pre-sale-terms

1. TITLE AND IDENTITY OF SELLER

These Zenibee Pre-Sale Purchase Terms and Conditions (these “Terms”) govern certain pre-sale purchases, reservations, founder-package transactions, and related promotional or service benefits offered by Zenibee in connection with eligible Zenibee products made available for future delivery.

Zenibee Inc. is the seller and contracting party for purchases made through Zenibee’s authorized sales channels, unless Zenibee expressly states otherwise in writing at the point of sale.

2. SCOPE AND ACCEPTANCE

These Terms govern, as applicable:

your purchase of a Zenibee pre-sale product;
your purchase of any Founder Family Package;
your eligible Priority Reservation, if offered;
any Promotional Benefits expressly stated at checkout; and
your relationship with Zenibee relating to the foregoing.

By placing a Pre-Sale Order or making a qualifying reservation, you:

agree to be bound by these Terms;
confirm that you have reviewed any companion policies or linked terms presented at or before checkout;
represent that you are legally capable of entering into a binding agreement;
represent that the information you provide is accurate and complete; and
agree that Zenibee may communicate with you electronically regarding your order, delays, benefits, claims, activation steps, and related matters.

3. DEFINITIONS

For purposes of these Terms:

“Product” means the Zenibee product identified at checkout and purchased or reserved under the applicable pre-sale offer.

“Pre-Sale Order” means an order placed before the Product is in stock for immediate shipment.

“Founder Family Package” means the specific premium pre-sale package designated by Zenibee as eligible for included founder benefits, also referred to in marketing as a “Founder Package,” if applicable.

“Priority Reservation” means a limited priority-access or place-in-line payment, deposit, or access right, if offered, that does not itself constitute purchase of the Product unless Zenibee expressly states otherwise.

“Estimated Shipping Window” means the estimated time period in which Zenibee expects to ship the Product, as shown at checkout, in the Order Confirmation, or in later written updates.

“Promotional Benefits” means any founder, launch, or campaign benefit offered in connection with the purchase, including any eligibility for the Zenibee Second Child Promise™, a Founder Edition hat, or priority fulfillment status, if stated at checkout.

“Zenibee Care” means any separate Zenibee Care protection-plan or service-contract benefit, if included or later purchased, governed exclusively by its own terms.

“Second Child Promise” means the separate Zenibee Second Child Promise promotional program, if included, governed exclusively by its own terms.

“Order Confirmation” means Zenibee’s acknowledgment that your order or reservation request has been received.

“Shipment Confirmation” means Zenibee’s notice that your Product has shipped or is otherwise in final outbound fulfillment.

“Production Lock” means the date or milestone, if designated by Zenibee, after which material production commitments have been made for your order batch and cancellations may become restricted.

“Taxes” means applicable sales, use, VAT-equivalent, import, duty, or similar taxes, fees, or governmental charges.

“Shipping Charges” means any separately disclosed shipping, delivery, freight, or logistics charges.

4. NATURE OF THE TRANSACTION: THIS IS A PRE-SALE, NOT IMMEDIATE SHIPMENT

Unless Zenibee expressly states otherwise in writing, the Product is offered on a pre-sale / pre-order basis and is not in stock for immediate shipment.

By placing a Pre-Sale Order, you are purchasing or reserving a future-delivery unit, subject to production, testing, compliance, logistics, and fulfillment timing.

Any shipping or delivery date provided by Zenibee is an estimate only and is not guaranteed except to the extent required by applicable law.

Zenibee will use commercially reasonable efforts to fulfill Pre-Sale Orders in accordance with the Estimated Shipping Window, but actual shipment timing may change due to production, testing, certification, logistics, customs, supplier, quality, safety, or force majeure conditions.

Where required by applicable law, Zenibee will provide delay notices, seek any required consent to revised shipment timing, or issue refunds for unshipped merchandise.

