be determined by binding individual (not class) arbitration. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief, as well as statutory damages) and must follow the terms of these Terms of Use in the same manner as a court would.

A party that intends to seek arbitration must first send a written notice of the Dispute ("Notice") to the other party. Notices to Underlight Labs must be sent by email to chuck@UnderlightLabs.com. All Notices must: (1) be personally signed by the party sending the Notice; (2) describe with specificity the nature and basis of the Dispute; and (3) set forth the alleged damage and harm suffered and the specific relief sought with a calculation for it.

After a Notice containing all of the information required above is received, the parties agree to engage in good faith for a period of sixty (60) days to resolve the Dispute (this time period may be extended by agreement of the parties) ("Informal Resolution Period"). The party receiving the Notice may request a telephone or video settlement conference during the Informal Resolution Period to facilitate resolution of the Dispute ("Informal Settlement Conference"). The Informal Settlement Conference, if any, will take place at a mutually agreeable time, which can be after the sixty (60) day Informal Resolution Period if needed to accommodate the parties' schedules. During the Informal Settlement Conference, you and an Underlight Labs representative must both personally participate in a good-faith effort to resolve the Dispute without the need to proceed with arbitration. Any counsel representing the parties also may participate. Personal participation in an Informal Settlement Conference will not be required if both you and Underlight Labs agree in writing.

The Notice, Informal Resolution Period, and Informal Settlement Conference are intended to give the parties a meaningful opportunity to resolve Disputes informally. If any aspect of this "Pre-arbitration notice of dispute and informal resolution period" section has not been met, the parties agree that a court can enjoin the filing or prosecution of an arbitration and, unless prohibited by law, the arbitration administrator shall not accept or administer an arbitration nor demand fees in connection with such an arbitration. Notwithstanding the foregoing, a party retains the right to raise non-compliance with the requirements of this section and seek appropriate relief in arbitration.

Each party retains the right to request a hearing in arbitration from the arbitrator. Any arbitration hearings will be conducted by phone or video conference to the extent possible. However, if the arbitrator determines that a hearing should be conducted in person, the locale for such a hearing shall be at an agreed-upon location.

If in the process of arbitrating or litigating a Dispute, this Arbitration Agreement is invalidated in whole, the parties agree that they may seek to resolve the Dispute in a U.S. small claims court or in the federal or state courts of California, consistent with the "Governing law, jurisdiction, and jury trial waiver" section above. To the fullest extent permitted by applicable law, each party may bring a Dispute against the other party only in an individual capacity and not participate as a plaintiff, claimant, or class member in any class, collective, consolidated, private attorney general, or representative proceeding. Regarding claims involving parties outside the United States, the parties to the sale agree that California state law will apply and that any claims brought against Underlight Labs will be brought in the state of California. Underlight Labs does not agree to be subject to jurisdiction outside of California solely based on sales of Underlight Labs' products.

12. Copyright Infringement

Underlight Labs has in place specific legally mandated procedures regarding allegations of copyright infringement occurring on the Site or with the Service. Underlight Labs has adopted a policy that provides for the immediate suspension and/or termination of any Site or Service user who is found to have infringed on the rights of Underlight Labs or of a third party, or otherwise violated any intellectual property laws or regulations. Underlight Labs’s policy is to investigate any allegations of copyright infringement brought to its attention. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want Underlight Labs to delete, edit, or disable the material in question, you must provide Underlight Labs with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (c) identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Underlight Labs to locate the material; (d) information reasonably sufficient to permit Underlight Labsompany to contact you, such as an address, telephone number, and if available, an electronic mail address at which you may be contacted; (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) 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 of an exclusive right that is allegedly infringed. For this notification to be effective, you must provide it to Underlight Labs’s designated agent at:

Company name: Underlight Labs

Contact name: Chuck Watson

Contact title: Co-Owner

Physical Address: 950 Beltline Road, Redding, CA 96003

Email Address: chuck@underlightlabs.com

Telephone Number: 530-276-9736

13. Return, Exchange & Refund Policy

The customer has a 10-day discrepancy period from the date of delivery to reach out to Underlight Labs regarding any issues or damage with the product, or if they would like to request a refund and/or exchange the product for other reasons.

