IMPORTANT NOTICE: PLEASE READ THESE TERMS CAREFULLY. THESE TERMS
CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS
WITH RESPECT TO YOUR RESERVATION, OUR LIMITATION OF LIABILITY TO YOU,
AND YOUR AGREEMENT TO RESOLVE DISPUTES THROUGH CERTAIN PROCESSES
ON AN INDIVIDUAL BASIS, AS FURTHER DETAILED BELOW.
Section 1. Reservation. These Reservation Terms and Conditions (these “Terms”) govern your
agreement with Gimbal Innovations, Inc. or its affiliate (“Gimbal”, “we”, “us” or “our”) to reserve
your opportunity to purchase a Momentum 1080 Flight and Motion Simulator (such simulator, the
“Simulator”, and such Reservation, the “Reservation”).
Section 2. No Obligations. You are under no obligation to purchase a Simulator from us, and we
are under no obligation to supply you with a Simulator. These Terms do not constitute an agreement
for the sale of a Simulator, and do not lock in pricing, a firm production slot, a firm delivery date,
or specific Simulator configuration. Your Simulator will be reserved and priced (including all
applicable taxes and fees) at the time you execute a final and definitive purchase agreement with
Gimbal (the “Purchase Agreement”), which will include additional terms and conditions, including
an acknowledgement and waiver of certain risks related to the Simulator and its operation.
Section 3. Reservation Form. When submitting the Reservation form (the “Reservation Form”),
you represent and warrant that (i) all information provided in the Reservation Form is accurate,
and (ii) you are legally able to submit the Reservation in the jurisdiction where you reside. You
agree to keep the information submitted on the Reservation Form current at all times by contacting
us if there are any changes. We shall not be liable for inaccurate or outdated information, or any
actions taken upon reliance thereon. You must be at least 18 years old to submit a Reservation
Form, and by submitting such Reservation Form you represent and warrant to us that you are at
least 18 years old.
Section 4. Priority Reservations. In consideration for the Reservation Fee, you will receive
priority status and have the first opportunities to enter into a Purchase Agreement for the Simulator
before the general public. You acknowledge that this is not the exclusive means of determining
priority, and that we reserve the right to have other procedures, qualifications or programs that
determine priority of Simulator delivery, including beta testing.
Section 5. Fee. In connection with the Reservation Form, you will be charged a fee (the
“Reservation Fee”). THE RESERVATION FEE IS NON-REFUNDABLE. The Reservation Fee
will be held by Gimbal and applied towards the final price of the Simulator you purchase upon
execution of the Purchase Agreement. You are not entitled to any interest on your Reservation Fee.
Section 6. Cancellation and Refunds. We may decline or cancel your Reservation for any reason
at any time in our sole discretion. If your Reservation is declined by us, you will be notified and
your Reservation Fee will be refunded as soon as practicable to the account information we have
on file. If you cancel your Reservation, you will not be entitled to a refund of the Reservation Fee.
Section 7. Delivery. Notwithstanding anything to the contrary herein, or any representations on
our website, our social media accounts, or by our personnel, whether written or verbal, there is no
guaranteed delivery or delivery date based on your Reservation. Your actual receipt of the
Simulator is dependent on many factors, including without limitation, the date you submit your
Reservation Form together with payment of the Reservation Fee, the priority level of your
Reservation, execution of the Purchase Agreement, your Simulator configuration, manufacturing
availability and schedule, and our delivery and service operations availability. Any delivery and
delivery date details we have will be shared with you at the time you execute the Purchase
Agreement.
Section 8. Simulator Production. You acknowledge and agree that we may not have completed
the development of the Simulator or begun manufacturing the Simulator for consumer or
commercial use at the time of your Reservation. Any features of the Simulator are not guaranteed,
and may change, even after features are announced. By submitting the Reservation Form and
assenting to these Terms, you acknowledge and agree that the Simulator configuration may change
prior to your execution of the Purchase Agreement. The Company shall use commercially
reasonable efforts to transition to production and delivery of the Simulator. However, you
acknowledge and agree such production is not a firm promise and may be determined by Gimbal
not to be feasible.
Section 9. Dispute Resolution. Please carefully read this provision, which applies to any dispute
between you and Gimbal.