5. PRODUCT DESCRIPTION AND INCLUDED ITEMS

5.1 Founder Family Package

If you purchase the Founder Family Package, the included items may include, as stated at checkout:

one Zenibee Wagonized Car Seat™ with a compatible Child Car Seat Base included;
one Wagon Pulling Bar included;
one complimentary Zenibee Care – Founder Family Edition for six (6) months, subject to separate terms and activation requirements;
eligibility for the Zenibee Second Child Promise – Founder Family Edition, subject to separate terms;
one Founder Edition hat or other founder-branded item; and
priority fulfillment status ahead of certain later reservation or non-founder purchasers, as stated by Zenibee.

These included items may consist of:

physical products,
promotional benefits,
service-contract style benefits, or
founder-status benefits,

and may be governed by separate companion terms rather than solely by these Terms.

5.2 Reservation Tier, If Offered

If Zenibee offers a reservation tier, such as a Priority Reservation, that Priority Reservation grants only the limited rights expressly described by Zenibee at checkout.

Unless Zenibee expressly states otherwise, a Priority Reservation:

is not purchase of the Product itself;
is only a refundable priority-access or place-in-line right;
does not guarantee product allocation;
does not guarantee future product availability;
does not guarantee a founder price or later retail price;
does not confer Founder Family Package benefits; and
may be subject to expiration, conversion deadlines, or inventory limits.

5.3 Illustrations, Renders, and Marketing Materials

Images, videos, renders, animations, descriptions, and demonstrations are for general illustrative and marketing purposes only unless Zenibee expressly states that a particular item, feature, or accessory is included.

The final production version of the Product may include non-material cosmetic, engineering, packaging, supplier, or design differences. Accessories or environments shown in marketing materials may not be included unless expressly stated at checkout.

6. PRICE, TAXES, SHIPPING, AND FEE DISCLOSURE

The purchase price for your order is the price shown at checkout, plus any separately disclosed Taxes and Shipping Charges.

Unless Zenibee expressly states otherwise at checkout:

Taxes are additional;
Shipping Charges are additional;
optional accessories, add-ons, or upgrades are additional; and
no mandatory fee will be added except as clearly disclosed before checkout.

If Zenibee includes a complimentary benefit, such as Zenibee Care or a founder accessory, that inclusion does not itself reduce or offset separately disclosed Taxes or Shipping Charges unless Zenibee expressly states otherwise.

7. PAYMENT AUTHORIZATION AND CHARGE TIMING

7.1 Founder Family Package Orders

For Founder Family Package purchases, the full purchase price will generally be charged at checkout unless Zenibee expressly offers a deposit, installment, financing, or split-payment alternative.

By placing your order, you authorize Zenibee and its payment processors to charge your selected payment method for the amount shown at checkout, including applicable Taxes and Shipping Charges.

7.2 Reservations

If Zenibee offers a reservation tier, only the reservation amount will be charged at the time of reservation. If Zenibee later invites you to convert a reservation into a purchase, you must pay the then-applicable purchase price by the deadline stated in the conversion invitation.

Failure to complete timely payment may result in expiration or cancellation of the reservation without liability to Zenibee.

7.3 Failed Payments

If a payment method is declined, reversed, or cannot be processed, Zenibee may suspend, cancel, or refuse the order or benefit until payment is successfully completed.

Zenibee may also cancel or deny associated founder benefits, Promotional Benefits, or priority status if the underlying qualifying purchase is not fully paid.

8. ESTIMATED SHIPPING WINDOW AND NO-GUARANTEE LANGUAGE

Zenibee may state an Estimated Shipping Window at checkout, in the Order Confirmation, or in later written communications.

Unless Zenibee expressly states otherwise, the current Estimated Shipping Window is November to December 2026.

The Estimated Shipping Window is a good-faith estimate only and not a guaranteed delivery date.

Shipment and delivery timing may be affected by product compliance with relevant regulations, manufacturing, supply chain, logistics, allocation, force majeure, and other reasonable operational circumstances.