If the customer notices damage or any issues with the product(s) within the 10-day discrepancy timeframe, they should immediately reach out to chuck@underlightlabs.com for assistance. Underlight Labs monitors this email regularly and will respond in a timely manner to all inquiries.

Underlight Labs will send the customer the corresponding documents that they need to thoroughly fill out to initiate either a return authorization / return merchandise authorization claim, or an exchange/refund for other reasons. The information requested in these documents will allow.

Underlight Labs can locate the customer's invoice, identify the items purchased, understand the issue the customer is experiencing, and provide the appropriate resolution.

Once the customer has filled out the information requested on the form above, Underlight Labs will investigate and determine if the item is covered under warranty. If the product is not damaged during manufacturing or shipment, and the customer wishes to exchange or return it for a refund, Underlight Labs reserves the right to exchange and/or refund the product(s) at its discretion. Shipping charges applied to the original purchase are non-refundable. For exchanges or returns, additional fees may apply.

Underlight Labs will then initiate communication with the customer regarding any additional information needed (if applicable) or to provide the next steps in the exchange/refund or return authorization/return merchandise authorization process.

If Underlight Labs has determined that the stated issue is covered under warranty, then we will exchange the quantity of the damaged product and cover the shipping costs to send the replacement items. For all return authorization / return merchandise authorization claims and/or exchanges/refunds, please allow 3-4 weeks for resolution.

14. Payment and Shipping Policy

14.1. Payment

For retailer customers, payment or deposit is required upfront unless an alternative arrangement has been mutually agreed upon between the company and the customer. Accepted forms of payment include cash, wire transfers, debit cards, and credit cards. Accepted forms of payment through this Site include debit cards and credit cards. If paying via debit card or credit card, you authorize the Company and its merchant provider to charge the debit card or credit card associated with your payment.

The payment terms for distributors will be specified in individual contracts between the company and the respective distributor.

14.2. Shipping

Orders are not processed or shipped from Friday at noon PST through Sunday, or on federal holidays. A shipment confirmation email with tracking numbers will be sent to you once your order has shipped.

If we are experiencing a high volume of orders, shipments may be delayed by a few days. If your shipment experiences a significant delay, we will contact you via email or phone to inform you of the delay and provide an update on the status. Shipping timelines are estimates and do not guarantee delivery dates. Items that are on backorder will be shipped out as soon as they become available. You will receive your order anywhere from 5 to 10 business days after it is shipped, not after the order is placed.

Orders flagged as fraudulent may be requested to provide additional verification information, and we are not responsible for any delays in processing your order.

We make every attempt to validate the shipping address provided at checkout to ensure it’s recognized as a valid address by the USPS. If we cannot validate the address, we will try to contact the customer to provide an updated address. If we are unable to update the address, the order will be canceled and a refund will be issued. Underlight Labs will not be held responsible if the customer provides an incorrect shipping address and we are unable to recover the package.

15. Affiliated Sites

Underlight Labs has no control over, and no liability for, any third-party websites or materials. Underlight Labs collaborates with several partners and affiliates whose Internet sites may be linked to the Site. Because neither Underlight Labs nor the Site has control over the content and performance of these partner and affiliate sites, Underlight Labs makes no guarantees about the accuracy, currency, content, or quality of the information provided by such sites. Underlight Labs assumes no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those sites. Similarly, from time to time in connection with your use of the Site, you may have access to content items (including, but not limited to, websites) that are owned by third parties. You acknowledge and agree that Underlight Labs makes no guarantees about, and assumes no responsibility for, the accuracy, currency, content, or quality of this third-party content, and that, unless expressly provided otherwise, these Terms of Use shall govern your use of any and all third-party content.

16. Prohibited Uses

Underlight Labs imposes certain restrictions on your permissible use of the Site and the Service. You are prohibited from violating or attempting to violate any security features of the Site or Service, including, without limitation, (a) accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Service, the Site, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Site or Service, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using the Site or Service to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Service; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Company in providing the Site or Service. Any violation of system or network security may subject you to civil and/or criminal liability.