If you have a concern or dispute, please send a written notice describing it, your desired
resolution and your contact information to us here. We commit, and you agree, to use
reasonable efforts to settle any dispute directly through good faith negotiations.Waiver of Jury Trial. YOU AND GIMBAL HEREBY WAIVE ANY CONSTITUTIONAL
AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF
A JUDGE OR A JURY.CLASS ACTION WAIVER. You and Gimbal agree that any proceedings to resolve
Disputes will be conducted on an individual basis and not in a class, consolidated, or
representative action. This means that you and Gimbal both agree to waive the right to
participate as a plaintiff as a class member in any class action proceeding.All disputes arising hereunder shall be resolved by a court located in Hamilton County,
Cincinnati, Ohio, or a United States District Court, Southern District of Ohio, located in
Cincinnati, Ohio, except as otherwise agreed by the parties. You agree to submit to the
personal jurisdiction of the courts located within Hamilton County, Ohio or the United
States District Court, Southern District of Ohio located in Cincinnati, Ohio, for the purpose
of litigating all such claims or disputes that are not subject to arbitration. You hereby waive
any and all jurisdictional and venue defenses otherwise available.These Terms are governed by, and to be interpreted according to, the laws of the State of
Ohio. Any prior agreements, oral statements, negotiations, communications or
representations about the Simulator are superseded by these Terms.
Section 10. Limitation of Liability. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE
LAW, IN NO EVENT SHALL GIMBAL OR ANY OF ITS AFFILIATES, AND THEIR
RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS,
LICENSORS AND PARTNERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR
CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR
ENHANCED DAMAGES ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH
THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE
FORESEEABLE; (B) WHETHER OR NOT A PROPOSED DEFENDANT WAS ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES; AND (C) THE LEGAL OR EQUITABLE THEORY
(CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL
GIMBAL’S OR ANY OF ITS AFFILIATES, OR THEIR RESPECTIVE SHAREHOLDERS
DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS AND PARTNERS
AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT,
WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT
(INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS
YOU ACTUALLY PAID TO GIMBAL PURSUANT TO THIS AGREEMENT.
Section 11. Force Majeure. Our obligations under these Terms (other than your payment
obligations) will be suspended to the extent that we are wholly or partially precluded from
complying with our obligations under these Terms by force majeure. Force Majeure includes, but
is not restricted to, fire, storm, flood, earthquake, explosion, accident, act of the public enemy, war,
rebellion, insurrection, sabotage, outbreak, epidemic, public health emergency, quarantine
restriction, labor dispute, labor shortage, transportation embargo or failure, curtailment or delay in
transportation, act of God, act (including laws, regulations, orders, advisories, disapprovals or
failure to approve) of any government or public health agency or authority, whether national,
statewide, municipal, or otherwise, or any other event or circumstance beyond our control.
Section 12. No Resellers. We may unilaterally cancel any order that we believe has been made
with a view toward resale of the Simulator or that has otherwise been made in bad faith.
Section 14. Modification and Waivers. These Terms may not be modified, altered or amended
unless expressly agreed to in writing and signed by a duly authorized representative of Gimbal.
No failure by Gimbal to enforce any right or provision of these Terms will constitute a waiver of
future enforcement of such right or provision. Any waiver will be effective only if in writing and
signed by a duly authorized representative of Gimbal. These Terms and Reservation Form
represent the entire agreement governing your Reservation of the Simulator, and any prior
agreements have no force or effect. All provisions of this Agreement which by their nature should
survive, will survive termination, including without limitation, disclaimers, dispute resolution, and
limitation of liability
Section 15. Assignment. You may not assign your rights under these Terms without our express
prior consent. We may assign our obligations under Terms at our discretion without your consent.
Any assignment in violation of these Terms will be null and void.
Section 16. Contact Us. Feel free to contact us here at any time with any questions, comments or
feedback about your Reservation or these Terms.
Section 17. Consent to Electronic Communications. The communications between you and us
use electronic means, whether you visit our website or send us emails, or whether we post notices
on our website or communicate with you via e-mail. For contractual purposes, you (1) consent to
receive communications from Gimbal in an electronic form; and (2) agree that all terms and
conditions, agreements, notices, disclosures, and other communications that Gimbal provides to
you electronically satisfy any legal requirement that such communications would satisfy if it were
to be in writing. The foregoing does not affect your statutory rights.
Updated 5.5.2026