Zenibee may fulfill orders in batches and may prioritize fulfillment in accordance with the order type, campaign structure, or founder status disclosed by Zenibee.

9. DELAY NOTICES, BUYER CONSENT, AND REFUND PATH

If Zenibee expects that shipment will not occur within the originally stated Estimated Shipping Window, or within any other period required by applicable law, Zenibee may send you a delay notice.

That delay notice may include:

an updated estimated ship date or window;
a request for your consent to continue waiting for shipment, where required by law;
instructions for how to respond; and
any cancellation or refund option required by law or elected by Zenibee.

Where required by applicable law, if Zenibee cannot ship on time, Zenibee may request your consent to a shipping delay.

If applicable law permits Zenibee to treat silence as consent in a particular delay-notice scenario, Zenibee may do so only if the delay notice clearly says so and all legal conditions for that treatment are satisfied.

If applicable law requires your express consent, Zenibee will request your express consent.

If required consent is not received, or if Zenibee elects not to continue the order, Zenibee will cancel the unshipped portion of the order and provide any refund required by law.

Zenibee may also choose to cancel and refund an unshipped order instead of seeking delay consent, as permitted by applicable law.

10. CANCELLATION BY CUSTOMER

10.1 Founder Family Package Orders Before Shipment Confirmation

Unless otherwise stated at checkout and subject always to Section 9 and applicable law, a customer may request cancellation of a Founder Family Package order before Shipment Confirmation as follows:

(a) Before Production Lock:
Before the applicable Production Lock, the order is fully refundable, subject to return of any items or benefits already delivered or shipped.

(b) After Production Lock but Before Shipment Confirmation:
After Production Lock, but before Shipment Confirmation, the order may become materially committed for production and may become non-cancelable, partially refundable, or subject to a cancellation restriction, except:

as required by applicable law;
as provided in Section 9 with respect to shipment delays, delay-consent rights, or required refunds;
as expressly approved by Zenibee in writing; or
where Zenibee elects to cancel and refund the unshipped order.

10.2 Reservation Cancellations

Unless otherwise stated at checkout, a reservation may be canceled and refunded before:

its conversion into a completed purchase;
its expiration; or
any earlier deadline specified by Zenibee.

10.3 Effect of Cancellation on Founder Benefits

If a Founder Family Package purchase is cancelled, refunded, reversed, disputed, or charged back, then, unless prohibited by law:

Zenibee Care eligibility terminates;
Second Child Promise eligibility terminates;
any founder-only Promotional Benefit terminates;
any product shipped to the customer with the purchase must be returned;
priority fulfillment status terminates; and
any other related founder benefit becomes void.

10.4 No Post-Shipment Cancellation Right

After Shipment Confirmation, cancellation rights end. Any post-delivery remedy is governed exclusively by Section 16 of these Terms, the Zenibee Limited Product Warranty, any applicable Zenibee Care terms, any recall or safety remedy, or other rights required by applicable law.

11. ZENIBEE CANCELLATION RIGHTS

Zenibee may cancel, suspend, or refuse any order, reservation, founder benefit, or related transaction if:

payment fails or is reversed;
fraud, abuse, bad-faith conduct, or suspicious activity is reasonably suspected;
the order violates these Terms;
the Product is unavailable or production becomes commercially or operationally impossible;
a safety, compliance, certification, or legal issue arises;
shipping or destination restrictions apply;
a pricing, typographical, or system error occurred;
force majeure or supply-chain failure prevents performance; or
cancellation is otherwise necessary to protect customers, the Product, or Zenibee’s legal compliance.

If Zenibee cancels an unshipped order, Zenibee’s primary obligation will be to refund amounts actually paid for the unshipped portion of the order, unless a different remedy is required by law.

To the fullest extent permitted by law, Zenibee will not be liable for speculative, incidental, or consequential damages arising from such cancellation.