17. Compliance with Intellectual Property Laws

When accessing the Site or using the Service, you agree to comply with the law and respect the intellectual property rights of others. Your use of the Service and the Site is subject to and governed by laws regarding copyright ownership and the use of intellectual property at all times. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information or content (collectively, “Content”) in violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property. You shall be solely responsible for any violations of any relevant laws. For any infringements of third-party rights caused by any Content you provide or transmit, or that is provided or transmitted using your User ID. The burden of proving that any Content does not violate any laws or third-party rights rests solely with you.

18. User Content

You grant Underlight Labs a license to use the materials you post to the Site or Service. By posting, downloading, displaying, performing, transmitting, or otherwise distributing information or other content (“User Content”) to the Site or Service, you are granting Underlight Labs, its affiliates, officers, directors, employees, consultants, agents, and representatives a license to use User Content in connection with the operation of the Internet business of Underlight Labs, its affiliates, officers, directors, employees, consultants, agents, and representatives, including without limitation, a right to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat User Content. You will not be compensated for any User Content. You agree that Underlight Labs may publish or otherwise disclose your name in connection with your User Content. By posting User Content on the Site or Service, you warrant and represent that you own the rights to the User Content or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute User Content.

19. Inappropriate Content

You shall not make the following types of Content available. You agree not to upload, download, display, perform, transmit, or otherwise distribute any Content that (a) is libelous, defamatory, obscene, pornographic, abusive, or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation; or (c) advertises or otherwise solicits funds or is a solicitation for goods or services. Underlight Labs reserves the right to terminate your receipt, transmission, or other distribution of any such material using the Service, and, if applicable, to delete any such material from its servers. Underlight Labs intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Use or any applicable laws.

20. Alleged Violations

Underlight Labs reserves the right to terminate your use of the Service and/or the Site. To ensure that Underlight Labs provides a high quality experience for you and other users of the Site and the Service, you agree that Underlight Labs or its representatives may access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Site or the Service. Underlight Labs does not intend to disclose the existence or occurrence of such an investigation unless required by law. Still, Underlight Labs reserves the right to terminate your account or your access to the Site immediately, with or without notice to you, and without liability to you, if Underlight Labs believes that you have violated any of the Terms of Use, furnished Underlight Labs with false or misleading information, or interfered with use of the Site or the Service by others.

21. Indemnity

You agree to indemnify Underlight Labs for any acts and omissions. You agree to indemnify, defend, and hold harmless Underlight Labs, its affiliates, officers, directors, employees, consultants, agents, and representatives from any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from your access to or use of the Site, your violation of these Terms of Use, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity. Underlight Labs will notify you promptly of any such claim, loss, liability, or demand. They will provide you with reasonable assistance, at your expense, in defending any such claim, loss, liability, damage, or cost.

22. No License

Nothing contained on the Site should be understood as granting you a license to use any of the trademarks, service marks, or logos owned by Company or by any third party.

23. California Use Only

The Site is controlled and operated by Underlight Labs from its offices in the State of California. The company makes no representation that any of the materials or the services to which you have been given access are available or appropriate for use in other locations. Your use of or access to the Site should not be construed as the Company’s purposefully availing itself of the benefits or privilege of doing business in any state or jurisdiction other than California.

24. Severability and Waiver

If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms of Use to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect, and the unenforceable term will be replaced by an enforceable provision that comes closest to the intention underlying the unenforceable provision.

No waiver of any breach of any provision of these Terms of Use shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. No failure to enforce any provisions of the Terms or respond to any breach by you or other parties shall in any way waive our right to enforce any terms or conditions of the Terms subsequently or to act with respect to similar breaches.

25. Entire Agreement

The Terms and all other legal notices, statements, or terms and conditions posted or made available to you on the Site or through the Services constitute the entire agreement between Underlight Labs and you, superseding any prior written or oral agreements between them on the same subject matter.

26. Acknowledgement

BY USING THE SERVICE OR ACCESSING THE SITE OR BUYING OUR PRODUCTS, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.