12. PRODUCT MODIFICATIONS BEFORE SHIPMENT

Before shipment, Zenibee may make reasonable changes to the Product’s:

design;
materials;
dimensions;
features;
components;
labeling;
packaging;
manuals or instructions; and
registration materials

where reasonably necessary or advisable for:

safety;
regulatory compliance;
testing results;
engineering improvements;
manufacturability;
supplier changes;
quality control; or
operational consistency.

Zenibee will not intentionally substitute a materially different product for the one purchased, but Zenibee may make reasonable updates, corrections, or improvements consistent with the Product’s general category, function, and intended use.

13. ELIGIBILITY AND PURCHASE LIMITS

Unless Zenibee states otherwise in writing:

Pre-Sale Orders are available only for delivery addresses in the United States;
customers must be at least eighteen (18) years old and legally capable of entering into a contract;
Zenibee may limit purchases to a maximum quantity per household, account, address, or payment method;
orders placed for resale, distribution, export, bot activity, abusive bulk purchase behavior, or other non-end-user purposes may be cancelled; and
certain offers, founder packages, reservations, or Promotional Benefits may be limited to true end-user households only.

Zenibee may use account data, payment method data, shipping data, and other order information to enforce purchase limits or prevent abuse.

14. FOUNDER PACKAGE AND PROMOTIONAL BENEFITS

If Zenibee offers a Founder Family Package or similar founder-tier purchase, that package may include certain Promotional Benefits.

Those Promotional Benefits may include, by way of example:

a complimentary period of Zenibee Care;
eligibility for the Zenibee Second Child Promise;
founder-branded accessories;
priority fulfillment; or
other campaign-specific benefits disclosed by Zenibee.

Unless Zenibee expressly states otherwise:

founder-branded accessories or other physical Promotional Benefits already delivered as part of the qualifying purchase must be returned if the qualifying purchase is cancelled, refunded, reversed, or charged back;
Promotional Benefits are non-transferable;
Promotional Benefits have no cash value;
Promotional Benefits are void where prohibited;
Promotional Benefits may be conditioned on a valid, delivered, non-refunded qualifying purchase;
Promotional Benefits are governed by separate companion terms where applicable; and
if the qualifying purchase is refunded, cancelled, reversed, or charged back, the associated Promotional Benefits terminate.

Zenibee Care is a separate service-contract style benefit, not insurance and not a warranty extension, and is governed by its own terms, including activation requirements and applicable service fees.

The Zenibee Second Child Promise is a separate limited promotional program, not a warranty, not insurance, and not a general entitlement to future product outside its own eligibility, verification, timing, and availability rules.

15. WARRANTY DISCLAIMER / SEPARATION CLAUSE

Any limited warranty for the Product is governed exclusively by the separate written Zenibee Limited Product Warranty.

Promotional programs, founder benefits, reservations, shipping estimates, timing statements, Zenibee Care benefits, and the Second Child Promise are not warranties.

Nothing in these Terms:

expands the Zenibee Limited Product Warranty;
creates a warranty beyond the written Zenibee Limited Product Warranty;
converts Zenibee Care into a warranty or insurance product; or
converts the Second Child Promise into a warranty or unconditional future-delivery guarantee.

Nothing in these Terms limits any warranty or consumer right that cannot lawfully be disclaimed, waived, or limited under applicable law.

16. RETURNS AFTER SHIPMENT / SAFETY-BASED RETURN RESTRICTIONS

Because the Product includes child restraint functionality and other safety-related juvenile-product features, post-delivery return rights are limited. Ordinary post-delivery returns are available only in the narrow circumstances set forth in this Section. Separate rules may apply to verified defects, shipping damage, warranty claims, recalls, or other remedies required by law.

16.1 Ordinary Post-Delivery Returns — Unopened Products Only

Unless otherwise required by law, Zenibee will accept an ordinary post-delivery return only if all of the following conditions are met:

the return request is submitted within fourteen (14) days after documented delivery;
the Product is unopened, unused, uninstalled, unassembled, unregistered, unmodified, and not put into service in any manner;
the factory seal, if any, and original packaging remain intact;
the Product is returned with all components, accessories, inserts, manuals, warning materials, labels, registration materials, and proof of purchase; and
the Product is received by Zenibee in new and resalable condition, as reasonably determined by Zenibee after inspection.

16.2 Non-Returnable Conditions

Without limiting the foregoing, the Product is not eligible for ordinary return if, in Zenibee’s reasonable determination:

the box has been opened or any factory seal has been broken;
the Product has been installed in a vehicle, assembled, tested in use, used outdoors, used on the ground, or otherwise put into service;
the Product has been registered;
any component, accessory, insert, manual, warning label, registration material, serial/date/batch information, or packaging is missing, damaged, altered, or defaced;
the Product shows signs of wear, use, damage, contamination, or mishandling;
the Product has been involved in any crash, collision, drop, impact event, misuse event, or any other incident that may affect safety or structural integrity; or
the Product is not in new and resalable condition.

16.3 No Open-Box Convenience Returns

Because the Product includes child restraint functionality and safety-critical features, vehicle fit, customer preference, color preference, convenience, change of mind, or similar reasons do not create a return right once the Product has been opened, assembled, installed, registered, or otherwise removed from new and resalable condition.

16.4 Separate Path for Shipping Damage, Wrong Item, Missing Parts, Lost Shipments, Recall, or Warranty

This Section 16 governs only ordinary post-delivery returns. It does not limit rights relating to shipping damage, wrong-item shipments, missing parts, or lost-in-transit shipments that are timely reported.

Customers must inspect shipments promptly upon delivery. If a Product arrives damaged in transit, incomplete, or not the item ordered, the customer must notify Zenibee within seven (7) days after delivery, provide reasonable supporting information (including photographs of the Product, packaging, shipping label, and any visible damage), and retain the Product, original packaging, and all packing materials until the claim is resolved.

If the outer shipping carton appears severely damaged at delivery, the customer should refuse delivery if reasonably possible or note the visible damage with the carrier and promptly notify Zenibee.
Zenibee may investigate the matter with the carrier or otherwise verify the claim. If Zenibee confirms transit damage, missing parts, shipment of the wrong item, or other non-conformity, Zenibee may, at its option, repair the item, replace the item, send replacement or missing parts, or issue a refund.
If a shipment is lost in transit and never delivered, the customer must notify Zenibee promptly. Zenibee may require confirmation of the shipping address and other information reasonably requested for claim handling, and may investigate the shipment status with the carrier. Once the shipment is confirmed lost in transit, Zenibee may, at its option, replace the item or issue a refund.
This Section 16 also does not limit rights under the Zenibee Limited Product Warranty, rights under any applicable recall, safety, or compliance remedy, or any non-waivable rights or remedies required by applicable law.

16.5 Return Authorization Required

No return will be accepted without a Return Authorization issued by Zenibee. Zenibee may require the order number, model information, serial/date/batch code, photographs, and any other information reasonably necessary to assess eligibility. Unauthorized returns may be refused.

16.6 Inspection; Refund Amount; Gift Returns

All returned Products are subject to inspection and final approval by Zenibee. If an ordinary return is approved, Zenibee will refund the purchase price actually paid for the returned Product to the original payment method.

If an item was purchased as a gift, any eligible refund will be issued only to the original form of payment used for the purchase; however, Zenibee may, in its discretion and subject to applicable return eligibility requirements, permit an exchange in place of a refund.

Original Shipping Charges are not refundable unless required by law or the return results from Zenibee’s shipping error or a verified defect, transit-damage, missing-part, wrong-item, or other non-conformity claim.

16.7 Return Shipping Costs; No Restocking Fees

Zenibee does not charge restocking fees for eligible returns. For an approved ordinary non-defect return under this Section 16, the customer is responsible for return shipping costs unless Zenibee expressly states otherwise.

Zenibee will provide a prepaid return label or reimburse approved return shipping costs, at Zenibee’s option, only where the return is due to Zenibee’s error, shipment damage, missing parts, shipment of the wrong item, or another confirmed non-conformity covered by applicable policy or law.

16.8 Ineligible Returned Products

If a customer sends Zenibee a Product that is not eligible for return, Zenibee may refuse the return, return the Product to the customer at the customer’s expense, or, where appropriate and with customer authorization if required, dispose of the Product in a safety-compliant manner if Zenibee reasonably determines that the Product cannot be lawfully or safely restocked.

16.9 Crash or Safety Event

If the Product is involved in a crash, collision, or any other event that may affect safety or structural integrity, the customer must stop using the Product immediately and contact Zenibee.

Any remedy for such event, if offered, will be governed by Zenibee’s separate warranty, crash-replacement, recall, or safety policy, if any, and not by ordinary return rights under this Section 16.

16.10 No Limitation on Non-Waivable Rights

Nothing in this Section limits any non-waivable consumer rights or remedies required by applicable law.

17. RISK OF LOSS / TITLE / DELIVERED SHIPMENTS

Unless otherwise required by applicable law, title to the Product and risk of loss transfer to the customer upon delivery of the Product to the shipping address provided in the order, or as otherwise stated in Zenibee’s shipping terms.

Delivered Shipments; Theft After Delivery. Once a shipment is marked delivered by the carrier to the shipping address provided at checkout, risk of loss for theft or disappearance after delivery passes to the customer, to the fullest extent permitted by law. Zenibee is not responsible for porch theft, mailroom theft, package-room loss, or similar loss occurring after confirmed delivery.

If tracking shows that a shipment was delivered but the customer states that it was not received, the customer must notify Zenibee promptly, verify that the shipping address provided at checkout was accurate, check with household members, neighbors, building management, or any other persons who may have accepted the package, and cooperate reasonably with any carrier, theft, or delivery investigation.

Adult Signature; No-Signature Release. Zenibee may require adult-signature delivery for certain shipments. If the customer authorizes delivery without signature, signs any carrier no-signature release, or otherwise waives any signature requirement, Zenibee disclaims responsibility for loss, theft, or misdelivery occurring after such release or waiver, to the fullest extent permitted by law.

If a shipment is lost, damaged, or misdirected before confirmed delivery, Zenibee and the customer will cooperate in good faith with carrier claims and reasonable shipment investigation processes.

18. CUSTOMER RESPONSIBILITIES

You agree to:

provide accurate billing, shipping, and contact information;
promptly update inaccurate or outdated contact information;
inspect the shipment promptly upon delivery;
follow all manuals, labels, instructions, warnings, fit guidance, and usage restrictions;
use the Product only as intended and within stated limitations;
complete product registration if provided or required for recall, safety, or service workflows;
retain proof of purchase, serial information, and order information;
use only components, accessories, and service practices consistent with Zenibee’s instructions; and
cooperate with reasonable documentation, activation, or verification requests relating to founder benefits, Zenibee Care, or the Second Child Promise.

19. LIMITATION OF REMEDIES

TO THE FULLEST EXTENT PERMITTED BY LAW, YOUR PRIMARY REMEDY FOR ANY PRE-SHIPMENT ISSUE RELATING TO A PRE-SALE ORDER IS CANCELLATION OF THE ORDER AND REFUND OF THE AMOUNTS ACTUALLY PAID FOR THE UNSHIPPED PORTION OF THE ORDER.

TO THE FULLEST EXTENT PERMITTED BY LAW, ZENIBEE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO ANY PRE-SALE ORDER, DELAY, CANCELLATION, FOUNDER BENEFIT, OR RELATED TRANSACTION.

TO THE FULLEST EXTENT PERMITTED BY LAW, ZENIBEE’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO A PRE-SALE ORDER WILL NOT EXCEED THE AMOUNTS ACTUALLY PAID BY YOU FOR THE APPLICABLE ORDER OR RESERVATION GIVING RISE TO THE CLAIM.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law.

20. FORCE MAJEURE

Zenibee will not be liable for delay, suspension, or failure to perform to the extent caused by events beyond Zenibee’s reasonable control, including:

factory shutdowns;
tooling delays;
supplier failure;
raw-material shortages;
labor disruption;
port congestion;
freight interruption;
customs delay;
epidemic or pandemic;
war, terrorism, or civil unrest;
natural disaster;
governmental action;
testing, certification, or compliance holds; or
utility, software, platform, or systems failures materially affecting fulfillment operations.

Zenibee will use commercially reasonable efforts to mitigate the effects of such events where practical.

21. DISPUTE RESOLUTION / GOVERNING LAW

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

21.1 Informal Resolution First

Before filing a lawsuit or starting arbitration, you and Zenibee agree to first try to resolve any dispute informally.

If you have a dispute, you must send written notice to Zenibee at hello@zenibee.com and 100 N Howard St. #7069, Spokane, WA 99201, describing the nature of the dispute and the relief you seek. If Zenibee has a dispute with you, Zenibee will send a similar notice to the contact information associated with your order or account.

If the dispute is not resolved within thirty (30) days after notice is received, either party may begin arbitration or, if eligible, bring an individual action in small claims court.

21.2 Agreement to Arbitrate

EXCEPT FOR DISPUTES THAT QUALIFY FOR SMALL CLAIMS COURT, YOU AND ZENIBEE AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THE PRODUCT, ANY PRE-SALE ORDER, ANY RESERVATION, THESE TERMS, ANY ALLEGED BREACH OF THESE TERMS, ANY FOUNDER BENEFIT, ANY RELATED PURCHASE OR PROMOTIONAL PROGRAM, OR ANY RELATED RELATIONSHIP BETWEEN YOU AND ZENIBEE, WILL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION AND NOT IN COURT.

This arbitration agreement is governed by the Federal Arbitration Act.

21.3 Arbitration Administrator and Rules

The arbitration shall be administered by the American Arbitration Association (“AAA”) under its applicable consumer arbitration rules then in effect, except as modified by these Terms.

If AAA is unavailable or unwilling to administer the arbitration, the parties shall confer in good faith to select another nationally recognized arbitration administrator. If the parties cannot agree, a court of competent jurisdiction may appoint the arbitration administrator.

21.4 Arbitration Procedure

Unless otherwise required by applicable law or the administrator’s rules:

the arbitration may be conducted remotely, by submission of documents, by telephone, by video conference, or in person, as determined by the arbitrator;
the arbitration shall be conducted by a single neutral arbitrator;
the arbitrator shall have authority to award any individual remedy available under applicable law, subject to these Terms; and
the arbitrator shall issue a written decision sufficient to explain the essential findings and conclusions on which the award is based.

21.5 Small Claims Court Option

Either party may bring an individual claim in small claims court instead of arbitration if the claim qualifies and remains on an individual basis.

21.6 Individual Claims Only; No Class Actions or Mass Actions

YOU AND ZENIBEE AGREE THAT ALL DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF, CLAIMANT, CLASS REPRESENTATIVE, CLASS MEMBER, PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE, CONSOLIDATED, COLLECTIVE, OR MASS PROCEEDING.

YOU AND ZENIBEE WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, MASS ACTION, OR CLASS-WIDE, COLLECTIVE, REPRESENTATIVE, OR MASS ARBITRATION, TO THE FULLEST EXTENT PERMITTED BY LAW.

The arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to resolve that individual party’s claim. The arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of representative, collective, class, or mass proceeding.

21.7 Jury Trial Waiver

TO THE EXTENT ANY DISPUTE PROCEEDS IN COURT RATHER THAN ARBITRATION, YOU AND ZENIBEE KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO A JURY TRIAL, TO THE FULLEST EXTENT PERMITTED BY LAW.

21.8 Fees

Payment of filing, administration, and arbitrator fees shall be governed by the arbitration administrator’s applicable consumer rules and applicable law.

21.9 Injunctive or Equitable Relief

Nothing in these Terms prevents either party from seeking temporary, preliminary, or injunctive relief in a court of competent jurisdiction when necessary to protect rights pending completion of arbitration, including relief relating to intellectual property, confidentiality, fraud prevention, misuse, or unauthorized transfer or abuse of founder benefits, program rights, or account rights.

21.10 Severability of Arbitration Provision

If any part of this Section 21 is found unenforceable as to a particular claim or request for relief, then that claim or request for relief shall be severed and proceed in a court of competent jurisdiction only to the extent necessary, and the remainder of this Section 21 shall remain enforceable.

If the class action waiver in Section 21.6 or the prohibition on class, collective, representative, or mass arbitration in Section 21.6 is found unenforceable as to a particular dispute, then those portions shall be deemed severed, and such dispute shall proceed in a court of competent jurisdiction, not in arbitration, but only to the extent required by that ruling.

21.11 Governing Law

Except to the extent preempted by federal law, including the Federal Arbitration Act, these Terms and any dispute arising out of or relating to them will be governed by the laws of the State of Delaware, without regard to conflict-of-law rules, except that any state-law consumer protection rights that cannot be waived or displaced will remain applicable as required by law.

22. ELECTRONIC COMMUNICATIONS AND E-SIGN CONSENT

By placing an order, you consent to receive electronic records and communications from Zenibee regarding your Pre-Sale Order, reservation, founder benefits, shipping notices, delay notices, activation instructions, service communications, claim requests, refunds, and related matters.

Zenibee may provide notices by email, website posting, account messaging, or other reasonable electronic means.

You agree that electronic notices, disclosures, acknowledgments, and records satisfy any legal requirement that such communications be in writing, to the extent permitted by law.

23. PRIVACY AND DATA HANDLING REFERENCE

Zenibee handles personal information in accordance with its Privacy Policy and any applicable supplemental privacy disclosures.

Zenibee may collect, use, verify, and retain information reasonably necessary to:

process your order;
administer founder benefits;
activate Zenibee Care;
verify eligibility for the Second Child Promise;
support recall and safety communications;
prevent fraud and abuse; and
comply with legal or regulatory obligations.

Where verification is required for founder benefits or promotional programs, Zenibee may request only the information reasonably necessary to confirm eligibility.

24. CHANGES TO TERMS

The version of these Terms in effect at the time of your order or reservation will govern that transaction, except to the extent a later change is required by law or validly applied under these Terms.

Zenibee may update these Terms prospectively for future transactions at any time.

If Zenibee must modify the terms applicable to an existing order for legal, compliance, safety, or operational reasons, Zenibee will provide notice as required by applicable law.

Zenibee will not use this Section to retroactively eliminate a core benefit already validly earned through a completed qualifying purchase, except where required by law, necessary to prevent fraud or abuse, or expressly allowed by the applicable companion terms.

25. SEVERABILITY, NO WAIVER, ASSIGNMENT, ENTIRE AGREEMENT

If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect to the maximum extent permitted by law.

No waiver by Zenibee of any breach or failure to enforce any provision will be deemed a waiver of any other or subsequent breach.

Zenibee may assign or transfer these Terms, or any rights or obligations under them, in connection with a merger, asset sale, financing, corporate reorganization, or sale of the relevant business line, provided that such assignment does not reduce any non-waivable consumer rights.

These Terms, together with the applicable checkout disclosures and any companion terms expressly incorporated at checkout, constitute the entire agreement governing the applicable Pre-Sale Order or reservation.

Unless Zenibee expressly states otherwise, the order of precedence is:

checkout-specific offer details;
these Zenibee Pre-Sale Purchase Terms and Conditions;
separate companion program terms, including Zenibee Care and the Zenibee Second Child Promise;
the Zenibee Limited Product Warranty for warranty issues; and
Zenibee’s shipping, site, and privacy policies, as applicable, and any separate return policy only to the extent expressly incorporated by these Terms or applicable to non-pre-sale transactions.